Mandatory Registration. Beginning 180 days
after the date of the determination of the Commission under section
101(d), it shall be unlawful for any person that is not a registered public
accounting firm to prepare or issue, or to participate in the preparation
or issuance of, any audit report with respect to any issuer.
Applications for Registration.
Form of application. A public accounting
firm shall use such form as the Board may prescribe, by rule, to apply
for registration under this section.
Contents of applications. Each public
accounting firm shall submit, as part of its application for registration,
in such detail as the Board shall specify--
the names of all issuers for which
the firm prepared or issued audit reports during the immediately preceding
calendar year, and for which the firm expects to prepare or issue
audit reports during the current calendar year;
the annual fees received by the firm
from each such issuer for audit services, other accounting services,
and non-audit services, respectively;
such other current financial information
for the most recently completed fiscal year of the firm as the Board
may reasonably request;
a statement of the quality control
policies of the firm for its accounting and auditing practices;
a list of all accountants associated
with the firm who participate in or contribute to the preparation
of audit reports, stating the license or certification number of each
such person, as well as the State license numbers of the firm itself;
information relating to criminal, civil,
or administrative actions or disciplinary proceedings pending against
the firm or any associated person of the firm in connection with any
copies of any periodic or annual disclosure
filed by an issuer with the Commission during the immediately preceding
calendar year which discloses accounting disagreements between such
issuer and the firm in connection with an audit report furnished or
prepared by the firm for such issuer; and
such other information as the rules
of the Board or the Commission shall specify as necessary or appropriate
in the public interest or for the protection of investors.
Consents. Each application for registration
under this subsection shall include--
a consent executed by the public accounting
firm to cooperation in and compliance with any request for testimony
or the production of documents made by the Board in the furtherance
of its authority and responsibilities under this title (and an agreement
to secure and enforce similar consents from each of the associated
persons of the public accounting firm as a condition of their continued
employment by or other association with such firm); and
a statement that such firm understands
and agrees that cooperation and compliance, as described in the consent
required by subparagraph (A), and the securing and enforcement of
such consents from its associated persons, in accordance with the
rules of the Board, shall be a condition to the continuing effectiveness
of the registration of the firm with the Board.
Action on Applications.
Timing. The Board shall approve a
completed application for registration not later than 45 days after the
date of receipt of the application, in accordance with the rules of the
Board, unless the Board, prior to such date, issues a written notice of
disapproval to, or requests more information from, the prospective registrant.
Treatment. A written notice of disapproval
of a completed application under paragraph (1) for registration shall
be treated as a disciplinary sanction for purposes of sections 105(d)
Periodic Reports. Each registered public
accounting firm shall submit an annual report to the Board, and may be required
to report more frequently, as necessary to update the information contained
in its application for registration under this section, and to provide to
the Board such additional information as the Board or the Commission may specify,
in accordance with subsection (b)(2).
Public Availability. Registration applications
and annual reports required by this subsection, or such portions of such applications
or reports as may be designated under rules of the Board, shall be made available
for public inspection, subject to rules of the Board or the Commission, and
to applicable laws relating to the confidentiality of proprietary, personal,
or other information contained in such applications or reports, provided that,
in all events, the Board shall protect from public disclosure information
reasonably identified by the subject accounting firm as proprietary information.
Registration and Annual Fees. The Board
shall assess and collect a registration fee and an annual fee from each registered
public accounting firm, in amounts that are sufficient to recover the costs
of processing and reviewing applications and annual reports.
Notice to Users: The Deskbook is made available
with the understanding that the University of Cincinnati College
of Law is not engaged in rendering legal, accounting or other professional
services. If legal advice or other expert assistance is required,
the services of a competent professional person should be sought. See Terms and Conditions of Use.