TITLE II - AUDITOR INDEPENDENCE
SEC. 205. CONFORMING AMENDMENTS.
(a) DEFINITIONS. - Section 3(a) of the Securities Exchange Act of 1934 (15
U.S.C. 78c(a)) is amended by adding at the end the following:
"(58) AUDIT COMMITTEE. - The term ‘audit committee’ means
-
"(A) a committee (or equivalent body) established by
and amongst the board of directors of an issuer for the purpose of overseeing
the accounting and financial reporting processes of the issuer and audits of
the financial statements of the issuer; and
"(B) if no such committee exists with respect to an issuer,
the entire board of directors of the issuer.
"(59) REGISTERED PUBLIC ACCOUNTING FIRM. - The term ‘registered
public accounting firm’ has the same meaning as in section 2 of the Sarbanes-Oxley
Act of 2002.".
(b) AUDITOR REQUIREMENTS. - Section 10A of the Securities Exchange Act of 1934
(15 U.S.C. 78j–1) is amended -
(1) by striking "an independent public accountant"
each place that term appears and inserting "a registered public accounting
firm";
(2) by striking "the independent public accountant"
each place that term appears and inserting "the registered public accounting
firm";
(3) in subsection (c), by striking "No independent public
accountant" and inserting "No registered public accounting firm";
and
(4) in subsection (b) -
(A) by striking "the accountant" each place that
term appears and inserting "the firm";
(B) by striking "such accountant" each place that
term appears and inserting "such firm"; and
(C) in paragraph (4), by striking "the accountant’s
report" and inserting "the report of the firm".
(c) OTHER REFERENCES. - The Securities Exchange Act 23 of 1934 (15 U.S.C. 78a
et seq.) is amended -
(1) in section 12(b)(1) (15 U.S.C. 78l(b)(1)), by striking
"independent public accountants" each place that term appears and
inserting "a registered public accounting firm"; and
(2) in subsections (e) and (i) of section 17 (15 U.S.C. 78q),
by striking "an independent public accountant" each place that term
appears and inserting "a registered public accounting firm".
(d) CONFORMING AMENDMENT. - Section 10A(f) of the Securities Exchange Act of
1934 (15 U.S.C. 78k(f)) is amended -
(1) by striking ‘‘DEFINITION’’ and
inserting "DEFINITIONS"; and
(2) by adding at the end the following: ‘‘As used
in this section, the term ‘issuer’ means an issuer (as defined 9
in section 3), the securities of which are registered under section 12, or that
is required to file reports pursuant to section 15(d), or that files or has
filed a registration statement that has not yet become effective under the Securities
Act of 1933 (15 U.S.C. 77a et seq.), and that it has not withdrawn.".
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