I 

118TH CONGRESS 

1ST SESSION H. R. 2606 

To require auditor independence standards of the Public Company Accounting 

Oversight Board and the Securities and Exchange Commission applicable 

to past audits of a company occurring before it was a public company 

to treat an auditor as independent if the auditor meets established 

professional standards, and for other purposes. 

IN THE HOUSE OF REPRESENTATIVES 

APRIL 13, 2023 

Mr. MCHENRY introduced the following bill; which was referred to the 

Committee on Financial Services 

A BILL 

To require auditor independence standards of the Public 

Company Accounting Oversight Board and the Securities 

and Exchange Commission applicable to past audits of 

a company occurring before it was a public company 

to treat an auditor as independent if the auditor meets 

established professional standards, and for other purposes. 

1 Be it enacted by the Senate and House of Representa2 tives of the United States of America in Congress assembled, 


kjohnson on DSK79L0C42PROD with BILLS
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•HR 2606 IH

1 SECTION 1. AUDITOR INDEPENDENCE FOR CERTAIN PAST 

2 AUDITS OCCURRING BEFORE AN ISSUER IS A 

3 PUBLIC COMPANY. 

4 (a) AUDITOR INDEPENDENCE STANDARDS OF THE

5 PUBLIC COMPANY ACCOUNTING OVERSIGHT BOARD.— 

6 Section 103 of the Sarbanes-Oxley Act of 2002 (15 U.S.C. 

7 7213) is amended by adding at the end the following: 

8 ‘‘(e) AUDITOR INDEPENDENCE FOR CERTAIN PAST

9 AUDITS OCCURRING BEFORE AN ISSUER IS A PUBLIC

10 COMPANY.—With respect to an issuer that is a public 

11 company or an issuer that has filed a registration state12 ment to become a public company, the auditor independ13 ence rules established by the Board with respect to audits 

14 occurring before the last fiscal year of the issuer completed 

15 before the issuer filed a registration statement to become 

16 a public company shall treat an auditor as independent 

17 if— 

18 ‘‘(1) the auditor is independent under standards 

19 established by the American Institute of Certified 

20 Public Accountants applicable to certified public ac21 countants in United States; or 

22 ‘‘(2) with respect to a foreign issuer, the audi23 tor is independent under comparable standards ap24 plicable to certified public accountants in the issuer’s 

25 home country.’’. 


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•HR 2606 IH

1 (b) AUDITOR INDEPENDENCE STANDARDS OF THE

2 SECURITIES AND EXCHANGE COMMISSION.—Section 10A 

3 of the Securities Exchange Act of 1934 (15 U.S.C. 78j– 

4 1) is amended by adding at the end the following: 

5 ‘‘(n) AUDITOR INDEPENDENCE FOR CERTAIN PAST

6 AUDITS OCCURRING BEFORE AN ISSUER IS A PUBLIC

7 COMPANY.—With respect to an issuer that is a public 

8 company or an issuer that has filed a registration state9 ment to become a public company, the auditor independ10 ence rules established by the Commission under the securi11 ties laws with respect to audits occurring before the last 

12 fiscal year of the issuer completed before the issuer filed 

13 a registration statement to become a public company shall 

14 treat an auditor as independent if— 

15 ‘‘(1) the auditor is independent under standards 

16 established by the American Institute of Certified 

17 Public Accountants applicable to certified public ac18 countants in United States; or 

19 ‘‘(2) with respect to a foreign issuer, the audi20 tor is independent under comparable standards ap21 plicable to certified public accountants in the issuer’s 

22 home country.’’. 

Æ 


kjohnson on DSK79L0C42PROD with BILLS