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 pur-
poses. 
Be it enacted by the Senate and House of Representa-
tives of the United States of America in Congress assembled, 
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SECTION 1. AUDITOR INDEPENDENCE FOR CERTAIN PAST 
AUDITS OCCURRING BEFORE AN ISSUER IS A 
PUBLIC COMPANY. 
(a) AUDITOR INDEPENDENCE STANDARDS OF THE 
PUBLIC COMPANY ACCOUNTING OVERSIGHT BOARD.— 
Section 103 of the Sarbanes-Oxley Act of 2002 (15 U.S.C. 
7213) is amended by adding at the end the following: 
‘‘(e) AUDITOR INDEPENDENCE FOR CERTAIN PAST 
AUDITS OCCURRING BEFORE AN ISSUER IS A PUBLIC 
COMPANY.—With respect to an issuer that is a public 
company or an issuer that has filed a registration state-
ment to become a public company, the auditor independ-
ence rules established by the Board with respect to audits 
occurring before the last fiscal year of the issuer completed 
before the issuer filed a registration statement to become 
a public company shall treat an auditor as independent 
if— 
‘‘(1) the auditor is independent under standards 
established by the American Institute of Certified 
Public Accountants applicable to certified public ac-
countants in United States; or 
‘‘(2) with respect to a foreign issuer, the audi-
tor is independent under comparable standards ap-
plicable to certified public accountants in the issuer’s 
home country.’’. 
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(b) AUDITOR INDEPENDENCE STANDARDS OF THE 
SECURITIES AND EXCHANGE COMMISSION.—Section 10A 
of the Securities Exchange Act of 1934 (15 U.S.C. 78j– 
1) is amended by adding at the end the following: 
‘‘(n) AUDITOR INDEPENDENCE FOR CERTAIN PAST 
AUDITS OCCURRING BEFORE AN ISSUER IS A PUBLIC 
COMPANY.—With respect to an issuer that is a public 
company or an issuer that has filed a registration state-
ment to become a public company, the auditor independ-
ence rules established by the Commission under the securi-
ties laws with respect to audits occurring before the last 
fiscal year of the issuer completed before the issuer filed 
a registration statement to become a public company shall 
treat an auditor as independent if— 
‘‘(1) the auditor is independent under standards 
established by the American Institute of Certified 
Public Accountants applicable to certified public ac-
countants in United States; or 
‘‘(2) with respect to a foreign issuer, the audi-
tor is independent under comparable standards ap-
plicable to certified public accountants in the issuer’s 
home country.’’. 
Æ 
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