No IPOs for Unaccountable Actors Act
Bill: S.1914 | Sponsor: Sen. Rubio, Marco (R-FL)
Policy area: Finance and Financial Sector

Summary:
No IPOs for Unaccountable Actors Act
This bill prohibits the initial listing of a foreign company's securities on a national securities exchange if the Public Company Accounting Oversight Board is unable to inspect or investigate the public accounting firm retained by the company.

To prohibit the initial public offering of certain securities, and for 
                            other purposes.

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

SECTION 1. SHORT TITLE.

    This Act may be cited as the ``No IPOs for Unaccountable Actors 
Act''.

SEC. 2. NO INITIAL PUBLIC OFFERINGS FOR UNACCOUNTABLE ACTORS.

    (a) Definitions.--In this section--
            (1) the term ``Board'' means the Public Company Accounting 
        Oversight Board;
            (2) the term ``Commission'' means the Securities and 
        Exchange Commission;
            (3) the term ``covered entity'' means--
                    (A) an entity that is headquartered in, or 
                otherwise controlled by an entity that is headquartered 
                in, a foreign jurisdiction in which the Board is 
                prevented from conducting an inspection or 
                investigation of a registered public accounting firm 
                under section 104 of the Sarbanes-Oxley Act of 2002 (15 
                U.S.C. 7214) because of a position taken by an 
                authority in that foreign jurisdiction, as determined 
                by the Board; or
                    (B) an entity that--
                            (i) is headquartered in, or otherwise 
                        controlled by an entity that is headquartered 
                        in, a foreign jurisdiction; and
                            (ii) retains a registered public accounting 
                        firm described in section 104(i)(2)(A) of the 
                        Sarbanes-Oxley Act of 2002 (15 U.S.C. 
                        7214(i)(2)(A));
            (4) the terms ``exchange'', ``issuer'', and ``security'' 
        have the meanings given the terms in section 3(a) of the 
        Securities Exchange Act of 1934 (15 U.S.C. 78c(a)); and
            (5) the term ``national securities exchange'' means an 
        exchange registered as a national securities exchange under 
        section 6 of the Securities Exchange Act of 1934 (15 U.S.C. 
        78f).
    (b) Prohibitions Regarding Covered Entities.--Beginning on the date 
that is 1 year after the date of enactment of this Act--
            (1) the Commission shall prohibit the initial listing of 
        the securities of a covered entity on a national securities 
        exchange;
            (2) if the securities of an issuer are listed on a national 
        securities exchange and, as a result of a business combination, 
        that issuer becomes a covered entity, the Commission shall 
        prohibit the national securities exchange from continuing to 
        list the securities of the issuer; and
            (3) a covered entity may not register a security of the 
        covered entity under section 12(b) of the Securities Exchange 
        Act of 1934 (15 U.S.C. 78l(b)).
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