Sarbanes-oxley act of 2002

SEC. 102. ø15 U.S.C. 7212¿ REGISTRATION WITH THE BOARD. 
(a) M
ANDATORY
R
EGISTRATION
.—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, broker, or dealer. 
(b) A
PPLICATIONS FOR
R
EGISTRATION
.— 
(1) F
ORM OF APPLICATION
.—A public accounting firm shall 
use such form as the Board may prescribe, by rule, to apply 
for registration under this section. 
(2) C
ONTENTS OF APPLICATIONS
.—Each public accounting 
firm shall submit, as part of its application for registration, in 
such detail as the Board shall specify— 
(A) the names of all issuers, brokers, and dealers 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; 
(B) the annual fees received by the firm from each 
such issuer, broker, or dealer for audit services, other ac-
counting services, and non-audit services, respectively; 
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As Amended Through P.L. 116-222, Enacted December 18, 2020

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11 Sec. 
102 
SARBANES-OXLEY ACT OF 2002 
(C) such other current financial information for the 
most recently completed fiscal year of the firm as the 
Board may reasonably request; 
(D) a statement of the quality control policies of the 
firm for its accounting and auditing practices; 
(E) 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; 
(F) information relating to criminal, civil, or adminis-
trative actions or disciplinary proceedings pending against 
the firm or any associated person of the firm in connection 
with any audit report; 
(G) copies of any periodic or annual disclosure filed by 
an issuer, broker, or dealer with the Commission during 
the immediately preceding calendar year which discloses 
accounting disagreements between such issuer, broker, or 
dealer and the firm in connection with an audit report fur-
nished or prepared by the firm for such issuer, broker, or 
dealer; and 
(H) such other information as the rules of the Board 
or the Commission shall specify as necessary or appro-
priate in the public interest or for the protection of inves-
tors. 
(3) C
ONSENTS
.—Each application for registration under 
this subsection shall include— 
(A) a consent executed by the public accounting firm 
to cooperation in and compliance with any request for tes-
timony 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 
(B) a statement that such firm understands and 
agrees that cooperation and compliance, as described in 
the consent required by subparagraph (A), and the secur-
ing 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 reg-
istration of the firm with the Board. 
(c) A
CTION ON
A
PPLICATIONS
.— 
(1) T
IMING
.—The Board shall approve a completed applica-
tion for registration not later than 45 days after the date of re-
ceipt 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. 
(2) T
REATMENT
.—A written notice of disapproval of a com-
pleted application under paragraph (1) for registration shall be 
treated as a disciplinary sanction for purposes of sections 
105(d) and 107(c). 
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As Amended Through P.L. 116-222, Enacted December 18, 2020

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