[Congressional Bills 118th Congress]
[From the U.S. Government Publishing Office]
[S. 3494 Introduced in Senate (IS)]

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118th CONGRESS
  1st Session
                                S. 3494

   To amend the Sarbanes-Oxley Act of 2002 to provide for disclosure 
regarding foreign jurisdictions that hinder inspections, and for other 
                               purposes.


_______________________________________________________________________


                   IN THE SENATE OF THE UNITED STATES

                           December 13, 2023

    Mr. Rubio (for himself, Mr. Scott of Florida, and Mr. Hagerty) 
introduced the following bill; which was read twice and referred to the 
            Committee on Banking, Housing, and Urban Affairs

_______________________________________________________________________

                                 A BILL


 
   To amend the Sarbanes-Oxley Act of 2002 to provide for disclosure 
regarding foreign jurisdictions that hinder inspections, 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 ``Trusted Foreign Auditing Act of 
2023''.

SEC. 2. INSPECTION OF REGISTERED PUBLIC ACCOUNTING FIRMS.

    Section 104(i) of the Sarbanes-Oxley Act of 2002 (15 U.S.C. 
7214(i)) is amended--
            (1) in paragraph (1)--
                    (A) by redesignating subparagraphs (A) and (B) as 
                subparagraphs (C) and (D), respectively; and
                    (B) by inserting before subparagraph (C), as so 
                redesignated, the following:
                    ``(A) the term `compromised auditor' means, with 
                respect to a registered public accounting firm, an 
                independent branch or office of that firm (or a 
                subsidiary of such a branch or office) that--
                            ``(i) is subject to the jurisdiction and 
                        laws of the government of a covered country;
                            ``(ii) is directly or indirectly 
                        controlled, directed, or materially influenced 
                        by a covered country;
                            ``(iii) has a manager or owner, or conducts 
                        any operation, that is subject to the direct 
                        influence of a covered country; or
                            ``(iv) has entered into any arrangement, 
                        agreement, or relationship with the government 
                        or political party of a covered country that 
                        could compromise the objectivity, integrity, or 
                        independence of the branch, office, or 
                        subsidiary in performing auditing or 
                        attestation services;
                    ``(B) the term `covered country' means--
                            ``(i) any country (including any special 
                        administrative region of such country) 
                        identified as a threat to the national security 
                        of the United States in the most recent report 
                        submitted to Congress by the Director of 
                        National Intelligence pursuant to section 108B 
                        of the National Security Act of 1947 (50 U.S.C. 
                        3043b) (commonly referred to as the `Annual 
                        Threat Assessment'); or
                            ``(ii) any covered nation (as defined in 
                        section 4872(d)(2) of title 10, United States 
                        Code);'';
            (2) in paragraph (2)(A)--
                    (A) in the matter preceding clause (i), by striking 
                ``paragraph (1)(A)'' and inserting ``paragraph 
                (1)(C)''; and
                    (B) in clause (ii), by inserting ``is a compromised 
                auditor that'' before ``the Board is unable''; and
            (3) by adding at the end the following:
            ``(5) Trading prohibition.--If a covered issuer that is 
        headquartered in a country of concern retains a compromised 
        auditor to prepare an audit report described in paragraph 
        (2)(A) for the covered issuer, the trading prohibition 
        described in paragraph (3) shall apply to the covered 
        issuer.''.

SEC. 3. PUBLIC HEARINGS.

    Section 105(c) of the Sarbanes-Oxley Act of 2002 (15 U.S.C. 
7215(c)) is amended by striking paragraph (2) and inserting the 
following:
            ``(2) Public hearings.--
                    ``(A) Definitions.--In this paragraph, the terms 
                `compromised auditor' and `covered issuer' have the 
                meanings given those terms in section 104(i)(1).
                    ``(B) Conditions.--Hearings under this section 
                shall not be public, unless--
                            ``(i) a compromised auditor retained by a 
                        covered issuer is a party to the hearing; or
                            ``(ii) otherwise ordered by the Board for 
                        good cause shown, with the consent of the 
                        parties to such hearing.''.
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