[Federal Register Volume 74, Number 222 (Thursday, November 19, 2009)]
[Notices]
[Pages 59998-59999]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: E9-27738]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-60996; File No. PCAOB-2009-03]


Public Company Accounting Oversight Board; Notice of Filing and 
Immediate Effectiveness of Proposed Rule Change Postponing the 
Effective Date of Rules and Forms Related to Annual and Special 
Reporting by Registered Firms and Succession to the Registration Status 
of a Predecessor Firm

November 13, 2009.
    Pursuant to Section 107(b) of the Sarbanes-Oxley Act of 2002 (the 
``Act''), notice is hereby given that on September 30, 2009, the Public 
Company Accounting Oversight Board (the ``Board'' or the ``PCAOB'') 
filed with the Securities and Exchange Commission (the ``SEC'' or 
``Commission'') the proposed rule changes described in Items I, II, and 
III below, which items have been prepared by the Board. The PCAOB has 
designated the proposed rule change as ``constituting a stated policy, 
practice, or interpretation with respect to the meaning, 
administration, or enforcement of an existing rule'' under Section 
19(b)(3)(A)(i) of the Securities Exchange of 1934 (as incorporated, by 
reference, into Section 107(b)(4) of the Act) and Rule 19b-4(f)(1), 
which renders the proposal effective upon receipt of this filing by the 
Commission. The Commission is publishing this notice to solicit 
comments on the proposed rule from interested persons.

I. Board's Statement of the Terms of Substance of the Proposed Rule 
Change

    The Board is filing with the Commission a rule change to postpone, 
from October 12, 2009, to December 31, 2009, the effective date of 
PCAOB Rules 2200, Annual Report; 2201, Time for Filing of Annual 
Report; 2202, Annual Fee; 2203, Special Reports; 2204, Signatures; 
2205, Amendments; 2206 Date of Filing; 2207, Assertions of Conflicts 
with Non-U.S. Laws; 2108, Succeeding to the Registration Status of a 
Predecessor; 2109, Procedure for Succeeding to the Registration Status 
of a Predecessor; instructions to PCAOB Form 2, Annual Report Form; 
PCAOB Form 3, Special Report Form; and PCAOB Form 4, Succeeding to the 
Registration Status of a Predecessor; and related amendments to PCAOB 
Rules 1001(a)(vii), 1001(n)(ii), 1001(o)(i), 2107(c), 2107(f), 2300(a), 
2300(b), 2300(c), 2300(f), 2300(g), 4000, and 4003(c).

[[Page 59999]]

II. Board's Statement of the Purpose of, and Statutory Basis for, the 
Proposed Rule Change

    In its filing with the Commission, the Board included statements 
concerning the purpose of, and basis for, the proposed rule. The text 
of these statements may be examined at the places specified in Item IV 
below. The Board has prepared summaries, set forth in sections A, B, 
and C below, of the most significant aspects of such statements.

A. Board's Statement of the Purpose of, and Statutory Basis for, the 
Proposed Rule Change

(a) Purpose
    In the Board's filings under Rule 19b-4 seeking Commission approval 
of the proposed rules and form instructions identified in Section I 
above (PCAOB-2008-04 (June 17, 2008) and PCAOB-2008-05 (August 4, 
2008)), the Board stated that those proposed rules and form 
instructions would take effect 60 days after Commission approval. The 
Commission approved those rules and form instructions in Commission 
Release Nos. 34-60496 and 34-60497 on August 13, 2009. Accordingly, the 
rules and form instructions were to take effect on October 12, 2009.
    On the date that the rules and form instructions take effect, 
deadlines will begin to run for registered firms to report certain 
information to the Board by filing prescribed forms electronically 
through the Board's Web-based system for processing and publishing 
those forms. Because of technical issues related to deploying that Web-
based system, it now appears that the system will not be sufficiently 
operational by October 12, 2009 to allow the filing of such forms by 
registered firms. Accordingly, the Board is delaying the effective date 
of the rules and form instructions to December 31, 2009 to permit time 
to resolve the technical issues and deploy the system.
    The change in the effective date will have no impact on the timing 
of the first annual reports on Form 2 that will be required of 
registered firms pursuant to Rule 2200. Those reports will continue to 
be due by June 30, 2010, for the twelve-month period ending March 31, 
2010, just as they would have been if the rules took effect on October 
12, 2009. Similarly, the first annual fee due from firms pursuant to 
Rule 2202 will continue to be due by July 31, 2010, just as it would 
have been if the rules took effect on October 12, 2009.
    Changing the effective date will, however, postpone to December 31, 
2009 the onset of the obligation for registered firms to file special 
reports on Form 3 to report certain events that occur, and will 
similarly postpone the option of submitting a Form 4 to succeed to the 
registration status of a predecessor firm.
(b) Statutory Basis
    The statutory basis for the proposed rule is Title I of the Act.

B. Board's Statement on Burden on Competition

    The Board does not believe that the proposed rules will result in 
any burden on competition that is not necessary or appropriate in 
furtherance of the purposes of the Act.

C. Board's Statement on Comments on the Proposed Rule Change Received 
From Members, Participants or Others

    The Board did not solicit or receive written comments on the 
proposed rule change.

III. Date of Effectiveness of the Proposed Rule Change and Timing for 
Commission Action

    The foregoing rule change has become effective pursuant to Section 
19(b)(3)(A) of the Securities Exchange of 1934 (as incorporated, by 
reference, into Section 107(b)(4) of the Act) and Rule 19b-4(f)(1) 
thereunder. At any time within 60 days of the filing of the proposed 
rule change, the Commission may summarily abrogate such rule change if 
it appears to the Commission that such action is necessary or 
appropriate in the public interest, for the protection of investors, or 
otherwise in furtherance of the purposes of the Act.

IV. Solicitation of Comments

    Interested persons are invited to submit written data, views and 
arguments concerning the foregoing, including whether the proposed rule 
is consistent with the requirements of Title I of the Act. Comments may 
be submitted by any of the following methods:

Electronic Comments

     Use the Commission's Internet comment form (http://www.sec.gov/rules/pcaob.shtml); or
     Send an e-mail to [email protected]. Please include 
File Number PCAOB 2009-03 on the subject line.

Paper Comments

     Send paper comments in triplicate to Elizabeth M. Murphy, 
Secretary, Securities and Exchange Commission, 100 F Street, NE., 
Washington, DC 20549-1090.

All submissions should refer to File Number PCAOB 2009-03. This file 
number should be included on the subject line if e-mail is used. To 
help the Commission process and review your comments more efficiently, 
please use only one method. The Commission will post all comments on 
the Commission's Internet Web site (http://www.sec.gov/rules/pcaob/shtml). Copies of the submission, all subsequent amendments, all 
written statements with respect to the proposed rule that are filed 
with the Commission, and all written communications relating to the 
proposed rule between the Commission and any person, other than those 
that may be withheld from the public in accordance with the provisions 
of 5 U.S.C. 552, will be available for inspection and copying in the 
Commission's Public Reference Room, on official business days between 
the hours of 10 a.m. and 3 p.m. Copies of such filing will also be 
available for inspection and copying at the principal office of the 
PCAOB. All comments received will be posted without change; we do not 
edit personal identifying information from submissions. You should 
submit only information that you wish to make available publicly. All 
submissions should refer to File No. PCAOB-2009-03 and should be 
submitted on or before December 10, 2009.

    By the Commission.
Elizabeth M. Murphy,
Secretary.
[FR Doc. E9-27738 Filed 11-18-09; 8:45 am]
BILLING CODE 8011-01-P