[Federal Register Volume 86, Number 181 (Wednesday, September 22, 2021)]
[Notices]
[Pages 52712-52713]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2021-20515]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 10983/September 17, 2021; Release No. 93048/September 17, 
2021]


Securities Act of 1933; Securities Exchange Act of 1934; Order 
Approving the Public Company Accounting Oversight Board Supplemental 
Budget for Calendar Year 2021

    The Sarbanes-Oxley Act of 2002, as amended (the ``Sarbanes-Oxley 
Act''),\1\ established the Public Company Accounting Oversight Board 
(``PCAOB'') to oversee the audits of companies that are subject to the 
securities laws, and related matters, in order to protect the interests 
of investors and further the public interest in the preparation of 
informative, accurate and independent audit reports. Section 982 of the 
Dodd-Frank Wall Street Reform and Consumer Protection Act (the ``Dodd-
Frank Act'') \2\ amended the Sarbanes-Oxley Act to provide the PCAOB 
with explicit authority to oversee auditors of broker-dealers 
registered with the Commission. The PCAOB is to accomplish these goals 
through registration of public accounting firms, standard setting, 
inspection, and disciplinary programs. The PCAOB is subject to the 
comprehensive oversight of the Securities and Exchange Commission (the 
``Commission'').
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    \1\ 15 U.S.C. 7201 et seq.
    \2\ Public Law 111-203, 124 Stat. 1376 (2010).
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    Section 109(b) of the Sarbanes-Oxley Act directs the PCAOB to 
establish a budget for each fiscal year in accordance with the PCAOB's 
internal procedures, subject to approval by the Commission. Rule 190 of 
Regulation P facilitates the Commission's review and approval of PCAOB 
budgets and annual accounting support fees.\3\ This budget rule 
provides, among other things, limits on the PCAOB's ability to incur 
expenses and obligations except as provided in the approved budget as 
well as the procedures for the submission of supplemental budgets when 
it is forecasted that the limits to incur expenses and obligations will 
be exceeded in a given year. The Commission previously determined that 
the PCAOB's 2021 budget of $287.3 million was consistent with Section 
109 of the Sarbanes-Oxley Act and accordingly, it approved the PCAOB's 
2021 budget on December 16, 2020.\4\
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    \3\ 17 CFR 202.190.
    \4\ Release No. 33-10905 (December 16, 2020).
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    During 2021, the PCAOB determined that expenses related to the 
engagement of outside counsel would cause its

[[Page 52713]]

Office of the General Counsel to spend amounts exceeding the previously 
approved program area budget for the year. As a result, on July 14, 
2021 it submitted a supplemental budget to the SEC. The PCAOB's 2021 
supplemental budget requests Commission approval to transfer $3.4 
million of FY 2021 funding from a certain program area in which all 
funds allocated are projected to not be spent in 2021 to the Office of 
the General Counsel to cover the projected excess costs related to the 
engagement of outside counsel. The supplemental budget does not request 
an increase to the PCAOB's previously approved 2021 budget of $287.3 
million.
    The Commission directs the PCAOB to keep the Commission, through 
staff in its Office of the Chief Accountant, apprised each month of 
monthly legal expenses incurred and paid through the end of its fiscal 
year 2021. Separately, the Commission directs that the PCAOB implement 
policies and procedures to ensure additional funds will not be required 
for spending on outside counsel for the 2021 fiscal year beyond those 
approved in this Order. The Commission also directs the PCAOB to inform 
the Commission of all of the steps it will take to reduce its current 
and future reliance on outside counsel.
    The Commission has determined that the PCAOB's 2021 supplemental 
budget is consistent with Section 109 of the Sarbanes-Oxley Act. 
Accordingly,
    It is ordered, pursuant to Section 109 of the Sarbanes-Oxley Act, 
that the PCAOB supplemental budget for calendar year 2021 is approved.

    By the Commission.
Vanessa A. Countryman,
Secretary.
[FR Doc. 2021-20515 Filed 9-21-21; 8:45 am]
BILLING CODE 8011-01-P


