[Federal Register Volume 87, Number 29 (Friday, February 11, 2022)]
[Notices]
[Page 8062]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2022-02998]



[[Page 8062]]

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SECURITIES AND EXCHANGE COMMISSION

[Securities Act of 1933 Release No. 11027/February 8, 2022; Securities 
Exchange Act of 1934 Release No. 94187/February 8, 2022]


Order Regarding Review of FASB Accounting Support Fee for 2022 
Under Section 109 of the Sarbanes-Oxley Act of 2002

    The Sarbanes-Oxley Act of 2002 (``SOX'' or the ``Act'') provides 
that the Securities and Exchange Commission (the ``Commission'') may 
recognize, as generally accepted for purposes of the securities laws, 
any accounting principles established by a standard-setting body that 
meets certain criteria.\1\ Section 109 of SOX provides that all of the 
budget of such a standard-setting body shall be payable from an annual 
accounting support fee assessed and collected against each issuer, as 
may be necessary or appropriate to pay for the budget and provide for 
the expenses of the standard-setting body, and to provide for an 
independent, stable source of funding, subject to review by the 
Commission. Under Section 109(f) of the Act, the amount of fees 
collected for a fiscal year shall not exceed the ``recoverable budget 
expenses'' of the standard-setting body. Section 109(i) of SOX amends 
Section 13(b)(2) of the Securities Exchange Act of 1934 to require 
issuers to pay the allocable share of a reasonable annual accounting 
support fee or fees, determined in accordance with Section 109 of the 
Act.
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    \1\ See 15 U.S.C. 7201 et seq.
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    On April 25, 2003, the Commission issued a policy statement 
concluding that the Financial Accounting Standards Board (``FASB'') and 
its parent organization, the Financial Accounting Foundation (``FAF''), 
satisfied the criteria for an accounting standard-setting body under 
the Act, and recognizing the FASB's financial accounting and reporting 
standards as ``generally accepted'' under Section 108 of the Act.\2\ 
Accordingly, the Commission undertook a review of the FASB's accounting 
support fee for calendar year 2022.\3\ In connection with its review, 
the Commission also reviewed the budget for the FAF and the FASB for 
calendar year 2022.
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    \2\ See Commission Statement of Policy Reaffirming the Status of 
the FASB as a Designated Private-Sector Standard Setter, Release No. 
33-8221 (April 25, 2003) [68 FR 23333 (May 1, 2003)].
    \3\ The Financial Accounting Foundation's Board of Trustees 
approved the FASB's budget on November 16, 2021. The FAF submitted 
the approved budget to the Commission on November 22, 2021.
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    Section 109 of SOX provides that, in addition to the accounting 
support fee, the standard-setting body can have additional sources of 
revenue for its activities, such as earnings from sales of 
publications, provided that each additional source of revenue shall not 
jeopardize, in the judgment of the Commission, the actual or perceived 
independence of the standard setter. In this regard, the Commission 
also considered the interrelation of the operating budgets of the FAF, 
the FASB, and the Governmental Accounting Standards Board (``GASB''), 
the FASB's sister organization, which sets accounting standards used by 
state and local government entities. The Commission has been advised by 
the FAF that neither the FAF, the FASB, nor the GASB accept 
contributions from the accounting profession.
    The Commission understands that the Office of Management and Budget 
(``OMB'') has determined the FASB's spending of the 2022 accounting 
support fee is sequestrable under the Budget Control Act of 2011.\4\ So 
long as sequestration is applicable, we anticipate that the FAF will 
work with the Commission and Commission staff as appropriate regarding 
its implementation of sequestration.
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    \4\ See OMB Report Pursuant to the Sequestration Transparency 
Act of 2012, available at https://www.whitehouse.gov/wp-content/uploads/2020/02/JC-sequestration_report_FY21_2-10-20.pdf. The 
sequestration percentages calculated for FY 2021 will be applied in 
each of the fiscal years from 2022 to 2029.
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    After its review, the Commission determined that the 2022 annual 
accounting support fee for the FASB is consistent with Section 109 of 
the Act. Accordingly,
    It is ordered, pursuant to Section 109 of SOX, that the FASB may 
act in accordance with this determination of the Commission.

    By the Commission.
Vanessa A. Countryman,
Secretary.
[FR Doc. 2022-02998 Filed 2-10-22; 8:45 am]
BILLING CODE 8011-01-P


