Union Calendar No. 694
119th CONGRESS 2d Session |
[Report No. 119–794]
To make improvements to the securities laws, and for other purposes.
June 18, 2026
Mrs. Wagner (for herself, Mr. Downing, Mr. Sessions, and Mr. Huizenga) introduced the following bill; which was referred to the Committee on Financial Services
September 3, 2026
Additional sponsor: Mrs. Kim
September 3, 2026
Reported with an amendment, committed to the Committee of the Whole House on the State of the Union, and ordered to be printed
[Strike out all after the enacting clause and insert the part printed in italic]
[For text of introduced bill, see copy of bill as introduced on June 18, 2026]
To make improvements to the securities laws, and for other purposes.
Be it enacted by the Senate and House of Representatives of the United States of America in Congress assembled,
(b) Table of contents.—The table of contents for this Act is as follows:
Sec. 1. Short title; table of contents.
Sec. 101. Consideration by the Securities and Exchange Commission of the costs and benefits of regulations and certain other agency actions of the Commission.
Sec. 201. Semiannual testimony to Congress regarding activities of the Securities and Exchange Commission.
Sec. 301. GAO audit of information technology infrastructure and handling of data.
Sec. 401. Consideration of cumulative effect of regulations required.
Sec. 501. Transfer of Public Company Accounting Oversight Board to Securities and Exchange Commission.
Sec. 502. Establishment; administrative provisions.
Sec. 503. Registration with the Office.
Sec. 504. Auditing, quality control, standards, and rules.
Sec. 505. Foreign public accounting firms.
Sec. 506. Funding.
Sec. 507. Definitions.
Sec. 508. Technical and conforming amendments.
Sec. 509. Rule of construction with respect to cooperative arrangements.
Sec. 510. Regulations.
Sec. 511. Effective date.
Sec. 601. GAO study regarding major rules.
Sec. 701. Minimum public comment period.
Sec. 801. Determination of the number of violations.
Sec. 901. Commission organization.
Section 23 of the Securities Exchange Act of 1934 (15 U.S.C. 78w) is amended by adding at the end the following:
“(e) Consideration of costs and benefits.—
“(1) CONSIDERATIONS BEFORE PROPOSING A REGULATION.—Before proposing a regulation, the Commission shall—
“(2) REQUIREMENTS FOR ISSUING A PROPOSED OR FINAL REGULATION.—
“(A) IN GENERAL.—In issuing a proposed or final regulation, the Commission shall—
“(ii) utilize the Chief Economist of the Commission to assess the costs and benefits, both qualitative and quantitative, of the regulation, both on the regulation’s own and cumulatively with other existing and related proposed regulations;
“(iii) only issue the regulation if the Commission makes a reasoned determination that the benefits of the regulation justify the costs of the regulation;
“(B) INCLUSION OF INFORMATION IN A PROPOSED OR FINAL REGULATION.—In issuing a proposed or final regulation, the Commission shall include in the regulation—
“(i) the results of the identifications and assessments required under clauses (i) and (ii) of subparagraph (A) with respect to the regulation;
“(ii) an explanation of why the regulation meets the regulatory objectives of the Commission more effectively than other available alternatives;
“(3) CONSIDERATIONS AND ACTIONS.—
“(A) REQUIRED ACTIONS.—In deciding whether and how to regulate, the Commission shall assess the costs and benefits of available regulatory alternatives, including the alternative of not regulating, and choose the approach that maximizes benefits net of costs, to the extent practicable. Specifically, the Commission shall—
“(i) consistent with the requirements of section 3(f) (15 U.S.C. 78c(f)), section 2(b) of the Securities Act of 1933 (15 U.S.C. 77b(b)), section 202(c) of the Investment Advisers Act of 1940 (15 U.S.C. 80b–2(c)), and section 2(c) of the Investment Company Act of 1940 (15 U.S.C. 80a–2(c)), consider whether a rulemaking (both on the regulation’s own and cumulatively with other related and proposed regulations), in addition to being in the interest of protecting investors, will promote efficiency, competition, and capital formation; and
“(4) POST-ADOPTION IMPACT ASSESSMENT.—
“(A) IN GENERAL.—Whenever the Commission issues a final regulation that is a ‘major rule’ (as defined under section 804 of title 5, United States Code), it shall state, in the regulation, the following:
“(B) REQUIREMENTS OF ASSESSMENT PLAN AND REPORT.—
“(i) REQUIREMENTS OF PLAN.—For each regulation described under subparagraph (A), the Commission, in consultation with the Chief Economist, shall establish an assessment plan, which shall—
“(ii) TIMING OF ASSESSMENT PLAN REPORT.—A report on each completed assessment plan described under clause (i) shall be submitted by the Chief Economist to the Commission not later than the end of the 4-year period beginning on the date the applicable regulation is issued, unless the Commission, at the request of the Chief Economist, publishes at least 90 days before the end of such period a notice in the Federal Register extending the date and providing specific reasons why an extension is necessary.
“(5) REGULATION DEFINED.—In this subsection, the term ‘regulation’—
“(A) means an agency statement of general applicability and future effect that is designed to implement, interpret, or prescribe law or policy or to describe the procedure or practice requirements of an agency, including rules, orders of general applicability, interpretive releases, and other statements of general applicability that the agency intends to have the force and effect of law; and
Section 4 of the Securities Exchange Act of 1934 (15 U.S.C. 78d) is amended by adding at the end the following:
“(k) Semiannual testimony to Congress.—The Chairman of the Commission shall, not less than once every 6 months after the date of the enactment of this subsection, testify before the Committee on Financial Services of the House of Representatives and the Committee on Banking, Housing, and Urban Affairs of the Senate on the activities of the Commission. At least once annually, the Commissioners shall join the Chairman with respect to testifying pursuant to the preceding sentence.”.
The Comptroller General of the United States shall, not later than 1 year after the date of the enactment of this Act—
(1) perform an independent audit of the information technology (IT) infrastructure of the Securities and Exchange Commission and the Commission’s handling of data, including—
(a) Rules under the Securities Act of 1933.—Section 2(b) of the Securities Act of 1933 (15 U.S.C. 77b(b)) is amended by inserting “, when considered individually or cumulatively with other related rules or regulations or other related and recent proposed rules or regulations,” before “will promote”.
(b) Rules under the Securities Exchange Act of 1934.—Section 23(a)(2) of the Securities Exchange Act of 1934 (15 U.S.C. 78w(a)(2)) is amended by inserting “, when considered individually or cumulatively with other related rules or regulations or other related and recent proposed rules or regulations,” after “which would”.
(c) Rules under the Investment Company Act of 1940.—Section 2(c) of the Investment Company Act of 1940 (15 U.S.C. 80a–2(c)) is amended by inserting “, when considered individually or cumulatively with other related rules or regulations or other related and recent proposed rules or regulations,” before “will promote”.
(d) Rules under the Investment Advisers Act of 1940.—Section 202(c) of the Investment Advisers Act of 1940 (15 U.S.C. 80b–2(c)) is amended by inserting “, when considered individually or cumulatively with other related rules or regulations or other related and recent proposed rules or regulations,” before “will promote”.
(a) Global amendments.—Except as otherwise provided under this title, title I of the Sarbanes-Oxley Act of 2002 (15 U.S.C. 7211 et seq.) is amended—
(b) Repeals.—Sections 104, 105, and 107 of the Sarbanes-Oxley Act of 2002 (15 U.S.C. 7214; 15 U.S.C. 7215; 15 U.S.C. 7217) are repealed.
(c) References.—Beginning on the date that is 2 years after the date of the enactment of this Act, any reference to the Public Company Accounting Oversight Board in any law, regulation, map, document, record, or other paper of the United States shall be deemed to be a reference to the Office of Public Accounting Oversight of the Office of the Chief Accountant of the Securities and Exchange Commission.
(a) In general.—Section 101 of the Sarbanes-Oxley Act of 2002 (15 U.S.C. 7211) is amended—
(1) by amending subsection (a) to read as follows:
“(a) Establishment of Office.—There is established in the Office of the Chief Accountant of the Commission an Office of Public Accounting Oversight, to oversee the audit 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.”;
(3) in subsection (c)—
(B) by striking “, subject to action by the Commission under section 107, and once a determination is made by the Commission under subsection (d) of this section”;
(E) in paragraph (5)—
(4) in subsection (d)—
(6) by inserting after subsection (d) the following:
“(e) Inspections of registered public accounting firms.—The Office shall conduct a continuing program of inspections to assess the degree of compliance of each registered public accounting firm and associated persons of that firm with this Act, the rules of the Commission, or professional standards, in connection with its performance of audits, issuance of audit reports, and related matters involving issuers.
(b) Publication of rules.—The Commission shall, promptly after the creation of the Office, cause to be published in the Federal Register a notice that all rules of the Public Company Accounting Oversight Board shall remain in effect as Commission rules upon the termination of the Public Company Accounting Oversight Board.
Section 102 of the Sarbanes-Oxley Act of 2002 (15 U.S.C. 7212) is amended—
Section 103 of the Sarbanes-Oxley Act of 2002 (15 U.S.C. 7213) is amended—
Section 106 of the Sarbanes-Oxley Act of 2002 (15 U.S.C. 7216) is amended—
Section 109 of the Sarbanes-Oxley Act of 2002 (15 U.S.C. 7219) is amended—
(1) by amending subsection (b) to read as follows:
“(b) Annual budgets.—
“(1) STANDARD SETTING BODY.—The standard setting body referred to in subsection (a) shall establish a budget for each fiscal year, which shall be—
(2) in subsection (c)—
(A) by amending paragraph (1) to read as follows:
“(1) RECOVERABLE BUDGET EXPENSES.—
“(A) STANDARD SETTING BODY.—The budget of the standard setting body referred to in subsection (a) for each fiscal year shall be payable from annual accounting support fees, in accordance with subsections (d) and (e). Accounting support fees and other receipts of such standard-setting body shall not be considered public monies of the United States.
“(B) THE OFFICE.—The budget of the Office (reduced by any registration or annual fees received under section 102(f) for the year preceding the year for which the budget is being computed) for each fiscal year may be payable from annual accounting support fees, in accordance with subsections (d) and (e). Accounting support fees and other receipts of the Office shall not be considered public monies of the United States.”;
Section 110 of the Sarbanes-Oxley Act of 2002 (15 U.S.C. 7220) is amended—
(a) Definitions.—Section 2(a) of the Sarbanes-Oxley Act of 2002 (15 U.S.C. 7201(a)) is amended—
(1) in paragraph (2), by striking “the Board or the Commission (or, for the period preceding the adoption of applicable rules of the Board under section 103, in accordance with then-applicable generally accepted auditing and related standards for such purposes)” and inserting “the Commission”;
(3) by redesignating paragraphs (6) through (12) and (14) through (17) as paragraphs (5) through (15), respectively;
(4) in paragraph (8), as so redesignated—
(b) Commission rules and enforcement.—Section 3 of the Sarbanes-Oxley Act of 2002 (15 U.S.C. 7202) is amended—
(c) Exemption authority.—Section 201(b) of the Sarbanes-Oxley Act of 2002 (15 U.S.C. 7231(b)) is amended—
(d) Internal control evaluation and reporting.—Section 404(b) of the Sarbanes-Oxley Act of 2002 (15 U.S.C. 7262(b)) is amended by striking “Board” and inserting “Commission”.
(e) Self-Regulatory organization.—Section 603(y)(3) of the Consumer Credit Protection Act (15 U.S.C. 1681a(y)(3)) is amended by striking “any entity established under title I of the Sarbanes-Oxley Act of 2002,”.
(f) Clerical amendment.—The table of contents in section 1(b) of the Sarbanes-Oxley Act of 2002 is amended—
(1) by striking the item relating to title I and inserting the following new item:
“TITLE I—OFFICE OF PUBLIC ACCOUNTING OVERSIGHT”.
Nothing in this title, or the amendments made by this title, shall be construed to invalidate or otherwise affect a cooperative arrangement or agreement between the Public Company Accounting Oversight Board and a foreign auditor oversight authority (as defined in section 2(a) of the Sarbanes-Oxley Act of 2002 (15 U.S.C. 7201(a))) in effect on the date that is 2 years after the date of the enactment of this Act.
The Securities and Exchange Commission may issue such regulations as may be necessary to carry out this title.
Section 4 of the Securities Exchange Act of 1934 (15 U.S.C. 78d), as amended by section 201, is further amended by adding at the end the following:
“(l) GAO study regarding major rules.—
“(1) STUDY REQUIRED.—
“(A) IN GENERAL.—Subject to subparagraph (C), not later than 1 year after the date of the enactment of this subsection, and every 3 years thereafter, the Comptroller General of the United States shall carry out a study on each of the major rules issued by the Commission since the last such review.
“(B) ELEMENTS.—The study required under subparagraph (A) shall include, with respect to each major rule described in such subparagraph—
“(ii) a comparison between the cost benefit analysis under clause (i) and the cost benefit analysis for the same major rule carried out by the Commission;
Section 4 of the Securities Exchange Act of 1934 (15 U.S.C. 78d), as amended by section 601, is further amended by adding at the end the following:
(a) Securities Act of 1933.—The Securities Act of 1933 is amended—
(1) in section 8A(g) (15 U.S.C. 77h–1(g)), by adding at the end the following:
(2) in section 20(d) (15 U.S.C. 77t(d)), by adding at the end the following:
(b) Securities Exchange Act of 1934.—The Securities Exchange Act of 1934 is amended—
(1) in section 21(d)(3) (15 U.S.C. 78u(d)(3)), by adding at the end the following:
(2) in section 21B(a) (15 U.S.C. 78u–2(b)), by adding at the end the following:
(3) in section 32 (15 U.S.C. 78ff), by adding at the end the following:
(c) Investment Company Act of 1940.—The Investment Company Act of 1940 is amended—
(1) in section 9(d) (15 U.S.C. 80a–9(d)), by adding at the end the following:
(2) in section 42(e) (15 U.S.C. 80a–41(e)), by adding at the end the following:
(d) Investment Advisors Act of 1940.—The Investment Advisers Act of 1940 is amended—
(1) in section 203(i) (15 U.S.C. 80b–3(i)), by adding at the end the following:
(2) in section 209(e) (15 U.S.C. 80b–9(e)), by adding at the end the following:
(a) Review of the organization of the Commission.—
(1) REVIEW REQUIRED.—Not later than 180 days after the date of enactment of this Act, the Chairman of the Securities and Exchange Commission shall conduct a review of the organizational structure of the Commission, including the offices and officials that report directly to the Chairman.
(2) REORGANIZATION.—Not later than 90 days after completing the review required under paragraph (1), the Chairman shall, to the extent practicable and consistent with applicable law, reduce the number of offices and officials reporting directly to the Chairman by reassigning such offices and officials within the organizational structure of the Commission.
(3) REPORT.—Not later than 30 days after completing the reorganization required under paragraph (2), the Chairman shall submit to the Committee on Financial Services of the House of Representatives and the Committee on Banking, Housing, and Urban Affairs of the Senate a report containing—
(A) a description of the offices and officials that reported directly to the Chairman on the date of enactment of this Act;
(B) an identification of the offices and officials whose reporting relationships are required by statute;
(4) PRESERVATION OF COMMISSION AUTHORITY.—This subsection shall not prohibit the Commission from reorganizing the offices described in this subsection in the future, if the Commission determines such reorganization is necessary or appropriate in the public interest or for the protection of investors.
Union Calendar No. 694 | |||||
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[Report No. 119–794] | |||||
A BILL | |||||
To make improvements to the securities laws, and for other purposes. | |||||
September 3, 2026 | |||||
Reported with an amendment, committed to the Committee of the Whole House on the State of the Union, and ordered to be printed |