Deep Dive Episode 69 – SOX Auditor Attestation Requirements

Is “investor protection” coordinated sufficiently with “promotion of capital formation”? This live podcast will consider this question in connection with recent public rulemaking developments at the Securities and Exchange Commission.

Public companies in the United States are subject to requirements (i) to establish and maintain internal control over financial reporting and (ii) to have their external auditors attest to, and report on, management’s assessment of these internal controls. These requirements, which some have criticized as imposing excessive costs on smaller public companies, were introduced in part as a reaction to corporate scandals. The Securities and Exchange Commission recently proposed amendments to the existing regulations that would, if adopted, lighten the regulatory burdens for smaller reporting issuers. Some proponents of the amendments argue that exempting smaller issuers from some requirement is critical to promoting their capital formation activities; some opponents contend that the proposed amendments could jeopardize the investor-protection elements of the capital markets.

John Berlau

Senior Fellow and Director of Finance Policy

Competitive Enterprise Institute

Wes Bricker

US & Mexico Assurance Leader and Vice Chair


J.W. Verret

Associate Professor of Law

Antonin Scalia Law School

C. Wallace DeWitt

Senior Counsel

Allen & Overy LLP

Financial Services & Corporate Governance

The Federalist Society and Regulatory Transparency Project take no position on particular legal or public policy matters. All expressions of opinion are those of the speaker(s). To join the debate, please email us at [email protected].

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