,i #aafth ,,congress #ast ,session ,h4 ,r4 #cabd ,,in ,,the ,,house ,,of ,,representatives ,june #e1 #bjai,mr4 ,conaway 7for himself1 ,mr4 ,ryan1 and ,mr4 ,gallagher7 introduced the following bill2 which was referred to the ,committee on ,financial ,services ,a ,,bill ,to amend the ,sarbanes-,oxley ,act of #bjjb to require the ,public ,company ,accounting ,oversight ,board to maintain a list of certain foreign issuers1 and for other purposes4 #a4 ,short title ,this ,act may be cited as the ,ensuring ,quality ,information and ,transparency for ,abroad-,based ,listings on our ,exchanges of #bjai or the ,,equitable ,act of #bjai4 #b4 ,definitions ,in this ,act-- 7#a7 the term applicable foreign issuer means a foreign issuer-- 7,a7 that is required to file a covered form2 and 7,b7 for which1 during the period covered by the filing described in subparagraph 7,a71 a covered foreign public accounting firm has prepared an audit report for the issuer2 7#b7 the term audit report has the meaning given the term in section #b7;a7 of the ,sarbanes-,oxley ,act of #bjjb 7#ae ,u4,s4,c4 #gbja7;a772 7#c7 the term ,board means the ,public ,company ,accounting ,oversight ,board2 7#d7 the term ,commission means the ,securities and ,exchange ,commission2 7#e7 the term covered foreign public accounting firm means a foreign public accounting firm that the ,board is unable to inspect or investigate under the ,sarbanes-,oxley ,act of #bjjb 7#ae ,u4,s4,c4 #gbja et seq47 because of a position taken by an authority outside of the ,united ,states2 7#f7 the term covered form-- 7,a7 means-- 7i7 the form described in section #bdi4caj of title #ag1 ,code of ,federal ,regulations1 or any successor regulation2 and 7ii7 the form described in section #bdi4bbj;f of title #ag1 ,code of ,federal ,regulations1 or any successor regulation2 and 7,b7 includes a form that-- 7i7 is the equivalent of1 or substantially similar to1 the form described in clause 7i7 or 7ii7 of subparagraph 7,a72 and 7ii7 a foreign issuer files with the ,commission under the ,securities ,exchange ,act of #aicd 7#ae ,u4,s4,c4 #gh;a et seq47 or rules issued under that ,act2 7#g7 the term covered jurisdiction means the foreign jurisdiction in which the position described in paragraph 7#e7 is taken with respect to a covered foreign public accounting firm that prepares an audit report for an applicable foreign issuer2 7#h7 the term exchange has the meaning given the term in section #c7;a7 of the ,securities ,exchange ,act of #aicd 7#ae ,u4,s4,c4 #gh;a7a772 7#i7 the term foreign issuer has the meaning given the term in section #bdj4c;b-#d of title #ag1 ,code of ,federal ,regulations1 or any successor regulation2 7#aj7 the term foreign public accounting firm has the meaning given the term in section #ajf7;g7 of the ,sarbanes-,oxley ,act of #bjjb 7#ae ,u4,s4,c4 #gbaf7;g772 7#aa7 the term national securities exchange means an exchange that is registered with the ,commission under section #f of the ,securities ,exchange ,act of #aicd 7#ae ,u4,s4,c4 #gh;f72 and 7#ab7 the term public accounting firm has the meaning given the term in section #b7;a7 of the ,sarbanes-,oxley ,act of #bjjb 7#ae ,u4,s4,c4 #gbja7;a774 #c4 ,disclosure 7a7 ,list of certain foreign issuers and covered foreign public accounting firms 7#a7 ,in general ,the ,commission shall maintain a publicly available list of-- 7,a7 each foreign issuer1 an audit report of which-- 7i7 is prepared by a foreign public accounting firm2 and 7ii7 the ,board is not able to inspect or investigate because of a position taken by an authority that is outside of the ,united ,states2 7,b7 each covered foreign public accounting firm that has prepared an audit report identified under subparagraph 7,a72 and 7,c7 the jurisdiction in which each covered foreign public accounting firm identified under subparagraph 7,b7 is organized or operating4 7#b7 ,role of the ,board ,not less frequently than annually1 the ,board shall provide to the ,commission the information that is required for the ,commission to carry out paragraph 7#a74 7b7 ,annual report disclosure 7#a7 ,disclosure ,each applicable foreign issuer shall disclose in each covered form filed by the applicable foreign issuer-- 7,a7 that1 during the period covered by covered form1 a covered foreign public accounting firm has prepared an audit report for the issuer2 7,b7 the percentage of the shares of the issuer owned by governmental entities in the foreign jurisdiction in which the issuer is incorporated or otherwise organized2 7,c7 whether governmental entities in a covered jurisdiction with respect to any covered foreign public accounting firm that has prepared an audit report for the issuer during the period covered by the form have a controlling financial interest with respect to the issuer2 and 7,d7 the name of any official of the ,chinese ,communist ,party who is a member of the board of directors of the issuer or the operating entity with respect to the issuer4 7#b7 ,update of regulations ,not later than #bgj days after the date of enactment of this ,act1 and after providing the opportunity for public notice and comment1 the ,commission shall make any amendments to the regulations of the ,commission that are required as a result of the requirements of this subsection4 7#c7 ,effective date ,this subsection shall take effect on the date on which the ,commission completes the amendments required under paragraph 7#b74 7c7 ,disclosure by brokers and dealers ,section #ae7n7 of the ,securities ,exchange ,act of #aicd 7#ae ,u4,s4,c4 #gho7n77 is amended-- 7#a7 in paragraph 7#a71 by striking ,commission may issue and all that follows through the period at the end and inserting the following3 8,commission-- 7,a7 shall issue rules that require a broker and a dealer to disclose1 with respect to any advice1 analysis1 or report of the broker or dealer to a retail investor regarding the securities of a foreign issuer1 whether a covered foreign public accounting firm has prepared an audit report for the foreign issuer2 and 7,b7 in addition to the rules required under subparagraph 7,a71 may issue rules designating documents or information that shall be provided by a broker or dealer to a retail investor before the purchase of an investment product or service by the retail investor4 2 and 7#b7 by adding at the end the following3 7#d7 ,definitions ,in this subsection1 the terms audit report1 covered foreign public accounting firm1 foreign issuer1 and public accounting firm have the meanings given the terms in section #b of the ,,equitable ,act of #bjai4 4 #d4 ,prohibition against the listing of certain firms on national securities exchanges 7a7 ,in general ,section #f7;b7 of the ,securities ,exchange ,act of #aicd 7#ae ,u4,s4,c4 #gh;f7b77 is amended by adding at the end the following3 7#aa7 7,a7 ,the rules of the exchange prohibit the initial listing1 after the date of enactment of this paragraph1 of any security of an issuer for which a covered foreign public accounting firm has prepared an audit report4 7,b7 ,nothing in subparagraph 7,a7 may be construed to prevent an exchange from listing a security on the exchange on or after the date of enactment of this paragraph if that security was listed on the exchange or a national securities exchange before the date of enactment of this paragraph4 7,c7 ,in this paragraph1 the terms audit report and covered foreign public accounting firm have the meanings given the terms in section #b of the ,,equitable ,act of #bjai4 7#ab7 7,a7 ,the rules of the exchange prohibit the listing of any security of a foreign issuer that1 beginning in #bjbe1 has been identified under section #c7;a77#a77;,a7 of the ,,equitable ,act of #bjai in #c consecutive years4 7,b7 ,nothing in subparagraph 7,a7 may be construed to prevent an exchange from listing a security of a foreign issuer described in that subparagraph beginning on the date on which the issuer submits to the ,commission an audit report for the issuer that is prepared by a registered public accounting firm that the ,public ,company ,accounting ,oversight ,board has inspected1 or is able to inspect1 under section #ajd of the ,sarbanes-,oxley ,act of #bjjb 7#ae ,u4,s4,c4 #gbad74 7,c7 ,in this paragraph-- 7i7 the terms audit report and registered public accounting firm have the meanings given the terms in section #b7;a7 of the ,sarbanes-,oxley ,act of #bjjb 7#ae ,u4,s4,c4 #gbja7;a772 and 7ii7 the terms covered foreign public accounting firm and foreign issuer have the meanings given the terms in section #b of the ,,equitable ,act of #bjai4 4 7b7 ,rules 7#a7 ,proposals ,not later than #ij days after the date of enactment of this ,act1 each national securities exchange shall1 in accordance with section #ai7;b7 of the ,securities ,exchange ,act of #aicd 7#ae ,u4,s4,c4 #ghs7b77 and any rules prescribed by the ,commission under that section1 file with the ,commission any proposed change to the rules of the exchange that is required as a result of the amendments made by this section4 7#b7 ,adoption ,not later than #a year after the date of enactment of this ,act1 each national securities exchange shall have each proposed change described in paragraph 7#a7 approved by the ,commission4