{"identifier":"/us/usc/t15/s7262","title":15,"num":"\u00a7\u202f7262.","heading":"Management assessment of internal controls","text":"\u00a7\u202f7262.\nManagement assessment of internal controls\n(a)\nRules required\nThe Commission shall prescribe rules requiring each annual report required by section 78m(a) or 78\n(1) state the responsibility of management for establishing and maintaining an adequate internal control structure and procedures for financial reporting; and\n(2) contain an assessment, as of the end of the most recent fiscal year of the issuer, of the effectiveness of the internal control structure and procedures of the issuer for financial reporting.\n(b)\nInternal control evaluation and reporting\nWith respect to the internal control assessment required by subsection (a), each registered public accounting firm that prepares or issues the audit report for the issuer, other than an issuer that is an emerging growth company (as defined in\nsection 78c of this title\n(c)\nExemption for smaller issuers\nSubsection (b) shall not apply with respect to any audit report prepared for an issuer that is neither a \u201clarge accelerated filer\u201d nor an \u201caccelerated filer\u201d as those terms are defined in Rule 12b\u20132 of the Commission (17 C.F.R. 240.12b\u20132).","url":"https://projectusc.org/usc/t15/s7262.html","content":[{"t":"sec","id":"/us/usc/t15/s7262","children":[{"t":"num","text":"\u00a7\u202f7262."},{"t":"heading","text":"Management assessment of internal controls"},{"t":"subsec","id":"/us/usc/t15/s7262/a","children":[{"t":"num","text":"(a)"},{"t":"heading","text":"Rules required"},{"t":"chapeau","text":"The Commission shall prescribe rules requiring each annual report required by section 78m(a) or 78","children":[{"t":"text","text":"o","tail":"(d) of this title to contain an internal control report, which shall\u2014"}]},{"t":"para","id":"/us/usc/t15/s7262/a/1","children":[{"t":"num","text":"(1)"},{"t":"content","text":" state the responsibility of management for establishing and maintaining an adequate internal control structure and procedures for financial reporting; and","tail":"\n"}],"tail":"\n"},{"t":"para","id":"/us/usc/t15/s7262/a/2","children":[{"t":"num","text":"(2)"},{"t":"content","text":" contain an assessment, as of the end of the most recent fiscal year of the issuer, of the effectiveness of the internal control structure and procedures of the issuer for financial reporting.","tail":"\n"}],"tail":"\n"}],"tail":"\n"},{"t":"subsec","id":"/us/usc/t15/s7262/b","children":[{"t":"num","text":"(b)"},{"t":"heading","text":"Internal control evaluation and reporting"},{"t":"content","children":[{"t":"p","text":"With respect to the internal control assessment required by subsection (a), each registered public accounting firm that prepares or issues the audit report for the issuer, other than an issuer that is an emerging growth company (as defined in ","children":[{"t":"ref","text":"section 78c of this title","href":"/us/usc/t15/s78c","tail":"), shall attest to, and report on, the assessment made by the management of the issuer. An attestation made under this subsection shall be made in accordance with standards for attestation engagements issued or adopted by the Board. Any such attestation shall not be the subject of a separate engagement."}],"tail":"\n"}],"tail":"\n"}],"tail":"\n"},{"t":"subsec","id":"/us/usc/t15/s7262/c","children":[{"t":"num","text":"(c)"},{"t":"heading","text":"Exemption for smaller issuers"},{"t":"content","children":[{"t":"p","text":"Subsection (b) shall not apply with respect to any audit report prepared for an issuer that is neither a \u201clarge accelerated filer\u201d nor an \u201caccelerated filer\u201d as those terms are defined in Rule 12b\u20132 of the Commission (17 C.F.R. 240.12b\u20132).","tail":"\n"}],"tail":"\n"}],"tail":"\n"},{"t":"text","text":"\n"},{"t":"text","text":"\n"}]}]}