2024-28148. Public Company Accounting Oversight Board; Notice of Filing of Proposed Rules on Firm Reporting

Figure 1—Counts of PCAOB-Registered Firms for the 2023 Form 2 Filing Year ¹²⁰

	As of 12/31/2023
Number of registered firms	1,599
Filed Form 2	1,419
( print page 96750)
Did not file Form 2	180
Types of opinions for firms that filed Form 2:
Signed issuer opinions only	321
Substantial role only	5
Signed broker-dealer opinions only	128
Substantial role only	3
Signed issuer and broker-dealer opinions	121
Substantial role only	2
Signed no opinions	849
Substantial role only	74

ii. Form 3

Form 3 reporting alerts the Board to the occurrence of specified events, such as disciplinary proceedings or withdrawal of an audit report in certain circumstances, that may have more immediate bearing on how the Board carries out its statutory oversight function. In addition, information reported on Form 3 is used by PCAOB staff to assess whether the information indicates a potential violation of applicable standards or rules. Special reporting enables the PCAOB to consider whether prompt action is warranted by the Board's inspection process or enforcement process. Under the extant rules, firms currently have 30 days after a reportable event to file Form 3.^[121] PCAOB staff analysis indicates that during the period 2018-2022, firms filed Form 3 in less than 15 days after a reportable event for 12.1 percent of specified events reported.^[122] PCAOB supports either XML or a Web-based form for firms to file Form 3. One commenter suggested that firms' current reporting practices were not clear in the proposal, but the proposal explained that based on the unique nature of each Form 3 filing, no firms have chosen to file Form 3 via XML.

Figure 2 provides counts of firms that filed at least one Form 3, counts of Form 3 filed, and counts of the reasons for which Form 3 was filed. For the 2023 filing year, the number of firms that filed Form 3 was 299 and the number of forms filed was 563. The Board does not have information on the number of firms that failed to file Form 3 or the number of Form 3 that firms failed to file. The top three reasons firms filed Form 3 are: (i) the firm became aware of changes related to certain legal proceedings; (ii) there was a change in the firm's legal name or in the business contact information of the firm's primary contact with the Board; and (iii) the firm experienced a change in license or certification to engage in the business of auditing or accounting in a certain jurisdiction.

Figure 2—Counts of PCAOB-Registered Firms for the 2023 Form 3 Filing Year ¹²³

	As of 12/31/2023
Number of registered firms	1,599
Number of firms that filed at least one Form 3	299
Number of Form 3 filed	563
Number of reasons for filing Form 3	739
Changes in certain legal proceedings	332
Changes in the firm's name or contact person	191
Changes in licenses and certifications	127
Amendments to previously-filed Form 3	55
Withdrawal of an audit report, resignation or dismissal or a firm, or issuance of audit reports with respect to more than 100 issuers	30
Changes in certain relationships ( i.e., new relationship with person subject to bar or suspension, new ownership interest by firm subject to bar or suspension, or certain arrangements to receive consulting or other professional services)	4