S. 2184Senate117th Congress (2021-2023)Passed Senate

A bill to amend the Sarbanes-Oxley Act of 2002 to institute a trading prohibition for certain issuers that retain public accounting firms that have not been subject to inspection by the Public Company Accounting Oversight Board, and for other purposes.

Introduced June 22, 2021

AI-Generated Summary

Updated February 8, 2026 at 4:38 AM UTC

The bill amends the Sarbanes‑Oxley Act to tighten the trading ban for companies that keep public accounting firms that have not been inspected by the Public Company Accounting Oversight Board. It changes the rule so the prohibition applies after two consecutive years of non‑inspection instead of three, and it clarifies language about foreign jurisdictions. The changes affect publicly traded issuers and their auditors.

Key Provisions

  • Changes the reference in paragraph (2)(A)(ii) from “the foreign jurisdiction described in clause (i)” to the broader phrase “a foreign jurisdiction.”
  • Updates the rule’s timeframe by replacing references to “3” consecutive non‑inspection years with “2,” so the trading prohibition triggers after two years without PCAOB inspection.
  • Adjusts paragraph headings and subparagraph numbering to reflect the new two‑year period.

Legislative Activity

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4 earlier actions
HouseFloor Latest Action

Held at the desk.

June 24, 2021 • 12:30 PM

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SenateIntro Referral

Introduced in Senate

June 22, 2021

SenateFloor

Introduced in the Senate, read twice, considered, read the third time, and passed without amendment by Unanimous Consent. (consideration: CR S4692; text: CR S4692)

June 22, 2021

SenateFloor

Message on Senate action sent to the House.

June 24, 2021

HouseFloor

Received in the House.

June 24, 2021 • 12:23 PM

HouseFloor

Held at the desk.

June 24, 2021 • 12:30 PM

Floor Debate

1 member

What members said about S. 2184 on the floor

1 Democrat
Chris Van Hollen
Sen. Chris Van HollenD-MD · Jun 22, 2021

Madam President, I ask unanimous consent that the Senate proceed to the immediate consideration of S. 2184 introduced earlier today. Madam President, I ask unanimous consent that the bill be…

Bill Text

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Engrossed in SenateIssued June 22, 2021

117th CONGRESS

1st Session

S. 2184

AN ACT

To amend the Sarbanes-Oxley Act of 2002 to institute a trading prohibition for certain issuers that retain public accounting firms that have not been subject to inspection by the Public Company Accounting Oversight Board, and for other purposes.

1.

Trading prohibition for 2 consecutive non-inspection years

Section 104(i) of the Sarbanes-Oxley Act of 2002 (15 U.S.C. 7214(i)) is amended—

(1)

in paragraph (2)(A)(ii), by striking the foreign jurisdiction described in clause (i) and inserting a foreign jurisdiction; and

(2)

in paragraph (3)—

(A)

in the paragraph heading, by striking 3 and inserting 2; and

(B)

in subparagraph (A), in the matter preceding clause (i), by striking 3 and inserting 2.

Passed the Senate June 22, 2021.

Secretary