United States

Required disclosure of certain participants in the audit


The Public Company Accounting Oversight Board (PCAOB) recently issued Release No. 2015-008, Improving the Transparency of Audits: Rules to Require Disclosure of Certain Audit Participants on a New PCAOB Form and Related Amendments to Auditing Standards. Subject to SEC approval, the new rules will require disclosure on PCAOB Form AP, Auditor Reporting of Certain Audit Participants, for each issuer audit as follows:

  • Disclosure of the name of the engagement partner, effective for auditors’ reports issued on or after January 31, 2017 or three months after SEC approval of the final rules, whichever is later
  • Effective for auditors’ reports issued on or after June 30, 2017, disclosure of:
    • The name, city and state (or, if outside the United States, the city and country), and the percentage of total audit hours attributable to each other accounting firm whose participation in the audit was at least 5% of total audit hours
    • The number of other accounting firms that participated in the audit whose individual participation was less than 5% of total audit hours, and the aggregate percentage of total audit hours of such firms

The Form AP filing requirements apply to issuer audits, including audits of employee stock purchase, savings and similar plans that file annual reports on Form 11-K. Also, the PCAOB is recommending that the SEC determine that the final rules apply to audits of emerging growth companies. At this time, the PCAOB is not extending the Form AP filing requirements to brokers and dealers. Further, a Form AP filing is not required for an audit report of a registered public accounting firm that is referred to by the principal auditor in accordance with Auditing Standard 1205, Part of the Audit Performed by Other Independent Auditors.

The standard filing deadline for Form AP will be 35 days after the date the auditor’s report is first included in a document filed with the SEC, with a shorter deadline of 10 days after the auditor’s report is first included in a document filed with the SEC for initial public offerings. The rules require the filing of a Form AP regarding an audit report only the first time the audit report is included in a document filed with the SEC. Subsequent inclusion of precisely the same audit report in other documents filed with the SEC does not give rise to a requirement to file another Form AP. Any change to the audit report, including any change in the dating of the report, requires the filing of a new Form AP the first time the revised audit report is included in a document filed with the SEC.

Information filed on Form AP will be available in a searchable database at www.pcaobus.org. The database will include unique ID numbers for both engagement partners and firms to facilitate identification over time.