SEC Extends Auditor Vote Skip Rule Without Fanfare
Published Date: 2/12/2026
Notice
Summary
The SEC is asking to keep a rule that lets investment funds skip a shareholder vote when picking their independent auditor, as long as they have an independent audit committee. Fund boards just need to adopt and keep an audit committee charter, which takes about 3 hours one time. This keeps things smooth and saves time without extra yearly paperwork or costs.
Analyzed Economic Effects
3 provisions identified: 0 benefits, 3 costs, 0 mixed.
One-Time Legal Cost to Draft Charter
When a fund adopts an audit committee charter to rely on Rule 32a-4, it may incur a one-time cost to hire outside counsel; the Commission estimates those legal fees average $2,086 per fund. With an estimated 88 new funds per year, the Commission estimates the annual aggregate cost is approximately $183,568.
Shareholder Vote Skipped for Auditor
If a fund has an audit committee made entirely of independent directors and the board adopts and preserves an audit committee charter, the fund can skip submitting the selection of its independent public accountant to shareholders for ratification under Rule 32a-4. The rule permits continuing oversight by the independent audit committee instead of a shareholder vote.
One-Time Time Burden to Adopt Charter
To rely on Rule 32a-4, a fund's board must adopt an audit committee charter; the Commission estimates the one-time time burden per new fund is 2.75 hours (15 minutes to adopt plus 2.25 director hours and 0.5 hour paralegal). The Commission estimates about 88 new funds per year will adopt charters, totaling about 242 hours annually, and there is no annual hourly burden for preserving the charter.
Personalized for You
How does this regulation affect your finances?
Personalize government policy and PRIA will tell you what this federal register document means for your household, plus every other regulation we track. PRIA reads each provision against your financial profile to show you exactly what matters to your wallet.
Key Dates
Department and Agencies
Related Federal Register Documents
2026-17183, Regulation Crypto Assets
The Securities and Exchange Commission ("Commission") is proposing new rules to create a tailored offering regime for certain investment contracts involving crypto assets. The proposed offering regime is intended to facilitate capital formation and accommodate innovation within the crypto asset markets while, at the same time, ensuring that investors are adequately protected and provided with the information they need to make informed investment decisions. The proposed rules would be set forth in a new regulation titled "Regulation Crypto Assets" and would include two exemptions from the registration requirements of section 5 of the Securities Act of 1933. The first exemption would permit offerings of up to $5 million during a four-year period. The second exemption would permit offerings of up to $75 million during each 12-month period. Under both exemptions, issuers would be required to make certain principles-based narrative disclosures available to their investors. In addition, issuers under the second exemption would be required to provide financial statements and would be subject to ongoing reporting requirements. Issuers that rely on these exemptions would remain subject to the antifraud and antimanipulation provisions of the Federal securities laws. The proposed rules also would include a conditional safe harbor from the term "investment contract" in the definitions of "security" in the Securities Act of 1933 and the Securities Exchange Act of 1934. If the conditions of that proposed safe harbor are satisfied, then a crypto asset would be deemed not to be subject to an investment contract for purposes of those definitions of "security."
2026-12163, The Trade-Through Rule and Locked and Crossed Markets Provisions of Regulation NMS
The SEC wants to scrap some old rules that stop stocks from being traded at worse prices and prevent confusing market quotes. This change affects stock traders and exchanges, aiming to simplify trading and possibly speed things up. If you want to share your thoughts, you’ve got until August 17, 2026, so don’t miss out!
2026-10373, Registered Offering Reform
The SEC wants to make it easier and cheaper for more companies to sell their stocks and bonds to the public. They’re opening up special forms and benefits to more businesses, updating rules to be more modern, and cutting red tape by overriding some state rules. If you’re a company planning to raise money, these changes could speed things up and save you money, with feedback due by July 27, 2026.
2026-10222, Enhancement of Emerging Growth Company Accommodations and Simplification of Filer Status for Reporting Companies
The SEC is making it easier for companies that report their finances by simplifying their categories into just two groups: big and small filers. Smaller companies, including emerging growth ones, will get more time to file reports and enjoy simpler rules, while big companies keep stricter standards. These changes aim to save time and money, with feedback open until July 20, 2026.
2026-07651, Concept Release on Consolidated Audit Trail and Other Audit Trails and Data Sources
The SEC wants your thoughts on how it tracks stock market trades using the Consolidated Audit Trail and other data tools. They’re thinking about updating rules to keep up with new tech, privacy, and security needs, and to make sure the system is fair and cost-effective. If you’re involved in the stock market or data tracking, speak up by June 22, 2026!
2026-17058, Self-Regulatory Organizations; Nasdaq ISE, LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Amend the Exchange's Connectivity Schedule and Discontinue a Previously Proposed Offering
Previous / Next Documents
Previous: 2026-02862, Agency Information Collection Activities; Submission for OMB Review; Comment Request; Extension: Trust Indenture Act Rules 7a-15 Through 7a-37
The Securities and Exchange Commission is asking to extend the approval for some paperwork rules under the Trust Indenture Act, which mostly affect companies that issue bonds. These rules don’t add much work—just a tiny bit of admin time—and there’s no new cost. People have until March 16, 2026, to share their thoughts on this extension.
Next: 2026-02864, Agency Information Collection Activities; Submission for OMB Review; Comment Request; Extension: Rule 15b11-1 and Form BD-N
The SEC is asking to keep using Rule 15b11-1 and Form BD-N, which help certain brokers and dealers register quickly and update their info if things change. This mostly affects a small group of futures brokers who spend just a couple of hours a year filing updates, costing about $866 annually. No big changes or new fees—just a smooth extension to keep things running on schedule.