薩班斯法案（2002）Sec.107.(2)

　　(b)RULES OF THE BOARD.-

　　(1)DEFINITION.-In this section,the term"proposed rule"means any proposed rule of the Board,and any modification of any such rule.

　　(2)PRIOR APPROVAL REQUIRED.-No rule of the Board shall become effective without prior approval of the Commission in accordance with this section,other than as provided in section 103(a)(3)(B)with respect to initial or transitional standards.

　　(3)APPROVAL CRITERIA.-The Commission shall approve a proposed rule,if it finds that the rule is consistent with the requirements of this Act and the securities laws,or is necessary or appropriate in the public interest or for the protection of investors.

　　(4)PROPOSED RULE PROCEDURES.-The provisions of paragraphs(1)through (3)of section 19(b)of the Securities Exchange Act of 1934(15 U.S.C.78s(b))shall govern the proposed rules of the Board,as fully as if the Board were a"registered securities association"for purposes of that section 19(b),except that,for purposes of this paragraph-

　　(A)the phrase"consistent with the requirements of this title and the rules and regulations thereunder applicable to such organization"in section 19(b)(2)of that Act shall be deemed to read"consistent with the requirements of title I of the Sarbanes-Oxley Act of 2002,and the rules and regulations issued thereunder applicable to such organization,or as necessary or appropriate in the public interest or for the protection of investors"1473and

　　(B)the phrase "otherwise in furtherance of the purposes of this title"in section 19(b)(3)(C)of that Act shall be deemed to read "otherwise in furtherance of the purposes of title I of the Sarbanes-Oxley Act of 2002".

　　(5)COMMISSION AUTHORITY TO AMEND RULES OF THE BOARD.-The provisions of section 19(c)of the Securities Exchange Act of 1934(15 U.S.C.78s(c))shall govern the abrogation,deletion,or addition to portions of the rules of the Board by the Commission as fully as if the Board were a"registered securities association"for purposes of that section 19(c),except that the phrase"to conform its rules to the requirements of this title and the rules and regulations thereunder applicable to such organization,or otherwise in furtherance of the purposes of this title"in section 19(c)of that Act shall,for purposes of this paragraph,be deemed to read"to assure the fair administration of the Public Company Accounting Oversight Board,conform the rules promulgated by that Board to the requirements of title I of the Sarbanes-Oxley Act of 2002,or otherwise further the purposes of that Act,the securities laws,and the rules and regulations thereunder applicable to that Board".