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SEC. 404.
MANAGEMENT ASSESSMENT OF INTERNAL CONTROLS.
(a) RULES REQUIRED.—The
Commission shall prescribe rules requiring
each annual report required by section 13(a)
or 15(d) of the
Securities Exchange Act of 1934 (15 U.S.C. 78m
or 78o(d)) to contain an
internal control report, which shall—
(1) state the
responsibility of management for establishing and
maintaining an adequate internal control
structure and procedures
for financial reporting; and
(2) contain
an assessment, as of the end of the most
recent fiscal year
of the issuer, of the effectiveness of the
internal control
structure and procedures of the issuer for
financial reporting.
(b) INTERNAL CONTROL
EVALUATION AND REPORTING.—With respect to
the internal control assessment required by
subsection (a), each
registered public accounting firm that
prepares or issues the audit
report for the issuer shall attest to, and
report on, the assessment
made by the management of the issuer. An
attestation
made under
this subsection shall be made in accordance
with standards for
attestation engagements issued or adopted by
the Board. Any such
attestation shall not be the subject of a
separate engagement.
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