Rule 10A-1 under the Securities Exchange Act of 1934

understanding of the facts may not be accomplished solely through oral and/or
anonymous communications. While the staff does accept oral inquiries, these
inquiries generally involve broader, emerging issues that are not company or fact
specific. As such, responses to no-name or telephone inquiries cannot be relied
upon as positions of the staff.
If a company chooses not to consult on an accounting issue with OCA, the company
may nevertheless encounter OCA during a review of their filing by the Division of
Corporation Finance (DCF) or Investment Management (IM). The accountants in DCF
and IM, not those in OCA, perform the reviews of the financial reporting and
disclosure information contained in documents submitted to the SEC. The
accounting staff in DCF or IM may have questions regarding technical accounting
and disclosure matters discussed in a document and they will often consult initially
with the Office of Chief Accountant within the Division of Corporation Finance (DCFOCA) or the separate Chief Accountant's Office within the Division of Investment
Management (IM-CAO) and then with OCA as to the answer. As such, OCA serves in
a consulting role similar to the role of advisor or national office of an accounting
firm.
Another way that an issue may find its way to OCA is if a company asks OCA to
review an accounting decision made by DCF or IM. A company would initiate such a
review by OCA by informing DCF or IM of its intention to request such a review. In
cases of OCA reviews, companies do not need to make a submission directly to OCA
in accordance with this guidance if all of the relevant information is contained in the
comment letter responses from the company to DCF or IM, although a separate
submission to OCA may serve to expedite the process.

Notices Required Under Section 10A-1 of the Exchange Act

Pursuant to Section 10A(b) of the Exchange Act, an issuer or its registered public
accounting firm may be required to notify the Commission regarding illegal acts.
Rule 10A-1(a)(1) indicates that notices required under Section 10A(b)(3) of the
Exchange Act may be provided via “facsimile, telegraph, personal delivery, or any
other means, provided it is received by the Office of the Chief Accountant within the
required time period.”

The staff believes that, generally, the most timely receipt and attention to
correspondence is facilitated through the use of electronic mail and prefers that
notices to the Office of the Chief Accountant required by Rule 10A-1 be submitted
via this means. Notices that must be submitted to the Office of the Chief Accountant
pursuant to Rule 10A-1 should be submitted to: 10Aletters@sec.gov.

Notification of Resignations and Dismissals From Audit Engagements for
Registrants

A new standard, AS 1310, Notification of Termination of the Auditor-Issuer Relationship,
has been adopted by the PCAOB and approved by the U.S. Securities and Exchange
Commission. The new standard will replace Section 1000.08(m) of the SEC Practice
Section (SECPS) (as adopted by the PCAOB under Rule 3400T, Interim Quality Control
Standards), in its entirety and will be effective on December 15, 2025.
See PCAOB Release No. 2024-005  (https://assets.pcaobus.org/pcaob-dev/docs/default-so
urce/rulemaking/docket046/2024-005-qc1000.pdf?sfvrsn=355bf24_2), SEC Release No. 34100968  (https://assets.pcaobus.org/pcaob-dev/docs/default-source/rulemaking/docket046/3
4-100968.pdf?sfvrsn=6c0ced5c_2)

Section 1000.08(m) of the SEC Practice Section (SECPS) (as adopted by the PCAOB
under Rule 3400T, Interim Quality Control Standards) requires a firm to notify OCA
of the cessation of an auditor's relationship with an audit client under certain
circumstances.
Registrants Required to File Current Reports on Form 8-K
When the cessation of the auditor-client relationship relates to a registrant that is
required to file current reports on Form 8-K, the firm is only required to notify OCA if
the former audit client has not reported the change in auditor in a timely filed Form
8-K.
See Release No. 34-72087 (May 2, 2014), approving amendments to certain of the
PCAOB's rules including an amendment to Section 1000.08(m) of the SEC Practice
Section.
Registrants not Required to File Current Reports on Form 8-K