While there are many provisions in the new U.S. financial reform legislation that are commanding the headlines, one provision of interest to smaller public companies relates to Section 404(b) of the Sarbanes-Oxley Act. The new legislation provides that companies with a public float below $75 million (the so-called “non-accelerated filers”) will be exempt from complying with the attestation requirements of Section 404(b) of the Sarbanes-Oxley legislation. Under Section 404(b), the companies’ auditors are required to issue an opinion on the effectiveness of the audit client’s internal control over financial reporting (ICFR). However, such companies must still file an internal control report in accordance with Section 404(a) in which management must make an assertion as to the effectiveness of internal control over financial reporting.