On November 3, 2026, the Public Company Accounting Oversight Board (“PCAOB”) voted unanimously to propose targeted amendments to AS 6101, Letters for Underwriters and Certain Other Requesting Parties, the standard governing auditor comfort letters. Notably, the proposal would change the rule that permits auditors to provide negative assurance on subsequent changes in financial statement items
Comfort Letters
An Introduction to Auditor Comfort Letters
May 2, 2023 Webinar
3:00 pm – 4:00 pm ET
Register here.
A comfort letter is an important document delivered by an issuer’s independent accountants to underwriters or initial purchasers that provides certain assurances with respect to financial information included in the prospectus or offering memorandum used in a securities offering. Underwriting agreements and purchase…
Top Tips for Reviewing Comfort Letters
In this brief Practical Guidance video, Mayer Brown partner, Ryan Castillo, offers practice pointers that can help in reviewing and negotiating comfort letters. Watch the full video.
To learn more, also see the Practical Guidance piece, Top 10 Practice Tips: Comfort Letters.

Top Tips for Reviewing Comfort Letters
Underwriting agreements and purchase agreements typically require the delivery of one or more comfort letters as a condition to pricing and closing a securities offering. In this brief Practical Guidance video, Mayer Brown partner, Ryan Castillo, discusses practices pointers that can help in reviewing and negotiating comfort letters. Watch the full video.
To learn…
Top 10 Practice Tips: Comfort Letters
This practice note discusses 10 practice points that can help you, as counsel to underwriters or initial purchasers, skillfully navigate the task of reviewing and negotiating comfort letters. A comfort letter is a letter delivered by an issuer’s independent accountants to the underwriters or initial purchasers that provides certain assurances with respect to financial information…
Top 10 Practice Tips: Comfort Letters
A comfort letter is a letter delivered by an issuer’s independent accountants to the underwriters or initial purchasers that provides certain assurances with respect to financial information included in a registration statement, prospectus or offering memorandum used for a securities offering. Underwriting agreements and purchase agreements typically require the delivery of one or more comfort…

