Frequency of Certification 1903



  • Hi,
    Our CFO has just informed me that he has seen a notice somewhere which states that mangement certification for SOX is to be increased from annual to quarterly.
    I have never seen such a statement and was wondering if anyone can confirm this new requirement and history behind this?
    Thanks
    EMM



  • Hi EMM - In addition to the annual sign-off and certifications required for SOX 302, there are also ‘sub-certifications’ associated with quarterly reporting. Outside of that, I’m not aware of any SOX 302 related changes for certifications.
    Please paste to browser and add www
    google.com/search?hl=en-and-q=sox 302 quarterly certification
    theiia.org/gain/subcertsum_results.html
    sec.gov/rules/final/33-8238.htm
    Some of the SOX 2007 improvement initiatives are noted here:
    http://www.sarbanes-oxley-forum.com/modules.php?name=Forums-and-file=viewtopic-and-t=1890



  • THanks Harry.
    That’s what I thought…



  • I’m probably missing the point here but I thought:

    1. this is not relevant for foreign issuers
    2. this has always been a requirement.
      Am I wrong?


  • I’m probably missing the point here but I thought:

    1. this is not relevant for foreign issuers
    2. this has always been a requirement.
      Am I wrong?
      This is my understanding.


  • You are correct in some ways Wrightlot.
    Our filing requirements as a small accelerated FPI are an annual 20F only.
    Therefore we only need to certify once a year.
    I am not familiar with US filers, but I think the certification frequency is based on the number of times you need to file forms to the SEC (correct me if I am wrong here).
    I had raised the query because our CFO had read an article which stated that SOX certification was always on a quarterly basis. Such a generalisation of course, put us all here in Ireland into a state of panic.
    Can you provide any further input into this Denis, seeing as you are in the UK?
    Thanks,
    EMM



  • Cannot point to anything specific myself but we also only file an annual 20F (unfortunately we are also deemed the equivalent of a large accelerated filer so I’m having fun right now.). Therefore no quarterly reporting is required and only the 20F need be SOX compliant.



  • s302 certification is quarterly except for foreign filers (regardless of size)
    s404 certification is, of course, annual for all filers
    This has always been the case.



  • Thanks Denis.


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