Foreign Filers - Delayed 502



  • I guess we can all go home now 😉
    sec.gov/news/press/2005-25.htm
    Chris



  • I’ve been waiting for this sentence:
    must begin to comply with the internal control over financial reporting requirements for its first fiscal year ending on or after July 15, 2006. This is a one-year extension from the previously established July 15, 2005
    😄



  • So… another year of putting our feet up, and then the panic can resume.
    :roll:
    Still: that’s the Big 4’s cash flow guaranteed for another twelve months.



  • I was intitially pleased about this and then less so.
    Our project is geared up for 31.12.05 assertion and we have momentum to support it. This delay could, oddly enough, be more trouble than it’s worth.



  • Hi
    Can someone describe the term ’ non - accelarated filers’?
    Who is falling in accelarated ones? Conditions - thresholds?
    Thanks a lot 8O



  • I was intitially pleased about this and then less so.
    Our project is geared up for 31.12.05 assertion and we have momentum to support it. This delay could, oddly enough, be more trouble than it’s worth.
    My project had a 30.11.05 deadline, and we will keep pushing to try to reach it, but I think we will cut back on external consultants (not that we’ve been using many of them, but still…)
    Having the controls in place sooner than required only gives a positive overall impression to the market



  • Hi
    Can someone describe the term ’ non - accelarated filers’?
    Who is falling in accelarated ones? Conditions - thresholds?
    Thanks a lot 8O
    Market cap less than USD75 million



  • I was intitially pleased about this and then less so.
    Our project is geared up for 31.12.05 assertion and we have momentum to support it. This delay could, oddly enough, be more trouble than it’s worth.
    In that case, all concerned should do absolutely all they can do to meet the initial timetable. The SEC won’t hit you if you’re compliant a year ahead of schedule, will they?
    For companies who are able to meet the original deadline, I’d certainly recommend, from my humble position of zero authority and little experience, that they press ahead to do so. Think of the extra year as an emergency cushion to be used if, and only if, unexpected issues arise (for example in remediating deficiencies).



  • _at_Mike - agree with you mate.
    My concern is that when you try to crack the whip you don’t get taken seriously because there’s still another year left. Other top priorities start to take precedence over the SOX top priority :roll:
    Human nature innit?



  • Denis,
    Perish the thought. Whoever heard of - er, budget constraints, for instance - taking precedence over operational considerations?. :roll:
    This is one instance where I think the SEC should have issued a stick along with the carrot. How about adding section 907: Threaten to send the 101st Airborne in to eliminate any material weaknesses still around after 1/1/07… 😉
    But seriously: stop me if I’m wrong, but doesn’t the extra time only apply for s404 certification… where does that leave us as regards, say, s302?
    Mike



  • Definitions can be found at General Rules and Regulations, promulgated under the Securities Exchange Act of 1934
    Rule 12b-2 Definitions
    Accelerated filer. 1.
    The term ‘accelerated filer’ means an issuer after it first meets the following conditions as of the end of its fiscal year:
    i. The aggregate market value of the voting and non-voting common equity held by non-affiliates of the issuer is USD 75 million or more;
    ii. The issuer has been subject to the requirements of Section 13(a) or 15(d) of the Act for a period of at least twelve calendar months;
    iii. The issuer has filed at least one annual report pursuant to Section 13(a) or 15(d) of the Act; and
    iv. The issuer is not eligible to use Forms 10-KSB and 10-QSB for its annual and quarterly reports.

    Note to paragraph (1): The aggregate market value of the issuer’s outstanding voting and non-voting common equity shall be computed by use of the price at which the common equity was last sold, or the average of the bid and asked prices of such common equity, in the principal market for such common equity, as of the last business day of the issuer’s most recently completed second fiscal quarter.

    1. Entering and Exiting Accelerated Filer Status.
      i. The determination for whether a non-accelerated filer becomes an accelerated filer as of the end of the issuer’s fiscal year governs the annual report to be filed for that fiscal year, the quarterly and annual reports to be filed for the subsequent fiscal year and all annual and quarterly reports to be filed thereafter while the issuer remains an accelerated filer.
      ii. Once an issuer becomes an accelerated filer, it will remain an accelerated filer unless the issuer becomes eligible to use Forms 10-KSB and 10-QSB for its annual and quarterly reports. In that case, the issuer will not become an accelerated filer again unless it subsequently meets the conditions in paragraph (1) of this definition.


  • Thanks Lekatis for such clear and well supported answer.
    Thanks for your research
    :lol:



  • Let’s all face it; SEC did not succeed in its effort to change the corporate culture, and now the momentum is gone. Why? Because PCAOB standards were invalid to start with (big 4 got too greedy 😞 ) and because the market just don’t care about internal control disclosures. If there is no risk premium on the share valuation of companies disclosing control weaknesses, the whole excercise was worthless. The intention of the disclosure information was to support investors, yet they simply overlooked the 404 (in fact, analysts just add up the cost of increased audit fees etc.).
    On the other hand 404 offered us a good opportunity to enhance focus on internal controls throughout the grpup. From now on we just have to try to maintain that, but mentioning SOX won’t work any more.



  • Let’s all face it; SEC did not succeed in its effort to change the corporate culture, and now the momentum is gone. Why? Because PCAOB standards were invalid to start with (big 4 got too greedy 😞 ) and because the market just don’t care about internal control disclosures. If there is no risk premium on the share valuation of companies disclosing control weaknesses, the whole excercise was worthless. The intention of the disclosure information was to support investors, yet they simply overlooked the 404 (in fact, analysts just add up the cost of increased audit fees etc.).
    On the other hand 404 offered us a good opportunity to enhance focus on internal controls throughout the grpup. From now on we just have to try to maintain that, but mentioning SOX won’t work any more.

    1. The main round of corporate disclosures (31/12/04 filings) hasn’t happened yet.
    2. SOX was about more than 404
    3. Many of the impacts will come further down the road when C-Grades do a bit of jail time for failings in their companies.


  • hey all
    isnt the new compliance date for non US orgns 31-03-07.
    Iam expecting it to be further pushed to 31-12-07 :lol:
    After all the demand adn supply chain has to be maintained rite. If Big four Ask for extension, SEC gives them. Big four demands time( time is money for them, hence more time is more money 😛 ) SEC supplies time.
    Simple economics, nothing legal about this act.
    A typical US act i suppose 😉
    Cheers guys( no offence meant whatsoever)


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