SEC staff statements, which have been extended indefinitely, clarify measures companies may take to comply with manual signature and in light of the challenges resulting from filing requirements during the COVID-19 outbreak. Companies are expected to comply with Regulation S-T regarding the authentication document retention and Form 144 requirements, to the extent possible COVID-19.
Latest: In a joint statement issued on June 25, 2020, staff of the SEC’s Division of Corporation Finance, Division of Investment Management and the Division of Trading and Markets reminded registrants of their obligation to comply with Rule 302(b) of Regulation S-T amid the COVID-19 outbreak.
Rule 302(b) requires the retention of a manually signed signature page or other document that authenticates the signature appearing in an electronic filing.
Acknowledging logistical and other issues caused by the spread of COVID-19, the staff offered measures registrants may take to comply with these federal securities laws.
The statement:
The statement is temporary and remains in effect until the staff provides public notice that it will no longer be in effect.
In a statement issued on June 25, 2020, staff of the Division of Corporation Finance stated that email submission of the following forms are temporarily acceptable:
The staff will not recommend enforcement action if:
The statement is temporary and remains in effect until the staff provides further public notice. The change is not a rule adjustment or regulation.
Filers may continue to submit these documents to the SEC mailroom, but these filings may experience processing delays.
In a statement issued on June 25, 2020, staff of the Division of Corporation Finance stated that issuers of restricted securities may temporarily email Form 144 instead of using paper submissions. The staff will not recommend enforcement action if:
The statement is temporary and remains in effect until the staff provides further public notice. The change is not a rule adjustment or regulation.
Filers may continue to submit a Form 144 to the SEC mailroom, but these filings may experience processing delays.
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