Reg S-T: Corp Fin Extends Temporary Relief for Signatures
In March, John wrote about Corp Fin’s temporary relief for manual signature retention requirements under Rule 302(b) of Regulation S-T. Last week, the Staff updated that statement to say that it’ll remain in effect until a date specified in a public notice, which will be at least two weeks from the date of the notice. So, while the Staff continues to expect compliance, it won’t recommend enforcement if:
– a signatory retains a manually signed signature page or other document authenticating, acknowledging, or otherwise adopting his or her signature that appears in typed form within the electronic filing and provides such document, as promptly as reasonably practicable, to the filer for retention in the ordinary course pursuant to Rule 302(b);
– such document indicates the date and time when the signature was executed; and
– the filer establishes and maintains policies and procedures governing this process.
The Staff also extended for an indefinite period its temporary relief for submission of paper forms under Rule 144 and other rules — which had been set to expire June 30. For more detail, see the recent Cooley blog.
Last week, the SEC, Corp Fin, the Division of Investment Management and the Division of Trading & Markets also issued a joint statement, which summarizes all of the relief & assistance that the Commission provided during the pandemic to accommodate capital raising & reporting, and says the Commission won’t be extending the relief that gave companies additional time to file disclosure reports that were due on or before July 1st.
But not everyone is happy about “deregulatory” efforts by the SEC these last few months – there’s a letter to SEC Chair Jay Clayton from Chair of the House Financial Services Committee, Congresswoman Maxine Waters (D-CA), calling for the Commission to halt rulemakings unrelated to the pandemic.
-Liz Dunshee, TheCorporateCounsel.net June 29, 2020
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