Tuesday, September 21, 2010

Dodd-Frank Act provides SOX Section 404(b) Relief for Non-Accelerated Filers

One pro-small business feature of the Dodd-Frank Act is SEC. 989G. (EXEMPTION FOR NONACCELERATED FILERS).  That Section exempts so-called "non-accelerated filers" (publicly traded companies with a market capitalization of less than $75 million) from the onerous provisions of Section 404(b) of the Sarbanes-Oxley Act of 2002.  Section 404(b) of SOX would otherwise require such smaller public companies to obtain an attestation report on the company's internal control over financial reporting from the company's auditors.

Prior to passage of the Dodd-Frank Act, the SEC had repeatedly given non-accelerated filers a reprieve from Section 404(b) of SOX by deferring the deadline for such companies to comply with Section 404(b).  Now, thanks to the 111th Congress, that reprieve is permanent.  At least until Congress changes its mind again!

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