On the Horizon: Special Alert - November 16, 2012

SEC provides additional relief for Hurricane Sandy victims

On November 14, 2012, the U.S. Securities and Exchange Commission (SEC) issued an Order providing further regulatory relief and assistance to a broad class of companies and others affected by Hurricane Sandy. The Order conditionally exempts registrants and others from compliance with the federal securities laws as it relates to Securities Exchange Act of 1934 (Exchange Act) filing requirements; proxy and information statement delivery requirements; Investment Company Act of 1940 delivery requirements for annual and semi-annual reports of registered investment companies; transfer agent compliance with certain Exchange Act sections and rules; and auditor independence requirements.

Deadlines pursuant to the Exchange Act for any filing due during the period from October 29, 2012 to November 20, 2012 were extended, provided that such report, schedule or form is filed on or before November 21, 2012 and includes the reasons why, in good faith, the filing is delayed. Since the due date is considered November 21, companies will be permitted to rely on Rule 12b-25 if they are unable to file the required reports on or before November 21, 2012.

Also, the SEC provided a limited exemption from auditor independence requirements of the Exchange Act and Regulation S-X. The Order allows an auditor to assist its audit clients in the reconstruction of previously existing accounting records that were lost or destroyed as a result of Hurricane Sandy, provided that such services

Cease as soon as the lost or destroyed records are reconstructed, the financial systems...