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Governance Alert
Providing information on recent SEC and PCAOB guidance

A Grant Thornton LLP news alert

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Oct. 2, 2009

SEC issues final extension of SOX 404(b) for non-accelerated filers
Today the SEC announced it would extend the deadline for non-accelerated filers to comply with Section 404(b) of the Sarbanes-Oxley Act. The Commission moved the deadline six months from fiscal years ending on or after Dec.15, 2009, to fiscal years ending on or after June 15, 2010.

The SEC granted an extension to Dec. 15, 2009, in order to complete a study of whether additional guidance provided to company managers and auditors in 2007 was effective in reducing the costs of compliance. The 139-page study, posted on the SEC’s Web site, stated that, “There is an economically and statistically significant reduction in Section 404 compliance costs following the 2007 reforms.” Because the study was published less than three months before the Dec.15 deadline, the Commission determined another extension is appropriate and reasonable so that companies and their auditors can better plan for Section 404(b) compliance.

Non-accelerated filers should note that this is the last extension the SEC will grant regarding Section 404. In the SEC’s press release, Chairman Mary L. Schapiro said, “Since there will be no further Commission extensions, it is important for all public companies and their auditors to act with deliberate speed to move toward full Section 404 compliance.”

For more information

For more information about this recent development, contact:
Trent Gazzaway
National Managing Partner
Public Policy and Corporate Governance
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This Grant Thornton LLP Governance Alert provides information on recent SEC guidance. It is not a comprehensive analysis of the subject matter covered and is not intended to provide accounting or other advice or guidance with respect to the matters addressed in the bulletin. All relevant facts and circumstances, including the pertinent authoritative literature, need to be considered to arrive at conclusions that comply with matters addressed in this Alert. For additional information on the topics covered in this Alert, contact Grant Thornton LLP.

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