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ICBA Commends the SEC for Proposal to Delay SOX 404(b) for Small Filers

Suggests Two-year Delay to Complete a Cost/Benefit Study

Washington, D.C. (Feb. 25, 2008)—The Independent Community Bankers of America (ICBA) praised the Securities and Exchange Commission (SEC) for proposing a delay in complying with Sarbanes Oxley Act Section 404(b) for small filers, but recommended that the delay be extended for two years to allow the SEC to conduct a survey on the costs and benefits of SOX 404 and whether it is being implemented in a cost-effective manner for smaller reporting companies.

"While ICBA strongly supports a delay in the implementation of Section 404(b) for non-accelerated filers, a one-year delay is not sufficient time to conduct a comprehensive cost-benefit SOX 404 study," said Christopher Cole, ICBA senior regulatory counsel in a letter to the SEC. "We therefore urge the SEC to delay implementation for two years, or until 2010, to allow the SEC additional time to gather the information and assess the impact that recent guidance has had on SOX 404 compliance costs."

If the SEC's proposal is enacted, small SEC filers will provide an auditor's attestation report on internal controls in their 2009 annual reports. As part of its SOX 404 study, the SEC intends to gather data from a large cross-section of companies through interviews and through a Web-based survey. The SEC wants to complete the study by early fall of this year.

Read the full text of the letter at www.icba.org.