Effective May 14, the Division of Corporation Finance of the Securities and Exchange Commission has implemented a secure e-mail system that allows it to receive confidential submissions from “emerging growth companies” (EGCs) under the Jumpstart Our Business Startups Act (JOBS Act), as well as from certain foreign private issuers under the Division of Corporation Finance’s pre-existing policy that permits such issuers to submit draft registration statements to the SEC for non-public review. According to the SEC, the new system, which is mandatory for such submissions, will allow companies and the Division of Corporation Finance to correspond securely regarding draft registration statements.
As reported in the April 13 edition of Corporate and Financial Weekly Digest, the JOBS Act permits EGCs to confidentially submit draft registration statements to the SEC for non-public review. Prior to the implementation of the secure e-mail system described above, EGCs were required to submit such drafts in a PDF file on a CD/DVD or in paper form.
All draft registration statements submitted confidentially pursuant to the JOBS Act or for non-public review under the Division of Corporation Finance’s policy for certain foreign private issuers must be submitted in accordance with instructions published by the Division of Corporation Finance. The submissions must be in text-searchable PDF format and must include a transmittal letter in which the submitting company must confirm its status as an eligible foreign private issuer or an EGC and must identify the type of submission being made. To view such instructions, click here.