On October 5, 2016, the SEC staff announced (the “Announcement”) that, effective immediately, it would no longer require filers to include “Tandy representations” in their filing review correspondence. The Announcement also applies to companies that have received staff comment letters but have yet to provide such representations. The Tandy representations, named after the Tandy Corporation (the first company to receive a letter containing the representations’ language) were acknowledgements by a filer that the disclosure in the filed document was its responsibility and that staff comments or changes to disclosure in response to such comments did not foreclose the SEC from taking any action with respect to the filing and, finally, a statement by the filer that it would not raise the SEC review process as a defense in any legal proceeding.

Prospectively, the Announcement stated that the SEC staff will include the following statement in its comment letters: “We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff.”