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16500 Sarbanes-Oxley
us SEC - Financial Reporting Manual
(Last updated: 6/30/2013)
As noted above, MJDS allows eligible Canadian issuers to comply with the U.S. securities laws by use of documents prepared largely in accordance with Canadian requirements. However, various SEC rules adopted as a result of the Sarbanes-Oxley Act require MJDS issuers to provide disclosures in their Exchange Act reports beyond those that may be required in Canada. The additional disclosure requirements, which are similar to those required for other domestic and foreign private issuers, are found in General Instruction B(6) through B(12) of Form 40-F. The principal additional disclosures include:
- Section 302 and 906 certifications
- Disclosure controls and procedures
- Internal control over financial reporting and, for non-EGC accelerated filers and large accelerated filers, the related auditor attestation (effective for fiscal years ending after July 15, 2006)
- Audit committee financial experts
- Officer code of ethics
- Auditor fees and services
- Off-balance sheet arrangements
- Tabular disclosure of contractual obligations
In addition, filings of MJDS issuers are subject to staff review under the Sarbanes-Oxley Act like any other registrant.
This is a work of the U.S. Government
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