The U.S. Securities and Exchange Commission issued a public statement on coronavirus risk disclosures

2020 02/24

On February 19,2020,U.S.Securities and Exchange Commission(“SEC”)and Public Company Accounting Oversight Board(“PCAOB”)jointly released a public statement(the“Statement”)addressing the event of 2019 novel coronavirus(“Coronavirus”).Such Statement is the most extensive to date in terms of guiding how U.S.-listed public companies should disclose Coronavirus related risks.Key elements contained in the Statement are:

SEC especially emphasizes over the need to consider potential disclosure of subsequent events caused by Coronavirus in the notes to the financial statements in accordance with guidance included in the relevant accounting standards and SEC general policy.According to relevant provisions of policy mentioned in the previous sentence,appropriate relief from filing deadlines would be granted in situations where,in light of circumstances beyond the control of the issuer,filings cannot be completed on time with appropriate review and attention.

SEC notes in the Statement that how issuers plan for the uncertainty caused by Coronavirus and how they choose to respond to the related events as they unfold can be material to an investment decision,and SEC urges issuers to work with their audit committees and auditors to ensure that their financial reporting,auditing and review processes are as robust as practicable in light of the circumstances in meeting the applicable requirements.

If issuers have questions regarding the reporting of matters related to the potential effects of the coronavirus,including potential subsequent event disclosure,SEC will continue take the stance it stated in the statement issued on January 30,2020 that SEC would monitor,and to the extent appropriate,provide guidance and other assistance to the issuers and other market participants regarding disclosures related to the current and potential effects of the coronavirus.

As for China and China-based,U.S.exchange-listed,public companies,and U.S.listed public companies and foreign-based,U.S.exchange-listed companies that have operations in China,control measures currently enforced for Coronavirus and travel restrictions in China and its surrounding areas has become barriers for them to complete their financial auditing and reporting,submit complete corporate reports and complete filings with SEC.Such U.S.listed public companies can obtain a deadline extension for financial reports with SEC who permits an extension of as many as 15 calendar days for annual reports and as many as five calendar days for quarterly reports.SEC may also,under certain circumstances,issue deadline extensions for affected parties if there are enough companies that are affected by an event or circumstances or may exempt certain affected companies from some provisions of the relevant securities laws.In addition to deadline extension,SEC could also allow for partial or incomplete filings to be used by the relevant parties.Relevant parties may also refer to the relief treatment provided by SEC for Hurricane Michael in 2018 to formulate plans coping with the effect resulted from Coronavirus.



(This article is translated by software translator for reference only.)