Securities Alert: Do You Need to Refile Your Shelf Registration Statements?


On December 1, 2008, certain types of shelf registration statements declared effective prior to December 1, 2005 will expire.


In 2005, as part of the Securities Offering Reform rules, the Securities and Exchange Commission (SEC) mandated that companies refile certain shelf registration statements every three years. If your company?s shelf was effective prior to December 1, 2005, the SEC indicated that the three-year period to determine when a company needed to refile those registration statements would begin to run on December 1, 2005, and, therefore, those shelf registration statements are now going to expire on December 1, 2008.

Since the SEC?s three-year expiration rule also applies to certain shelves (see below for which ones) that went effective after December 1, 2005, the advice and guidance in this alert is also intended to apply to any such shelf that is set to expire at the end of its three-year term.

Please see full alert for more information.

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DISCLAIMER: Because of the generality of this update, the information provided herein may not be applicable in all situations and should not be acted upon without specific legal advice based on particular situations.

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