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Examples of Companies Relying on SEC Order to File Late Reports as a Result of COVID-19

By | March 27, 2020

We previously noted that as a result of COVID-19 the SEC, pursuant to an order, provided publicly traded companies with an additional 45 days to file certain disclosure reports if designated conditions were met. One of the conditions was that an Form 8-K be filed disclosing certain information.  We have noted a number of Form 8-Ks being filed disclosing additional time was needed to file in accordance with the SEC order. Three recent filings are noted below.

Global Seed Corporation: The company discloses the current outbreak of COVID-19 “has posed a significant impact on the Company to file on a timely basis its Annual Report on Form 10-K for the year ended December 31, 2019 (the “Annual Report”) that is due March 30, 2020 (the “Original Due Date”), and therefore the Company elected to rely on the conditional filing relief provided under the SEC Order. In response to the government’s call to contain COVID-19 and to protect our employees’ health, our offices had been closed since January 2020 and we did not restart our operations until the beginning of March 2020. Our accounting team and independent auditors have not been able to conduct on-site accounting and auditing work. Considering the lack of time for the compilation, dissemination and review of the information required to be presented and the importance of markets and investors receiving materially accurate information in the Annual Report, we have decided to rely on the SEC Order and endeavor to file the Annual Report no later than May 14, 2020, or within 45 days after the Original Due Date.”

Kandi Technologies Group, Inc.:  The company discloses the current outbreak of COVID-19 “has posed a significant impact on the Company to file on a timely basis its Annual Report on Form 10-K for the year ended December 31, 2019 (the “Annual Report”) that is due March 16, 2020 (the “Original Due Date”), and therefore the Company elected to rely on the conditional filing relief provided under the SEC Order. In response to the Chinese government’s call to contain COVID-19 and to protect our employees’ health, our offices at Zhejiang province, China had been closed since January 2020 and we did not restart our operations until late February. Our accounting team and independent auditors were not able to conduct on-site accounting and auditing work until March. Considering the lack of time for the compilation, dissemination and review of the information required to be presented and the importance of markets and investors receiving materially accurate information in the Annual Report, we have decided to rely on the SEC Order and endeavor to file the Annual Report no later than April 30, 2020, or within 45 days after the Original Due Date.”

Theron Resource Group:  The company discloses the current outbreak of COVID-19 “has posed a significant impact on the Company to file on a timely basis its Annual Report on Form 10-K for the year ended December 31, 2019 (the “Annual Report”) that is due March 30, 2020 (the “Original Due Date”). Considering the lack of time for the compilation, dissemination and review of the information required to be presented and the importance of markets and investors receiving materially accurate information in the Annual Report, we have decided to rely on the SEC Order and endeavor to file the Annual Report no later than May 14, 2020, or within 45 days after the Original Due Date.”

We do not endorse any of the above as being compliant with the SEC order or being adequate.

We also note that on March 25, 2020, the Commission extended the order referenced above to cover filings due on or before July 1, 2020.

Contact Steve Quinlivan for more information.