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Re: Al100 post# 51118

Friday, 12/19/2014 5:35:06 PM

Friday, December 19, 2014 5:35:06 PM

Post# of 112682
I found this

http://www.mbbp.com/resources/business/rule12b-25.html


If the issuer wants a late or incomplete report to be deemed to have been filed timely, then the issuer must check a box on the Form 12b-25 that represents, in effect, that the reason(s) the issuer could not make a timely filing “could not be eliminated by the registrant without unreasonable effort or expense”; and that the issuer will, in fact, file the report no later than the 15th calendar day following the prescribed due date, in the case of an annual report on Form 10-K, or not later than the fifth calendar day following the prescribed due date, in the case of a quarterly report on Form 10-Q. In addition, the issuer is required to disclose the reasons for its failure to file in “reasonable detail.”

In addition to those representations, the Form 12b-25 may be required to contain additional information. If, for example, the reason the report cannot be filed timely without unreasonable effort or expense relates to the inability of any person other than the issuer (generally, the issuer’s independent public accounting firm), to furnish any required opinion, report or certification, paragraph (c) of Rule 12b-25 requires the issuer to attach to the Form 12b-25 a statement signed by that person stating the specific reasons why that person was unable to furnish the required opinion, report or certification on time.

Moreover, if the issuer anticipates that any “significant change in results of operations from the corresponding period of the last fiscal year will be reflected in the earnings statements to be included in the report,” then it must say so and attach an explanation of the anticipated changes, both narratively and quantitatively. If appropriate, the issuer must state the reasons that a reasonable estimate of the results cannot be made.