Alert November 18, 2008

SEC Proposes Roadmap for the Potential Use by Certain U.S. Issuers of Financial Statements Prepared in Accordance with International Financial Reporting Standards

The SEC has proposed a Roadmap that would permit certain U.S. issuers to use financial statements prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board in their filings with the SEC.  The Roadmap includes milestones that, if achieved, could lead to the use of IFRS being required for U.S. issuers in 2014.  In general terms, an issuer would be eligible for early use of IFRS if it were among the 20 largest companies globally in a particular industry and IFRS were used as the basis of financial reporting more often than any other basis of financial reporting among the 20 largest listed companies worldwide in that industry.  The proposed Roadmap relates solely to U.S. issuers with respect to their periodic reporting requirements under Sections 13 and 15(d) of the Securities Exchange Act of 1934 (the “1934 Act”), proxy and information statements under Section 14 of the 1934 Act and registration statements under Section 12 of the 1934 Act and Section 7 of the Securities Act of 1933.  The Roadmap does not extend to issuers that are investment companies under the Investment Company Act of 1940, or to other types of financial reports that are filed or furnished to the SEC by regulated entities, such as registered broker‑dealers.