Sec Form 20-F - Registration Statement/annual Report/transition Report/shell Company Report Page 50
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69Exchange Commission that permit the company to provide only management’s report in this annual report.”
(c) Changes in internal control over financial reporting. Disclose any change in the issuer’s internal control over
financial reporting identified in connection with the evaluation required by paragraph (d) of §240.13a-15 or 240.15d-15 of this
chapter that occurred during the period covered by the annual report that has materially affected, or is reasonably likely to
materially affect, the issuer’s internal control over financial reporting.
(d) This temporary Item 15T, and accompanying note and instructions, will expire on June 30, 2009.
Instructions to Item 15T
1. An issuer need only comply with paragraph (b) of this Item until it either had been required to file an annual report pursuant
to section 13(a) or 15(d) of the Exchange Act (15 U.S.C. 78m(a) or 78o(d)) for the prior fiscal year or had filed an annual report
with the Commission for the prior fiscal year. An issuer that does not comply shall include a statement in the first annual report
that it files in substantially the following form: “This annual report does not include a report of management’s assessment
regarding internal control over financial reporting or an attestation report of the company’s registered public accounting firm
due to a transition period established by rules of the Securities and Exchange Commission for newly public companies.”
2. The registrant must maintain evidential matter, including documentation, to provide reasonable support for management’s
assessment of the effectiveness of the issuer’s internal control over financial reporting.
Item 16.
[Reserved]
Item 16A.
Audit committee financial expert.
(a)
(1)
Disclose that the registrant’s board of directors has determined that the registrant either:
(i)
Has at least one audit committee financial expert serving on its audit committee; or
(ii)
Does not have an audit committee financial expert serving on its audit committee.
(2)
If the registrant provides the disclosure required by paragraph (a)(1)(i) of this Item, it must disclose the name
of the audit committee financial expert If the registrant provides the disclosure required by paragraph (a)(1)(i)
of this Item, it must disclose the name of the audit committee financial expert and whether that person is
independent, as that term is defined in the listing standards applicable to the registrant if the registrant is a listed
issuer, as defined in 17 CFR 240.10A-3. If the registrant is not a listed issuer, it must use a definition of audit
committee member independence of a national securities exchange registered pursuant to section 6(a) of the
Exchange Act (15 U.S.C. 78f(a)) or a national securities association registered pursuant to section 15A(a) of the
Exchange Act (15 U.S.C. 78o-3(a)) that has been approved by the Commission (as such definition may be
modified or supplemented) in determining whether its audit committee financial expert is independent, and state
which definition was used.
(3)
If the registrant provides the disclosure required by paragraph (a)(1)(ii) of this Item, it must explain why it does
not have an audit committee financial expert.
Instruction to paragraph (a) of Item 16A:
If the registrant’s board of directors has determined that the registrant has more than one audit committee financial expert serving
on its audit committee, the registrant may, but is not required to, disclose the names of those additional persons.
(b)
For purposes of this Item, an “audit committee financial expert” means a person who has the following attributes:
(1)
An understanding of generally accepted accounting principles and financial statements;
(2)
The ability to assess the general application of such principles in connection with the accounting for estimates,
accruals and reserves;
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