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  Listing Council Decision 2004-11
Identification Number 620
Rule 4310(c)(14): The issuer shall file with NASDAQ three (3) copies of all reports and other documents filed or required to be filed with the Commission. This requirement is considered fulfilled for purposes of this paragraph if the issuer files the report or document with the Commission through the Electronic Data Gathering, Analysis, and Retrieval ("EDGAR") system. An issuer that is not required to file reports with the Commission shall file with NASDAQ three (3) copies of reports required to be filed with the appropriate regulatory authority. All required reports shall be filed with NASDAQ on or before the date they are required to be filed with the Commission or appropriate regulatory authority. Annual reports filed with NASDAQ shall contain audited financial statements.
 
Issue: After the company disclosed that it would restate its Forms 10-Q and delay filing its Form 10-K as a result of its audit committee’s investigation into accounting improprieties, the Panel delisted the company’s securities based on a filing deficiency. The company had not filed its Form 10-K for the fiscal year ended December 31, 2003; Form 10-Q for the quarter ended March 31, 2004, or any prior period restatements for fiscal 2001 and 2002.
 
Determination: The company was properly delisted for failure to comply with the filing requirement. The Listing Council takes seriously the requirement to file accurate and reliable financial statements and the concomitant purpose to provide investors with current information regarding the company. Investors in securities listed on NASDAQ are entitled to assume that issuers of those securities will promptly and accurately comply with their reporting obligations under the Securities Exchange Act of 1934. In this case, however, investors did not have access to accurate financial information regarding the company for a period of approximately twenty-two months
Publication Date*: 7/31/2012 Mailto Link Identification Number: 620
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