Companies with securities listed on NASDAQ must file a one-time certification of compliance in regard to the amended compensation committee listing rules as provided in Rule 5605(d) and IM-5605-6 within 30 calendar days following the earlier of the issuer’s first annual meeting occurring after January 15, 2014, or October 31, 2014.
We note that, while the certification form contemplates that all companies are required to file, according to the frequently asked questions posted by, and informal conversations with, NASDAQ Listing Qualifications Staff, the following issuers are not required to submit the certification: asset-backed issuers and other passive-issuers, cooperatives, limited partnerships, management investment companies and controlled companies. (Such issuers may wish to confirm this point with their own listing analysts.) However, all other companies, including foreign private issuers, must submit the certification electronically through the NASDAQ OMX Listing Center by the applicable deadline. In order to help gather the information necessary to complete the form, NASDAQ has posted the certification form in preview mode on its website. Calendar year companies take note, the deadline is (or will soon be) looming!