Jonathan G. Katz
Secretary
Securities and Exchange Commission
450 Fifth Street, NW
Washington, DC 20549
Submitted via email: rule-comments@sec.gov
Reference: File No. S7-08-02
Dear Mr. Katz:
Thank you for the opportunity to comment on the proposed Acceleration of Periodic Report Filing Dates and Disclosure Concerning Website Access to Reports. We would like to comment specifically on two of the questions:
1. Do the proposed Form 10-Q and 10-K due dates provide affected companies with enough time to prepare their reports? Do affected companies anticipate any significant problems in complying with the accelerated deadlines. If so, what types of problems?
It is our position that the proposed deadlines would be difficult for us to meet. As a relatively small company, we maintain a relatively small accounting department. We are able to meet the existing deadlines with our current staffing levels. However, we have a small margin for error. Typically we file approximately one week prior to the deadlines. That gives us time to correct any filing errors and turn the reports around within the deadlines. The process for us is to complete the documents to be filed and submit them to our legal counsel and external auditors for review. Legal counsel is fairly prompt in its review but still requires some lead time. The process with our external auditors is to submit the completed document to the Senior Auditor on our account for his/her comments which are then incorporated into the document. The document is then submitted to the Manager of the account and the Partner in Charge of the account. After we receive their respective comments which are incorporated into the document, we must wait for the Concurring Senior Partner to review the filing and give us her/his comments to be incorporated into the document. This review process by the external auditors can easily take a week by itself. The filing must then be reviewed one more time by legal counsel and then submitted to our financial printer for translation into an EDGAR acceptable format. We also must schedule time with the Audit Committee of our Board of Directors for their review. If the Audit Committee requests changes, and they need the opportunity to do so, it becomes even more difficult to meet these accelerated deadlines. The printer submits their translation to us for proofing usually the next day and we communicate any errors noted to the printer who then sends us a final document to be reviewed prior to electronic filing. After we approve the final proof, the document is filed shortly thereafter. These review times will all be impacted if the external auditors, legal counsel and the printer all have compressed time frames to perform their work for their various clients. They are not working exclusively for us.
2. Would the proposal impose any significant costs on these companies? If so, what type and amount of costs? Are these short-term or one-time costs to adjust to a company's reporting procedures, or long-term, ongoing costs?
Our company would be faced with hiring an additional staff member to be able to prepare our documents two weeks to a month earlier than is now required. This would be a permanent ongoing cost to us. We already are faced with week-end and evening hours to meet the existing deadlines. It would be unreasonable to expect our existing staff to work even longer hours to meet the new deadlines.
Once again, thank you for the opportunity to comment.
Sincerely,
Edward D. Cameron
Vice President and Treasurer
Heritage Financial Corporation
201 5th Avenue SW
Olympia, WA 98501