Section 906 of the Sarbanes-Oxley Act of 2002 requires that all periodic reports containing financial statements that are filed with the SEC be accompanied by a written statement of the CEO and the CFO of the issuer (or officers performing equivalent functions), certifying the accuracy of certain information contained in such reports (referred to as a “906 Certification”). Apparently there has been a great deal of concern as whether or not the 906 Certification is required for Form 11-K filings for employee benefit plans. For calendar year ERISA plans, the Form 11-K is to be filed with the SEC within 180 days after the close of the plan’s fiscal year, or June 30th. Please see this article by Cleary, Gottlieb, Steen & Hamilton on the subject, this message thread on Benefitslink which contains a link to the 11-K filing for Amazon.com (containing a 906 Certification), this commentary at realcorporatelawyer.com, and the recent SEC News Release 2003-66 by the SEC. Any corporate securities bloggers out there who can shed any light on the subject?
UPDATE: Read more about the subject here . . .