Important: This tool provides deadline calculations based on published court rules. Results are not legal advice. Always verify deadlines with the applicable court rules and consult with counsel when in doubt.

Calculate Deadline

Enter the case details to calculate the court deadline

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Common Securities Law Deadlines

SEC Proceeding Answer

Response to SEC administrative proceeding

20 days

From service of Order Instituting Proceedings

Wells Notice Response

Response to Wells notice

30 days

Standard time frame (may be extended)

Form 8-K Filing

Current report filing requirement

4 business days

From triggering event occurrence

Securities Litigation PSLRA

Private Securities Litigation Reform Act

60 days

Lead plaintiff motion deadline

SEC Enforcement Procedures

Administrative Proceedings

Order Instituting Proceedings (OIP)

Formal charges and allegations

Answer and Hearing

Response and administrative law judge proceeding

Settlement Negotiations

Offer of settlement and consent decree

Federal Court Actions

Injunctive Relief

Emergency and permanent injunctions

Asset Freeze

Temporary restraining orders and receivership

Civil Penalties

Monetary sanctions and disgorgement

Securities Litigation Considerations

PSLRA Requirements: Securities class actions are subject to heightened pleading standards and specific procedural requirements under the Private Securities Litigation Reform Act.

Class Action Procedures

• Lead plaintiff appointment process
• Heightened pleading requirements for fraud
• Automatic discovery stay provisions
• Loss causation and reliance requirements

Key PSLRA Deadlines:

• Lead plaintiff motion: 60 days from publication
• Discovery stay: Until motion to dismiss resolved
• Safe harbor compliance verification

Regulatory Compliance

• Periodic reporting requirements (10-K, 10-Q)
• Proxy statement filing deadlines
• Insider trading reporting (Forms 3, 4, 5)
• Beneficial ownership disclosure (13D, 13G)

Filing Deadlines:

• Form 10-K: 60-90 days after fiscal year end
• Form 10-Q: 40 days after quarter end
• Proxy statements: Advance notice requirements

Strategic Considerations for Securities Practice

Enforcement Forum Selection

The SEC has discretion to pursue enforcement actions in administrative proceedings or federal court. Administrative proceedings offer faster resolution but limited discovery, while federal court actions provide full civil procedure protections.

Parallel Proceedings

Securities matters often involve parallel civil and criminal proceedings. Coordinate with criminal counsel and consider Fifth Amendment implications in administrative and civil discovery.

Settlement Timing

Early settlement discussions can often resolve SEC investigations before formal proceedings. Consider cooperation credit and the benefits of resolving matters before Wells notice recommendations.

Disclosure Strategy

Public companies must balance litigation risks with ongoing disclosure obligations. Consider materiality thresholds and the impact of pending proceedings on required SEC filings.

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How to Use This Calculator

Step-by-step instructions for accurate deadline calculations

Identify Securities Matter Type

Determine the type of securities proceeding: SEC enforcement action, securities litigation, proxy contest, or regulatory compliance filing.

Enter Triggering Event Date

Input the date of the SEC action, securities transaction, proxy statement filing, or other event that establishes the deadline calculation period.

Determine Applicable Regulations

Identify relevant securities laws and regulations: Securities Act of 1933, Securities Exchange Act of 1934, or Investment Company Act of 1940.

Apply Securities-Specific Rules

Consider unique securities law procedural requirements including SEC Rules of Practice, federal securities litigation procedures, and disclosure obligations.

Calculate Response Deadlines

Apply appropriate deadlines for SEC proceeding responses, Wells notice submissions, proxy statement filings, or securities litigation pleadings.

Consider Disclosure Requirements

Account for ongoing disclosure obligations, Form 8-K current reports, and other securities law compliance requirements that may affect timing.

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