SEC Comments Response Letter
(Emerging Growth Company Registration Statement)


This template may be used by an issuer that is an emerging growth company (EGC), seeking to respond to comments from the Securities and Exchange Commission (SEC), whether the issuer's registration statement has been filed with the SEC, or is being confidentially reviewed. This template includes practical guidance, drafting notes, alternate clauses, and optional clauses. Once an issuer submits a draft registration statement to the SEC, the statement undergoes a period of review, during which SEC staff highlight disclosure issues the issuer must address before the registration statement becomes effective. These issues are typically communicated to the issuer by letter, and the issuer also responds in letter form. This particular document is tailored for an issuer who qualifies as an EGC. EGCs and other issuers in an initial public offering (IPO) may choose between filing their registration statement publicly, or submitting it, and any subsequent drafts, for review on a confidential ...