F2 - M6 - SEC Reporting Flashcards
SEC Reporting Requirements
over 50 forms, filed electronically (EDGAR), available online to the public,
New securities, submit registration statement to SEC
- Disclosures about securities
- Relationship of new securities to others
- Similar info filed in annual filing
- Audited financial statements
- Description of business risk factors
Form 10-K = Annual
- Filing Deadline – End of FY o Large accelerated = 60 days o Accelerated = 75 days o All others = 90 days - Includes o Financial disclosures o Summary of financial data o MD&A – Managements discussion and analysis o Audited financial statements
Form 10-Q = Quarterly
- Filing Deadlines – End of FY o Large accelerated = 40 days o Accelerated = 40 days o All others = 45 days - Includes o Unaudited financial statements (GAAP) o Interim period MD&A o Certain disclosures
Form 11-K
Annual report of company’s employee benefit plans
Forms 20-F
(all non-US) and 40-F (Canada) = Foreign private issues
- Includes (Like 10-K) o Financial disclosures o Summary of financial data o MD&A – Management’s discussion and analysis o Audited financial statements - Can use non-GAAP, IFRS
Form 6-k
Foreign issuers, like 10-Q, semiannual, unaudited financial statements
Form 8-K
Major corporate events; corporate asset acquisitions, disposals, changes in securities, trading markets, changes to statements, corporate governance / management
Forms 3, 4 and 5
Filed by directors, officers, owners with more than 10% of a class of equity securities
Regulation S-X
SEC sets form and content of requirements for interim and annual financial statements
Interim F/S Requirements
o Reviewed by independent public accountant and report filed with F/S
o Statements and Periods Presented – US 10-Q & Foreign Semiannual 6K
Balance Sheet
Income Statement
Statement of Cash Flows
o Adjustments for Fair Presentation
o Condensed F/S
o Disclosure
May omit Summary of Significant Accounting Polices, details of accounts not changed
Required disclosures
• Material contingencies
• Events subsequent to the end of most recent fiscal year
Annual F/S Requirements
o Filed with SEC o Audited by independent public accountant o Audit report must be filed with f/s o Periods Presented 2 Balance Sheets 3 Income Statements Cash flow o IFRS requires – 2 balance sheets, 2 statements of comprehensive income, 2 statements of changes in equity, 2 statements of cash flow o Disclosure requirements
SEC XBRL Reporting Requirements
royalty free software describes financial information for business / financial reporting.
- Key XBRL Terms
o Tag = machine-readable code; descriptive labels, definitions, references to US GAAP and other elements