SEC Reporting Requirements Flashcards
What is the name of the database used by the SEC t electronically file forms?
EDGAR - must be filed electronically unless it will cause a hardship on the filing company
What is the SEC Regulation S-K?
17 CFR Part 229 - instructions for filing the nonfinancial statement forms (disclosure) required under the Securities Act of 1933, Securities Exchange Act of 1934 and Energy Policy and Conservation Act of 1975
What is the SEC Regulation S-T?
17 CFR Part 232 - governs the electronic submission of required forms. Due to the SEC requiring electronic filing, Reg S-T may supersede Reg S-K
What is SEC Regulation S-X?
17 CFR Part 210 - prescribes the form and content of, and the requirements for, financial statements
What is the filing deadline for Form 10-K for Large Accelerated Filer ($700MM or more)?
75 days for FY ending before 12/15/2006, and 60 days for FYE on or after 12/15/2006
What is the filing deadline for Form 10-K for Accelerated Filer ($75MM or more and less than $700MM)?
75 days
What is the filing deadline for Form 10-K for non-accelerated filer (less than $75MM)?
90 days
What is the filing deadline for Form 10-Q for Large Accelerated Filer ($700MM or more)?
40 days
What is the filing deadline for Form 10-Q for Accelerated Filers ($75MM or more and less than $700MM)?
40 days
What is the filing deadline for Form 10-Q for non-accelerated Filers (less than $75MM)?
45 days
What information is included on the Form 10-Q?
- Name, address and telephone #
- Financial Information
- Other information
What are the 4 financial information items needed on the Form 10-Q?
- Financial statements
- Management’s discussion and analysis of financial condition and results of operations
- Quantitative and qualitative disclosures about market risk
- controls and procedures
What are the 4 “other information” items needed on the Form 10-Q?
- legal proceedings
- risk factors
- unregistered sales of equity securities and use of proceeds
- defaults upon senior securities
What are the 27 informational items found on the Form 10-K?
- exact name of registrant as specified in its charter
- state or other jurisdiction of incorporation or organization
- IRS EIN
- address and telephone#
- Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934
- Securities registered pursuant to Section 12(g) of the Securities Act of 1934
- The aggregate market value of shares held by nonaffiliated of the registrant
- business
- risk factors
- unresolved staff comments
- properties
- legal proceedings
- Submission of matters to a vote of security holders
- market for registrant’s common equity, related stockholder matters and issuer purchases of equity securities
- selected financial data
- management’s discussion and analysis of financial condition and results of operation
- quantitative and qualitative disclosures about market risk
- financial statements and supplementary data
- changes in and disagreements with accountants on accounting and financial disclosures
- controls and procedures
- other information
- directors, executive officers, and corp governance
- executive compensation
- Security ownership of certain beneficial owners and management and related stockholder matters
- certain relationships and related transactions, and director independence
- principal accounting fees and services
- exhibits and financial statement schedules