| Sample Selection of Topics Covered
Introduction - Index - Finding Lists - Report Bulletins Who Must Report - What companies must file reports with the SEC and the reports they must file: circumstances that relieve the need to report: when voluntary reporting is permitted.
General Reporting Rules - SEC's rules of general application for Exchange Act reports; notification of late filings and grace periods: reporting of stock ownership; tender offer rules; Section 16 rules (insider trading) and the EDGAR System. Form 10-K Annual Report - How to prepare the basic annual report item by item: information to provide and documents to include; samples of completed forms.
Form 11-K Annual Report - How to prepare Form 11-K, the annual report of employee stock purchase, savings and similar plans; samples of completed forms.
Proxy and Information Statements - The rules and content requirements for proxy and information statements; Regulations and Schedules 14A and 14C; samples of completed statements. Form 8-K Current Report - How to report on this form that immediately requires certain events to be disclosed: samples of completed forms. Form 10-Q Quarterly Report - How to prepare this basic quarterly report item by item; information to provide and documents to include; samples of completed forms. Exchange Act Registration Statements - How and when to file Forms 10 and 8-A for registration under the Exchange Act; who should file; samples of completed forms. Regulation S-K Integrated Disclosure Rules - The application of Regulation S-K governing the non-financial statement portions of various registration statements and reports; examples of how to comply with the rules. Stock Exchange Listing - Extensive details regarding listing requirements. Regulation S-X Accounting Rules - The application of Regulation S-X governing the form and content of financial statements; qualifications and reports of accountants; listings of FRRs, SABs, AAERs and EITF issues; numerous examples of how to comply with the rules. Bank Holding Companies - SEC requirements for bank holding companies; sample completed Forms 10-K and 10-Q. Insurance Companies - SEC requirements for property-casualty and life insurance companies; sample completed Forms 10-K and 10-Q Securities Act Registration - The planning, preparation, filing and amending of registration statements; SEC processing and post-effective events and Plain English Handbook.
Official text, author commentary and sample filings for: - Form S-1 Registration Statement - General Form.
- Form S-3 Registration Statement - Shorter form for certain types of primary and secondary offerings, including numerous samples of completed forms.
- Form S-4 Registration Statement - Form for registration of securities issued in certain merger transactions.
- Form S-8 Registration Statement - Rules regarding the selling of securities to employees; purchase, pension, profit-sharing, thrift plans and more.
- Form S-11 Registration Statement - Form used by certain real estate companies.
Emerging Growth Companies -- Main provisions of the Jobs Act providing for relief in the form of
scaled disclosure requirements and from certain governance obligations and related staff guidance.
Exemptions from Registration - Rules for Regulation A and Regulation D offerings; official forms. Foreign Registrants - Reports and registration statements required for foreign registrants, including applicable Regulation S-X rules, guidance and current report Form 6-K. Official text, author commentary and sample filings for: - Form 20-F Registration Statement/Annual Report.
- Form F-1 Registration Statement - General Form.
- Form F-3 Registration Statement - short form.
- Form F-4 Registration Statement - for mergers, exchanges and reoffers.
- Form F-6 Registration Statement - for depositary shares.
Canadian Registrants - Official text and author commentary for Forms F-7, F-8, F-9, F-10, F-80 and 40-F. |