Saturday, September 20, 2008
SEC Corporate Filings
| Federal securities laws were designed to provide disclosure of financial information about companies seeking an initial public offering (IPO) or those already publicly held. The Securities Act of 1933 requires that a company, before offering securities to the public, must file a report detailing several categories of information specified by the Securities and Exchange Commission (SEC). The Securities Exchange Act of 1934 deals mainly with securities already publicly held. It requires the registration of securities listed on a national securities exchange, as well as over-the- counter securities in which there is a substantial public interest. Issuers of such securities must publish periodic reports outlining current material information. Periodic Annual Reports There are several reports that companies must file, as well as issuers of securities. Most people may find these reports boring, but they do provide much information that the informed investor should know. Here is a few of these reports: 10-K This report provides a comprehensive overview of the issuer of the security. It must be filed within 90 days after the close of the company’s fiscal year. Annual Report to Shareholders The annual report is the principal vehicle that most major companies use to communicate with shareholders. However, it is not a requirement mandated by the SEC, and this lack of rules surrounding this document gives companies considerable discretion in regard to the information contained in an annual report. An investor should realize this when reading an annual report. In addition to financial information, an annual report can provide details of the business that might not be reflected in other SEC filings, such as marketing plans and forecasts, that shareholders might study. 20-F This is an annual report/registration statement filed by certain foreign issuers of stocks in the United States. It contains miscellaneous business details of the foreign company. Form 20-F must be filed within six months of the end of the fiscal year. 10-Q This quarterly report filed by most companies provides an unaudited look at the company’s quarterly financial position. It is a useful reference for an investor to inspect a company during the middle of its fiscal year. Form 10-Q must be filed within 45 days after the close of the fiscal year quarter. Corporate Changes and Voting Matters Most of the successful investors know the companies in which they have a stake inside and out. This means keeping up with any changes going on within the company that might have an effect on the price of its stock. The following are additional reports that stockholders should know: 8-K Form 8-K is an unscheduled report of material events or corporate changes deemed of importance to the shareholders or SEC. Although the form does not have a set filing corresponding to the fiscal year, some of the items of the report are due within five days of the event while others are not due until 15 days after the event. 10-C Used only by over-the-counter companies, this report is used to file changes in name and amount of NASDAQ-listed securities. Similar in structure to Form 8-K, the 10-C must be filed within 10 days of the change. |
posted by hearthy at 7:53 PM