The SEC Rules

  Financial reporting for America's small businesses

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5 July 2007 SEC proposes consolidation of Regulation S-B rules into Reg. S-K

27 June 2007 SEC proposes reducing holding periods under Rule 144

15 Dec. 2006 SEC again extends Section 404 compliance date for non-accelerated filers

Archives: 2005



The Securities Exchange Act of 1934 requires issuers registered under Section 13 or 15(d) to file periodic reports annually on Form 10-K or 10-KSB, quarterly on Form 10-Q or 10-QSB and currently on Form 8-K.

Form 8-K is used to report a variety of significant current events as well as voluntary disclosures, such as those typically issued in press releases.

Issuers with securities registered under Section 12(b) or    12(g) of the Act must also distribute an Annual Report to Shareholders, usually accompanied by a proxy statement.  The proxy statement must conform to rules for its content, specified in Regulation 14A and Schedule 14A.

Officers, directors and principal shareholders of issuers with securities registered under Section 12 must report certain activity in their holdings of their companiesí stock as required by Section 16 of the Act.

Foreign issuers who report to the SEC do so annually on Form 20-F.  They may also use Form 6-K in lieu of Form   10-Q to voluntarily report quarterly or in lieu of Form 8-K to voluntarily report current events.

Canadian issuers may use Form 40-F to report annually.  Form 40-F satisfies the reporting requirements of both the U.S. and Canada.

Exchange Act Registration Forms 10 and 10-SB, although never directly associated with public offerings or their related proceeds, are used to register an issuer under Section 12(g) of the Act.  Form 8-A is used to change the section under which an issuer is registered.



1934 Act Forms:

Form 10-K

Form 10-KSB 


Form 10-QSB

Form 8-K

Annual Report to _Shareholders

Proxy Statement

Form 11-K

Form 12b-25

Form 20-F

Form 40-F

Form 6-K

Forms 3, 4 & 5

Exchange Act _Registrations: 

Form 10 

Form 10-SB

Form 8-A