If you have a company that is on the open market, there are several requirements you need to fulfill and guidelines you need to follow. For starters, not only do you have to register with the Securities and Exchange Commission (“SEC”), but you must also produce annual reports to them and provide certain documentations.
How Do You Register a Company With The SEC?
Registering with the SEC can be a complex process that may take a few weeks; not only because of the variety of forms that must be used to register but also because of the several documents you must disclose with the SEC at the time of filing. The SEC allows prospective filers to use the program EDGAR, or the Electronic Data Gathering, Analysis, and Retrieval system. EDGAR allows you to produce these documents.
Some examples of typical information that the SEC may ask for at the time of filing include: (1) a description of the company's property and business; (2) a description of the security to be offered for sale; (3) information about the management of the company; and (4) financial statements certified by independent accountants.
However, not all offerings of securities must be registered with the SEC, there are a few exemptions from having to register such as: (1) private offerings to a select number of persons or institutions; (2) offerings of limited size; (3) intrastate offerings; and (4) securities of municipal, state, and federal governments.
What Companies Have To Report To The SEC?
Not all companies have to report to the SEC. However, the ones that do are under a lot of pressure to be as transparent as possible. Normally, if a company lists its securities, the company's tradable financial asset, on an exchange (such as Robinhood) or has more than $10 million in assets and a class of equity of securities with either 2,000 or more record holders or 500 or more record holders that are not accredited investors, it must file reports with the SEC, even if its not registered with the SEC.
Nevertheless, if you are registered with the SEC but have either (1) 300 shareholders of record of the class of securities offered or (2) 500 shareholders of record of the class of securities offered and less than $10 million in total assets for each of its las three fiscal years, then your company may be exempt from reporting.
What Does The SEC Require Public Companies to Disclose?
The SEC requires companies to file annual reports on its Form 10-K as well as quarterly reports on Form 10-Q. Overall, information such as the company's financial condition, operating results, and management compensation, are examples of critical data that the SEC requires companies to report.
What is an SEC Compliance Checklist?
An SEC Compliance Checklist is a practical guide designed to aid Certified Public Accountants (“CPAs”), who service public companies, whether internally or externally. The Checklist helps guide CPAs as to what information and documents to disclose to the SEC. This includes documents such as financial statements, Management's Discussion and Analysis (MD&A), and the SEC rules as mandated by the Sarbanes-Oxley Act of 2002.
Originally Published 15 August 2022
The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.