Public Company Reporting Topics Flashcards

1
Q

What does the SEC regulate?

A

Issuance of securities and trading of those securities of publicly traded companies in the open market.

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2
Q

The organization delegated by the SEC for prescribing accounting standards.

A

The Financial Accounting Standards Board (FASB)

The SEC still retains enforcement power.

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3
Q

What criteria requires a company to be subject to SEC Reporting Requirements?

A
  1. Companies with publicily traded securities on national security exchange or over the counter markets. Or,
  2. Companies with assets greater than $10M and either 2,000 + shareholders or 500+ non accreditied investors.

unless exempt by regulation

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4
Q

Large, accelerated filer

A

Market cap is $700M and up

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5
Q

Accelerated Filer

A

Market cap is $250M-$700M
Annual revenues =$100M and up

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6
Q

Nonaccelerated filer

A

Market cap is $75-$700M
Annual revenues less than $100M
or
Market cap less than $75M

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7
Q

Small Reporiting Co. (SRC)

A
  • less than $250 market cap, or
  • Less than $700M market cap and less than $100M annual revenues
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8
Q

Regulation S-K

A

set of disclosure requirements public companies must comply with when filing various SEC report, to ensure accurate and complete information are provided to investors.

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9
Q

What is Form 10-K?

A

Annual report public companies are required to file to provide a comprehensive overview of the business.

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10
Q

What is required in Form 10-K Part II?

A

Management discussion and analysis (Item 7)
Quantitative and qualitative disclosures of market risk (Item 7A)
Financial Statements and supplementary data (Item 8)

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11
Q

Form 10-K Part II Item 7

A

Management Discussion & Analysis

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12
Q

Form 10-K: Part 2 - Financial Information

A

Selected financial data
management discussin and analysis
Financial Statements and supplementary data
Notes to Financial Statements

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13
Q

Form 10-K Part II Item 7A

A

Quantitative and Qualitative disclosures of market risk

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14
Q

Large Accelerated Filer 10-K filing deadline

A

60 days after fiscal year end.

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15
Q

Form 10-K Part II Item 8

A

Two years of balance sheets
Three years of income statements
Three years of SCFs
Three years Comprehensive Income

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16
Q

Accelerated Filer 10-K Deadline

A

75 days after fiscal year end

17
Q

Non-accelerated Filer 10-K Deadline

A

90 days after fiscal year end

18
Q

What is Form 10-Q?

A

Quarterly report

19
Q

Form 10-Q PART 1

A
  1. Reviewed Financial Statements
  2. Management Discussion and analysis
  3. Quantitative and qualitative disclosures about market risk
20
Q

Form 10-Q Part 1 (Item 1)

A

Financial statements (reviewed)
* Balance sheet for the quarter and prior fiscal year
* Quarterly and year to date income statements for thsi quarter and same period in previous year.
* Cumulative year to date statements of cash flow for the current and prior fiscal years.

21
Q

Form 10-Q Part 1 (Item 2)

A

Management’s Discussion & Analysis
provides the company’s perspective on results of operations, liquiidity, resources, uncertainty, accounting assumptions and estimates.

22
Q

Form 10-Q Part 1 (Item 3)

A

Quantitative and qualitative disclosures about market risk
internal, external, legal, and other risks.

23
Q

10-Q Filing Deadline for Large Accelerated filers

A

within 40 days of the end of each of the first 3 quarters

24
Q

10-Q Filing Deadline for nonaccelerated filer

A

45 days of the end of each first 3 quarters

25
Q

What is Form 8-K

A

Reports significant events and must be filed within 4 business days of the event.

26
Q

What are examples of significant events that would require Form 10-K?

A
  • Entering into or terminating material agreement
  • Bankruptcy
  • Acquisition or disposal of assets
  • Change in directors, CEO, or auditor