Rules Governing Disclosure during Registration Process - Explained
Regulation S-K
Written by Jason Gordon
Updated at September 25th, 2021
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Table of Contents
What laws govern the mechanics of disclosure of information in a securities offering?Academic ResearchWhat laws govern the mechanics of disclosure of information in a securities offering?
Regulation S-K is an SEC promulgated regulation that applies to new issuances under the 33 Act and subsequent sale or transfer of securities under the 34 Act. This regulates the specific types of information that an issuer must disclose to the public. The primary disclosure statement in an IPO is the registration statement (Forms S-1 and S-3 for Securities Act (33 Act)). Publicly-traded companies are subject to Schedule 14A (requiring disclosure of proxy statements). Public companies are also subject to continued reporting by filing form 10-K, 10-Q, 8-K for 34 Act.
Note: The disclosure requirements are often extensive and difficult for companies to manage.
Next Article: Exemptions from '33 Act Registration Back to: SECURITIES LAW
Related Topics
- Securities Act of 1933
- What is an Offer to Sell securities?
- Who are the parties regulated in an offer to sell securities?
- What are the primary disclosure documents required in an offer to sell securities?
- Red Herring Prospectus (Securities) Definition
- Registration of Securities
- What is an issuer allowed to do at each stage of the registration process?
- How are issuers classified for purposes of the registration and offering process?
- What is an issuer allowed to do during the Pre-filing Period?
- What are the limitations on the issuer during the Post-filing, Waiting Period?
- What is an issuer allowed to do during the Post-Effective Period?
- What is an Emerging-Growth Company?
- What type of information must an issuer disclose?
- What laws govern the mechanics of disclosure in a securities offering?
- Deficiency Letter (Securities Law)
