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POST-OFFERING REG A+ SEC REPORTING OBLIGATIONS

Note that the reporting requirements described below apply to companies that complete their Reg A+ offering, and do not list on the NASDAQ, NYSE or the OTCQX. (When companies use Reg A+ to list on the NASDAQ or NYSE, once listed they are required to provide Quarterly audits at the PCAOB level).

Form 1-K — Annual report

Annual Reports on Form 1-K require disclosure and discussion of information regarding business operations, related party transactions, compensation data, beneficial ownership of voting securities, identification of directors, executive officers and significant employees, management discussion and analysis (MD&A), and the audited financial statements for the year ended (at the US- GAAP level). The Annual Report must include updated information about Regulation A+ offerings conducted in the year covered.

Form 1-SA — Semi-Annual report

Semi-Annual Reports on Form 1-SA require disclosure and discussion of financial statements covering the applicable six month period, including MD&A. No audit required on the financial statements included in a Form 1-SA.

Form 1-U — Current report

Issuers must disclose the following:

  • Bankruptcy or Receivership.
  • Material Modification to Rights of Security holders.
  • Changes in Issuer’s Certifying Accountant.
  • Certain Unregistered Sales of Equity Securities.
  • Changes in Control of Issuer.
  • The departure of key Officers.

Form 1-Z — Exit report

When a Tier 1 issuer completes it’s Reg A+ it is required to file a Form 1-Z which states the amount of capital raised among other things.

Written by

Serial entrepreneur, leader, expert in mergers, scaling up businesses SEC compliant ICOs, Reg A+, IPOs. Optimal health. CEO ManhattanStreetCapital.com

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