How To Register An SEC Company
Registering a company with the Securities and Exchange Commission allows potential investors access to information about stocks and securities being offered for public sale and it helps prohibit possible deceit and fraud during the sale of those stocks. This information helps the investor make informed decisions. Companies whose assets exceed $10 million must file annual and quarterly reports. There are three options for registering a company, depending on the size of the company and the amount of capital the company seeks to raise.
Begin by filing a basic Form S-1 registration. (See Resources.) You will have to describe your business, your properties and your competition. You will also need to list the officers and directors and their compensation. You are required to disclose material transactions between the company and its officers and directors, any material legal proceedings involving the company or its officers and directors, your plan for distributing the securities and how you plan to use the proceeds.
File a Form SB-1. (See Resources.) Small businesses that want to raise up to $10 million in a 12-month period can complete this question-and-answer form. You must provide audited financial statements for the three most recent fiscal years. The SEC defines a small business as one that had less than $25 million in revenues in the most recent fiscal year and which has no more than $25 million of outstanding, publicly-owned securities.
Next, file Form SB-2. (See Resources.) Your business must have intent to raise an unlimited amount of capital. You must provide audited financial statements for the two most recent fiscal years. The SEC defines a small business as one that had less than $25 million in revenues in the most recent fiscal year and which has no more than $25 million of outstanding, publicly-owned securities.
File registration statements, reports and other forms electronically through the SEC’s on-line tool, EDGAR. All foreign and domestic companies are required to file. Once a company has filed the periodic reports, they become public record, meaning anyone can view the quarterly or annual financial reports and any filings of stock sales.
Resources:
U.S. Securities and Exchange Commission: Small Business and the SEC [http://www.sec.gov/info/smallbus/qasbsec.htm]
U.S. Securities and Exchange Commission: Home Page [http://www.sec.gov/]
SEC Form S-1 [http://www.sec.gov/about/forms/forms-1.pdf]
SEC Form SB-1 [http://www.dtcfp.com/forms/pdf/formsb-1.pdf]
SEC Form SB-2 [http://www.bloomthal.com/Forms/formsb-2.pdf]
