C. d. A publicly traded bank holding company A coipany hat 30. Which of the foll

Question

C. d. A publicly traded bank holding company A coipany hat 30. Which of the following corporate events does NOT triger a requirement to file a Form &-k with the SEC? a. Termination of a merger agreement b. Agreement on principal merger terms c. Change in a Company's outside CPA accounting firm d. Waiver of a requirement of a Company's Code of Ethics 31. Which of the following forms is NOT designed to satisfy a filing requirement of the Securities Exchange Act of 1934 a. Form S-1 b. Form 5 c. Form 10-K d. Form 10-a 32. An "S-3 Filer" is - a. b. c. d. A private company with more than 300 stockholders of record A private equity fund A seasoned public issuer A broker-dealer 33. The phrase "Management's Discussion and Analysis of Results of Operations" ("MD&A;") refers a. b. c. d. A statement required to be included in every public company's 10-Qs and 10-Ks A narrative statement required to be included in every company's proxy statement A separate disclosure document required to be sent with the proxy statement A section of every public company's audited financial statements 34. "Short-swing profits is a term used to describe a. Amounts recoverable from a company insider b. Profits on an insider's "short sale" of securities c. Insider trading profits d. Day trading profits

Explanation / Answer

30. The option b. is the correct answer - "Agreement on principle merger terms". For all other given purposes -K is to be filed by any listed company. 8-K is the report in which the public companies release any significant corporate event of major significance.

31. The option b. is the correct answer - "Form 5". Form S-1 is requied to be filed for the registration of any new security and Forms 10-Ks and 10Qs are filed is for the release of annual financial and quarterly financial statements respectively.

32. Option c is the correct answer. - A seasoned public issuer. Any Private company, private equity fund & broker dealer are not required to file any SEC form. Form S-3 is to be filed by every pucblic compny or businesses who have reported their imely reported theie financial staements 10k and 10Qs for the last 12 months. Form S-3 is for the registration of the securities and is the most simplified form.

33. Option d. is correct. MD&A is a section of every public company's audited financial statements i.e. annual report or 10-K filing. It is section in which company's management has discussed about the company's performance and its plan for upcoming years or future plans.

34. Option a. is the correct answer - Short swing profits are amounts recoverable from the compnay insider. If any insider holding 10% or more share in the company makes any profit by buying and selling of company shares within the period of six months, th short swing profits are revorable by the company under section 16(b) of the Securities Exchange Act of 1934.

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