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Q: private companies that have file with the sec ( Answered,   0 Comments )
Question  
Subject: private companies that have file with the sec
Category: Miscellaneous
Asked by: joe1352-ga
List Price: $2.00
Posted: 20 Apr 2005 13:20 PDT
Expires: 20 May 2005 13:20 PDT
Question ID: 511928
where can I look at the rules for what makes a private company have to
file reports with the sec and what in a company events might trigger
that
Answer  
Subject: Re: private companies that have file with the sec
Answered By: jab-ga on 20 Apr 2005 13:59 PDT
 
Joe, 

Read the disclaimer at the bottom of the page; I intend no financial advice here. 

From the sec.gov web page:

"The laws and rules that govern the securities industry in the United
States derive from a simple and straightforward concept: all
investors, whether large institutions or private individuals, should
have access to certain basic facts about an investment prior to buying
it. To achieve this, the SEC requires -- PUBLIC --  companies to
disclose meaningful financial and other information to the public,
which provides a common pool of knowledge for all investors to use to
judge for themselves if a company's securities are a good investment.
Only through the steady flow of timely, comprehensive and accurate
information can people make sound investment decisions.  (Emphasis
added)

The SEC also oversees other key participants in the securities world,
including stock exchanges, broker-dealers, investment advisors, mutual
funds, and public utility holding companies. Here again, the SEC is
concerned primarily with promoting disclosure of important
information, enforcing the securities laws, and protecting investors
who interact with these various organizations and individuals. "
********
I take this to mean that the SEC is not interested in reports from
private companies, only companies which issue securities (stocks and
bonds, etc.). Now of course, if a private company decides to go public
and sell shares, it becomes subject to regulation by the SEC and must
file the appropriate paperwork.

Does this answer your question?

Request for Answer Clarification by joe1352-ga on 20 Apr 2005 14:59 PDT
I am asking for the rules releated to what makes a company have to
file reports we have more than 500 shareholders and am trying to see
the rules that govern private companies with more than 500
shareholders where can i read the rules not give me www.sec.gov that
is a big site

Clarification of Answer by jab-ga on 20 Apr 2005 20:34 PDT
OK; now I understand the question better. Here's a news item  from
CNET news from 2003 concerning our own Google:
"SEC rule may nudge Google toward IPO

Published: December 10, 2003, 4:34 PM PST

By  Stefanie Olsen 
Staff Writer, CNET News.com

Google appears to be in no hurry to become a publicly traded company,
but a little-known securities regulation might force it to start
behaving like one.

Securities law requires private companies that exceed a certain level
of stock distribution to file quarterly financial data with federal
regulators. If the law is applied to the popular search engine, Google
executives would have to disclose the company's closely guarded
financial information, and it could ultimately play into the decision
on whether or when to take the company public.


What you want to know is what is that level of stock distribution...

Here's a paragraph from the SEC website:
Corporate Reporting

Companies with more than $10 million in assets whose securities are
held by more than 500 owners must file annual and other periodic
reports. These reports are available to the public through the SEC's
EDGAR database.

I'll keep looking for the precise chapter and verse of the law -- does
the company in question have $10 million in assets? You apparently
have more than 500 owners.

Request for Answer Clarification by joe1352-ga on 21 Apr 2005 05:52 PDT
yes I have read the same article that why I wanted to look at the
actual rules to see the triger points are

Clarification of Answer by jab-ga on 21 Apr 2005 08:34 PDT
This page has a Q&A about a company going public, and it mentions the
500 shareholder, $10 million threshold:

http://sec.gov/info/smallbus/qasbsec.htm#eod2

This section also has phone numbers of the SEC ombudsman for small
business who can probably give you chapter and verse of the law.
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