What is an exhibit 21?
Exhibit 21 is a list of subsidiaries; exhibits numbered with a 14 are ethics codes or related policies. Exhibit 99s are often press releases.
What does significant subsidiary mean?
(1) The term significant subsidiary means a subsidiary, including its subsidiaries, which meets any of the conditions in paragraph (w)(1)(i), (ii), or (iii) of this section; however if the registrant is a registered investment company or a business development company, the tested subsidiary meets any of the conditions …
What are subsidiaries of the Registrant?
Subsidiaries of Registrant. The Registrant directly or indirectly owns 100 percent of the outstanding voting securities of the following subsidiary companies.
What is an exhibit SEC?
SEC Exhibits constitute a variety of corporate disclosures, such as underwriting agreements, merger agreements, charters, bylaws and “material contracts”, required under Title 17 CFR § 229.601.
How do you know if a subsidiary is significant?
Under Rule 1-02(w) of Regulation S-X, a “significant subsidiary” is one that meets one of three tests which are generally referred to as the Investment Test, the Income Test and the Asset Test. If an acquisition is significant, certain historical financial statements of the acquired business are required.
How do you determine significant subsidiaries?
Currently, a portfolio company will meet the definition of “significant subsidiary” if any of the following conditions set forth in Rule 1-02(w) are satisfied: (i) the investment test; (ii) the asset test; or (iii) the income test.
What is a wholly owned subsidiary mean?
Key Takeaways A wholly owned subsidiary is a company whose common stock is 100% owned by a parent company. Wholly owned subsidiaries allow the parent company to diversify, manage, and possibly reduce its risk.
How do I find exhibits on SEC?
Here’s how:
- Lookup the registrant on SEC.gov.
- Search for any ’34 Act or ’33 Act Form Type in the filings list and select “documents”.
- Any exhibits attached to that particular filing will appear listed on the following page, however, these are not the exhibits that are incorporated by reference to this filing.
When should an acquisition be disclosed?
Generally, when a U.S. public company enters into a “material definitive agreement” (which is somewhat of an opaque concept lacking any bright-line rules, but a significant acquisition agreement would likely qualify), the U.S. public company is required to disclose, within four days after entry into such agreement.
What is the significant subsidiary test?
What is SX compliance?
Regulation S-X is a prescribed regulation in the United States of America that lays out the specific form and content of financial reports, specifically the financial statements of public companies. It is cited as 17 C.F.R.
What is a wholly owned business?
A wholly-owned subsidiary is a corporation with 100% shares held by another corporation, the parent company. Although a corporation may become a wholly-owned subsidiary through take over by the parent company or split off from the parent company.
Who is a 144 affiliate?
Rule 144 at (a)(1) defines an “affiliate” of an issuing company as a person that directly, or indirectly through one or more intermediaries, controls, or is controlled by, or is under common control with, such issuer.”
What is a 10-K and a 10-Q?
Form 10-K is an annual report and is more comprehensive than a 10-Q, which is a quarterly report that consists primarily of the quarterly financial statements and the management discussion and analysis. read more disclosure (an analysis of period over period financial results.