Form 8-K

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Definition

Form 8 K is essentially a document that the Securities and Exchange Commission requires for announcing certain important changes in a public listed entity, like an acquisition or merger, an address or name change, changing of auditors, bankruptcy or any other type of information that the potential investors must be aware of.

Apart from submitting annual reports using the Form 10-K and reports of a given quarter using the Form 10-Q, public entities must also report some of the corporate related events on a current basis. Thus, Form 8-K is the ‘current report’ that the entities must submit with SEC for announcing major programmes/events, which the shareholders should be aware of.

When it comes to filing current reports, it is obligatory for the public entities to report different kinds of events including:

· When the entity enters into a material definitive agreement

· When the material definitive agreement is terminated

· In the event of receivership or bankruptcy

· Events that pertain to safety of mine-reports related to shutdowns and violation patterns

· In the event of completing an acquisition or disposing of assets

· Results pertaining to financial condition and operations

· Costs that are linked to disposal or exit activities

· Material impairments

· Notice pertaining to delisting or when the company fails to satisfy a listing standard or rule

· When equity related securities are sold without registration

· Material changes to the rights of the holders of security

· Issues related to financial statements and accountants

· Alterations in controlling of registrant

· When the directors or specific officers depart and also during directors’ election, appointing of some officers and compensatory arrangements made for some officers

· In the event of amending of bylaws or articles of incorporation and alteration in fiscal year

· Suspending of trading as per the Employee Benefit Plans offered by the registrant on a temporary basis

· In the event of amending the code of ethics of the registrant or during waiver of a particular provision of the code of ethics

· Change in the status of the shell company

· Change of Trustee or Servicer, among other

Entities have 4 days for submitting a Form 8-K for reporting the events listed above. But in case the issuer of the form is furnishing the details only for the purpose of satisfying its obligations, then in such a case the due date can be earlier.  

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