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This document outlines the final rule and amendments regarding the termination of registration and reporting obligations for foreign private issuers under the Securities Exchange Act.
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How to fill out TERMINATION OF A FOREIGN PRIVATE ISSUER'S REGISTRATION OF A CLASS OF SECURITIES UNDER SECTION 12(g) AND DUTY TO FILE REPORTS UNDER SECTION 13(a) OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

01
Review the eligibility for termination under Section 12(g) and Sections 13(a) or 15(d).
02
Gather all necessary documents including the current registration statement.
03
Complete the appropriate Form 15F, ensuring all sections are properly filled out.
04
Include any required exhibits or attachments that support the request for termination.
05
File the Form 15F with the SEC electronically through EDGAR.
06
Confirm the termination request has been processed and ensure compliance requirements are met.

Who needs TERMINATION OF A FOREIGN PRIVATE ISSUER'S REGISTRATION OF A CLASS OF SECURITIES UNDER SECTION 12(g) AND DUTY TO FILE REPORTS UNDER SECTION 13(a) OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934?

01
Foreign companies that have registered securities in the U.S. but wish to terminate their registration and reporting obligations.
02
Companies that no longer meet the threshold requirements for registration under the Securities Exchange Act.
03
Entities that have reduced the number of shareholders or are eligible for deregistration under specific SEC rules.
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An issuer with securities registered under Section 12 becomes a reporting company subject to periodic and current reporting, beneficial ownership, proxy, and other obligations and requirements under the Exchange Act.
To ensure that information contained in a registration statement is complete and accurate, the Securities Act created two private rights of action: under Section 11, where a plaintiff can bring an action for misstatements or omissions in a registration statement, and under Section 12, where a plaintiff can bring claims
The Securities Exchange Act requires disclosure of important information by anyone seeking to acquire more than 5 percent of a company's securities by direct purchase or tender offer . Such an offer often is extended in an effort to gain control of the company.
Section 12(g) of the Exchange Act establishes thresholds at which an issuer (company) must register its securities with the SEC and become subject to periodic reporting and disclosure requirements.
Section 13(d) of the Exchange Act requires any person (or group of persons) that owns or acquires beneficial ownership of more than 5% of any class of equity securities registered under the Exchange Act to file ownership reports with the SEC on a Schedule 13D.
Section 15(d) provides that any issuer who registers a class of securities under the Securities Act of 1933, as amended (the Securities Act) shall become subject to periodic reporting requirements under Section 13(a) (15 USCS § 78m) of the Exchange Act, including annual reports on Form 10-K, quarterly reports on Form
Section 12(g) of the Exchange Act establishes thresholds at which an issuer (company) must register its securities with the SEC and become subject to periodic reporting and disclosure requirements.
(iii) Insiders of foreign private issuers are exempt from the Section 16 reporting requirements and short swing trading prohibitions; however, they must comply with Section 13.

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It refers to the process by which a foreign private issuer can end the registration of a class of securities with the SEC, thereby no longer being required to file regular reports under Sections 13(a) or 15(d) of the Securities Exchange Act of 1934.
Foreign private issuers that wish to terminate their registration of a class of securities under Section 12(g) after meeting certain criteria are required to file this termination.
To fill out the termination, the issuer must complete Form 15F to provide the necessary information about the termination process, including the reasons for deregistration and a certification of eligibility.
The purpose is to enable foreign private issuers to deregister their securities, reducing regulatory burdens if they no longer meet the shareholder threshold or if they choose to cease trading in the U.S. markets.
The issuer must provide information concerning the termination of registration, including current shareholder numbers, the voting structure, and any material changes that might affect shareholders.
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