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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 on FORM 8K/A (Rule 12g3(a)) CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF

How to fill out rule 12g3a

How to fill out rule 12g3a:

1. Determine eligibility: Before filling out rule 12g3a, it is important to first determine whether your company is eligible to use this rule. Rule 12g3a allows foreign private issuers to make their securities exempt from registration under the Securities Exchange Act of 1934. Ensure that your company meets the required criteria for eligibility.
2. Complete SEC Form 12g3-2(b): To apply for exemption under rule 12g3a, the company must complete and file SEC Form 12g3-2(b). This form requires detailed information about the company, such as its name, address, fiscal year-end, and description of the securities to be exempted. It also requires the company to provide evidence of compliance with home country reporting requirements.
3. Prepare supporting documentation: Along with Form 12g3-2(b), certain supporting documentation must be submitted to the SEC. This may include copies of any home country disclosure documents, such as annual reports or financial statements, that provide evidence of compliance with the home country reporting requirements. Ensure that all necessary documents are prepared and organized for submission.
4. Submit the application: Once all the required forms and supporting documents are completed, they should be submitted to the SEC for review. The application can be submitted electronically through the SEC's Electronic Data Gathering, Analysis, and Retrieval (EDGAR) system. Follow the instructions provided by the SEC for submitting the application accurately and in a timely manner.

Who needs rule 12g3a:

1. Foreign private issuers: Rule 12g3a is specifically designed for foreign private issuers who wish to have their securities exempted from registration under the Securities Exchange Act of 1934. These issuers must meet the eligibility criteria outlined by the SEC to take advantage of this rule.
2. Companies with home country reporting requirements: To qualify for rule 12g3a, foreign private issuers must demonstrate compliance with their home country reporting requirements. This means that companies that are subject to reporting and disclosure obligations in their home country may benefit from using rule 12g3a to avoid duplicate reporting in the United States.
3. Companies seeking exemption from SEC registration: Rule 12g3a provides an avenue for foreign private issuers to make their securities exempt from registration with the SEC. This can be beneficial for companies that do not intend to actively trade their securities in the U.S. market but still wish to have a presence in the U.S. without the burden of registration requirements.

In sum, to fill out rule 12g3a, foreign private issuers need to determine their eligibility, complete SEC Form 12g3-2(b) and submit it along with supporting documentation. This rule is relevant for foreign private issuers who want to have their securities exempt from SEC registration and comply with their home country reporting requirements.

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What is rule 12g3a?

Rule 12g3a allows foreign private issuers to request exemptions from certain reporting requirements under the Securities Exchange Act of 1934.

Who is required to file rule 12g3a?

Foreign private issuers who wish to access U.S. capital markets but are not required to fully comply with SEC reporting requirements.

How to fill out rule 12g3a?

Foreign private issuers can submit a Form 12g3-2(b) to the SEC to request exemptions from certain reporting requirements.

What is the purpose of rule 12g3a?

The purpose of rule 12g3a is to provide flexibility for foreign private issuers to access U.S. capital markets without being burdened by extensive reporting requirements.

What information must be reported on rule 12g3a?

Foreign private issuers must report basic trading and financial information on a yearly basis, as well as company news and material events.