SEC Reporting

Chapter 1 1-1

The SEC and the Laws It Administers 1-1

The securities statutes 1-2

The Securities and Exchange Commission 1-29

The SEC's electronic filing system 1-40

Relationship between the accounting profession and the SEC 1-44

Internal control over financial reporting 1-53

The SEC's website 1-57

Chapter 2 2-1

Going Public: An Overview 2-1

Making the decision 2-3

Preparing the registration statement 2-14

SEC review and the cooling-off period 2-18

Amendments and closing 2-23

Post-effective amendments 2-27

Internet stock offerings 2-28

Review questions 2-30

Chapter 3 3-1

SEC Reporting: The Key Rules 3-1

General instructions to the forms 3-3

Regulation S-X 3-5

Additional guidance for auditors 3-8

Regulation S-K 3-38

SEC interpretive releases 3-40

Financial reporting policies 3-42

Accounting and Auditing Enforcement Releases 3-45

Staff Accounting Bulletins 3-46

Staff Legal Bulletins 3-53

Emerging Issues Task Force 3-58

Financial Reporting Manual 3-59

Consultations with SEC staff 3-60

Discussion topics, review questions, and cases 3-62

Chapter 4 4-1

The Annual Report: Form 10-K 4-1

The content of Form 10-K 4-7

Facing page 4-8

Part I of Form 10-K 4-9

Part II of Form 10-K 4-14

Part III of Form 10-K 4-52

Part IV of Form 10-K 4-76

Annual report to shareholders and the summary annual report 4-79

Extensions and exceptions 4-81

Review questions 4-83

Chapter 5 5-1

Registration Statements 5-1

Registration statement forms 5-2

Information required in a registration statement 5-3

Securities offering reform 5-6

Smaller reporting company regulatory relief 5-12

Emerging Growth Companies 5-13

Exempt offerings 5-14

Review questions 5-17

Chapter 6 6-1

The Quarterly Report: Form 10-Q 6-1

Filing requirements: Who, when, and where 6-2

The content of Form 10-Q 6-7

Part I -- Financial information 6-9

Part II--Other information 6-19

Omission of information by certain wholly owned subsidiaries 6-24

Review questions and cases 6-25

Chapter 7 7-1

The Current Report: Form 8-K 7-1

Filing requirements -- Who, when, where 7-2

Events to be reported 7-4

Signatures 7-33

Review questions and cases 7-36

Chapter 8 8-1

Proxy Statements 8-1

Regulation 14A 8-3

Information to be furnished to security holders 8-6

Information on the nominating, audit, and compensation committees 8-7

Proxy statements: Voting on compensation plans 8-15

Proxy filing requirements 8-21

Shareholder director nominations 8-24

Shareholder proposals 8-25

Proxy statements: Financial information 8-27

Tender offers 8-33

Review questions 8-34

Chapter 9 9-1

Reporting by Smaller Public Companies 9-1

Smaller reporting company regulatory relief rules 9-2

Small business compliance guides 9-18

COSO guidance for smaller public companies 9-19

Review questions 9-20

Chapter 10 10-1

PCAOB Standard-Setting and Other Activities 10-1

PCAOB standard-setting and other activities 10-2

PCAOB standard-setting activities 10-4

Other PCAOB guidance 10-25

PCAOB rules and amendments 10-86

PCAOB staff questions and answers related to rules 10-98

International inspection program 10-105

The PCAOB's website 10-106

Review questions 10-107

Chapter 11 11-1

Emerging Growth Companies 11-1

Eligibility requirements 11-2

Scaled disclosure provisions 11-4

Interpretive guidance 11-6

Glossary 1

Index 1