What is Rule 16a 1 F under the Securities Exchange Act of 1934? (2024)

What is Rule 16a 1 F under the Securities Exchange Act of 1934?

(f) The term “officer” shall mean an issuer's president, principal financial officer, principal accounting officer (or, if there is no such accounting officer, the controller), any vice-president of the issuer in charge of a principal business unit, division or function (such as sales, administration or finance), any ...

What is Section 16a of the 1934 Act?

Section 16(a) of 1934 Act defines any person who is an executive officer, a director, or a 10- percent shareholder of an equity security of a “reporting company” as a statutory insider for Section 16 purposes. Only applies to officers who have discretionary policy-making authority.

What is the rule 16 of the Securities Exchange Act?

Section 16 imposes filing standards for "insiders," and defines insiders as any officers, directors, or stockholders who possess stock that directly or indirectly results in beneficial ownership of more than 10% of the company's common stock or other class of equity.

Which executive officer means those officers covered in Rule 16a 1 F under the Act?

Note that the definition of officer in Rule 16a-1(f) encompasses all of the persons included in Rule 3b-7's definition of “executive officer,” with a difference being that Rule 16a-1(f) specifically includes the principal financial officer and the principal accounting officer.

What is Rule 16a?

Uniform Rule 16A requires a party raising a constitutional issue to prepare a notice (a 'Rule 16A Notice') containing a clear and succinct description of the constitutional issue raised.

Who does Section 16 apply to?

Who Needs to File Section 16 Forms? Anyone who owns 10% or more of a company, or is a named director or officer of the company, must file this form.

What is the S 16 B of the Securities Exchange Act of 1934 concerns?

Section 16(b) defines a purchase and sale, or sale and purchase, within six months' time as a short-swing transaction. Congress included the provision as part of the original Exchange Act in an effort to discourage insider trading.

What is Rule 21F 17 A of the Securities Exchange Act of 1934?

(a) No person may take any action to impede an individual from communicating directly with the Commission staff about a possible securities law violation, including enforcing, or threatening to enforce, a confidentiality agreement (other than agreements dealing with information covered by § 240.21F-4(b)(4)(i) and § ...

What is the rule 14A of the Securities Exchange Act of 1934?

The amendments to Schedule 14A under the Securities Exchange Act of 1934 (the “Exchange Act”) facilitate the use of a universal proxy card and mandate additional disclosure and voting options in all director elections, whether or not contested.

What is Rule 17a 4 of the Securities Exchange Act of 1934?

Rule 17a-4(i) under the Exchange Act requires that a third party that prepares or maintains the records of a broker-dealer (including a broker-dealer also registered as an SBSD or MSBSP) file a written undertaking wherein the third party agrees, among other things, to permit the examination of the firm's records by ...

Is a Section 16 officer the same as a named executive officer?

Second, persons designated as “executive officers” under Item 401(b) of Regulation S-K are presumed to be “officers” under Section 16. The definition of Section 16 officer is designed to apply narrowly to the small subset of executives in the company who have significant policy-making functions.

What are the obligations of Section 16 officers?

Section 16 requires insiders of a public company to report their direct and indirect ownership of the company's equity securities and any transactions in such securities, and to disgorge any “short-swing profits,” which are discussed below.

Is Chief accounting officer considered an executive officer?

The roles of both the controller and CAO are senior leadership positions, however, as the title implies, the CAO is a business executive and a C-suite officer.

What is the rule 16 disclosure notice?

Upon a defendant's request, the government must disclose to the defendant the substance of any relevant oral statement made by the defendant, before or after arrest, in response to interrogation by a person the defendant knew was a government agent if the government intends to use the statement at trial.

What is SEC Rule 16a 11?

Any acquisition of securities resulting from the reinvestment of dividends or interest on securities of the same issuer shall be exempt from section 16 of the Act if the acquisition is made pursuant to a plan providing for the regular reinvestment of dividends or interest and the plan provides for broad-based ...

Is a chief accounting officer a Section 16 officer?

Section 16 Officer means a president, vice president, secretary, treasurer or principal financial officer, comptroller or principal accounting officer, and any person routinely performing corresponding functions with respect to the Company.

What is the definition of Section 16?

SEC Section 16 of The Securities Exchange Act of 1934 requires corporate insiders to publicly disclose their company affiliations, material changes in their holdings or unreported insider transactions through various regulatory filings with the SEC.

What happens if you own more than 20% of a public company?

An investor subject to U.S. GAAP that owns 20% or more of the company's voting stock (but not control of the company) is presumed to have significant influence over the company and is generally required to account for its investment on the equity method by including its proportionate share of the company's net income/ ...

What is a section 16?

Section 16 aims to ensure that you communicate with an applicant or prospective applicant to find out what information they want and how they can obtain it. Generally, there are three main circ*mstances in which this duty arises.

What is the Securities Exchange Act of 1934 for dummies?

The Securities Exchange Act of 1934 regulates secondary financial markets to ensure a transparent and fair environment for investors. It prohibits fraudulent activities, such as insider trading, and ensures that publicly traded companies must disclose important information to current and potential shareholders.

What is the securities and Exchange Act of 1934 most concerned with?

The primary purpose of the Securities Acts was to curb speculation and fraud in the markets. The Act of 1933 regulates the primary (new issue) market; while the Act of 1934 regulates the secondary (trading market).

What is Section 18 of the Securities Exchange Act of 1934?

Section 18(a) provides: "Any person who shall make or cause to be made any statement in any application, report, or document filed pursuant to this chapter or any rule or regulation thereunder .... which statement was at the time and in the light of the circ*mstances under which it was made false or misleading with ...

What is Rule 17a 3 of the Securities Exchange Act of 1934?

Rule 17a-3 has been amended to require that a brokerage order ticket contain the identity of the associated person, if any, responsible for the account and any other person who entered or accepted the order on behalf of the customer, and whether it was entered subject to discretionary authority.

What is the rule 12 of the Securities Exchange Act of 1934?

Section 12(g) of the Securities Exchange Act of 1934 (the “Exchange Act”) establishes the thresholds at which an issuer is required to register a class of securities with the Securities and Exchange Commission (the “SEC”).

What is Rule 3b 7 of the Securities Exchange Act of 1934?

§240.3b–7 Definition of ''executive offi- cer''. making function or any other person who performs similar policy making functions for the registrant. Executive officers of subsidiaries may be deemed executive officers of the registrant if they perform such policy making func- tions for the registrant.