Corporate Governance Regulatory Compliance & Disclosure

Question 1

Which SEC form must public companies use to file their annual report?

Accepted Answer

Form 10-K

Answer

Form 10-Q

Answer

Form 8-K

Answer

Form S-1

Question 2

What is 'Regulation FD' (Fair Disclosure)?

Accepted Answer

An SEC rule prohibiting companies from selectively disclosing material information to certain investors before the public

Answer

A FINRA rule requiring equal commissions for all retail investors

Answer

A Dodd-Frank provision requiring companies to disclose material cybersecurity incidents

Answer

An NYSE rule requiring simultaneous release of earnings results and guidance

Question 3

What does a CEO and CFO certify in the SOX Section 302 certification?

Accepted Answer

They have reviewed the report, it is not misleading, and they are responsible for internal controls

Answer

They personally prepared all financial statements in the annual report

Answer

All executive compensation was approved by independent directors

Answer

The company has no pending litigation that could affect financial results

Question 4

What is an '8-K' filing?

Accepted Answer

A current report that must be filed within four business days of a material corporate event

Answer

An annual report supplement containing unaudited interim results

Answer

A proxy statement filed before the annual shareholder meeting

Answer

A registration statement for a new securities offering

Question 5

What is the SEC's 'materiality' standard for disclosure purposes?

Accepted Answer

Information is material if there is a substantial likelihood that a reasonable investor would consider it important in making an investment decision

Answer

Information is material if it affects the company's earnings by more than 5%

Answer

Any information disclosed to any analyst must be disclosed publicly

Answer

All transactions over $1 million must be separately disclosed in financial filings

Question 6

What are 'related-party transactions' (RPTs) and why do they require special disclosure?

Accepted Answer

Transactions between the company and its executives, directors, or major shareholders that may create conflicts of interest requiring transparent disclosure

Answer

Transactions between subsidiaries that eliminate in consolidation and require footnote disclosure

Answer

Transactions with competitors conducted through intermediaries to avoid antitrust scrutiny

Answer

Transactions that involve complex financial instruments requiring fair value disclosures