Handbook for Preparing SEC Annual Reports & Proxy Statements, 2012 Edition

The 2012 Handbook for Preparing SEC Annual Reports and Proxy Statements is an excellent sourcebook for all those who have responsibility for preparing and reviewing the following annual disclosure documents for public companies: the annual report on Form 10-K, the annual meeting proxy statement and the annual report to shareholders.

In addition to a comprehensive analysis of the various rules and forms that apply to these documents, this book contains practical guidance based on our own experiences and those of our colleagues in representing various public companies over the years. Where appropriate, we have referenced informal SEC guidance from its Interpretive Releases and its Division of Corporation Finance s Compliance and Disclosure Interpretations.

Various examples have been included to assist you in complying with the complicated federal securities laws and preparing proper disclosure. The authors have also highlighted where relevant the interplay among the SEC rules and those of the national securities exchanges and state corporate law. The focus of this book is on U.S. issuers that are subject to Regulation S-K and not smaller reporting companies under Rule 12b-2 of the Securities Exchange Act of 1934.