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