What are Rule 3 05 financial statements?
When a registrant acquires[5] a business other than a real estate operation, Rule 3-05 generally requires a registrant to provide separate audited annual and unaudited interim pre-acquisition financial statements of the business if it is significant to the registrant using the investment, asset, and income tests …
Who does Regulation S-X apply to?
Qualifications and reports of accountants. After laying out some basic and important definitions in Rule 1-02, Regulation S-X kicks off in Rule 2-01 (Qualifications of Accountants) by considering accountants and auditors and states who is acceptable to the SEC to act as such.
What is a significant subsidiary under Reg SX?
Under Rule 1-02(w) of Regulation S-X, a “significant subsidiary” is one that meets one of three tests which are generally referred to as the Investment Test, the Income Test and the Asset Test. If an acquisition is significant, certain historical financial statements of the acquired business are required.
What is a significant disposition?
Significant Disposition means any direct or indirect sale, lease, license, exchange, mortgage, transfer or other disposition, in a single transaction or series of related transactions, of any assets or businesses of the Corporation and/or its Subsidiaries outside the ordinary course of business for which the …
What is a Rule 3 14 audit?
Overview. Rule 3-14 of Regulation S-X, Special instructions for financial statements of real estate operations acquired or to be acquired, requires registrants to present the audited financial statements of significant consummated and probable acquisitions of real estate operations.
What is a stub period in M&A?
Post-Merger Stub Period means the period (x) starting on the day immediately after the day on which the Merger is completed and (y) ending on the last day of the calendar quarter in which the Merger is completed.
What does Regulation S-X cover?
Regulation S-X is a U.S. Securities and Exchange Commission rule that covers annual reports and financial statements from companies.
What are significant subsidiaries?
(1) The term significant subsidiary means a subsidiary, including its subsidiaries, which meets any of the conditions in paragraph (w)(1)(i), (ii), or (iii) of this section; however if the registrant is a registered investment company or a business development company, the tested subsidiary meets any of the conditions …
How do you calculate stub period?
We need to record what happens between the closing date and next fiscal year end, so we create a “stub period” to record financial results during this time. We calculate income statement items for the stub period by multiplying the percentage of the current fiscal year remaining by the full fiscal year results.