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USE OF FORM S-8, FORM 8-K, AND FORM 20-F BY SHELL COMPANIES AGENCY: Securities and Exchange Commission. ACTION: Final rule. SUMMARY: The Securities and Exchange Commission is adopting rules and rule amendments relating to filings by reporting shell companies. We are defining a “shell company” as a
CT SHEETSPACs, Shell Companies, and Projections: Final Rules On Jan. 24, 2024, the Securities and Exchange Commission adopted final rules to enhance disclosures and provide additional investor protections in initial public offerings (IPOs) by special purpose acquisition companies (SPACs) and in subsequent business combination transac.
19 Ιουλ 2004 · The Securities and Exchange Commission is adopting rules and rule amendments relating to filings by reporting shell companies. We are defining a "shell company' as a registrant with no or nominal operations and either no or nominal assets, assets consisting solely of cash and cash equivalents, or assets consisting of any amount of cash and cash ...
Form S-8 is a short-form Securities Act registration statement used by SEC reporting companies to register shares to be offered under employee and consultant benefit plans for services. Form S-8 under the Securities Act prohibits companies who are Shell Companies from using Form S-8.
A shell company can be defined as a non-operational company, i.e. a legal entity that has no independent operations, significant assets, ongoing business activities or employees.
Shell companies have been able to utilize Form S-8 Registration Statements, which become effective immediately upon filing, to issue shares free of restrictive legend for services rendered, which services are not in connection with capital raising transactions or investor relations activities.
1 Ιουλ 2024 · Registrants that are shell companies are not eligible to use Form S-8. See General Instruction A.1. to Form S-8.
