Filing a Form S-1 Registration Statement with the SEC

Print Friendly, PDF & Email

Filing a Form S-1: How to file Form S-1

Private companies looking to access public markets are required by the SEC to submit a registration statement known as Form S-1. Prior to filing Form S-1, prospective Issuers must submit a completed and notarized Form ID with the SEC in order to receive EDGAR access and identification codes.

Form S-1 consists of two principal sections:

Part I is the legal offering document also known as the prospectus.

Prospective Issuers must include information in regards to the following:

  • Business operations of the Issuer
  • Principal purposes for which the proceeds are to be used
  • The aggregate offering price to the public, the aggregate underwriting discounts and commissions and the offering price per unit to the public
  • The financial condition of the Issuer
  • Management
  • Amount of the offering, if any, to be made for the account of security holders
  • Name of underwriter(s) and a brief statement as to the nature of the underwriter’s obligations to the Issuer
  • A brief statement in regards to dividend rights, voting rights, conversion rights, interest and maturity

Part II contains additional information that is not required in the prospectus.

Information found in Part II consists of:

  • Other expenses of Issuance and Distribution
  • Indemnification of Directors and Officers
  • Recent Sales of Unregistered Securities
  • Exhibits and Financial Statement Schedules
  • Undertakings

Issuers are liable for material misrepresentation or omission in Form S-1 registration statements. Please consult with your attorney, auditor, and underwriter to ensure due diligence and to prevent any liabilities. In the event that the information contained in a Form S-1 needs to be changed, Issuers are required to file a SEC Form S-1/A, which is an amendment form to the original Form S-1.

Securex Filings is a full service SEC agent that is prepared to assist you with your SEC filing requirements. For additional information in regards to filing a Form S-1, please contact us today.