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ARTICLE · 03 JULY 2012

Foreign Private Issuer Status

Carter Ledyard & Milburn LLP
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The foreign integrated disclosure system of the U.S. Securities and Exchange Commission (the "SEC") makes important accommodations for foreign private issuers.

United StatesCorporate/Commercial Law
Guy Lander
Guy Lander
Steven Glusband
Steven Glusband
Bruce Rich
Bruce Rich

The foreign integrated disclosure system of the U.S. Securities and Exchange Commission (the "SEC") makes important accommodations for foreign private issuers. Attached as Schedule A is a list of those benefits. Issuers must test their eligibility for foreign private issuer status on the last day of their second fiscal quarter, typically June 30. Set forth below are the relevant tests and related material to help you make that determination.

A. What is a Foreign Private Issuer?

A foreign private issuer ("FPI") is defined in Rule 3b-4(c) under the Securities Exchange Act of 1934 as an issuer formed or organized outside of the U.S. (other than a foreign government and its political subdivisions) that either:

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