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SEC Form F-6

SEC Form F-6
InvestingLaws and RegulationsSECSec and Regulatory Bodies

What Is SEC Form F-6?

SEC Form F-6 is a regulatory document that all investment firms must register with the Securities and Exchange Commission (SEC) if they wish to offer American Depositary Receipts (ADRs) issued by a depositary against the deposit of the securities offered by a foreign issuer.

Grasping SEC Form F-6

In short, Form F-6 records shares of foreign securities on a U.S. exchange, including information, for example, the issuer of the receipt and the name of the foreign stocks it addresses. It is important to perceive that the price and liquidity profiles veer off from an ADR's foreign partner, due to the fact that the two linked elements trade on separate exchanges.

SEC Form F-6 is commanded under the Securities Act of 1933. It is often referred to as "Reality in Securities" law since this form uncovers essential facts about a company's securities in granular detail. In bigger terms, this form is a device utilized in the SEC's more extensive campaign to arm investors with additional information and stamp out securities fraud.

Form F-6 is almost indistinguishable from Form F-6EF, which likewise registers ADRs with the SEC. Notwithstanding, the "EF" in Form F-6EF assigns that the form is "auto-effective" after filing, implying that the SEC believes the securities to be registered upon receipt.

Qualification Requirements for Use of Form F-6

As indicated by the form's actual language:

F-6 might be utilized for the registration under the Securities Act of 1933 (the "Securities Act") of Depositary Shares proved by American Depositary Receipts ("ADRs") issued by a depositary against the deposit of the securities of a foreign issuer (no matter what the physical location of the certificates) if the following conditions are met:

  • The holder of the ADRs is qualified for pull out the deposited securities whenever subject just to:
  • Brief postpones brought about by closing transfer books of the depositary or the issuer of the deposited securities or the deposit of shares regarding voting at a shareholders' meeting, or the payment of profits
  • The payment of fees, taxes, and comparative charges
  • Compliance with any laws or legislative regulations connecting with ADRs or to the withdrawal of deposited securities
  • The deposited securities are offered or sold in transactions registered under the Securities Act or in transactions that would be exempt therefrom if made in the United States
  • As of the filing date of this registration statement, the issuer of the deposited securities is reporting according to the periodic reporting requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934 or the deposited securities are exempt therefrom by Rule 12g3-2(b) (\u00a7240. l2g3-2(b) of this chapter) except if the issuer of the deposited securities simultaneously files a registration statement on one more form for the deposited securities.

Instructions to File SEC Form F-6

Firms must file Form F-6 in an electronic format through the SEC's Electronic Data Gathering, Analysis and Retrieval (EDGAR) system. This empowers investors, regulators, and some other closely involved individuals to rapidly and effectively access the information if they so want it. Registration fees and filing fees apply.

3 Conditions to File Form F-6

  • ADR holders must generally be qualified for pull out the underlying securities whenever
  • The securities to be deposited against the issuance of ADRs must either be registered under the Securities Act or acquired in exempt transactions (e.g., secondary market purchases)
  • The issuer of the underlying securities must be an Exchange Act reporting company or exempt from Exchange Act registration by reason of Rule 12g3-2(b).

Features

  • Depositary shares addressed by ADRs are essentially shares of a foreign company traded on U.S. exchanges.
  • Foreign companies often list their shares as ADRs in the U.S. to attract a greater breadth of investors and increase their status in the corporate world.
  • An ADR is a certificate issued by a U.S. depository bank that addresses a specified number of shares of a foreign company's stock; the ADR trades on U.S. stock markets as any domestic shares would.
  • SEC Form F-6 is a filing required by investment firms if they wish to offer American Depositary Receipts (ADRs) of a foreign issuer.