SEC RW Filing

What Is a SEC RW Filing?

A SEC RW filing is a formal request to pull out a registration that has previously been recorded with the SEC under the 1933 Securities Act. The SEC RW filing, in particular, is utilized by an issuer to request that a pending securities registration be eliminated from consideration before any securities are sold.

How SEC RW Filing Works

A significant number of the rules and regulations that public companies must follow were spread out in the Securities Act of 1933 and the Securities Exchange Act of 1934.

Form RW is utilized to pull out securities registration compliant with SEC Rule 477 as proclaimed under the Securities Act of 1933. A company might pull out its registration statement either before its registration has been considered effective, or after it has been considered effective insofar as no stocks in the company have been sold. SEC staff doesn't declare a withdrawal request documented under Rule 477 effective, yet they must consent to the withdrawal of registration before the company's registration statement, and any amendments made to expressed statement before it became effective, can be removed.

Changes to the Withdrawal Request Process

Previously, requests to pull out registration under Rule 477 were conceded provided that the SEC, after researching the request, found the withdrawal of the registration to be to the greatest advantage of investors and the public. Notwithstanding, in 2001, the SEC amended Rule 477 to streamline the most common way of pulling out registration statements and speed up the withdrawal of statements where the request to pull out is made before the effective date for the whole registration statement.

The amended Rule 477 states that the withdrawal of registration statement will be conceded, insofar as Form RW is documented before the effective date for the whole registration statement, at the time that the application is recorded with the SEC. The SEC has 15 calendar days from the date on which the registrant documents Form RW to tell the candidate that the request for withdrawal won't be allowed.

Moreover, the registrant must, as part of the request for withdrawal, state that "no securities were sold regarding the offering." If the registrant is requesting withdrawal in dependence on Rule 155(c), they must state in the application that they "may embrace a subsequent private offering in dependence on Rule 155(c)." Finally, the removed registration statement and the connected Form RW will stay in the SEC's public record of filings.

Features

• A 2001 amendment deferred the requirement for a SEC investigation of the request and streamlined the cycle for having the request removed.
• A previous rendition of the withdrawal cycle required that the SEC investigate the request, and consent to the withdrawal provided that still up in the air to be beneficial to the investors and the public.
• The RW filing is utilized when a company's pending securities registration must be formally removed, either ahead of its endorsement, or after it has been approved, however before any stocks have been sold.
• A SEC RW filing is a withdrawal request a company makes after it has recorded to have its securities registered with the SEC.