Virgin Islands Joint Filing of Rule 13d-1(f)(1) Agreement
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How to fill out Joint Filing Of Rule 13d-1(f)(1) Agreement?
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FAQ
Under the prior rule, new 13D filers, including those who previously filed a Schedule 13G, were required to file their initial Schedule 13D within 10 days after acquiring beneficial ownership of greater than 5% of a covered class of equity securities or losing 13G eligibility.
Once the disclosure has been filed with the SEC, the public company and the exchange(s) on which the company trades are notified of the new beneficial owner. Schedule 13D is intended to provide transparency to the public regarding who these shareholders are and why they have taken a significant stake in the company.
An investor with control intent must file Schedule 13D, while ?Exempt Investors? and investors without a control intent, such as ?Qualified Institutional Investors? and ?Passive Investors,? file Schedule 13G.
Section 13(d) of the Exchange Act requires any person (or group of persons) that owns or acquires beneficial ownership of more than 5% of any class of equity securities registered under the Exchange Act to file ownership reports with the SEC on a Schedule 13D.
Exempt investors (Rule 13d-1(d)). This refers to a category of investors who may make their initial filing on Schedule 13G to report that their beneficial ownership exceeds 5% of a voting class of registered equity securities.
To make it easier for investors and markets to access, compile and analyze information disclosed on Schedules 13D and 13G, the amendments require that these filings use a structured, machine-readable XML-based language. This requirement applies to all information disclosed on Schedules 13D and 13G (excluding exhibits).
Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements. Schedule 13G can be filed in lieu of the SEC Schedule 13D form as long as the filer meets one of several exemptions.
New Schedule 13D Requirements: Initial filing deadline of within five business days after acquiring beneficial ownership of more than five percent or losing eligibility to file on Schedule 13G (deadline reduced from 10 calendar days).
