Section 830-X-4-.06 - Financial Statements (Alabama Administrative Code)

§ 830-X-4-.06. Financial Statements

(1) All financial statements required by these rules or any official form of the Commission shall be prepared in accordance with generally accepted accounting principles. All such financial statements should normally be on a consolidated basis with respect to a parent corporation or corporations in which it owns directly or indirectly more than 50% of the outstanding voting securities, but exceptions to this requirement may be made for good cause in particular cases. Any financial statements prepared in accordance with the rules and requirements of the Securities and Exchange Commission and satisfying the requirements of that Commission, shall be deemed to satisfy the requirements of this rule. The financial statements, including financial statements in an offering under Regulation A of the Securities Act of 1933, shall be audited by independent certified public accountants or independent public accountants, as set forth in the following paragraphs.

(2) The registrant shall file a balance sheet as of a date within 90 days prior to the date of filing the registration statement. This balance sheet need not be certified; however, if this balance sheet is not certified, there shall be filed, in addition, a certified balance sheet as of the registrant's last fiscal year, unless such last fiscal year ended within 90 days of the date of filing, in which case there shall be filed a certified balance sheet as of the end of the registrant's next preceding fiscal year. Companies in the development stage, including those which have not begun operations, shall file an audited balance sheet notwithstanding the date of filing of the registration statement.

(3) The registrant shall file statements of profit and loss, changes in financial position, and changes in the capital accounts for each of the last two fiscal years preceding the date of the latest balance sheet filed (or, if the issuer has been in business for less than two years, then for such time as the issuer has been in business) and for the period, if any between the close of the latest of such fiscal years and the date of the latest balance sheet filed. These statements shall be certified up to the date of the latest certified balance sheet filed; the statements for the interim period need not be certified. Companies in the development stage, including those which have not begun operations, may file an audited statement of cash receipts and disbursements in lieu of the statements of profit and loss and changes in financial position.

(4) If any of the proceeds of the securities herein offered for registration are to be used directly or indirectly for the purchase of any business or portion thereof, financial statements of such business or portion thereof are required to be filed the same as if such business were the registrant.

(5) While the foregoing is established as general guidelines for the submission of financial statements, the Commission may also require the filing of additional statements and/or schedules or if consistent with the protection of the investors may waive or modify portions of the above requirements.

(6) Financial statements required to be audited shall be accompanied by the report of the independent certified public accountant or independent public accountant, one copy of which filed with the Commission shall be manually signed by such accountant.

Author:

(Filed September 30, 1982. Readopted: Filed November 9, 1983.)

Statutory Authority: Code of Ala. 1975, § 8-6-23.

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