2001form - SEC Form 18 A
2001form - SEC Form 18 A
GENERAL INSTRUCTIONS
This SEC Form 18-A must be filed by any person who, after acquiring directly or indirectly
the beneficial ownership of any equity security of a class which is specified in paragraph (1) of
SRC Rule 18.1, is directly or indirectly the beneficial owner of more than five (5%) percent of
such class.
(1) This is not a blank form to be filled in. It is a guide to be used in preparing the report
in accordance with SRC Rule 72.1. The Commission does not furnish blank copies of this
Form to be filled in for filing.
(2) These general instructions are not to be filed with the report. The instructions to the
various captions of the form are also to be omitted from the report as filed. The report shall
contain the numbers and captions of all applicable items, but the text of such items may be
omitted, provided the answers thereto are prepared in the manner specified in SRC Rule
72.1. All items that are not required to be answered in a particular report may be omitted
and no reference thereto need be made in the report. All instructions shall be omitted.
(1) If the Form is filed by a partnership, syndicate, or other group, the information called
for by Items 2-5, inclusive, shall be given with respect to (A) each partner of such partnership;
(B) each member of such syndicate or group; and (C) each person controlling such partner or
member.
(2) If the form is filed by a corporation or if a person referred to in (A), (B), or (C) of
subparagraph (d) (1) is a corporation, the information shall be given with respect to (A) each
executive officer and director of such corporation; (B) each person controlling such
corporation; and (C) each executive officer and director of any corporation or other person
ultimately in control of such corporation.
(1) Five (5) complete copies of the report, including any exhibit or other papers or
documents filed as a part thereof, shall be filed with the Commission. At least one complete
copy of the report shall simultaneously be filed with a Stock Exchange if any class of the
registrant’s securities are listed therein.
(2) At least one complete copy of the report filed with the Commission and one such copy
filed with an Exchange shall be manually signed. Copies not manually signed shall bear typed
or printed signatures. See also SRC Rule 72.1(2) and (3) concerning copies, binding,
signatures, paper, printing, language and pagination.
If this report amends a previously filed SEC Form 18-A, so indicate on the cover page and
note the Items to be amended. Only those items where there is a material change in the facts
as required under paragraph (6) of SRC Rule 18.1 are required to be included in the
amendment.
Initial Filing
Amendment
a. ................................................................................. ................................................
Address of Principal Offices Postal Code
State the title of the class of equity securities to which this Form relates and the name and
address of the principal executive offices of the issuer of such securities.
If the person filing this Form or any person enumerated in subparagraph (d)(1) of the
General Instructions to this Form is a corporation, partnership, syndicate or other group of
persons, state its name, the province, country or other place of its organization, its principal
business, the address of its principal office and the information required by (d) and (e) of this
Item. If the person filing this statement or any person enumerated in (d)(1) of the General
Instructions is a natural person, provide the information specified in (a) through (f) of this Item
with respect to such person(s).
(a) Name;
(a) Present principal occupation or employment and the name, principal business and
address of any corporation or other organization in which such employment is conducted;
(d) Whether or not, during the last five years, such person has been convicted in a
criminal proceeding (excluding traffic violations or similar misdemeanors) and, if so, give
the dates, nature of conviction, name and location of court, any penalty imposed, or other
disposition of the case;
(e) Whether or not, during the last five years, such person was a party to a civil
proceeding of a judicial or administrative body of competent jurisdiction, domestic or
foreign, and as a result of such proceeding was or is subject to any order, judgment or
decree, not subsequently reversed, suspended or vacated, permanently or temporarily
enjoining, barring, suspending or otherwise limiting involvement in any type of business,
securities, commodities or banking; and
(f) Citizenship.
State the purpose or purposes of the acquisition of securities of the issuer. Describe any
plans or proposals which the reporting persons may have which relate to or would result in:
(a) The acquisition by any person of additional securities of the issuer, or the disposition of
securities of the issuer;
(c) A sale or transfer of a material amount of assets of the issuer or of any of its
subsidiaries;
(e) Any material change in the present capitalization or dividend policy of the issuer;
(f) Any other material change in the issuer's business or corporate structure;
(g) Changes in the issuer's charter, bylaws or instruments corresponding thereto or other
actions which may impede the acquisition of control of the issuer by any person;
(h) Causing a class of securities of the issuer to be delisted from a securities exchange;
(a) State the aggregate number and percentage of the class of securities identified
pursuant to Item 1 beneficially owned (identifying those shares which there is a right to
acquire within thirty (30) days from the date of this report) by each person named in
Item 2. The abovementioned information should also be furnished with respect to
persons who, together with any of the persons named in Item 2, comprise a group.
(b) For each person named in response to paragraph (a), indicate the number of shares as
to which there is sole power to vote or to direct the vote, shared power to vote or to
direct the vote, sole or shared power to dispose or to direct the disposition. Provide the
applicable information required by Item 2 with respect to each person with whom the
power to vote or to direct the vote or to dispose or direct the disposition is shared.
(c) Describe any transaction in the class of securities reported on that were effected
during the past sixty (60) days by the persons named in response to paragraph (a).
The description shall include, but not necessarily be limited to: (1) the identity of the
person who effected the transaction; (2) the date of the transaction; (3) the amount of
securities involved; (4) the price per share or unit; and (5) where or how the
transaction was effected.
(d) If any other person is known to have the right to receive or the power to direct the
receipt of dividends from, or the proceeds from the sale of such securities, a statement
to that effect should be included in response to this Item and, if such interest relates to
more than five (5%) percent of the class, such person should be identified.
(e) If the filing is an amendment reflecting the fact that the reporting person has ceased to
be the beneficial owner of more than five (5%) percent of the class of securities, state
the date on which such beneficial ownership was reduced.
(a) the acquisition of issuer control, liquidation, sale of assets, merger, or change in
business or corporate structure or any other matter as disclosed in Item 3; and
(b) the transfer or voting of the securities, finder's fees, joint ventures, options, puts, calls,
guarantees of loans, guarantees against losses or the giving or withholding of any proxy
as disclosed in Item 5.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the
information set forth in this Report is true, complete and accurate. This report is signed in the
City of .............................................................. on .............................., 20..........
By: ..........................................................
(Signature)
............................................................
(Name/Title)
The original report shall be signed by each person on whose behalf the report is filed or his
authorized representative. If the report is signed on behalf of a person by his authorized
representative (other than an executive officer or general partner of the filing person),
evidence of the representative's authority to sign on behalf of such person shall be filed with
the report. The name and title of each person who signs the report shall be typed or printed
beneath his signature.
....................................................
Notary Public