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The "Other" EDGAR

Did you know that some companies with securities registered under Section 12(b) or 12(g) of the Securities Exchange Act of 1934 do not file their periodic reports and proxy materials on EDGAR?  Section 12(i) of the Exchange Act vests the Federal Deposit Insurance Corporation with the powers, functions, and duties of the SEC to administer and enforce Exchange Act Sections 10A(m), 12, 13, 14(a), 14(c), 14(d), 14(f), and 16 with respect to FDIC insured State nonmember banks (including foreign banks having an insured branch) and State savings associations.  The FDIC generally incorporates through cross reference the regulations of the SEC as these regulations are issued, revised, or updated from time to time.  17 CFR § 336.101.

Filings made with the FDIC can be viewed online.  The FDIC's filing system is bifurcated between Section 16(a) filings (Forms 3, 4 & 5) and other SEC filings.  The list of financial institutions filing with the FDIC includes only 15 institutions as of July 23, 2018.  More than 25% of these institutions are located in California.

© 2010-2020 Allen Matkins Leck Gamble Mallory & Natsis LLP National Law Review, Volume IX, Number 109


About this Author

Keith Paul Bishop, Corporate Transactions Lawyer, finance securities attorney, Allen Matkins Law Firm

Keith Paul Bishop is a partner in Allen Matkins' Corporate and Securities practice group, and works out of the Orange County office. He represents clients in a wide range of corporate transactions, including public and private securities offerings of debt and equity, mergers and acquisitions, proxy contests and tender offers, corporate governance matters and federal and state securities laws (including the Sarbanes-Oxley Act of 2002 and the Dodd-Frank Act), investment adviser, financial services regulation, and California administrative law. He regularly advises clients...