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Corporate Disclosure Statement SI-PT - California
| Corporate Disclosure Statement Form. This is a California form and can be used in Domestic Corporations Corporations Secretary Of State . |
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Secretary of State Business Programs Division Statement of Information, P.O. Box 944230, Sacramento, CA 94244-2300 Changes to Requests for Copies of California Statements of Information Effective January 1, 2013 As of January 1, 2013, legislative changes from Senate Bill 1532 impact Statements of Information filed with the California Secretary of State's office on an annual and biennial basis. California Secretary of State will no longer endorse or certify customer-provided copies of Statements of Information. A copy of the filed statement may be requested at the time of filing by submitting a written request with your Statement of Information and including additional copy fees along with your Statement of Information fees. Copies are $1 for the first page and $ .50 for each additional page of the document. An additional $5 fee is required if requesting certification of the copy. For the latest forms and fees, as well as information on SB 1532, visit us at www.sos.ca.gov. Updated forms are available on the Secretary of State website. SB 1532 Annual/Biennial Statements of Information (Rev. 12/21/2012) California Secretary of State www.sos.ca.gov/business/be (916) 657-5448 Secretary of State Business Programs Division 1500 11th Street P.O. Box 944230 Sacramento, CA 94244-2300 Statement of Information (916) 657-5448 Corporate Disclosure Statement General Information Due Date: Every registered domestic and foreign publicly traded corporation must file with the Secretary of State a Corporate Disclosure Statement (Form SI-PT) annually, within 150 days after the end of its fiscal year. Publicly Traded Corporation: A publicly traded corporation is a California or foreign corporation, as defined in California Corporations Code section 162 or 171, respectively, that is an issuer as defined in Section 3 of the Securities Exchange Act of 1934, as amended (United States Code, title 15, section 78c), and has at least one class of securities listed or admitted for trading on a national securities exchange, on the OTC-Bulletin Board, or on the electronic service operated by Pink OTC Markets Inc. Legal Authority: Statutory filing provisions are found in California Corporations Code sections 1502.1 and 2117.1, unless otherwise indicated. Definitions: The following definitions apply to the Corporate Disclosure Statement: "Independent auditor" means an auditor that meets the requirements for auditor independence stated in the Code of Federal Regulations, title 17, section 210.2-01. "Compensation" includes all plan and nonplan compensation awarded to, earned by, or paid to the person for all services rendered in all capacities to the corporation and to its subsidiaries, as the compensation is specified by Item 402 of Regulation S-K of the Securities and Exchange Commission (Code of Federal Regulations, title 17, section 229.402). "Executive officer" means the chief executive officer, president, any vice president in charge of a principal business unit, division, or function, any other officer of the corporation who performs a policymaking function, or any other person who performs similar policymaking functions for the corporation. "Loan" excludes an advance for expenses, the corporation's payment of life insurance premiums and an advance of litigation expenses as permitted according to the applicable laws of the state or place of incorporation. For California corporations, see California Corporations Code sections 315(d), 315(e) and 317, respectively. Fee: There is no fee for filing the Corporate Disclosure Statement. Where to file: For easier completion, the Corporate Disclosure Statement is available on the Secretary of State's website at www.sos.ca.gov/business/be/statements.htm and can be viewed, filled in and printed from your computer. The completed form can be mailed to Secretary of State, Statement of Information Unit, P.O. Box 944230, Sacramento, CA 94244-2300 or delivered in person (drop off) to the Sacramento office, 1500 11th Street, Sacramento, CA 95814. If you are not completing the form online, please type or legibly print in black or blue ink. Additional Filing Requirements: In addition to the Corporate Disclosure Statement, all publicly traded corporations also must file, during their applicable filing period, a Statement of Information as required by California Corporations Code section 1502 or 2117. For faster processing, the Statement of Information can be filed online at https://businessfilings.sos.ca.gov. SI-PT INFO (REV 10/2010) Instructions for Completing Form SI-PT Every domestic stock and foreign publicly traded corporation must file a Corporate Disclosure Statement (Form SI-PT) annually, within 150 days after the end of its fiscal year. Legal Authority: Statutory filing provisions are found in California Corporations Code sections 1502.1 and 2117.1, unless otherwise indicated. Fees: There is no fee for filing the Corporate Disclosure Statement. Copies: To get a copy of the filed statement, include a separate request and payment for copy fees when the statement is submitted. Copy fees are $1.00 for the first page and $.50 for each additional page. For certified copies, there is an additional $5.00 certification fee, per copy. Complete Corporate Disclosure Statement (Form SI-PT) as follows: Item 1. Item 2. Item 3. Enter the name of the corporation exactly as it is of record with the California Secretary of State. Enter the name of the independent auditor that prepared the most recent auditor's report on the corporation's annual financial statements. Enter a description of other services, if any, performed for the corporation during its two most recent fiscal years and the period between the end of its most recent fiscal year and the date of the statement by the independent auditor named in Item 2, by its parent corporation, or by a subsidiary or corporate affiliate of the independent auditor or its parent corporation. If more space is needed, enter the additional information in Item D of the Attachment (Form SI-PTA). Enter the name of the independent auditor employed by the corporation on the date of this statement, if different from the individual named in Item 2. Enter the name of each director and the compensation (in U.S. dollars) paid to each director for the most recent fiscal year, including the number of any shares issued, options for shares granted, and similar equity-based compensation granted to each director. Check YES or NO to indicate whether or not an orde
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