Wisconsin Administrative Code
Department of Financial Institutions
DFI-Sec 1-36 - Department of Financial Institutions-Securities
Chapter DFI-Sec 7 - General provisions
Section DFI-Sec 7.06 - Financial statements

Universal Citation: WI Admin Code ยง DFI-Sec 7.06

Current through February 26, 2024

(1) All financial statements required by ch. 551, Stats., or these rules shall be:

(a) Prepared in accordance with generally accepted accounting principles; and

(b) Examined and reported upon by an independent certified public accountant, provided that this requirement may be waived by the division and does not apply to interim financial statements unless otherwise required by the division in particular cases. The accountant's report shall meet the requirements of rule 2-02 of regulation S-X of the U.S. securities and exchange commission and shall accompany the financial statements included in the prospectus.

(2) Financial statements meeting the requirements of regulation S-X are deemed to satisfy the requirements of sub. (1).

(3) The division may permit the omission of one or more of the statements required under this section or the filing in substitution therefor of appropriate statements of comparable character. The division may also require the filing of other statements when necessary or appropriate for an adequate presentation of the financial condition of any issuer or person whose financial statements are required, or whose statements are otherwise necessary for the protection of investors.

(4)

(a) Financial statements and financial information that have been prepared in accordance with Canadian generally accepted accounting principles, consistently applied, may be contained in a registration statement that has been filed with the division under s. 551.303 or 551.304, Stats., on U.S. securities and exchange commission Form F-7, F-8, F-9 or F-10 and that complies with the following conditions applicable to the type of form being used for the offering:
1. The securities that are the subject of a registration statement designated as Form F-7 by the U.S. securities and exchange commission are offered for cash upon the exercise of rights granted to existing security holders.

2. The securities that are the subject of a registration statement designated as Form F-8 by the U.S. securities and exchange commission are securities to be issued in an exchange offer, merger or other business combination.

3. The securities that are the subject of the registration statement designated as Form F-9 by the U.S. securities and exchange commission are either non-convertible preferred stock or non-convertible debt that are to be rated in one of the four highest rating categories by one or more nationally recognized statistical rating organizations.

4. The securities that are the subject of a registration statement designated as Form F-10 by the U.S. securities and exchange commission are offered and sold pursuant to a prospectus in which the U.S. securities and exchange commission has not required a reconciliation to United States generally accepted accounting principles with respect to the financial information presented.

(b) For purposes of this subsection, preferred stock and debt securities that are not convertible for at least one year from the date of effectiveness of the registration statement will be deemed to meet the requirement of par. (a) 3.

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