Form F-1 Submission: How to Submit Form F-1

Private companies seeking to enter the public markets are required by the U.S. Securities and Exchange Commission (SEC©) to file a registration statement called Form F-1. Before submitting Form F-1, a prospective issuer must provide the SEC with a fully completed and notarized ID Form in order to obtain access credentials and its unique identifier for the SEC’s Electronic Data Gathering, Analysis, and Retrieval system (EDGAR©).

Form F-1 is composed of two main parts:

  1. Part I – The Prospectus (Legal Offering Document)
    The prospective issuer must include information on:

    1. The issuer’s business operations;

    2. The primary purposes for which the proceeds will be used;

    3. The total public offering price, underwriting discounts and commissions, and price per unit;

    4. The issuer’s financial condition;

    5. Management details;

    6. If applicable, the number of shares offered for the benefit of security holders;

    7. Names of the underwriters and a brief description of their obligations to the issuer;

    8. A concise description of dividend rights, voting rights, conversion rights, interest, and maturity.

  2. Part II – Other Information Not Included in the Prospectus
    This section includes:

    1. Additional offering and distribution expenses;

    2. Compensation arrangements for directors and executive officers;

    3. Recent unregistered sales of securities;

    4. Exhibits and financial statement schedules;

    5. Commitments and other agreements.

The issuer is responsible for any material misstatements or omissions in the Form F-1 registration statement. Consult your legal counsel, auditors, and underwriters to ensure that adequate due diligence has been performed and to mitigate liability. If any information in a filed Form F-1 needs to be amended, the issuer must file Form F-1/A with the SEC, which serves as an amendment to the original Form F-1.

Capital First Group is a full-service SEC filing agent, ready to assist you in meeting all SEC reporting requirements. For more information on submitting Form F-1, please contact us today.