November 3, 2021

Annual Reporting: What Can You Do In Q4 to Make Q1 Easier?

For calendar year companies, the new year begins with the most hectic period of the annual reporting cycle. That’s particularly true for new public companies, which haven’t previously experienced the year-end reporting & proxy frenzy. If this is your first rodeo – or even if it’s not – check out this Harter Secrest memo for tips on how to use this year’s Q4 to make your life easier during next year’s Q1.  This excerpt provides some tips on putting together an annual meeting timetable:

Starting with a proposed annual meeting date and working backwards to schedule deadlines for the many workstreams involved in the annual meeting can help your team stay organized throughout one of the busiest times of year and eliminate last-minute surprises. Consider including the following in your timetable:

– Board and committee meetings relating to annual meeting approvals.

– Critical deadlines, such as (i) the record date, (ii) broker search deadline, (iii) dates to deliver materials to your financial printer, (iv) last date to file the proxy statement to incorporate information by reference into the Form 10-K, and (v) last date to file the proxy statement to be able to use notice and access.

– Target dates to send drafts to outside experts and to receive comments back from them.

– Section 16-related tasks: (i) Form 5 deadline; (ii) Schedule 13D or 13G deadline, and (iii) if tied to year-end reporting or meetings, any planned equity grants requiring Section 16 reports.

The memo also provides tips on getting a jump on your D&O questionnaires and 10-K preparation efforts.

John Jenkins