TITLE 17 - COMMODITY AND SECURITIES EXCHANGES

CHAPTER II - SECURITIES AND EXCHANGE COMMISSION

PART 232 - REGULATION S - T - GENERAL RULES AND REGULATIONS FOR ELECTRONIC FILINGS

232.101 - Mandated electronic submissions and exceptions.

Link to an amendment published at 70 FR 43569, July 27, 2005.

  (a) Mandated electronic submissions. (1) The following filings, including any related correspondence and supplemental information, except as otherwise provided, shall be submitted in electronic format: (i) Registration statements and prospectuses filed pursuant to the Securities Act (15 U.S.C. 77a, et seq.) or registration statements filed pursuant to Sections 12(b) or 12(g) of the Exchange Act (15 U.S.C. 78l(b) or (g)); (ii) Statements and applications filed with the Commission pursuant to the Trust Indenture Act (15 U.S.C. 77aaa et seq.), other than applications for exemptive relief filed pursuant to section 304 (15 U.S.C. 77ddd) and section 310 (15 U.S.C. 77jjj) of that Act; (iii) Statements, reports and schedules filed with the Commission pursuant to sections 13, 14, 15(d) or 16(a) of the Exchange Act (15 U.S.C. 78m, 78n, 78o(d) and 78p(a)), and proxy materials required to be furnished for the information of the Commission in connection with annual reports on Form 10K (249.310 of this chapter), or Form 10KSB (249.310b of this chapter) filed pursuant to section 15(d) of the Exchange Act; Note 1. Electronic filers filing Schedules 13D and 13G with respect to foreign private issuers should include in the submission header all zeroes (i.e., 000000000) for the IRS tax identification number because the EDGAR system requires an IRS number tag to be inserted for the subject company as a prerequisite to acceptance of the filing.

Note 2. Foreign private issuers must file or submit their Form 6-K reports (249.306 of this chapter) in electronic format, except as otherwise permitted by paragraphs (b)(1) and (b)(7) of this section.

  (iv) Documents filed with the Commission pursuant to sections 8, 17, 20, 23(c), 24(e), 24(f), and 30 of the Investment Company Act (15 U.S.C. 80a8, 80a17, 80a20, 80a23(c), 80a24(e), 80a24(f) and 80a29); provided, however, that submissions under section 6(c) or 17(g) of that Act (15 U.S.C. 80a6(c) or 80a17(g), or documents related to applications for exemptive relief under any section of that Act, shall not be made in electronic format; (v) Documents filed with the Commission pursuant to the Public Utility Act (15 U.S.C. 79a et seq.); (vi) Form CB (239.800 and 249.480 of this chapter) filed or submitted under 230.801 or 230.802 of this chapter or 240.13e4(h)(8), 240.14d1(c), or 240.14e2(d) of this chapter if the party filing or submitting the Form CB is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act (15 U.S.C. 78m or 78o(d)); (vii) Form F-X (239.42 of this chapter) except as otherwise provided by 232.101(b)(9); (viii) Form F-N (239.43 of this chapter) filed by foreign banks and insurance companies and certain of their holding companies and finance subsidiaries under 230.489 of this chapter; (ix) Form ID (239.63, 249.446, 259.602, 269.7 and 274.402 of this chapter), except that the authenticating document required by Rule 10(b) of Regulation S-T (232.10(b)) shall not be filed in electronic format, and related correspondence and supplemental information submitted after filing Form ID shall not be submitted in electronic format; (x) Form 19b4 (249.819 of this chapter); and (xi) Form 25 (249.25 of this chapter).

  (2) The following amendments to filings, including any related correspondence and supplemental information except as otherwise provided, shall be submitted as follows: (i) Any amendment to a filing by or relating to a registrant required to file electronically, including any amendment to a paper filing, shall be submitted in electronic format; (ii) The first electronic amendment to a paper format Schedule 13D (240.13d101 of this chapter) or Schedule 13G (240.13d102 of this chapter), shall restate the entire text of the Schedule 13D or 13G, but previously filed paper exhibits to such Schedules are not required to be restated electronically. See Rule 102 (232.102) regarding amendments to exhibits previously filed in paper format. Notwithstanding the foregoing, if the sole purpose of filing the first electronic Schedule 13D or 13G amendment is to report a change in beneficial ownership that would terminate the filer's obligation to report, the amendment need not include a restatement of the entire text of the Schedule being amended.

  (3) Supplemental information shall be submitted in electronic format except as provided in paragraph (c)(2) of this section. The information shall be stored in the non-public EDGAR data storage area as correspondence. Supplemental information that is submitted in electronic format shall not be returned.

Note: Failure to submit a required electronic filing pursuant to this paragraph (a), as well as any required confirming electronic copy of a paper filing made in reliance on a hardship exemption, as provided in Rules 201 and 202 of Regulation S-T (232.201 and 232.202), will result in ineligibility to use Forms S2, S3, S8, F2 and F3 (see 239.12, 239.13, 239.16b, 239.32 and 239.33 of this chapter, respectively), restrict incorporation by reference of the document submitted in paper (see Rule 303 of Regulation S-T (232.303)), or toll certain time periods associated with tender offers (see Rule 13e4(f)(12) (240.13e4(f)(12) of this chapter) and Rule 14e1(e) (240.14e1(e) of this chapter)).

  (b) Permitted electronic submissions. The following documents may be submitted to the Commission in electronic format, at the option of the electronic filer: (1) Annual reports to security holders furnished for the information of the Commission under 240.14a3(c) of this chapter or 240.14c3(b) of this chapter, under the requirements of Form 10K or Form 10KSB (249.310 or 249.310b of this chapter) filed by registrants under Exchange Act Section 15(d) (15 U.S.C. 78o(d)), or by foreign private issuers filed on Form 6K (249.306 of this chapter) under 240.13a16 of this chapter or 240.15d16 of this chapter; (2) Notices of exempt solicitation furnished for the information of the Commission pursuant to Rule 14a6(g) (240.14a6(g) of this chapter) and notices of exempt preliminary roll-up communications furnished for the information of the Commission pursuant to Rule 14a6(n) (240.14a6(n) of this chapter); (3) Form 11K (249.311 of this chapter). Registrants who satisfy their Form 11K filing obligations by filing amendments to Forms 10K or 10KSB, as provided by Rule 15d21 (240.15d21 of this chapter), also may choose to file such amendments in paper or electronic format; (4) Form 144 (239.144 of this chapter), where the issuer of the securities is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act (15 U.S.C. 78m or 78o(d), respectively); (5) Periodic reports and reports with respect to distributions of primary obligations filed by: (i) The International Bank for Reconstruction and Development under Section 15(a) of the Bretton Woods Agreements Act (22 U.S.C. 286k1(a)) and Part 285 of this chapter; (ii) The Inter-American Development Bank under Section 11(a) of the Inter-American Development Bank Act (22 U.S.C. 283h(a)) and Part 286 of this chapter; (iii) The Asian Development Bank under Section 11(a) of the Asian Development Bank Act (22 U.S.C. 285h(a)) and Part 287 of this chapter; (iv) The African Development Bank under Section 9(a) of the African Development Bank Act (22 U.S.C. 290i9(a)) and Part 288 of this chapter; (v) The International Finance Corporation under Section 13(a) of the International Finance Corporation Act (22 U.S.C. 282k(a)) and Part 289 of this chapter; and (vi) The European Bank for Reconstruction and Development under Section 9(a) of the European Bank for Reconstruction and Development Act (22 U.S.C. 290l7(a)) and Part 290 of this chapter; (6) A report or other document submitted by a foreign private issuer under cover of Form 6K (249.306 of this chapter) that the issuer must furnish and make public under the laws of the jurisdiction in which the issuer is incorporated, domiciled or legally organized (the foreign private issuer's home country), or under the rules of the home country exchange on which the issuer's securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the issuer's security holders, and, if discussing a material event, has already been the subject of a Form 6K or other Commission filing or submission on EDGAR; (7) Form CB (239.800 and 249.480 of this chapter) if the party filing or submitting the Form CB is not subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act (15 U.S.C. 78m or 78o(d)); and (8) Form F-X (239.42 of this chapter) if: (i) The party filing or submitting a Form CB (239.800 and 249.480 of this chapter) is not subject to the reporting requirements of Section 13 or Section 15(d) of the Exchange Act (15 U.S.C. 78m or 15 U.S.C. 78o(d)); or (ii) Filed by a Canadian issuer when qualifying an offering statement pursuant to the provisions of Regulation A (230.251230.263 of this chapter).

  (c) Documents to be submitted in paper only. The following shall not be submitted in electronic format: (1)(i) Confidential treatment requests and the information with respect to which confidential treatment is requested; (ii) Preliminary proxy materials and information statements with respect to a matter specified in Item 14 of Schedule 14A (240.14a101 of this chapter) for which confidential treatment has been requested in the manner prescribed by Rule 14a6(e)(2) (240.14a6(e)(2) of this chapter) or Rule 14c5(d)(2) (240.14c5(d)(2) of this chapter); (2) Supplemental information, if the submitter requests that the information be protected from public disclosure under the Freedom of Information Act (5 U.S.C. 552) pursuant to a request for confidential treatment under Rule 83 (200.83 of this chapter) or if the submitter requests that the information be returned after staff review and the information is of the type typically returned by the staff pursuant to Rule 418(b) of Regulation C (230.418(b) of this chapter) or Rule 12b4 of Regulation 12B (240.12b4 of this chapter); (3) Shareholder proposals and all related correspondence submitted pursuant to Rule 14a8 of the Exchange Act (240.14a8 of this chapter); (4) No-action and interpretive letter requests (200.81 of this chapter and 15 U.S.C. 78l(h)); (5) Applications for exemptive relief filed pursuant to Sections 304 and 310 of the Trust Indenture Act; (6) Filings relating to offerings exempt from registration under the Securities Act, including filings made pursuant to Regulation A (230.251230.263 of this chapter), Regulation D (230.501230.506 of this chapter) and Regulation E (230.601230.610a of this chapter), as well as filings on Form 144 (239.144 of this chapter) where the issuer of the securities is not subject to the reporting requirements of section 13 or 15(d) of the Exchange Act (15 U.S.C. 78m or 78o(d), respectively); (7) Promotional and Sales Material submitted pursuant to Securities Act Industry Guide 5 (229.801(e) of this chapter) or otherwise supplementally furnished for review by the staff of the Division of Corporation Finance; and sales literature submitted under Rule 24b2 of the Investment Company Act (270.24b2 of this chapter); (8) Documents and symbols in a foreign language (see Rule 306 of Regulation S-T (232.306)); (9) Exchange Act filings submitted to the Division of Market Regulation, except for Form 19b4 ( 249.819 of this chapter); (10) Documents relating to investigations and litigation submitted pursuant to the Subpart D of Part 201 of this chapter; (11) Submissions under Sections 6(c), 17(g), and 33 of the Investment Company Act (15 U.S.C. 80a6(c), 80a17(g), and 80a32) and documents related to applications for exemptive relief under any section of the Act; (12) Annual Reports to Security Holders furnished by Public Utility Holding Companies under Exhibit A to Form U5S (259.5s of this chapter) or under rule 29 (250.29 of this chapter); (13) Reports to State Commissions, if furnished by Public Utility Holding Companies under Exhibit E to Form U5S (259.5s of this chapter); (14) Maps furnished by Public Utility Holding Companies under Exhibits E to Forms U5B and U1 (259.5b and 259.101 of this chapter); (15) Annual reports filed with the Commission by indenture trustees pursuant to Section 313 of the Trust Indenture Act (15 U.S.C. 77mmm); and (16) Applications for an exemption from Exchange Act reporting obligations filed pursuant to Section 12(h) of the Exchange Act (15 U.S.C. 78l(h)).

[58 FR 14670, Mar. 18, 1993; 58 FR 26383, May 3, 1993, as amended at 59 FR 67761, Dec. 30, 1994; 60 FR 32824, June 23, 1995; 60 FR 57684, Nov.

17, 1995; 61 FR 67202, Dec. 20, 1996; 62 FR 36456, July 8, 1997; 62 FR 39763, July 24, 1997; 64 FR 2849, Jan. 19, 1999; 64 FR 19471, Apr. 21, 1999; 64 FR 27894, May 21, 1999; 67 FR 36699, May 24, 2002; 68 FR 25799, June 30, 2003; 69 FR 22709, Apr. 26, 2004; 69 FR 60299, Oct. 8, 2004; 70 FR 42467, July 22, 2005]