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Form D Electronic Filers Will Need CIK Code

By Jay Fishman

Issuers will need to obtain a CIK code to file Form D electronically through EDGAR once the mandate for electronic filing takes effect March 16, 2009. Reporting companies have already been assigned CIK numbers by the SEC, along with many nonreporting companies, but all issuers will need to obtain a CIK code to file Form D electronically. Note that the reporting companies know they've been assigned a CIK number while the nonreporting companies may not know they've been assigned one.

The CIK is created and provided to issuers when they register with the SEC as an EDGAR filer. The CIK or "Central Index Key," is a unique, public number assigned to each issuer filing with the SEC that helps to distinguish entities with similar names.

The process by which an issuer without a CIK obtains one is explained in SEC Release 33-8891. Issuers without a CIK must electronically file a Form ID at http://www.filemanagement.edgarfiling.sec.gov. Then, within two business days before or after electronically filing the Form ID, the issuers must fax a paper notarized authenticating document that is manually signed by the applicant over the applicant's typed signature, that includes the information contained on the Form ID, and that confirms the authenticity of the Form ID and, if filed after electronically filing the Form ID, includes the accession number assigned to the electronically filed Form ID that resulted from the Form ID filing. Note that if the Form ID is made on behalf of multiple issuers, each issuer must obtain its own CIK code and CCC code for validation. The CCC or "CIK Confirmation Code," is a string of eight lower case characters having at least one number (0-9) and one special character (@, #, $, *) that is combined with the CIK to make a filing through EDGAR.

Issuers having already been assigned a CIK bypass the above-described application process for issuers without a CIK, and instead follow a specific procedure for changing their status as "paper filer" to "electronic filer." Check out the following websites:

http://www.sec.gov/info/edgar.shtml--main page "Information for EDGAR Filers"

http://www.sec.gov/about/forms/formid.pdf--Form ID (new filers)

http://www.filermanagement.edgarfiling.sec.gov/--general access to "EDGAR Filer Management"

References:
http://www.sec.gov/rules/final/2008/33-8891.pdf
http://www.sedaredgar.com/edgar/codes.php

Full post as published by Jim Hamilton's World of Securities Regulation on March 05, 2008 (boomark / email).