Form SEC-1815 Form 6-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

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FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of

, 20

.

Commission File Number

(Translation of registrant’s name into English)

(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of
Form 20-F or Form 40-F.
☐ Form 20-F

☐ Form 40-F
SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

(Registrant)
Date

By

(Signature)*
* Print the name and title under the signature of the
signing officer.

SEC 1815 (09-23)

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GENERAL INSTRUCTIONS
A. Rule as to Use of Form 6-K.
This form shall be used by foreign private issuers which are required to furnish reports
pursuant to Rule 13a-16 or 15d-16 under the Securities Exchange Act of 1934.
B. Information and Documentation Required to be Furnished.
Subject to General Instruction D herein, an issuer furnishing a report on this form shall
furnish whatever information, not required to be furnished on Form 40-F or previously furnished,
such issuer (i) makes or is required to make public pursuant to the law of the jurisdiction of its
domicile or in which it is incorporated or organized, or (ii) files or is required to file with a stock
exchange on which its securities are traded and which was made public by that exchange, or (iii)
distributes or is required to distribute to its security holders.
The information required to be furnished pursuant to (i), (ii) or (iii) above is that which is
material with respect to the issuer and its subsidiaries concerning: changes in business; changes
in management or control; acquisitions or dispositions of assets; bankruptcy or receivership;
changes in registrant’s certifying accountants; the financial condition and results of operations;
material legal proceedings; changes in securities or in the security for registered securities;
defaults upon senior securities; material increases or decreases in the amount outstanding of
securities or indebtedness; the results of the submission of matters to a vote of security holders;
transactions with directors, officers or principal security holders; the granting of options or
payment of other compensation to directors or officers; material cybersecurity incident; and any
other information which the registrant deems of material importance to security holders.
This report is required to be furnished promptly after the material contained in the report is
made public as described above. The information and documents furnished in this report shall
not be deemed to be “filed” for the purposes of Section 18 of the Act or otherwise subject to the
liabilities of that section.
If a report furnished on this form incorporates by reference any information not previously
filed with the Commission, such information must be attached as an exhibit and furnished with
the form.
C. Preparation and Filing of Report.
(1) The Form 6-K report shall consist of a cover page, the report or document furnished by
the issuer, and a signature page. An issuer must submit the Form 6-K report in electronic
format via the Commission’s Electronic Data Gathering, Analysis, and Retrieval
(EDGAR) system in accordance with the EDGAR rules set forth in Regulation S-T (17
CFR Part 232) except as discussed below. An issuer submitting the Form 6-K in electronic
format must provide the signatures required for the Form 6-K report in accordance with
Regulation S-T Rule 302 (17 CFR 232.302). For assistance with technical questions about
EDGAR or to request an access code, call the EDGAR Filer Support Office at (202)
942-8900. For assistance with the EDGAR rules, call the Office of EDGAR and
Information Analysis at (202) 942-2940.
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(2) An issuer may submit a Form 6-K in paper under a hardship exemption provided by Rules
201 or 202 of Regulation S-T (17 CFR 232.201 or 232.202).
Note to paragraph (2): An issuer that is or will be incorporating by reference all or part of an
annual or other report to security holders, or of any part of a paper Form 6-K, into an electronic
filing must file the incorporated portion in electronic format as an exhibit to the filing in
accordance with Regulation S-T Rule 303(b) (17 CFR 232.303(b)).
(3) When submitting a Form 6-K in paper under one of the above rules, an issuer must check
the appropriate box on the cover page of the Form 6-K. When submitting a Form 6-K in
paper under a hardship exemption, an issuer must provide the legend required by
Regulation S-T Rule 201(a)(2) or 202(c) (17 CFR 232.201(a)(2) or 232.202(c)) on the
cover page of the Form 6-K.
(4) An issuer furnishing the Form 6-K in paper under one of the above rules, or as otherwise
permitted by the Commission, must deposit with the Commission eight complete copies
of the Form 6-K report. An issuer must also file at least one complete copy of the Form
6-K with each United States stock exchange on which any security of the issuer is listed
and registered under Section 12(b) of the Exchange Act. The issuer must have signed at
least one of the paper copies deposited with the Commission and one filed with each
United States stock exchange in accordance with Exchange Act Rule 12b-11(d) (17 CFR
240.12b-11(d)) when submitting the Form 6-K in paper to the Commission. An issuer
submitting the Form 6-K in paper must also conform the unsigned copies. When
submitting the Form 6-K in electronic format to the Commission, an issuer may submit a
paper copy containing typed signatures to each United States stock exchange in
accordance with Regulation S-T Rule 302(c) (17 CFR 232.302(c)).
(5) [Reserved]
(6) Interactive Data File. Where a registrant prepares its financial statements in accordance
with either generally accepted accounting principles as used in the United States or
International Financial Reporting Standards as issued by the International Accounting
Standards Board, an Interactive Data File (§232.11 of this chapter) is:
(a) Required to be submitted. Required to be submitted to the Commission in the
manner provided by Rule 405 of Regulation S-T (§232.405 of this chapter) and, to the extent
submitted as an exhibit, listed as exhibit 101, if the registrant does not prepare its financial
statements in accordance with Article 6 of Regulation S-X (17 CFR 210.6-01 et seq.), except that
an Interactive Data File:
(i) First is required for a periodic report on Form 10-Q (§249.308a of this
chapter), Form 20-F (§249.220f of this chapter), or Form 40-F (§249.240f of this chapter), as
applicable; and
(ii) Is required for a Form 6-K (§249.306 of this chapter) only when the Form
6-K contains either of the following: audited annual financial statements that are a revised
version of financial statements that previously were filed with the Commission and that have
been revised pursuant to applicable accounting standards to reflect the effects of certain
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subsequent events, including a discontinued operation, a change in reportable segments or a
change in accounting principle; or current interim financial statements included pursuant to the
nine-month updating requirement of Item 8.A.5 of Form 20-F. In either such case, the Interactive
Data File will be required only as to such revised financial statements or current interim financial
statements regardless of whether the Form 6-K contains other financial statements.
(b) Permitted to be submitted. Permitted to be submitted to the Commission in the
manner provided by Rule 405 of Regulation S-T (§232.405 of this chapter) if the:
(i) Registrant does not prepare its financial statements in accordance with
Article 6 of Regulation S-X (17 CFR 210.6-01 et seq.); and
(ii) Interactive Data File is not required to be submitted to the Commission
under subparagraph (a) of this paragraph C.(6).
(c) Not permitted to be submitted. Not permitted to be submitted to the Commission
if the registrant prepares its financial statements in accordance with Article 6 of Regulation S-X
(17 CFR 210.6-01 et seq.).
Instruction to paragraphs C.(6)(a) and (b): When an Interactive Data File is submitted as
provided by Rule 405(a)(3)(i) of Regulation S-T (§232.405(a)(3)(i) of this chapter), the exhibit
index must include the word “Inline” within the title description for any eXtensible Business
Reporting Language (XBRL)-related exhibit.
(7) Annual Report to Security Holders. If General Instruction B of this form requires an issuer
to furnish an annual report to security holders, the issuer shall satisfy this requirement by
promptly submitting an English version of its annual report to security holders in
electronic format in accordance with the EDGAR Filer Manual.
D. Treatment of Foreign Language Documents.
(1) An issuer must submit the Form 6-K report in electronic format in the English language
in accordance with Regulation S-T Rule 306 (17 CFR 232.306) and Exchange Act Rule
12b-12(d) (17 CFR 240.12b-12(d)), as referenced in Regulation S-T Rule 306(a) (17 CFR
232.306(a)), except as otherwise provided by this Form. An issuer submitting the Form 6K in paper must meet the requirements of Exchange Act Rule 12b-12(d) (17 CFR
240.12b-12(d)). In accordance with, or in addition to, the list of documents specified in
Exchange Act Rule 12b-12(d)(2) (17 CFR 240.12b-12(d)(2)), an issuer must provide a
full English translation of the following documents furnished under cover of Form
6-K whether submitted electronically or in paper:
•

press releases;

•

communications and other documents distributed directly to security holders for each
class of securities to which a reporting obligation under Exchange Act Section 13(a)
or 15(d) pertains, except for offering circulars and prospectuses that relate entirely to
securities offerings outside the United States (“foreign offerings”); and

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•

documents disclosing annual audited or interim consolidated financial information.

(2) In addition to the documents specified in Exchange Act Rule 12b-12(d)(3) (17 CFR
240.12b-12(d)(3)), an issuer may furnish under cover of Form 6-K, whether submitted
electronically or in paper, an English summary instead of a full English translation of a
report required to be furnished and made public under the laws of the issuer’s home
country or the rules of the issuer’s home country stock exchange, as long as it is not a
press release and is not required to be and has not been distributed to the issuer’s security
holders. Such a document may include a report disclosing unconsolidated financial
information about a parent company.
(3) An issuer is not required to submit under cover of Form 6-K an offering circular or
prospectus that pertains solely to a foreign offering, even when an English translation or
English summary is available, if the issuer has already submitted a Form 6-K or filed a
Form 20-F or other Commission filing on EDGAR that reported material information
disclosed in the offering circular or prospectus. If an issuer has not previously disclosed
this material information to the Commission, it may submit in electronic format under
cover of Form 6-K an English translation or English summary of the portion of the foreign
offering circular or prospectus that discusses the new material information.
(4) Any submitted English summary must meet the requirements of Exchange Act Rule
12b-12(d)(3)(ii) (17 CFR 240.12b-12(d)(3)(ii)). An issuer may submit the unabridged
foreign language report or other document along with the English summary or English
translation as permitted by Regulation S-T Rule 306(b) (17 CFR 232.306(b)) for
electronic filings and Exchange Act Rule 12b-12(d)(4) (17 CFR 240.12b-12(d)(4)) for
paper filings.

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