Outline of SEC Accounting Practice
by FITZROY D. MACLEAN Partner, Executive Office
Presented before the Annual Meeting of Haskins & Sells In-Charge Accountants, New York—May 1961
THE OBJECTIVE during the next hour is to tell you whatever you
want to know about the Firm's SEC practice. Let us devote the first part of this hour to a discussion of what I believe all of you are interested in, and then we can give the rest of our time to any questions
you may have, and to topics to which those questions may lead.
The Firm's SEC practice covers whatever accounting services are required by our clients under the various Acts administered by the Securities and Exchange Commission. What those Acts are we shall come to in a moment. It is perhaps important to emphasize first that the Firm's SEC practice, while in one sense a separate division of the Firm's general practice, is distinct from our general practice only in the kind of documents filed with the Securities and Exchange Commission and sometimes in the kind of financial statements and certificates filed in some documents, but it is not distinct from our general practice in the sense that the Firm renders SEC services for a client for which it does not also render audit services. At the same time it should be understood that in SEC practice the company filing the registration statement or other document is quite often not our client, the reason for our participation being that the financial statements
of our client had been found to be required in that particular registration statement.
In the broadest sense, our SEC practice consists of certifying to financial statements needed under SEC requirements in two principal types of situations: The first is where a company wishes to make a public offering of securities; the second is where such a company is required to keep up to date the information filed at the time of making the public offering. The first type, that is, the public offering, comes under the Securities Act of 1933, whereas the second type, the annual or periodic reporting to the SEC, comes under the Securities Exchange Act of 1934.
Apart from some exceptions, which we can discuss later as time permits, if a company does not have its securities listed on a national securities exchange, such as the New York Stock Exchange or the