On May 8, 2015, the NYSE issued a proposed rule change to add new Section 203.03 to its Listed Company Manual. Proposed Section 203.03 would require foreign private issuers (FPIs) to submit semi-annual unaudited financial information to the SEC.

Currently, FPIs are not required to submit interim financial information to the SEC, unlike domestic issuers which are required to do so quarterly in a Form 10-Q. Under proposed Section 203.03, an FPI would be required to submit to the SEC a Form 6-K that includes:

An FPI would be required to submit its Form 6-K no later than six months following the end of its second fiscal quarter. The financial information included in the Form 6-K:

The proposed rule change would also amend Section 802.01E of the Listed Company Manual to subject FPIs that have not timely filed the required Form 6-K to the same compliance procedures as are applied to listed companies that are late in filing their annual report or Form 10-Q. Under amended Section 802.01E, an FPI that was delayed in filing its Form 6-K would have an initial six-month compliance period within which to file the Form 6-K and any subsequently due Form 20-F or Form 6-K. If the FPI did not submit all required filings during that six-month period, the NYSE's staff would have the discretion to allow the FPI an additional six-month compliance period. An FPI that failed to become timely with its filing obligations within the compliance periods would be subject to delisting.

The proposed rule change requires SEC approval.

Update: The NYSE has withdrawn the proposed rule change.

Update: In January 2016, the NYSE issued a substantially similar proposal (see Legal Update, NYSE Reissues Proposal to Require Foreign Private Issuers to Submit Semi-Annual Unaudited Financial Information on Form 6-K).

To learn more about filing a Form 6-K, see Practice Note, Preparing Form 6-K.