This Note examines the requirements of a registration statement on Form 20-F filed with the SEC under the Securities Exchange Act of 1934. In particular, this Note describes the preparation and filing of the registration statement, including a review of each disclosure item required to be included in Form 20-F. This Note also describes special considerations for preparing a Form 20-F for the spin-off of a subsidiary by its parent. In addition, this Note discusses the timing for the review and effectiveness of a Form 20-F.