Modifications to Schedules K-two and K-3: Domestic submitting exception and the “one-thirty day period date”

Modifications to Schedules K-two and K-3: Domestic filing exception and the “one-thirty day period date”

In 2020, the SEC launched modifications to Schedules K-2 and K-three. These modifications launched a new domestic filing exception, as effectively as the “one-thirty day period date” rule. This short article will provide an overview of the critical improvements and what they signify for private companies.

one. Domestic Submitting Exception

The domestic filing exception makes it possible for specific domestic firms to exclude their non-U.S. investments from calculations on routine K-two and K-three. Exclusively, the exception applies to domestic corporations that:

  • file registration statements solely in the U.S., and
  • have not, and will not, offer you or offer securities to non-U.S. folks.

In these cases, the organizations can exclude their non-U.S. investments from Plan K-two and K-three calculations by affirming in the yearly report that their fiscal statements only replicate investments made in the U.S.

2. The “one-month date” rule

The “one-thirty day period date” rule dictates that corporations employing the domestic submitting exception have to update their once-a-year report prior to the one particular-thirty day period day in order to reflect any new non-U.S. investments. The a single-month day is the stop of the thirty day period prior to the shut of the fiscal 12 months.


The modifications to Schedules K-two and K-3 offer an crucial submitting exception for selected domestic businesses. By using gain of the exception, companies can lessen the complexity of the calculations they must make prior to filing. On the other hand, they must also make sure they adhere to the 1-month date rule in order to keep their reviews updated.

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