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What is a 20-F filing? Foreign issuer annual report

By Flock Research · Filings research desk

A 20-F filing is the annual report that a foreign private issuer files with the US Securities and Exchange Commission (SEC). It is the overseas company's counterpart to the 10-K that a US company files: the business, the risk factors, and the audited financial statements for the year in one document. Several Indian companies listed in the US through American Depositary Receipts, such as Infosys and Wipro, report on Form 20-F. This guide explains what a 20-F filing is and how to read it. It is not investment advice.

Definition

A 20-F filing

is the annual report a foreign private issuer files with the US SEC under the Securities Exchange Act of 1934. It is the foreign counterpart to the 10-K, covering the business, risk factors, and audited financials, and is due within four months of the fiscal year-end. Source: SEC.

What does a 20-F filing contain?

A 20-F filing follows a set structure, so the same information sits in the same place across companies. The main parts are:

  • Key information including risk factors and, where relevant, selected financial data.
  • Information on the company what it does, its segments, and its property.
  • Operating and financial review management explaining the results, similar to the MD&A in a 10-K.
  • Directors and officers including their compensation.
  • Financial statements audited, and prepared under either International Financial Reporting Standards as issued by the IASB or US GAAP.

Because the financials are audited, the 20-F carries more weight than a press release or an unaudited update.

Who has to file a 20-F?

A 20-F is filed by a foreign private issuer, a non-US company that lists securities in the US and meets the SEC's definition. The SEC tests both how much of the company US residents own and where its management and assets sit. A company that fails those tests reports as a domestic filer on a 10-K instead. Many foreign issuers list in the US through American Depositary Receipts, and the 20-F is where their yearly disclosure lands.

When is a 20-F due?

A 20-F is due within four months of the foreign private issuer's fiscal year-end. For a December year-end, that means the end of April.

Four months

Window to file a 20-F after fiscal year-end

Source: SEC, Form 20-F instructions

How to read a 20-F filing

A 20-F can run long. A practical way in:

  • Start with the risk factors to see what management itself flags.
  • Read the operating and financial review for the plain-language account of the year.
  • Check which accounting standard applies, IFRS or US GAAP, before comparing to a US peer.
  • Compare year over year rather than reading one filing in isolation.

Unlike a US company, a foreign private issuer does not file quarterly 10-Q reports. It reports material events during the year on a Form 6-K instead. For the annual report side by side with the US version, see 20-F vs 10-K. Every 20-F is on the SEC's EDGAR system, which you can search for free.

Where the 20-F sits among a company's filings

The 20-F is the annual bookend for a foreign issuer. For separate ownership disclosures, a large manager holding the stock files a 13F. Reading the annual report alongside who owns the shares gives a fuller picture than either on its own.

Flock reads disclosure filings and keeps each one dated and linked back to its source, so you can go from a summary to the original 20-F in one step. What any of it means for your money is your call to make.

Frequently asked questions

What is the difference between a 20-F and a 10-K?

Both are annual reports to the SEC. A 10-K is filed by a US domestic company; a 20-F is filed by a foreign private issuer, a non-US company that lists in the US. The 20-F allows international accounting standards and has a longer deadline. Source: SEC.

Who has to file a 20-F?

A foreign private issuer that lists securities in the US, often through American Depositary Receipts. The SEC defines a foreign private issuer by tests on US ownership and where management and assets sit. Domestic US companies file a 10-K instead. Source: SEC.

When is a 20-F due?

A 20-F is due within four months of the foreign private issuer's fiscal year-end. That is a longer window than the 60 to 90 days a US company gets for its 10-K. Source: SEC, Form 20-F instructions.

Where can I read a company's 20-F?

Every 20-F is filed on the SEC's EDGAR system and is free to read. You can search by company name or ticker and open the annual report directly. Source: SEC EDGAR.

Flock tracks these filings, sourced, dated, and linked back to the original. See what smart-money entities disclosed, without the guesswork about what it means.

Disclosures shown are public regulatory filings. Data may be delayed or incomplete. Smart-money entities may no longer hold positions shown. Not investment advice.

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