01—Abstract
Summary
Summary of the 6-K filed July 23, 2010. Cited figures are marked; the original filing is the authoritative source.
This Form 6-K filing from Canadian Pacific Railway Limited (now Canadian Pacific Kansas City Ltd./CN) on July 22, 2010, primarily serves as a notification to the U.S. Securities and Exchange Commission (SEC) regarding foreign issuer reporting requirements.
The filing indicates that the company will be filing its annual reports on Form 40-F, which is common for Canadian companies. It also explicitly states that the information furnished in this report is not being submitted under Rule 12g3-2(b), meaning they are not voluntarily seeking to register their securities under that specific rule. The report also notes that this Form 6-K will be incorporated by reference into certain existing SEC registration statements for employee stock plans (Form S-8).
02—Key points
Key Highlights
- Canadian Pacific Railway Limited (now CPKC) is filing a Form 6-K report with the SEC.
- The company has elected to file its annual reports on Form 40-F.
- This filing is for the month of July 2010.
- The report confirms that the company is not furnishing information under Rule 12g3-2(b).
- The Form 6-K will be incorporated by reference into specific Form S-8 registration statements related to employee stock plans.
03—Questions
Frequently Asked Questions
What is the primary purpose of this Form 6-K filing?
The primary purpose of this Form 6-K filing is for Canadian Pacific Railway Limited (now CPKC) to report its status as a foreign issuer to the U.S. Securities and Exchange Commission (SEC) and to fulfill ongoing reporting obligations under the Securities Exchange Act of 1934. It also serves to update or acknowledge certain reporting choices made by the company.
What does it mean that Canadian Pacific Railway Limited files on Form 40-F?
Filing on Form 40-F means that Canadian Pacific Railway Limited (as a Canadian company) is using this simplified form for its annual reports with the SEC, as permitted by SEC rules for eligible Canadian issuers. It generally allows Canadian companies to file their financial statements prepared according to Canadian accounting standards with reconciliation to U.S. GAAP, though specific requirements can vary.
Why is the company mentioning 'Rule 12g3-2(b)'?
The company is indicating that it is NOT furnishing information under Rule 12g3-2(b). This rule allows certain foreign private issuers to provide home country disclosures to the SEC without formally registering their securities. By checking 'No', Canadian Pacific is clarifying its reporting status and not relying on this specific exemption for broad public disclosure of its continuous reporting obligations.
What are the Form S-8 registration statements mentioned?
Form S-8 registration statements are used by companies to register securities offered to employees under employee benefit plans, such as stock option or stock purchase plans. The mention indicates that this Form 6-K filing is being incorporated into these existing filings, ensuring that investors and employees are aware of ongoing corporate reporting.
04—Continue