In the Matter of Caterpillar Inc. Case Brief Summary | Law Case Explained @QuimbeeDotCom
In the Matter of Caterpillar Inc. Case Brief Summary | Law Case Explained  @QuimbeeDotCom
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In the Matter of Caterpillar Inc.
SEC Administrative Proceedings
Administrative Proceeding No. 3-7692, SEC Rel. No. 34-30532 (1992)

The Securities and Exchange Act requires publicly held companies to file certain disclosures.

Such companies are known as registrants, and their required disclosures include the form ten k, an annual report, and the form ten q, a quarterly report. The Securities and Exchange Commission or SCC provided guidance on these disclosures in its opinion for in the matter of Caterpillar Incorporated.

Caterpillar Brazil SA was a subsidiary of Caterpillar Incorporated, who we'll call Caterpillar.

Caterpillar made its financial disclosures on a consolidated basis, meaning Caterpillar presented its subsidiaries results as part of a holistic picture of the company.

In nineteen eighty nine, Caterpillar Brazil accounted for twenty three percent of Caterpillar's net profits.

Caterpillar Brazil's unusually high profits that year were attributable to several factors, including hyperinflation in Brazil.

By February nineteen ninety, at least two weeks before Caterpillar filed its nineteen eighty nine form ten k, Caterpillar management became aware that Caterpillar Brazil's future performance would be difficult to predict due to economic reforms underway in Brazil.

Management predicted a significant negative impact on Caterpillar Brazil.

In March nineteen ninety, a new administration took office in Brazil and instituted economic reforms.

In an April nineteen ninety board meeting, Caterpillar management discussed the likely negative impact on Caterpillar Brazil.

After reviewing its April and May nineteen ninety results, Caterpillar concluded that Caterpillar Brazil would indeed suffer significant losses that year.

Caterpillar's nineteen eighty nine form ten k didn't disclose the disproportionate impact that Brazil's economy had on Caterpillar's overall performance that year. And neither Caterpillar's nineteen eighty nine form ten k, nor its form ten q for the first quarter of nineteen ninety, disclosed the impact that Brazil's economic reforms could have on Caterpillar's nineteen ninety earnings.

The SCC instituted administrative proceedings to determine whether Caterpillar failed to comply with the Securities and Exchange Act's disclosure requirements.

Caterpillar sought to settle the matter. As a condition of settlement, the commission rendered an opinion and issued an order on the matter.

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