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Officer certifications and board approval

The gates between counsel sign-off and submission: both officers certify a 10-K or 10-Q, and a director records the board's approval of a 10-K or DEF 14A.

Officer certifications on 10-K and 10-Q

Every 10-K and 10-Q carries Section 302 and Section 906 certifications (Exhibits 31 and 32) signed by the principal executive officer and the principal financial officer. Rule 302(b) of Regulation S-T requires the company to authenticate those signatures and retain the authentication for five years.

Both capacities must certify before the filing can be submitted or marked filed externally. One person holding both roles records one certification per capacity.

  1. Open the Certification ceremony.
  2. Review the attestation.
  3. Sign with a typed signature bound to the exact document version.
Note

Any edit after certifying changes the document hash and requires certifying again.

Board approval on 10-K and DEF 14A

A director must record the board's approval against the exact document hash before a 10-K or DEF 14A can be filed. The director opens the approval ceremony after counsel signs off and records a typed signature that evidences the board's action. The board's resolution itself happens under the company's bylaws and state law.

The gate is unconditional. Invite a board member with the director role in Settings before the filing deadline.

Where the records live

Certifications and approvals appear on the filing workspace, in the append-only audit trail, and in the evidence binder exported after sign-off, each with the document hash it covers. The submit button lists anything still outstanding.

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Documents and evidence

The Documents page, EDGAR sync, and the post-sign-off evidence binder.

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TakePublic is a technology platform, not a law firm, broker-dealer, or auditor. Nothing files without review and sign-off by a licensed securities attorney.