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If you're an investor, analyst, journalist or simply a Chinawatcher, you're no doubt concerned that many US-listedChinese companies have failed to file their annual reports on time.Uh oh. Well, maybe uh oh. Sometimes a late filing is justifiable, othertimes it suggests that a company doesn't have its shittogether. At worst, it can mean serious internal problems. For an update on this problem, check out this article in the Financial Times : At least a dozen Chinese companies missed a deadline to file annualresults to US stock exchanges on Monday, adding to fears of badmanagement and potential fraud in the world s biggest emergingmarket. China may be the fastest-growing significant economy, but over thepast year scores of its companies have suffered from accountingproblems, seen their auditors resign, and been delisted from stockexchanges from New York to Hong Kong. For more detailed analysis, start reading anything written by PaulGillis at the China Accounting Blog . If this is all new to you, here's the deal. According to USsecurities law, listed companies are required to make certainstatutory filings on a periodic basis. One of these filings is anannual report (e.g. form 10K, or 20-F). If the company is unable tofile the report on time, they can file for an extension (under Rule12b-25 Notification of Late Filing). Although this is not part of my China-based practice, I'veseen a 12b-25 filing on occasion. Not much going on there, asidefrom the notice itself and a very brief description of the reasonfor the late filing. Just as an example (I am not implying anything with respect to future performance orcurrent legal status!), LDK Solar filed a NT 20-F (this is thespecific form under Rule 12b-25 for foreign companies) recently(the form is accessible from the EDGAR system here ), which included the following language in the"Narrative" section: The registrant is unable to file its Form 20-F for the yearended December 31, 2011 on or before the prescribed due date ofApril 30, 2012 because it needs additional time to finalizecertain items in its fourth quarter 2011 financial results,primarily caused by the changes in market conditions, including animpairment analysis of long-lived assets and an assessment ofinventory write-downs and provisions for certain receivables. To me, that language has been sufficiently massaged by a lawyer torender it meaningless, but if you're in the biz and/or arefamiliar with LDK Solar, perhaps there is something useful there. You can compare that legalese with the late filing statement issued by ChinaCast Education Corp. on March 16. In that case, the company's 12b-25 filing (formNT 10-K, for domestic companies) was issued because of a failure totimely file a 10K annual report (the listed entity is a Delawarecompany, ChinaCast being one of the celebrated backdoorlistings/reverse mergers). This company has gone through extremeturmoil and is currently battling with former executives overcontrol of China-based assets held by wholly foreign-owned entitiesand variable interest entities. (A wicked good story there whichdeserves a separate post someday.) Anyway, the narrative included in ChinaCast's NT 10-K went as follows: ChinaCast Education Corporation (the Company ) experienced adisruption in its normal closing process and the preparation of itsfinancial statements for the fiscal year ended December 31, 2011 asa result of an unexpected workload arising from certain fourthquarter and post-year end events, all of which have been previouslydisclosed. Specifically, the Company s management andaccounting personnel spent a significant amount of time workingwith a special committee of independent directors formed inNovember 2011 to evaluate strategic alternatives to enhanceshareholder value following an unsolicited buyout offer for theCompany. The Company s management and accounting personnelhave also spent a significant amount of time in connection with theproxy contest in December 2011 and early January 2012 as well asthe review of its Form 10-K for the year ended December 31, 2010 bythe Securities and Exchange Commission. Sufficient detail for US securities law, but of course we only gotthe lurid details in subsequent filings made over the past fewweeks. I looked on EDGAR for their subsequent late filing andcouldn't find one. The NT 10-K was filed on March 15 and theextension is good for 15 calendar days. You do the math. In other words, if you're looking for details on what theheck is going on with that iffy US-listed Chinese company, the goodnews is that this information is easy to find. The bad news is thatthe language used (as with a great many other types of statutoryfilings) will be less than user-friendly and short on details. The Financial Times described ChinaCast's filing problems thusly: China Cast Education, a Nasdaq-listed higher education provider,has blamed its inability to file results on former employees whohad stolen its business licences, company seals, and computers usedby its finance department. From what I've read, that seems about right. But that'snot exactly the picture one gets from the NT 10-K, huh? (At thispoint, those of you with experience in this area are chuckling atmy naivete. Fair enough, but from the outside, the way thatdisclosure rules play out in the real world is more than a littlebizarre.) I was asked a very good question on Twitter earlier today: How manyof these companies have filed late before? It's a greatquestion, and I wish I knew the answer. For LDK Solar, I checkedback three years, and it appears that they filed their 20-Fs ontime during that period. So at least for that company, this 12b-25filing is unusual. If anyone knows how often this has occurred withUS-listed Chinese companies in the past, feel free to let me know. Oh yeah, one last thing. The 12b-25 is not just a notice of latefiling; it's a 15-day extension. That means the clock isticking. For some of these companies, the next couple of weeksshould be a lot of fun. 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