Could it be possible that PRLN will be delisted on the basis of the new rule of NASDAQ. Any comments would be appreciated.
For Release:
Contact:
Friday, August 22, 1997
Robert D. Leahy - (202) 728-8933
Nasdaq Listing Requirements Approved by the SEC
Washington, D.C. The Nasdaq Stock Market, Inc. today announced that the
U.S. Securities and Exchange Commission (SEC) has approved Nasdaq's
proposed listing qualification standards. The changes will increase
financial listing standards by some 50 percent on both the Nasdaq National
Market and The Nasdaq SmallCap Market. In addition, corporate governance
requirements that apply to the National Market will now also apply to the
SmallCap Market. Nasdaq is also imposing a peer review requirement of all
auditors of Nasdaq-listed companies.
Under the new listing requirements, the alternative to the $1 minimum bid
price has been eliminated, which means that all Nasdaq-listed issues must
trade for at least $1. If a stock share price falls below $1 for 30 days,
it has 90 days to come back into compliance (by closing at or above $1 for
ten consecutive days) before being subject to delisting.
Approved non-financial changes include:
Requiring the SmallCap Market to have the same corporate governance
standards as the Nasdaq National Market. These include requiring a minimum
of two independent directors; an audit committee with a majority of
independent directors; an annual shareholders meeting; and shareholder
approval for certain corporate actions such as large acquisitions and
stock issuances. These standards will afford investors in this market a
means to become more actively involved in corporate affairs. The
shareholder approval requirement should serve as a barrier to stock
issuances currently being executed in The Nasdaq SmallCap Market without
the prior knowledge of investors. The audit committee, independent
director, and annual meeting requirements will provide additional
safeguards to the investing public. Requiring auditors of Nasdaq-listed
companies to be subject to peer review of their accounting and audit
practices every three years, by organizations such as the American
Institute of Certified Public Accountants (AICPA), SEC Practice Section,
or comparable review organizations.
The new entry requirements will be effective immediately and will apply
retroactively to issuers that filed to list after March 3, 1997, when the
rule proposal was filed with the SEC. The continued listing requirement
will be effective six months from today.
"The newly approved requirements represent our commitment to enhancing the
quality and strength of our market. We will continue to play a major role
in helping companies raise capital, while ensuring that investors are duly
protected and provided a wide array of high
quality investment choices," said Frank Zarb Chairman, CEO, and President
of the National Association of Securities Dealers, Inc., parent
organization of The Nasdaq Stock Market.
A summary of the rule will be available shortly on the Nasdaq World Wide
Web site at nasdaq.com. |
