Covalent Group Inc (CVGR) an undiscovered CRO Message Board

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Biotech / Medical : Covalent Group Inc (CVGR) an undiscovered CRO

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To: jeff c. who wrote (14)	10/9/1997 1:35:00 PM
From: Clayleas	of 107

From the NASDAQ web site nasdaq.com Bulletin August 25, 1997 The Nasdaq SmallCap Listing Requirements The Nasdaq Stock Market today announced new listing requirements to further strengthen both the quantitative and qualitative requirements for issuers listing on Nasdaqr. The U.S. Securities and Exchange Commission approved on August 22nd the proposed changes. For the first time, corporate governance requirements applicable to the Nasdaq National Market will extend to The Nasdaq SmallCap Market. These changes materially enhance the threshold criteria necessary to qualify for listing on The Nasdaq SmallCap Market. The new listing requirements are detailed in the attachment. Significant changes are highlighted below: $1 Minimum Bid Price Required for Common and Preferred Stock Common and preferred stock must have a minimum bid price of $1. The $1 bid price requirement provides a safeguard against certain market activity associated with low-priced securities, and also enhances the credibility of the market. Nasdaq is the only market that has a stated minimum bid price requirement. [Note: Initial listing takes minimum price of $4.] Increase in the Quantitative Requirements Increases to the quantitative requirements are detailed in the attached table. These increases will strengthen the financial criteria in a manner consistent with the goal of increasing the quality and stability of Nasdaq companies, while preserving the ability of qualified companies to raise capital. Adoption of Peer Review Requirement All independent auditors for Nasdaq-listed companies must be subject to practice monitoring under a program such as the AICPA SEC Practice Section peer review program. Such a program must provide that an accounting firm's quality control system be peer reviewed every three years. Adoption of Corporate Governance Requirements A summary of the corporate governance requirements for companies listed on The Nasdaq SmallCap Market are presented below. Details regarding these requirements will be forth coming. Distribution of annual and interim reports A minimum of two independent directors An audit committee, a majority of which are independent directors An annual shareholder meeting Quorum requirement Solicitation of proxies Review of conflicts of interest Shareholder approval for certain corporate actions Voting Rights Nasdaq believes that the new requirements will further the protection of investors while enhancing the quality of The Nasdaq Stock Market. Companies failing to satisfy the new continued listing requirements will be allowed six months to meet the new requirements. During this six months period, companies should initiate appropriate corporate action to achieve full compliance.

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