Posted by: joev2 Date: Friday, May 08, 2009 9:30:20 PM
In reply to: None Post # of 13291
Hmmm, as far as uplisting goes...................
Bottom of Item 13
Director Independence
Presently, we are not required to comply with the director independence requirements of any securities exchange. In determining whether our directors are independent, however, we intend to use the rules of the NASDAQ Stock Exchange.
Currently, we do not satisfy the “independent director” requirements of the NASDAQ Stock Exchange, which requires that a majority of a company’s directors be independent.
siliconinvestor.com
Posted by: rrufff Date: Saturday, May 09, 2009 8:03:15 AM
In reply to: joev2 who wrote msg# 13279 Post # of 13291
Quick note on "uplisting," to OTC BB, (which is really a misnomer, as there really is not "up" and there is no "stock exchange.") I haven't reviewed the latest stuff in quite some time so I could be wrong but here is my understanding.
What was quoted from LBWR was a requirement of the NASDAQ, which is a stock "exchange." LBWR is not going on any stock exchange for the foreseeable future. Examples of "stock exchanges" are the NYSE, the exchange that used to be called the American Stock Exchange and NASDAQ. (There are also regional stock exchanges, but securities on those can also have OTC BB quotations.)
The discussion that is relevant is how a company can go from being reported on pinksheets.com to OTC BB. Neither of these are stock "exchanges." They are both listing services for quotes. There are better explanations out there in detail for those that may wish to read more, but there is a big difference between the requirements for listing on OTC BB and the lowest listing on pinksheets.com. From a practical standpoint, the illiquid, high risk, stocks that are discussed on IHub, may not result in much of a difference to us retail investors, but there is a perception, and perception affects price, and some small funds do have requirements to avoid pinks, but will hold OTC BB quoted stock.
The quoted passage from LBWR seems to be saying that they don't have to have a fully independent board, but that they will strive to do it. I do not believe this has anything to do with having quotes listed on the OTC BB. It would prevent them from being listed on a stock exchange. Again, the OTC BB is NOT a stock exchange.
My understanding of the differences between OTC BB and pinksheets.com is that it is really one of "information." The emphasis is on the requirements of the disclosures filed with Form 211 and the rule covering it, is that it enables a MM to have basic knowledge, as listed in the rule, so that it can provide a market as it lists quotes with the OTC Bulletin Board. That is why there is the requirement for quarterly and annual filings. (On pinks, these need not be audited.)
It really comes down IMO to providing enough information to a MM so that the MM knows what the company is about and can decide if the public is protected and if there will be enough volume to make it worth its while, i.e., make a profit, in quoting the stock on the OTC BB.
So, the quoted phrase really should not affect quotation on the OTC BB system. It should be neither an "excuse" or an impediment.
Again, if the above is wrong, I apologize. I'm on the road and don't have the time to fully review notes. But, I wanted to short-circuit what appeared to be the beginning of a give and take that was going down the road to an irrelevant universe. In that universe, information gets re-written in an exponential fashion, as what could be deemed moronic versions of non-Talmudic and non-scholars, "cut and paste" ad infinitum, more to attack posters than to provide useful information.
Have a nice weekend all.
siliconinvestor.com
GB-ND
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