DD some highlights from your post for consideration today:
1) Note the use of already filed financials.
2) MM's must be reasonably assured info is correct
3) They must respond to our inquiries regarding listed info below.
(This is an excellent chance for confirmation no matter what one's
position is regarding the company)
a.As a means reasonably designed to prevent fraudulent, deceptive, or manipulative acts or practices, it shall be unlawful for a broker or dealer to publish any quotation for a security or, directly or indirectly, to submit any such quotation for publication, in any quotation medium (as defined in this section) unless such broker or dealer has in its records the documents and information required by this paragraph (for purposes of this section, "paragraph (a)
information"), and, based upon a review of the paragraph (a) information together with any other documents and information required by paragraph (b) of this section, has a reasonable basis under the circumstances for believing that the paragraph (a) information is accurate in all material respects, and that the sources of the paragraph (a) information are reliable. The information required pursuant to this paragraph is:
3.A copy of the issuer's most recent annual report filed pursuant to Section 13 or 15(d) of the Act or a copy of the annual statement referred to in Section 12(g)(2)(G)(i) of the Act, in the case of an issuer required to file reports pursuant to Section 13 or 15(d) of the Act or an issuer of a security covered by Section 12(g)(2)(B) or (G) of the Act, together with any quarterly and current reports that have been filed ...
further, That the broker or dealer has a reasonable basis under the circumstances for believing that the issuer is current in filing annual, quarterly, and current reports filed pursuant to Section 13 or 15(d) of the Act, (CAN SHARPE BELIEVE THEY ARE CURRENT?)
12(g) of the Act by reason of compliance with the provisions of Rule 12g3-2(b), which information the broker or dealer shall make reasonably available upon request to any person expressing an interest in a proposed transaction in the security with such broker or dealer; or (additional source of information for verification purposes)
5.The following information, which shall be reasonably current in relation to the day the quotation is submitted and which the broker or dealer shall make reasonably available upon request to any person expressing an interest in a proposed transaction in the security with such broker or dealer:
i.the exact name of the issuer and its predecessor (if any);
ii.the address of its principal executive offices;
iii.the state of incorporation, if it is a corporation;
iv.the exact title and class of the security;
v.the par or stated value of the security;
vi.the number of shares or total amount of the securities outstanding as of the end of the issuer's most recent fiscal year;
vii.the name and address of the transfer agent;
viii.the nature of the issuer's business;
ix.the nature of products or services offered;
x.the nature and extent of the issuer's facilities;
xi.the name of the chief executive officer and members of the board of directors; (highlighted because of previous BOD references regarding decisions made)
xii.the issuer's most recent balance sheet and profit and loss and retained earnings statements;(Already filed or one that is current?)
xiii.similar financial information for such part of the 2 preceding fiscal years as the issuer or its predecessor has been in existence;
xiv.whether the broker or dealer or any associated person is affiliated, directly or indirectly with the issuer;
xv.whether the quotation is being published or submitted on behalf of any other broker or dealer, and, if so, the name of such broker or dealer; and
xvi.whether the quotation is being submitted or published directly or indirectly on behalf of the issuer, or any director, officer or any person, directly or indirectly the beneficial owner of more than 10 percent of the outstanding units or shares of any equity security of the issuer, and, if so, the name of such person, and the
basis for any exemption under the federal securities laws for any sales of such securities on behalf of such person.
If such information is made available to others upon request pursuant to this paragraph, such delivery, unless otherwise represented, shall not constitute a representation by such broker or dealer that such information is accurate, but shall constitute a representation by such broker or dealer that the information is
reasonably current in relation to the day the quotation is submitted, that the broker or dealer has a reasonable basis under the circumstances for believing the information is accurate in all material respects, and that the information was obtained from sources which the broker or dealer has a reasonable basis for believing are reliable. |
