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Microcap & Penny Stocks : TASA. Can someone with KNOWLEDGE help!!!! -- Ignore unavailable to you. Want to Upgrade?

To: Early Out who wrote (129)	1/23/1998 11:57:00 AM
From: Bob Davis	Read Replies (3) \| Respond to of 601

After reviewing the appropriate NASDAQ Listing Requirements and Marketplace Rules, I conclude that TASA is currently in compliance with the new NASDAQ listing requirements, although they will be out of compliance unless their bid price moves to $1.00 or above before February 5th. If this does not happen, it appears thatTASA will move into a 90 day "grace period" during which it may return to compliance due to market action (or a reverse split if one is needed). This "grace period" will be over in early May. If they are unable to come back into compliance at that time, a lengthy delisting process will begin, which will certainly be a long drawn-out affair, especially if there are several hundred other small cap companies in a similar situation. Let me lay all of this out in a bit more detail...... In a statement on its web site NASDAQ lays out the "Current Nasdaq Listing Requirements" which it states are "effective August 22, 1997". It further states that "Companies failing to satisfy the new continued listing requirements will be allowed until February 23, 1998 to meet the new requirements. Companies should initiate appropriate corporate action necessary to achieve full compliance by February 23, 1998." The new regulations themselves are laid out in NASDAQ Marketplace Rules, also on that site. Rule 4310. Qualification Requirements for Domestic and Canadian Securities, Section (c) (4) states that: (4) For initial inclusion, common or preferred stock shall have a minimum bid price of $4 per share. For continued inclusion the minimum bid price per share shall be $1. Section (c) (8)(B) of the same Rule states that: (B) A failure to meet the continued inclusion requirements for minimum bid price and market value of public float shall be determined to exist only if the deficiency for the applicable criterion continues for a period of 30 consecutive business days. Upon such failure, the issuer shall be notified promptly and shall have a period of 90 calendar days from such notification to achieve compliance with the applicable continued inclusion standard. Compliance can be achieved by meeting the applicable standard for a minimum of 10 consecutive business days during the 90 day compliance period. These materials can be found at: nasdaq.com Now, it is my belief that TASA came into compliance with Section (c) (4) on December 2, 1997, when its bid moved over $1.00. Although its bid dropped below $1.00 on January 6, 1998, my reading of Section (c)(8)(B) of Rule 4310 indicates that it will only be out of compliance "if the deficiency for the applicable criterion continues for a period of 30 consecutive business days" and that the Company "shall have a period of 90 calendar days from such notification to achieve compliance with the applicable continued inclusion standard." Compliance will constitute a bid price of $1.00 or better for "a minimum of 10 consecutive business days". Now, in the event that TASA were to be "delisted", NASDAQ would need to carry out a fairly lengthy process, as outlined in the Nasdaq Listing and Hearing Review Committee Procedures: A.Nasdaq Board Procedures 1.Listing/Delisting Decisions -- Any initial decision of Nasdaq staff concerning the listing or delisting of securities on The Nasdaq Stock Market may be appealed to the Nasdaq Listing and Hearing Review Committee ("Listing Committee") within 15 calendar days, or called for review by any member of the Listing Committee within 45 days, as set forth in the Code of Procedure. A decision of the Listing Committee may be called for review by any member of the Nasdaq Board not later than its meeting next following the Listing Committee's decision. A decision of the Nasdaq Board may be called for review by any member of the NASD Board not later than its meeting next following the Nasdaq Board's decision but which is 15 calendar days or more following the decision of the Listing Committee or the Nasdaq Board. Any decision not appealed or called for review shall become the final action of the Association upon expiration of the time allowed for appeal or call for review. An issuer has the right to appeal a final action of the Association taken by the Listing Committee, Nasdaq Board or NASD to the SEC. A complete copy of these Procedures can be found at: nasdaq.com Bob Davis The Napeague Letter napeague.com