Going Public

Companies looking to go public and list on one of the following stock exchanges may need an experienced adviser, such as EquityTrack, to assist them through the going public process of working with broker dealers, market makers, and the exchanges themselves.

Includes the NYSE, NYSE Foriegn, NYSE MKT, and NYSE ARCA tiers. More information can be found here
Includes the NASDAQ Global Select Market, NASDAQ Global Markets, NASDAQ Capital Market tiers. More information can be found here.
IEX offers a one-stop solution for all of its company sizes at a flat rate. Find more information here.
OTC tiers include OTCQX, OTCQB, and OTC Pink. More information can be found here.

1. Engage vendors

You will need to start with engaging legal counsel, PCAOB approved auditor, and an SEC registered transfer agent. Legal counsel will help draft documents and form the capital structure for your company as well as submit filings to the SEC and more. Your transfer agent will issue shares to founders and get your shareholder list ready which will be required in advance of any SEC filings you submit. Your PCAOB auditor will audit your financials for preparation and filing to the SEC.

 

Cap Table Updates in Real Time

2. SEC filings

Filing a registration statement is required to properly register your securities with the SEC and list on any of the exchanges above. This can be done via Form S-1, 1-A, N-2, 10, etc.  Other transactions such as reverse mergers may also be an option.

3. Conduct your offering

Conducting your offering has never been easier with EquityTrack’s Cloudraise® capital raising solution.  You can raise money directly on your website and we will do the rest for you including subscription, escrow, transfer agency and online cap table tracking software.

Investor Friendly

4. Exchange application

No matter the exchange you choose, an application will need to be submitted and you will need to meet the requirements before doing so. For OTC listings, a 15c2-11 form must also be filed to FINRA. See more information in the 15C2-11 section below.

Full-Service Combined with Cap Table Tracking

5. DTC eligibility

Once your exchange application is submitted and approved, you can begin the process of submitting your DTC application. Upgraded tiers of DTC FAST and DRS are required for formal exchanges. OTC issuers can apply for these tiers but approval is not guaranteed. See DTC Eligibility for more information.

6. Ongoing maintenance

Regular SEC filings, transfer agent and share issuance, investor relations, public company audits, vendor and exchange fees must be paid. An estimate of the on-going fees should be considered before jumping in too far down the process.

15c2-11 Applications

Rule 15c2-11 allows companies to trade on over-the-counter (OTC) markets. OTC Markets tiers include OTCQB, OTCQX, OTCBB, and OTC Pink. Typically, smaller companies that can’t meet the listing requirements of major exchanges choose to trade their stock over-the-counter. The Financial Industry Regulatory Authority (FINRA) manages and reviews all 15c2-11 applications.

  • Broker-dealers require specific information from issuers before they can fill out the 15c2-11 application.
  • Once the issuer has provided information, the broker-dealer should check with the issuer to verify the accuracy of the information, and review the filings for any inaccuracies.
  • In addition to the 15c2-11 form, the broker-dealer must submit a 211 Addendum Form.
  • Based on this information, FINRA comments on the application. They may request that the broker-dealer make changes before accepting the form.

FINRA has specific guidelines regarding the information that issuers must disclose which can be found here. This information includes but is not limited to:

  • quarterly and annual financial reports
  • prospectuses
  • documents that detail any significant corporate changes such as a change of ownership
  • bankruptcy filing
  • or the sale of unregistered shares

Issuers may become exempt from filing a 15c2-11 application, depending on the status of their securities. FINRA outlines three primary exemptions to Rule 15c2-11 in their document, paraphrased below. Exempt securities are ones that are:

  • Attractive to investors without any solicitation
  • Consistently trading on an exchange for the past month
  • Traded on national security exchanges such as NASDAQ and the NYSE

 

View the full 15c2-11 application  and questionnaire for a comprehensive review of the requirements. Generally, if you have never participated in fraudulent or suspicious activity, are up to date on your financial reporting with adequate revenues and assets, and maintain legal compliance, you will be eligible for this application.

We Can Help

EquityTrack will help you submit your stock exchange application and connect you with market-makers to help you submit your 15c2-11 filing. Our staff guides you through our vast network of market-makers, ensuring we find the right match for you. Contact our professional team to receive personal assistance filing your stock exchange application or 15c2-11 form.

Contact us

We are here to help with your offering, investor recordkeeping, and raising capital needs.

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