Sponsoring Market Makers And Going Public

The last step in going public transactions is most often obtaining a stock trading or ticker symbol from the Financial Industry Regulatory Authority (“FINRA”). For a company to obtain a ticker, a market maker must submit a Form 211 on the issuer’s behalf to the Finance Industry Regulatory Authority (“FINRA”). This last step is required of all companies including those filing Form S-1 registration statements with the SEC.

Only a Market Maker can submit a Form 211 to obtain a

Seed Stockholders In Going Public Matters

The going public process involves a number of steps that vary depending on the characteristics of the private company wishing to go public, and whether it will become a Securities and Exchange Commission (“SEC”) reporting issuer.

All companies seeking public company status must meet certain requirements in order for their securities to be publicly traded. One requirement is that the issuer obtain sufficient shareholders to establish a trading market. These initial shareholders are known as “Seed Shareholders”.

Sponsoring Market Makers In Going Public Transactions

One step in going public transactions is obtaining a stock trading or ticker symbol from theFinancial Industry Regulatory Authority (“FINRA”). For a company to obtain a ticker, a sponsoring market maker must submit an application on Form 211 on the issuer’s behalf to the FINRA.

Sponsoring markets makers have become one of the  most important players in the going public process because they are the only ones who can apply for a ticker symbol.

Market Maker Registration

Shelf Registration Statements in Going Public Transactions

A shelf registration statement allows an issuer to register a public offering even when there is no present intention to sell all the securities being registered. Shelf registrations are often used in going public transactions by issuers registering securities on Form S-1.

Private companies seeking public company status can use a Form S-1 shelf registration to register multiple securities offerings at the same time on a single registration statement. In going public transactions, often issuers sell shares in reliance upon Rule 506 of Regulation D to raise seed capital, and then register those shares by filing an S-1.

Going Public on the OTCMarkets Pink Sheets

Many private companies that go public are opting for the listing on the OTCMarket’s Pink Sheets due to the increased costs and more stringent regulations associated with Securities and Exchange Commission (“SEC”) reporting.

Rule 15c2-11 (“SEC Rule 15c2-11”) of the Securities Exchange Act of 1934 (the “Exchange Act”) can be used by a private company seeking to go public without an SEC registration statement by a sponsoring market maker submitting a Form 211 with the Financial Industry Regulatory Authority (“FINRA”).

This enables the company to be quoted on

Pink Sheets Uplisting

The OTCMarkets Group operates an electronic inter-dealer quotation system called OTC Link that broker-dealers use to trade securities not listed on a national securities-related exchange.  OTCMarkets rank issuers in tiers; each issuer’s rank depends upon the amount of disclosure provided. Issuers using SEC Rule 15c2-11 qualify for the “OTC Pink Current Information” tier.

Pink Current Information Tier

The Pink Current Information tier is available to issuers who do not file reports with the SEC, but

Seed Stockholders l Going Public Bootcamp

The going public process involves a number of steps that vary depending on the characteristics of the private company wishing to go public, and whether it will become a Securities and Exchange Commission (“SEC”) reporting issuer.

All companies seeking public company status must meet certain requirements in order for their securities to be publicly traded. One requirement is that the issuer obtain sufficient shareholders to establish a trading market.