Com2000, Inc. IPO Prospectus S1 Registration Approved and Declared Effective by SEC USA :  https://www.sec.gov/edgar/browse/?CIK=1886086 Â
https://www.sec.gov/Archives/edgar/data/1886086/000166357722000079/com2000_s1a.htm
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Com2000, Inc. S1 Registration Notice of Effectiveness by SEC.
https://www.sec.gov/Archives/edgar/data/1886086/999999999522001239/xslEFFECTX01/primary_doc.xmlÂ
Congratulations on Com2000, Inc.'s S-1 registration being declared Effective by the SEC! This is a significant step, as it means your company has met the disclosure requirements for a public offering.Â
While your S-1 effectiveness is a crucial prerequisite, getting listed on the OTC Markets involves a separate process, primarily driven by a sponsoring market maker and compliance with OTC Markets' specific requirements.Â
Here's a step-by-step guide with estimated timelines and cost considerations for Com2000, Inc. to get listed on the OTC Markets exchange:
Phase 1:
Preparation & Sponsoring Market Maker Engagement
(Estimated Timeline: 2-4 Weeks)
Select Your OTC Market Tier:
OTCQX Best Market: For established, investor-focused U.S. and international companies. Higher financial standards, corporate governance requirements, and generally better visibility. Requires a sponsor.
OTCQB Venture Market: For entrepreneurial and development-stage U.S. and international companies. Lower financial standards than OTCQX, but still requires current reporting, minimum bid price, and annual verification.
https://www.otcmarkets.com/corporate-services/otcqb
OTCQB Listing Standards:Â https://www.otcmarkets.com/files/OTCQB_Standards.pdf Â
NASDAQ IPO Initial Listing Guide :Â https://listingcenter.nasdaq.com/Assets/Initialguide.pdfÂ
Pink Open Market: The most speculative tier with minimal disclosure requirements. While an S-1 company would likely qualify for OTCQB or OTCQX, Pink is the easiest to get onto, but also carries the lowest investor confidence.
Recommendation for Com2000: Given your S-1 effectiveness, you are likely well-positioned for the OTCQB Venture Market or even the OTCQX Best Market. These tiers offer more credibility and transparency, which aligns with being an SEC reporting company.
Engage a Sponsoring Market Maker:
Crucial Step: Unlike national exchanges, OTC Markets requires a FINRA-registered broker-dealer (a "market maker") to initiate quotations for your stock. This market maker will file the Form 15c2-11 with FINRA on your behalf. Â
https://www.finra.org/filing-reporting/over-the-counter-reporting-facility-orf/form-211 Â
https://www.colonialstock.com/15c211.htm Â
https://www.ibkrguides.com/kb/article-3956.htmÂ
How to find one: Network with your legal counsel, investment bankers, and other public company executives. Some law firms specializing in public offerings may have relationships with market makers.
Com2000 USA Law Firm:Â http://www.doneylawfirm.com/about-scott-doney.htmlÂ
Market Maker Due Diligence: The market maker will conduct their own due diligence on Com2000, Inc., reviewing your S-1, financials, and business operations to ensure they are comfortable quoting your stock.
Phase 2:
FINRA Form 15c2-11 Filing & Review
(Estimated Timeline: 4-8 Weeks)
Prepare and Submit FINRA Form 15c2-11:
Purpose: This form provides FINRA with essential information about your company and the securities to be quoted, ensuring there is adequate public information available for investors.Â
Key Information Required (from your S-1):
Collaboration: You will work closely with your sponsoring market maker and legal counsel to ensure all necessary information from your effective S-1 is accurately reflected and submitted.
FINRA Review Process:
FINRA will review the Form 15c2-11 for completeness and compliance with Rule 15c2-11. Â https://www.finra.org/filing-reporting/over-the-counter-reporting-facility-orf/form-211Â
They may issue comments or requests for additional information. Your market maker, in coordination with your legal team, will respond to these.
Approval: Once FINRA is satisfied, they will issue a "no objection" letter, allowing the market maker to publish quotations.
Phase 3:
OTC Markets Application & Verification
(Estimated Timeline: 2-4 Weeks, concurrent with FINRA review)
OTC Markets Company Profile and Verification:
OTCIQ Account: Your company will need to create an account on OTCIQ.com, the online platform for OTC Markets.
Company Profile: Complete your company profile with essential information, including your business description, contact details, and investor relations information.
SEC Reporting Verification: Since you are an SEC reporting company (due to your S-1 effectiveness), OTC Markets will verify this status. This streamlines the disclosure requirements compared to non-reporting companies.
Transfer Agent Verification: Your transfer agent must participate in the OTC Markets Transfer Agent Verified Shares Program. Ensure your transfer agent is enrolled and authorized to provide share information to OTC Markets.
Meet OTC Markets Tier-Specific Requirements:
OTCQB Requirements (most common for S-1 companies):
Current Reporting: Maintain current SEC filings (which you are already doing with your S-1 and subsequent SEC reports).
Minimum Bid Price: A closing bid price of at least $0.01 for at least 30 consecutive calendar days prior to application. (This may be a hurdle if your IPO hasn't set a price yet, or if initial trading is below this. Discuss with your market maker and counsel).
No Bankruptcy: Not be in bankruptcy or reorganization proceedings.
Management Certification: Annual certification by CEO/CFO confirming compliance.
Public Float & Shareholders: Typically, at least 10% public float and 50 beneficial shareholders (each owning at least 100 shares). Your IPO should help achieve this.
OTCQX Requirements (if aiming higher): Stricter financial standards (e.g., net tangible assets, revenue, net income, bid price), enhanced corporate governance, and a "qualified third-party sponsor" letter.
Application Submission and Fees:
Submit the formal application to OTC Markets through the OTCIQ platform.
Pay the applicable OTC Markets application and annual fees.
Phase 4:
Stock Symbol Assignment & Trading Commencement
(Estimated Timeline: 1-2 Weeks after FINRA approval)
Stock Symbol (Ticker) Assignment:
Once FINRA provides its "no objection" and OTC Markets has approved your company, a stock symbol (typically 4-5 letters) will be assigned. This is usually coordinated by your market maker.
You may be able to request a specific symbol, but availability is subject to FINRA and OTC Markets.
Market Maker Initiates Quotations:
With the FINRA approval and symbol assigned, your sponsoring market maker will begin publishing "bid" and "ask" quotations for your stock on OTC Link ATS (the electronic inter-dealer quotation system operated by OTC Markets).
This is when your stock becomes publicly traded on the OTC Markets.