OTCQB Reporting Requirements
The regulations that Issuers must adhere in order to trade on the OTC are numerous and technical. Consequently, an experienced OTC Market Attorney is essential to satisfying all OTC Market Listing Requirements.
I have reviewed the initial quotation requirements, initial disclosure requirements, fees and application process and termination of a listing. As always details determine diligence in maintaining a quotation level and meeting compliance requirements. Today I am discussing the ongoing reporting and compliance requirements for the OTCQB.
- U.S. OTCQB companies are required to remain current in their SEC reporting obligations.
- A foreign company that is not an SEC Reporting Company must remain current and fully compliant in its obligations under Exchange Act Rule 12g3-2(b), if applicable, and in any event shall, on an ongoing basis, post in English on the OTC Markets website, the information required to be made publicly available pursuant to Rule 12g3-2(b).
- Banks must remain current in their banking reporting requirements;
- All OTC Markets posting and reports must be timely filed 45 days following the end of a quarter or 90 days following the end of the fiscal year for US issuers and as soon as practicable but no later than 6 months following the end of the fiscal year end or 60 days following the end of a quarter for International companies;
- where applicable, a company must file a notice of late filing allowing for 5 extra days on a quarterly report and 15 extra days on an annual report;
- All OTCQB companies will be required to post annual certifications on the OTC Markets website;
- All companies are required to comply with all federal, state, and international securities laws and must cooperate with all securities regulatory agencies;
- Must pay the annual fee;
- All companies must respond to OTC Markets inquiries and requests;
- All companies must maintain an updated company profile on the OTC Markets website and must submit a Company Update Form at least once every 6 months;
- All Companies must file interim disclosures in the event the Company undergoes a reverse merger or change of control and make new updated certifications and disclosure related to the new business and control persons;
- All OTCQB companies must meet the minimum bid price of $.01 per share at the close of business of at least one of the previous 30 consecutive calendar days; subject to a 180 day grace period;
- And all companies must use an SEC registered transfer agent and authorize the transfer agent to provide information to OTC Markets about the Company securities, including shares authorized, shares issued and outstanding, and share issuance history.
Officers and directors of the Company are responsible for compliance with the ongoing requirements and the content of all information. Entities that do not meet the requirements of will be quoted on the OTC Pink.