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  • I am attorney Laura Anthony founding partner of Legal & Compliance, a full service corporate,

  • securities, and business transactions law firm.

  • Today is the final LawCast in a series discussing NASDAQ listing requirements.

  • There are many benefits to trading on an exchange such as NASDAQ.

  • The biggest benefit to an exchange is the ability to attract analyst coverage and institutional

  • investors, and the corresponding increase in liquidity that comes with both.

  • Stocks that trade on NASDAQ tend to have a lower bid/offer spread than over the counter

  • securities, again, encouraging trading volume and liquidity.

  • Importantly, exchange traded securities are exempt from the penny stock definition, allowing

  • for more market maker and broker-dealer participation.

  • A broker-dealer cannot recommend a penny stock transaction to its retail customers, and therefore,

  • no analysts, financial advisors, or institutional investors make recommendations for purchases

  • of penny stocks.

  • And, in general, no institutional investors invest in penny stocks.

  • As an aside, this is one of the reasons that OTC Markets created the OTCQX Market tier,

  • which does not list penny stocks.

  • It is also the reason that the small- and micro-cap industry is pushing for a supported

  • venture exchange.

  • A designated venture market would be one for small-cap companies, which would allow for

  • higher brokerage and trading commissions, be exempt from the prohibitive penny stock

  • rules, and which securities would be considered covered securities under federal securities

  • laws and thus exempt from separate blue sky compliance.

  • I think that the OTC Markets has the foundation to set the OTCQX as a recognized venture exchange

  • platform and would love to see it gain regulatory support in that regard, including blue sky

  • pre-emption.

  • In today's world it is increasingly difficult to deposit and/or trade in non-exchange traded

  • securities.

  • Despite the congressional efforts and SEC rulemaking in support of small and micro-cap

  • capital formationfor example, the JOBS Act, including the emerging growth company

  • regulations and IPO on-ramp.

  • New Regulation A+ and Title III Crowdfunding and the new FAST Actthrough enforcement

  • and investigative proceedings, both the SEC and FINRA continue to apply pressure on broker-dealers,

  • clearing firms and transfer agents, resulting in a reduction in a secondary trading and

  • free flow of low priced securities.

  • Although these issues need to be addressed on a broader basis, securities listed on NASDAQ

  • and other national exchanges do not face many of these issues.

  • Also as mentioned, exchange traded securities are considered covered securities for purposes

  • of blue sky compliance.

  • That is, transactions with exchange traded securities are exempted from separate state

  • blue sky law registration and exemption requirements.

  • I am securities attorney Laura Anthony, founding partner of Legal & Compliance, and producer

  • of LawCast.

  • Should you have any questions about today's topic, please visit

  • and, or contact me directly.

  • Inquiries of a technical nature are always encouraged.

I am attorney Laura Anthony founding partner of Legal & Compliance, a full service corporate,


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B2 中高級

場外交易市場、場外交易市場的優勢和納斯達克的優勢 (OTC Markets, OTCQX Benefits, and NASDAQ)

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    林宜悉 發佈於 2021 年 01 月 14 日