Federal Register - June 2, 2021
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Fuente: Federal Register
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Federal Register / Vol. 86, No. 104 / Wednesday, June 2, 2021 / Notices
Exchange, and is necessary in order for the Exchanges regulatory staff to collect basic information about the offering.
4. For original listing applications only, information regarding the companys transfer agent. Transfer agent information is required for all applicants. This information is necessary in order for the Exchanges regulatory staff to collect current contact information for such company transfer agent for purposes of obtaining any additional due diligence information to complete a listing qualification review of the applicant.
5. For original listing applications only, contact information for the outside counsel with respect to the listing application, if any. This information is necessary in order for the Exchanges regulatory staff to collect applicable contact information for purposes of obtaining any additional due diligence information to complete a listing qualification review of the applicant and assess compliance with Exchange Rule 26130.
6. For original listing applications only, a description of any security preferences. This information is necessary to determine whether the Applicant issuer has any existing class of common stock or equity securities entitling the holders to differential voting rights, dividend payments, or other preferences.
7. For original listing applications only, type of Security listing, including the type of transaction initial public offering of a Security, merger, spin-off, follow on offering, reorganization, exchange offer or conversion and other details related to the transaction, including the name and contact information for the investment banker/
financial advisor contacts. This information is necessary in order for the Exchanges regulatory staff to collect information for such company for purposes of obtaining any additional due diligence information to complete a listing qualification review of the applicant.
8. For original listing applications only, exchange requirements for listing consideration. This section notes that to be considered for listing, the Applicant Issuer must meet the Exchanges minimum listing requirements, that the Exchange has broad discretion regarding the listing of any Security and may deny listing or apply additional or more stringent criteria based on any event, condition or circumstance that makes the listing of an Applicant Issuers Security inadvisable or unwarranted in the opinion of the Exchange. The section also notes that even if an Applicant Issuer meets the Exchanges
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listing standards for listing on the BSTX
Security Market, it does not necessarily mean that its application will be approved. This information is necessary in order for the Exchanges regulatory staff to assess whether an Applicant Issuer is qualified for listing.
9. For original listing applications only, regulatory review information, including a certification that no officer, board member or non-institutional shareholder with greater than 10%
ownership of the company has been convicted of a felony or misdemeanor relating to financial issues during the past ten years or a detailed description of any such matters. This section also notes that the Exchange will review background materials available to it regarding the aforementioned individuals as part of the eligibility review process. This regulatory review information is necessary in order for the Exchanges regulatory staff to assess whether there are regulatory matters related to the company that render it unqualified for listing.
10. For original listing applications only, supporting documentation required prior to listing approval includes a listing agreement, corporate governance affirmation, listing application checklist and underwriters letter. This documentation is necessary in order to support the Exchanges regulatory staff listing qualification review corporate governance affirmation, listing application checklist and underwriters letter and to effectuate the listed companys agreement to the terms of listing listing agreement.
11. For additional listing applications only, transaction details, including the purpose of the issuance, total Securities, date of board authorization, date of shareholder authorization and anticipated date of issuance. This information is required of all applicants listing additional Securities on the Exchange, and is necessary in order for the Exchanges regulatory staff to collect basic information about the offering.
12. For additional listing applications only, insider participation and future potential issuances, including whether any director, officer or principal shareholder of the company has a direct or indirect interest in the transaction, and if the transaction potentially requires the company to issue any Securities in the future above the amount they are currently applying for.
This information is required of all applicants listing additional Securities on the Exchange, and is necessary in order for the Exchanges regulatory staff to collect basic information about the offering.
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13. For additional listing applications only, information for a technical original listing, including reverse Security splits and changes in states of incorporation. This information is required of all applicants listing additional Securities on the Exchange, and is necessary in order for the Exchanges regulatory staff to collect basic information about the offering.
14. For additional listing applications only, information for a forward Security split or Security dividend, including forward Security split ratios and information related to Security dividends. This information is required of all applicants listing additional Securities on the Exchange, and is necessary in order to determine the rights associated with the Securities.
15. For additional listing applications only, relevant company documents.
This information is required of all applicants listing additional Securities on the Exchange, and is necessary to assess to support the Exchanges regulatory staff listing qualification review.
16. For additional listing applications only, reconciliation for technical original listing, including Securities issued and outstanding after the technical original event, listed reserves previously approved for listing, and unlisted reserves not yet approved by the Exchange. This information is required of all applicants listing additional Securities on the Exchange, and is necessary to assess to support the Exchanges regulatory staff listing qualification review and to obtain all of the information relevant to the offering.
Checklist for Original Listing Application In order to assist issuers seeking to list its Securities on BSTX, the Exchange has provided a checklist for issuers to seeking to file an original listing application with BSTX. The BSTX
Listing Application Checklist, submitted with the proposal as Exhibit 3I, provides that issuers must provide BSTX with a listing application, listing agreement, corporate governance affirmation, underwriters letter for an initial public offering of a Security only and relevant SEC filings e.g., 8A, 10, 40F, 20F.
Each of the above referenced forms are fully described herein. The checklist is necessary to assist issuers and the Exchange regulatory staff in assessing the completion of the relevant documents.
BSTX Security Market Listing Agreement Pursuant to proposed Exchange Rule 26132, to apply for listing on the
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