http://www.
OTCQX RULES FOR U.S. COMPANIES
1 General Considerations
1.1 Purpose and Objectives of OTCQX for U.S. Companies
OTCQX is comprised of a community of issuers with sound operating businesses that
have agreed with OTC Markets Group and each other to provide accurate, timely and
reliable information to public investors. OTCQX issuers are therefore distinguished from
other issuers of equity securities traded in the over-the-counter markets (“OTC Equity
Securities”) by the quality of their operating businesses and the excellence of their
disclosure to the marketplace. Public investors can readily identify OTCQX issuers,
which greatly simplifies the task of sifting through the many thousands of issuers of OTC
Equity Securities to identify issuers with sound operating businesses that provide good
disclosure to the marketplace.
OTCQX is not a stock exchange, stock market or regulated market. OTC Markets
Group is not a securities regulator or self-regulatory organization. These Rules have not
been reviewed by the U.S. Securities and Exchange Commission or any state securities
commissioner, although OTC Markets Group as a matter of policy welcomes comments
and suggestions from these and other regulators.
OTCQX is based upon pragmatic ideals. The success of OTCQX depends on the social
contract that exists among people of good will – in this case, OTCQX issuers and their
advisors – to maintain the integrity of the market it represents and the quality of
information available to investors.
1.2 Application of OTCQX Rules for U.S. Companies
These OTCQX Rules for U.S. Companies consist of certain regulations adopted and
published by OTC Markets Group, which prescribe the rights, privileges and obligations
of issuers with securities qualified to be traded on the OTCQX marketplace and the
nature of the securities that may be traded in any particular premium tier. The Rules are
necessarily principles-based and should be understood as instituting standards for
conduct, rather than rules establishing minimum compliance requirements. Accordingly,
the Rules are intended to outline for issuers and investors the standards an issuer must
meet to participate in an OTCQX premium tier, and describe the initial and ongoing
disclosure OTCQX issuers must provide to the investing public.
1.3 Amendment of OTCQX Rules for U.S. Companies
OTC Markets Group may, in its sole and absolute discretion, amend these Rules,
whenever it determines that an amendment is necessary or desirable to enhance the
quality of the market represented by OTCQX, to improve the disclosure of OTCQX
issuers for the benefit of public investors, or for any other reason. Each amendment
shall be effective 90 days subsequent to its publication in an OTCQX Rules for U.S. OTC Markets Group Inc. Page 4 of 28
OTCQX Rules for U.S. Companies (v.6.3 October 20, 2011)
Companies Release; provided, however, that in the event OTC Markets Group
want the post that says we have been invited to join! Let me know!
