Let’s start with simple questions:

What is investor relations?

• A public company’s investor relations (IR) department informs shareholders, investors, and the general public about the business’s operations and financial situation.
• They provide stakeholders and financial analysts with the access to updated information regarding the “health” of the company as required by law.

These procedures enable transparency between the company and the public and help the organization create and maintain a favorable reputation that inspires trust and promotes integrity.

What is the goal of investor relations?

 The fundamental purpose of an IR department is to foster connections with existing shareholders and ensuring potential investors have access to financial information about the firm that might help them decide to participate or not.

• They aim to provide accurate facts to analysts, investors and the public while fostering a good opinion of the company.
• They leverage the reputation they build to promote an ideal share price that reflects the value of the company to its shareholders.
• Creating reports such as annual reports and market performance evaluations
• Presenting non-financial data to potential investors to promote the company’s worth
• Ensuring that all financial information is legal and that it is accessible
• Convincingly presenting company data to analysts and investors to boost sales

Here is the main question:

Why is investor relations important?

Investor relations is important because it enables businesses to build relationships with the general public, maintain relationships with stakeholders, and adhere to legal requirements regarding the disclosure of financial information by publicly traded companies.

Everyone can agree that the IR is very important for a public company if we want our company to grow.

How much IR cost and how to pay:

Of course, the cost varies and depends.

But one thing is certain, when you have a trouble in business everything looks expensive. Finding someone to help you get out of that difficult position is the hardest part.

That’s definitely not easy, but you don’t have to worry about it anymore…

MMG has a SOLUTION FOR YOU!

Mina Mar Group can assist you with IR.

Our goal is to help businesses that are having a difficult time. For those Companies, we have a special offer.

We can back on track your business in an easier way.

All information you can get in one call.

Don’t hesitate and help your business:

(561) 440 9443

After that, we’ll discuss their main differences.

Last but not least we will explain what the best option FOR YOU is!

Enjoy!

Reporting Company

Sometimes referred to as a public company and a reporting issuer. A reporting corporation is one that is covered by Section 13 or 15(d) of the Exchange Act.

The following situations result in a corporation being covered by the Exchange Act:

• Listing on a securities market

A corporation must register that class of securities with the SEC in accordance with Section 12(b) of the Exchange Act before the securities can start trading on a US exchange. When a business goes public, it typically also lists its securities for trading on a “national securities exchange” like the NYSE or Nasdaq.

• Size thresholds

Companies with total assets greater than $10 million and a class of equity securities held by 2,000 or more persons, or 500 or more persons who are not accredited investors, must register those securities with the SEC under Section 12(g) of the Exchange Act.

• No securities exchange listing and public offering

Businesses that have sold equity or debt securities to the public but are not listed on a US exchange are now governed under Section 15(d) of the Exchange Act.

Non-Reporting Company

Also known as non-reporting issuer.

Non-reporting Company means a stock company or other legal entity that is not required to file financial reports with a relevant securities regulatory commission.

Regardless of whether it is filing voluntarily, a corporation that is exempt from Section 13 or Section 15(d) of the Exchange Act.

Non-reporting companies include:

• US public companies listed on OTCMarkets that are not listed under the Section 13 or Section 15(d) and are not obligated to file their filings or financials with SEC. Also known as Voluntary Filer. This type of formations can always be switched to reporting issuer by filing a registration statement.
• US private companies

Private corporations are not required to file with the Securities and Exchange Commission (SEC), thus they may not always have access to the kind of information and depth of information that can be found in those records.

• Non-US private companies

Resources for anyone looking for details on businesses outside of the United States are provided in this area. Not all resources are included, and not all resources are included for all nations. Each country will have a different level of information accessibility and information availability.

• Companies based outside the US that are listed on the stock exchange in their native nations but are not Exchange Act reporting businesses.

Main Differences:

I believe you already understand the distinction between reporting and non-reporting companies, but here is a short explanation.

A non-reporting issuer is an entity – either private or public – with few compliance and disclosure duties, whereas a reporting issuer is often a public entity in Canada with continuing compliance and disclosure obligations.

Our recommendation:

Of course, we are recommending Non-Reporting.  Why?

• A cheaper solution to get listed on public markets;
• Provides you with a similar opportunity to raising funds as a reporting Co;
• Easy and not costly to maintain;
• And MMG has a key for Non-reporting OTC issuers

MMG key for Non-reporting OTC issuers:

All you are required is to be a Non-Reporting company and you are in a need of additional funds for business growth.

If you recognize your Co and yourself in this, we have a solution FOR YOU!

• Mina Mar Group is acting as a financier, financing all necessary pieces to qualify you for the Reg A Up to $25 Million Raising.
• We can also sign an Operating Agreement and file it with the TA as an alternative 95 percent of our clients are former TAs.

This is just a piece of that what we can offer you.

The two blogs we’ve written before contain additional details on how you can raise funds out of public markets as both Reporting and a Non-Reporting Issuer.

Also, please don’t hesitate to get in touch with us: (561) 440 9443!

• compared to a standard IPO, will be less expensive and require less managerial attention
• a national securities exchange can list shares
• retail investors who are not “accredited investors” may be targeted for marketing
• will get “free press” for the business and its goods as a result of public marketing
• can be a long-term, effective method of obtaining cash for expanding businesses.

Regulation A-Tier 2 is for offerings of up to $75 million REQUIRES a financial audit.

The Mina Mar Group will act as your lead financier and underwriter and fund all the gaps necessary to qualify you for the Reg A UP TO $75 Million Raising!

LET’S SEE HOW?!

Throughout the financing’s duration, CONTROL BLOCK stock is held in escrow.

We advise you to not do CONVERTIBLE NOTES! Why?

In a previous blog, we talked more about this.

• Tier 2-Reg A+ offers, sometimes known as mini-IPOs, can increase an issuer’s capital while also increasing market awareness of its name and goods thanks to the increased offering limit of $75 Million.
• No issues. No FINRA or SEC problems. You might easily progress to QB QX or above!
• The increased limit encourages bigger companies to enter the market, increasing the visibility, legitimacy, and institutional support of this kind of offering.

Regulation A has two offering tiers.

Because of this, we encourage you to read our earlier blog so you can better understand how we can assist you.

Of course, take your time…

Mina Mar Group waiting for your call!

CONTACT US:

+1 561 440 9443

corporate@minamargroup.com

Here’s where we can help you!

Regulation A-Tier 1 is for offerings of up to $25 million and has no obligation to audit their financials.

As a financier, Mina Mar Group will complete all necessary financing to ensure that you are eligible for the Reg A Up To $25 Million Raise.

As an alternative, we can sign an OPERATING AGREEMENT that has been submitted to the TA. We work with around 95% of former TAs!

Also, we advise you to not do CONVERTIBLE NOTES! Why?

They are toxic and harm your stockholders, which will cause the SEC to pursue you!

We have a better way which includes:

• Register a Reg A Up To $25 Million Raise!
• No difficulties, no SEC or FINRA issues
• You Co can easily progress to QB QX or above

THIS IS HOW IT FUNCTIONS:

• We are identified as the selling shareholder
• It will be a one-time transaction or a continuing fund
• Willing to cover Reg A’s cost
• Willing to pay for awareness to ensure that your stocks are well-known after Regulation A is complete
• We will pay 5 to 10% in promotions, so between $125,000 and $200,000
• Typically, we purchase stock at a 500% discount with a warrant attached equivalent to our investment
• We disclose the number of shares allotted in Reg A
• Once Reg A is approved, funds will be released in tranches of $50,000 to $100,000 every two weeks, ramping up to $500,000 weekly until the maximum Reg A is reached…
• Of course, you can also conduct several drawings with different Reg A investors.

MEET US: 

• All Reg A documents are prepared by our lawyer.
• You may pay in full or in part. If you are qualified, we’ll fund you 100%.
• We provide stock clearing for your stakeholders and Reg A purchasers.
• We pay all third parties in cash and fund all awareness.
• We create a win-win relationship with you and your shareholders.

THIS IS THE TIME WHEN YOU THINK ABOUT WHAT IS THE BEST OPTION FOR YOU!

MINA MAR GROUP WAITING FOR YOUR CALL!

CONTACT US:

+1 561 440 9443

corporate@minamargroup.com

OTC securities – how they were deposited five years ago.

Brokerages all around the country have tightened compliance over the past five years to the point where no one may deposit share certificates into their brokerage accounts, even if they can prove that they paid for them. Consider the following demand from a secondary brokerage:

• The shareholder is required to provide all documentation related to the acquisition and ownership of any security (right, this is justified).
• The shareholder is required to provide a tradability opinion prepared by legal counsel from a firm with at least 10 attorneys; this requirement almost certainly results in a price tag of $5,000 or more for the opinion letter.
• Just under 25% of OTC securities and their transfer agents have this capability, so the issuer must be qualified for DTC of the shares into the account.
• The shareholder must have at least $50,000 in blue-chip stocks or cash in the trading account.

For the duration of the three-day settlement period, brokerages were also required to hold a penny ($0.01) for each share of stock sold, even if the price was as low as $0.0001. Due to the fact that FINRA is a self-policing organization made up of the representatives of the large brokerages, which derive the majority of their trading revenue from the OTC markets, we believe this almost ensured that smaller brokerages would not permit account holders to trade in penny stocks, regardless of the parameters. These substantial brokerages had ample capital reserves, rendering that criterion irrelevant.

Several brokerage firms would cooperate with these terms and conditions:

• TD Ameritrade
• E*Trade
• Scottrade
• Charles Schwab – only if you had an account with over $150,000
• Merrill Lynch – if you had a number of other banking accounts with them and a balance
• Interactive Brokers (IB)
• Glendale
• Scottsdale or Alpine (I wouldn’t have recommended them unless it was my final option)
  This meant that tiny investors were left stranded with their shares if they owned shares worth less than $25,000, which is actually just another way of saying “Sure Out of Luck.” not able to collect the money they gave to developing groups. Then something amazing happened…

Crowdfunding CF and Regulation A+

Capital formation was made simpler by Regulation CF for crowdfunding and Regulation A+, which gave businesses a simpler route to Securities and Exchange Commission (SEC) mandatory reporting, every six months rather than every three months, and a streamlined format. However, the J.O.B.S. Act didn’t fully address the secondary market, therefore capital harvesting was still only limited (Upgraded Crowdfunding). There are still no secondary markets available despite the fact that many Reg CF platforms, such as StartEngine.com and Microventures.com, have started to offer these. The solution was for a company to advance through capital formation using Regulation CF and then Regulation A+ to obtain a trading symbol that would permit that secondary trading and allow all of those stranded Regulation CF and Regulation A+ investors to harvest the valuable capital that they had invested.

OTC securities trading today

Even more onerous constraints have been placed on compliance today, making it nearly impossible for investors and founders to recover their capital in OTC securities. Only Glendale, and even then, only if you have an account with $150,000 in cash or blue chips, will accept deposits of shares from investors or founders at the moment. Additional criteria include that the security must have up-to-date information on OTCMarkets.com and be DTC qualified. An opinion from a company with more than 20 lawyers will cost you, yes, $10,000 or more.
Check out this current E*Trade article on OTC securities at https://us.etrade.com/l/f/disclosure-library/otc.

How therefore should we proceed in the open markets? Here are a few of our opinions:
• Because they have built-in mechanisms for a secondary market, only employ top-tier Regulation CF and Regulation A+ platforms for investments, such as StartEngine.com or Fundable.com.
• Check that the company you invest in has up-to-date OTC Markets information and enough funds to keep reporting for at least two years, which will allow investors to properly harvest their investment.

• Verify that the company you invest in has access to the OTC Markets and has the funds to continue reporting for at least two years, which is long enough for an investor to realistically harvest their investment.
• Check out our approach on our Crowdfunding Consulting page to make sure the companies looking for finance take the route that will give them time to develop their administrative capabilities and be prepared for the public markets.

• Issuing stock in an additional secondary offering
• Exercising warrants, where stockholders may purchase additional shares at                           predetermined prices
• Increase liquidity of company stock
• Higher company valuation since share prices may be higher
• Using stock to acquire other companies in order to grow the business
• Using stock incentive plans to attract and retain valuable employees
• Overall greater access to a variety of capital markets

The SEC earlier placed many restrictions upon private placement transaction. Those restriction referred to type and limited number of investors, solicitation and reselling of securities. Regulation D was adopted in 1982 and has been revised several time since then. It has various rules prescribing qualifications needed to meet exemption from registration requirements, numbered 501 to 508.

Rule 501 contains contains definitions that apply to the rest of Reg D offerings. Rule 502 contains general conditions that must be meet in order to be qualified for exemption. Rule 503 requires issuers to electronically file a form D with the SEC which is linked with the Rule 507 that penalizes issuers who don’t file the form D. Rule 508 provides guidelines under which the SEC enforces Reg D against issuers. Rules 504, 505, 506 describe three different types of exempt offerings and set guidelines covering the amount of offered stock, number and type of investors.

Rule 504

Rule 504 provides an exemption for the offer and sale of up to $1,000,000 of securities in a 12-month period. The company may use this exemption so long as it is not a blank check company and is not subject to Exchange Act of 1934 reporting requirements. General offering and solicitations are permitted under Rule 504 as long as they are restricted to accredited investors. The issuer need not restrict purchaser’s right to resell securities.

Rule 504 allows companies to sell securities that are not restricted if one of the following conditions is met:

The offering is registered exclusively in one or more states that require a publicly filed registration statement and delivery of a substantive disclosure document to investors;

The registration and sale takes place in a state that requires registration and disclosure delivery, and the buyer is in a state without those requirements, so long as the disclosure documents mandated by the state in which you registered to all purchasers are delivered; or

The securities are sold exclusively according to state law exemptions that permit general solicitation and advertising and you are selling only to accredited investors. However, accredited investors are only needed when sold exclusively with state law exemptions on solicitation.

The SEC is currently seeking comments on a proposal to increase the cap for Rule 504 offerings from $1,000,000 to $5,000,000.

Rule 505

Rule 505 provides an exemption for offers and sales of securities totaling up to $5 million in any 12-month period. Under this exemption, securities may be sold to an unlimited number of “accredited investors” and up to 35 “unaccredited investors” who do not need to satisfy the sophistication or wealth standards associated with other exemptions. Purchasers must buy for investment only, and not for resale. The issued securities are restricted, in that the investors may not sell for at least two years without registering the transaction. General solicitation or advertising to sell the securities is not allowed. Under Regulation D, Rule 505, the SEC must be notified within 15 days after the first sale of the offering.

Financial statement requirements applicable to this type of offering:

Financial statements need to be certified by an independent public accountant;

If a company other than a limited partnership cannot obtain audited financial statements without unreasonable effort or expense, only the company’s balance sheet, to be dated within 120 days of the start of the offering, must be audited; and

Limited partnerships unable to obtain required financial statements without unreasonable effort or expense may furnish audited financial statements prepared under the federal income tax laws.

Rule 506

A company that satisfies the following standards may qualify for an exemption under this rule:

Can raise an unlimited amount of capital;

Seller must be available to answer questions by prospective purchasers;

Financial statement requirements as for Rule 505; and

Purchasers receive restricted securities, which may not be freely traded in the secondary market after the offering.

The rule is split into two options based on whether the issuer will engage in general solicitation or advertising to market the securities.

If the issuer will not use general solicitation or advertising to market the securities then the sale of securities can be issued under Rule 506(b) to an unlimited number of accredited investors and up to 35 other purchasers. Unlike Rule 505, all non-accredited investors, either alone or with a purchaser representative, must be sophisticated – that is, they must have sufficient knowledge and experience in financial and business matters to make them capable of evaluating the merits and risks of the prospective investment.

In July 2013, the SEC issued new regulations as required by 2012 Jumpstart Our Business Startups Act. These new regulations add Rule 506(c) to allow general solicitation and advertising for a private placement offering. However, in a Rule 506(c) private offering all of the purchasers must be accredited investors and the issuer must take reasonable steps to determine that the purchaser is an accredited investor.

Accredited investor exemption

Section 4(5) of the ’33 Act exempts from registration offers and sales of securities to accredited investors when the total offering price is less than $5 million and no public solicitation or advertising is made. However, Regulation D does not address the offering of securities under this section of the ’33 Act. This definition is also used in defining the size of investment allowed under Regulation A.