A rapid, diagnostic audit and strategic roadmap to address compliance deficiencies, reduce OTC Markets downgrade risk, and support your public issuer status.
Operating as a publicly traded company on the OTC Markets (OTCQX, OTCQB, or Pink Sheets) requires ongoing compliance attention. A missed SEC filing, a sudden DTC “Chill,” or a failure to meet the OTC Markets Group’s current information standards can result in a “Yield” or “Stop” sign next to your ticker. Once an issuer loses current-information visibility, liquidity and investor access may be materially affected.
At Ishimbayev Law Firm, we provide OTC issuers with a rapid-response diagnostic tool. Our OTC Issuer Health Check cuts through the regulatory noise to identify the issues that may be putting your public-market status at risk. Within the agreed 14-day review period, we deliver a concrete Action Plan—a step-by-step legal roadmap to address dilutive financing terms, disclosure gaps, and capitalization-table issues.
Reviewing your recent 10-K, 10-Q, and 8-K filings (or Alternative Reporting Standard disclosures) to identify missing information, late filings, or inadequate risk factors that trigger regulatory flags.
Reviewing outstanding convertible promissory notes to identify highly dilutive structures, floorless conversion mechanics, and other lender terms that may put pressure on the stock.
Reviewing your board composition, independent director requirements, and authorized vs. outstanding share counts for alignment with the applicable OTC tier standards.
Assessing your relationship with the Depository Trust Company (DTC) to identify risks of a DTC Chill or Global Lock, and identifying issues that may affect electronic clearing or settlement.
We deploy a streamlined secure portal to collect your core corporate documents, recent filings, and convertible debt instruments with minimal disruption to your management team.
Our securities attorneys analyze your documents against current SEC rules, FINRA regulations, and the latest OTC Markets Group tier standards to identify material vulnerabilities.
At the end of the 14-day review period, we deliver a prioritized, executive-level Action Plan outlining the issues to address, the recommended order of remediation, and potential legal strategies for the turnaround.
When your public listing is at risk, you do not have months to wait for a legal memo. We deliver actionable intelligence in 14 days so your executive team can immediately begin remediation before issues escalate.
Many OTC issuers are under pressure from highly dilutive convertible debt. Our Action Plan includes specific legal strategies to negotiate buyouts, evaluate options for floorless conversion terms, and restructure or settle notes where appropriate.
If your goal is to uplist from Pink to OTCQB or OTCQX, or from an OTC tier to a national exchange, the Health Check serves as a preemptive gap analysis. We identify the corporate governance and structural changes that may be required or advisable for the target tier or exchange.
We translate complex securities regulations into a pragmatic business roadmap. The Action Plan provides clear “Do This Next” directives, so your CEO and CFO have a clearer path for remediation.
OTC Markets Group assigns a “Yield” sign to companies that are late in their financial reporting or have other minor compliance issues. A “Stop” sign (Pink No Information) indicates that the company has not provided current information to the public, which can materially limit public broker-dealer quotations.
The Depository Trust Company (DTC) processes almost all electronic stock trades in the U.S. A “DTC Chill” restricts the clearing and settlement of a company’s shares. If you receive a Chill, investors cannot easily buy or sell your stock through their online brokers, which can significantly affect liquidity and investor access.
Yes. Identifying the debt terms and dilution risk is just the first step. Once the 14-Day Action Plan outlines the dilution risk, our firm can directly represent the issuer in negotiating with note holders to restructure the debt or execute a buyout.
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