Frequently Asked Questions
- How can GoPublicUSA.Com benefit me?
- Why can't our lawyer take us public?
- Why do some lawyers quote lower fees?
- How do I know that you can successfully help me become public?
- What are some of the listing requirements?
- Will there be any surprise costs?
- Isn't filing a Form 211 the only thing a company needs to become publicly traded?
- When can I sell my shares?
- Can I list my shares on the New York Stock Exchange, American Stock Exchange or NASDAQ Small Cap exchange?
- Can I list my shares on the NASDAQ Over The Counter Exchange and then later move my listing to another stock exchange?
- We have the opportunity to engage a professional investment-banking firm, why should we utilize your services?
- Can you start a NASDAQ traded shell for me?
- Will I be able to go public if the stock market drops, interest rates rise or the economy worsens?
- What kind of businesses will you not represent?
- Can you help us if we are already an SEC reporting issuer but are not currently trading?
- We heard that it was easier to list on the Pink Sheets, should we consider that?
- If I am listed on a stock exchange outside of the United States and want to obtain a second listing on the NASDAQ, are the markets linked?
- Who determines the price per share of our direct public offering or DPO?
- Will you help us raise capital?
- Once we become publicly traded, will we be able to raise the money we need?
- Is going public worth the expense?
- What is a “Direct Public Offering”?
- What are the benefits of listing on the NASDAQ Over-the-Counter Bulletin Board?
- What are the initial financial requirements for listing on the NASDAQ Over-the-Counter Bulletin Board?
- How does a company become listed for stock price quotation on the NASDAQ Over-the-Counter Bulletin Board?
- How can the NASDAQ Over-the-Counter Bulletin Board help my small company raise capital?
- Will my company be worth more as a public company?
- If I pay you your consulting fees over a period of six months how will I re-coop my money?
- Will I raise the capital I require or the amount of my offering?
- Can GoPublicUSA.Com give legal advice?
- Will GoPublicUSA.Com give me accounting advice?
- Will I need an audit to go public?
How can GoPublicUSA.Com benefit me?
Our firm helps business owners take their company public. Our integrated service approach can simplify the process and
enable you to become public faster and at a reasonable cost. We help to minimize the obstacles to go public, and enable
you to capitalize on the advantages that being public can offer.

Why can't our lawyer take us public?
Many professionals acknowledge that they do not have a complete understanding of complex issues outside their discipline.
Although some accountants and attorneys have played a role in helping a company become publicly traded, few have a
complete understanding of the entire process. Since this is a fairly complex process, we believe that it is important to
hire a firm that has the knowledge, skill and experience to walk you through each step of the entire process.

Why do some lawyers quote lower fees?
Great question. We have found that many attorneys quote fees ranging from US $50,000 to $100,000 for helping companies
go public. However, below are a few facts to consider:
- Lawyers and their staff bill for each hour of work and they are often not able to provide a capped fee for their work. You will not know their fee until they present you with a bill.
- There is a substantial difference between becoming a public company and becoming a publicly traded company. Most securities attorneys are quite capable at drafting, filing and revising registration statements. However, only a handful understands the process beyond the legal aspect, and those attorneys generally charge much more than we do.
- Always find out whether the fees you are quoted include the cost of retaining a market maker, transfer agent, blue sky compliance, Standard and Poors' fees, SEC filing fees, state filing fees, etc. Our fee would also be significantly lower if you had to pay all of those costs out-of-pocket.
- Contact several of their former clients. Be sure to call former clients that are successfully trading and ones that did not make it through the process. Find out what each was quoted by the law firm and ask what their total cost of going public actually was.

How do I know that you can successfully help me become public?
We have a proven track record. Feel free to contact any of our current or former clients.

What are some of the listing requirements?
There are no asset, profit or sales requirements for you to become publicly traded in the United States.

Will there be any surprise costs?
The contract we utilize is very detailed and specifies exactly what costs we are responsible for and what costs you will be responsible for.
We make every effort to eliminate all surprises relating to the total cost of becoming public.

Isn't filing a Form 211 the only thing a company needs to become publicly traded?
No! Obtaining approval for you to trade on the NASDAQ is significantly more complex than filling out a simple form.
Every company striving to become publicly traded must first become an SEC reporting issuer. This means that we
must first prepare a detailed registration statement and receive SEC approvals before you can even file a Form 211.
In fact, there are dozens of steps that are required for you to become publicly traded.

When can I sell my shares?
Generally speaking, insiders are allowed to sell some of their shares once they have owned their shares for more than one
year and their company has been a reporting issuer for more than three months. Unlike underwritten offerings, we do not restrict or escrow your shares from being traded.

Can I list my shares on the New York Stock Exchange, American Stock Exchange or NASDAQ Small Cap exchange?
Yes, if you meet the listing requirements detailed on our web site under "Listing Requirements". However, we can help you trade on
the NASDAQ Over The Counter (OTC) stock exchange even if you do not meet the requirements other stock exchanges have.

Can I list my shares on the NASDAQ Over The Counter Exchange and then later move my listing to another stock exchange?
Absolutely. You can utilize the NASDAQ Over The Counter Exchange as a stepping-stone until you meet the requirements
of any other stock exchange. The process to move exchanges is simple, quick and relatively inexpensive.

We have the opportunity to engage a professional investment-banking firm, why should we utilize your services?
We believe that an underwritten offering should be the preferred path if that option is available to you. Should this be the case,
consider retaining us to assist your management team in navigating through the process. Having us on your side might help
simplify the process for you, while reducing the cost and time involved.

Can you start a NASDAQ traded shell for me?
No. Current securities laws do not allow for the creation of publicly traded shells.

Will I be able to go public if the stock market drops, interest rates rise or the economy worsens?
Our self-underwritten process is independent of all such external factors.

What kind of businesses will you not represent?
Companies we represent must not:
- be involved in the sales, marketing, distribution or manufacturing of products or services that are illegal in the United States or in the country they are domiciled in.
- be involved in the sales, marketing, distribution or manufacturing of alcohol, pornography or weapons.
- have any officer or director that has been convicted of any securities, brokerage, banking, business, child or sex related crime, or any other crime that resulted in bodily harm to another person.
We may be able to help companies that have unknowingly violated state or federal securities laws. Please contact us for more information.

Can you help us if we are already an SEC reporting issuer but are not currently trading?
Yes, we may be able to help you become trading. Since we are also U.S. Securities and Exchange Commission
authorized EDGAR filers, we may also be able to reduce your document formatting and filing costs.

We heard that it was easier to list on the Pink Sheets, should we consider that?
We do not believe there is any value to being traded on the Pink Sheets. The Pink Sheets marketplace is not electronic,
trades only by appointment and consists of hundreds of companies that have no reporting requirements. As a result, most
investors will not invest in a Pink Sheet listed company and the vast majority of brokers will not accept orders to buy or sell shares of a Pink Sheet stock.

If I am listed on a stock exchange outside of the United States and want to obtain a second listing on the NASDAQ, are the markets linked?
Markets for the same security trading in different countries tend to trade in tandem. However, the NASDAQ market may offer your
company more visibility, liquidity and a higher valuation. As a result, your domestic share price may increase in value.

Who determines the price per share of our direct public offering or DPO?
In a traditional underwritten offering, the price per share is negotiated between the investment banking firm and the management
of your company. Since no investment-banking firm participates in a direct public offering, the price per share is completely up to you.

Will you help us raise capital?
We are not registered broker/dealers and do not raise capital for our clients. In select cases, we refer clients to brokerage or investment
banking firms that may be able to assist in raising investment capital for you.

Once we become publicly traded, will we be able to raise the money we need?
We believe that companies with experienced management and a sound strategic business are able to attract financing. Public
companies often find it easier to raise money than private companies since there is more liquidity and publicly available information for investors.

Is going public worth the expense?
The costs of going public are well worth the benefit of achieving your personal and corporate goals. Given all of the advantages and
disadvantages of going public, most CEO's believe that going public was the right decision for them and for their company.

What is a “Direct Public Offering”?
A “Direct Public Offering” is basically a self-directed financing of your company through the sell of stock to the general public.
The common stock, or other security, of the company is sold directly to individuals by company principals or person who are licensed to sell on behalf of the company.

What are the benefits of listing on the NASDAQ Over-the-Counter Bulletin Board?
The NASDAQ Over-the-Counter Bulletin Board is mainly for small public companies commonly known as micro-cap
issuers that wish to provide liquidity for their initial investors. It provides an outlet for these micro-cap issuers to raise
seed capital through outside investors and then to provide these initial investors an outlet to sell their stock. In short,
the NASDAQ Over-the-Counter Bulletin Board provides liquidity for investors, which makes it much easier for
micro-cap issuers to access the capital markets or investors.

What are the initial financial requirements for listing on the NASDAQ Over-the-Counter Bulletin Board?
There are no initial asset or income requirements for listing on the NASDAQ Over-the-Counter Bulletin Board. However,
the issuer must have up-to-date financial statements that are audited by a certified public accountant. Additionally, the
company must have a shareholder base and provide financial disclosure requirements to the National Association of
Securities Dealers (NASD) and the U.S. Securities and Exchange Commission (See below).

How does a company become listed for stock price quotation on the NASDAQ Over-the-Counter Bulletin Board?
The NASDAQ Over-the-Counter Bulletin Board currently provides access to more than 6,500 securities and has approximately
400 participating market makers. The company must make application for listing on the NASDAQ Over-the-Counter Bulletin Board
through a registered NASD market maker. This application is made on a disclosure document commonly referred to as a Form 211.
The NASD reviews for accuracy the Form 211; and, once it is approved, the company securities are cleared for quotation on the NASDAQ
Over-the-Counter Bulletin Board. We at GoPublicUSA.Com help companies become listed on the NASDAQ Over-the-Counter Bulletin Board.
We are a corporate consulting firm specializing in micro cap companies. We provide these services to companies at a fee substantially lower than most U.S. law firms.
It is important to note that as of January 4, 1999, the U.S. Securities and Exchange Commission ("SEC") approved the "OTCBB Eligibility Rule".
This rule now requires all securities not yet quoted on the NASDAQ Over-the-Counter Bulletin Board (“OTCBB”) to report their current financial
information to the SEC or other appropriate regulatory authority in order to meet the eligibility requirements for listing on the OTCBB. To meet
these new eligibility requirements, most domestic corporations simply have to file what is known as a Form 10 with the SEC pursuant to the
Securities Exchange Act of 1934, as amended. Once the SEC has approved the Form 10, the company is considered to be a "Fully Reporting"
company. The Form 10 is a basic financial disclosure document, which is disseminated to the public. Additionally, those companies already
listed on the OTCBB that are not "Fully SEC Reporting" have been given a phase in period with which to comply with the new SEC reporting
requirements or they will be delisted. The new eligibility requirements were designed to make the OTCBB a stronger and cleaner
securities listing service for micro-cap issuers.

How can the NASDAQ Over-the-Counter Bulletin Board help my small company raise capital?
A company that is properly structured has the opportunity to become listed on the NASDAQ Over-the-Counter Bulletin Board.
Once listed, the NASDAQ Over-the-Counter Bulletin Board will provide quoted companies greater access to investors for two reasons.
First, purchasing stock in a public company is similar to any other investment. Either the investment pays income commensurate with
the individual's rate of return or the investor can easily sell the investment at a later date. Most companies that are listed on the
NASDAQ Over-the-Counter Bulletin Board are growth oriented and do not anticipate paying out dividends. Therefore, the NASDAQ
Over-the-Counter Bulletin Board allows the company's initial investors a way to realize a return on their investment by selling their
securities to other public investors.
Second, by becoming a listed company on the NASDAQ Over-the-Counter Bulletin Board, the company is required to submit its
current financial information to the U.S. Securities and Exchange Commission, which in turn becomes public information. An investor
can now rely on the Company's public financial information to make a sound investment decision. Therefore, a publicly listed company
on the NASDAQ Over-the-Counter Bulletin Board has better access to raise capital, if needed, as compared to a private company, whose
stock is not publicly listed. This also provides the investor with access to the company's financial information recorded with the U.S.
Securities and Exchange Commission. These two items can help put an investor at ease when investing.

Will my company be worth more as a public company?
Yes. You will have the benefit of selling stock that is liquid, making acquisitions, selling your company outright or many
other benefits that enhance your company's value.

If I pay you your consulting fees over a period of six months how will I re-coop my money?
At the end of the contract, you will own a public company that, as a "shell" would have a value of approximately US$350,000.
You can also sell stock along the way to finance the entire project. We will show you how!

Will I raise the capital I require or the amount of my offering?
There is no guarantee that you will raise the amount of money you set out to raise. Remember, you will be doing a "self
underwriting" and thus, depending on your own effort and ability to sell your stock. However, we will be with you through
the entire process from beginning to end. We will be offering advice and suggestions that, from past experience will help you succeed.

Can GoPublicUSA.Com give legal advice?
No. Although GoPublicUSA.Com has lawyer associates, no one in the company will give legal advice to our clients. We are not
lawyers but we will refer you to a securities attorney who will render quality service at a reasonable price.

Will GoPublicUSA.Com give me accounting advice?
Yes. We will offer accounting advice as part of our service but will refer you to independent Certified Public Accountants for your
audit under the American generally accepted accounting principles (GAAP).

Will I need an audit to go public?
Yes, but only because GoPublicUSA.Com requires all clients to have a certified audit. In other words, there are other means
of "going public" without an audit. We have found it better to have an audit sooner than later.
