OTCQX Listing Requirements


The OTCQX, branded as the 'OTCQX, The Best Market,' has the most stringent listing standards of the three OTC Markets but has the best reputation and best companies.

The key benefits of getting onto the OTCQX include efficiency, cost-effective solution to NASDAQ and NYSE, reputation of high financial standards and compliance, visibility to large network of data distrbibutors and media partners to provide data to broker-dealers and investors, and better trading experience through broker or financial advisor with real-time quotes and transparent pricing.

The OTCQX listing requirements necessitates that a company meets the following:

  • A transfer agent that participates in the Transfer Agent Verified Shares Program such as Colonial Stock Transfer.
  • Comply with SEC Reporting (Exchange Act reporting standard or Regulation A), International Reporting, Bank Reporting, or OTC Alternative Reporting Guidelines as found here.
  • Audited financial statements that comply with US GAAP (for International and Alternative Reporting Companies listed on a Qualified Foreign Exchange, a valid auditing opinion) with a Balance Sheet dated within 15 months by a PCAOB auditor.
  • Have proprietary quotes by at least one Market Maker in OTC LInk ATS (companies filing Form 211 shall have 3 business days to meet this requirement)
  • Have a minimum bid price of $0.25 per share and $10 million market capitalization on each day for the first 30 consecutive calendar days preceding Application Day. (exemptions for companies submitting Form 211 applications)
  • Have on-going operations and not be a shell company.
  • Not going through bankruptcy or reorganization.
  • Have at least 50 round-lot beneficial shareholders (each owning at least 100 shares).
  • Have a freely traded Public Float of 10% or more of total outstanding shares.
  • Obtain an OTCQX Sponsor
  • For International Reporting, comply with OTCQX Rules and publish required disclosures in English, as specified in 12g3-2(b).
  • Publish Annual reports, call reports and other disclosures required by bank regulators.
  • Corporate Governance requirements:
    • Have a board of directors with 2 indpendent directors
    • Have an audit committee with the majority being independent directors
    • Conduct annual shareholder meetings and make reports available 15 days prior to the meetings.  See Colonial Stock Transfer's annual shareholder meeting services

OTCQX U.S. Standard Requirements

Initial

Ongoing

Penny Stock Rule

Meet one of the following exemptions detailed below:

Net Tangible Assets:
$5mm: Less Than 3 Years Operations
$2mm: 3+ Years Operations

OR

Revenue:
$6 million average for last 3 years

OR

Bid:
$5; and
One of the below:
Net Income: $500,000
Net Tangible Assets: $1mm
Revenues: $2mm
Total Assets: $5mm

Bid Price

$0.25

$0.10

Market Cap

$10mm

$5mm

Price Quotes by Market Makers on OTC Link ATS

1

2 (within 90 days)

Shareholders

50 beneficial shareholders each owning at least 100 shares

50 beneficial shareholders each owning at least 100 shares


OTCQX Premier Requirements

Initial

Ongoing

Penny Stock Rule

Meet one of the following exemptions detailed below:

Net Tangible Assets:
$2mm

OR

Revenue:
$6 million average for last 3 years

Bid Price

$4.00

$1.00

Stockholders Equity

$4mm

$4mm

Price Quotes by Market Makers on OTC Link

1

4 (within 90 days)

Public Float 500,000 shares 500,000 shares

Shareholders

100 beneficial shareholders each owning at least 100 shares

100 beneficial shareholders each owning at least 100 shares

Operating history

3 years

 

Must meet one of the following standards:    
Market Value Standard:    

Market Value of Public Float

$15mm $15mm

Market Capitalization

$50mm $35mm

OR

   
Net Income Standard:    

Market Value of Public Float

$1mm $1mm

Net Income

$750,000 $500,000

Market Capitalization

$10mm $5mm

OTCQX U.S. Banks Standard Requirements

Initial

Ongoing

Penny Stock Rule

Meet one of the following exemptions detailed below:

Net Tangible Assets:
$5mm: Less Than 3 Years Operations
$2mm: 3+ Years Operations

OR

Revenue:
$6 million average for last 3 years

OR

Bid:
$5; and
One of the below:
Net Income: $500,000
Net Tangible Assets: $1mm
Revenues: $2mm
Total Assets: $5mm

Bid Price

$1.00

$1.00

Total Assets $100mm $100mm

Market Cap

$10mm

$5mm

Price Quotes by Market Makers on OTC Link

1

2 (within 90 days)

Shareholders

50 beneficial shareholders each owning at least 100 shares

50 beneficial shareholders each owning at least 100 shares


OTCQX Banks Premier Requirements

Initial

Ongoing

Penny Stock Rule

Meet one of the following exemptions detailed below:

Net Tangible Assets:
$2mm

OR

Revenue:
$6 million average for last 3 years

Bid Price

$4.00

$1.00

Total Assets

$100mm

$100mm

Stockholders Equity

$4mm

$4mm

Price Quotes by Market Makers on OTC Link

1

4 (within 90 days)

Shareholders

100 beneficial shareholders each owning at least 100 shares

100 beneficial shareholders each owning at least 100 shares

Operating history

3 years

 

Must meet one of the following standards:    
Market Value Standard:    

Market Value of Public Float

$15mm $15mm

Market Capitalization

$50mm $35mm

OR

   
Net Income Standard:    
Market Value of Public Float $1mm $1mm
Net Income $750,000 $500,000

Market Capitalization

$10mm $5mm

 

Listing Fees

The application and annual fees for each of the OTC tiers are listed below:

Application Fees

OTCQX

Application Fee

$5,000

Annual Fee

$20,000

How to Apply

We can help guide you through the process on making your OTCQX listing including:

  • Helping you and advising you on how to meet requirements
  • Introduction to OTCQX sponsor, market maker, securities counsel and others as required.
  • Walking you through the application process and answering questions about how to get approved.
  • General public company consulting

Get Started with your OTCQX Listing

To get started on your OTCQX listing, please complete this form below.

OTC Transfer Agent for your OTC Listing

As a full-service transfer agency with over 30 years of industry experience, Colonial Stock Transfer can assist your firm with getting listed on the OTC Market Group's trading platform. To speak with a professional today or learn more about Colonial Stock Transfer, please contact us.