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SB2 Filing Package
Alternatives to Selling

Due Diligence List

Negotiating and Closing

Capitalization Process and Model

Management Discussion and Analysis

Investor and Shareholder Protection

10-KSB Development Questionnaire

Independent Director

Sarbanes-Oxley Act

Asset Protection

D&O Insurance

The Sarbanes-Oxley Act: Code of Ethics and Audit Committee Requirements


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Preparing to Operate in “Stealth” Mode
To operate with stealth means maintaining a low profile – giving no signal as to what your company i...
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Requiring Small Businesses to Expense Stock Options
When large corporate scandals such as Enron and WorldCom were publicized in 2001, a great deal of ne...
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$29.95 Add to Cart

The Sarbanes-Oxley Act: Code of Ethics and Audit Committee Requirements
Within the Sarbanes-Oxley Act (the “Act”) of 2002, Sections 406 and 407 lay out new requirements reg...
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The Affordable IPO Alternative
"Going Public doesn't have to mean Going Broke."
Smaller businesses w...
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Making Your Company SOXable: High-Impact Opportunities for Small Cap Companies
You may not have to comply with Sarbanes-Oxley yet, but it is on the horizon. There are many reason...
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Negotiating and Closing
Negotiation and closing are critical business skills, and central to the SB-2 process - yet, many o...
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Interest on Stock Certificates
This brief but significant white paper of three pages covers a relatively new aspect of the money ma...
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The 'Hows' and 'Whys' of Structuring M&A Transactions
After countless hours of mulling through financial statements and bargaining for every penny your bu...
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Deregistration: Form 15
Notwithstanding the increased liability to officers under recent legislation, companies may elect to...
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Board of Directors Analysis
The NASD will implement new Rules in the next year which will require outside board membership in or...
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The Sarbanes-Oxley Act: Executive Responsibility
In July 2002, President Bush signed the Sarbanes-Oxley Act into law. Due in large part to unethica...
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Equity Research Efficiency
Quality analyst coverage gives investors detailed information about a company and builds their confi...
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How Can My Company Trade on the US Markets?
The United States Securities and Exchange Commission (SEC) imposes a significantly reduced regulator...
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OTCBB: A Great 20f Destination
As good a fit as the OTCBB is for development stage companies, many issuers wonder why the technique...
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Sarbanes-Oxley Act
Included in this three-page white paper are some HIGHLIGHTS OF THE SARBANES-OXLEY ACT OF 2002 which ...
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Hart Scott Changes Impact FPIs
The Federal Trade Commission has recently changed the exemption rules for foreign issuers. The rule...
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Sarbanes-Oxley and Antifraud: Does Section 404 Help Small Companies?
The deadline for Sarbanes-Oxley compliance is approaching small businesses rapidly. While it looks l...
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The Affordable IPO Alternative
"Going Public doesn't have to mean Going Broke."
Smaller businesses w...
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Policies: Preparing for the “fillet”
Often just like defendants, much less victims in many cases, aren’t quite ready for the character an...
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Analysis of Financial Statements
As a business owner or shareholder you constantly evaluate your firm's financials to determine the o...
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The Importance of Compliance for SBIs
The impact of non-compliance is profound. While many small issuers can operate with inconsistent co...
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Convertible Promissory Note
If your firm is involved in a situation requiring a Note Purchase Agreement, do you know the standar...
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Getting Prepared for the Emotional Rollercoaster of Going Public
Much has been written on the legal and technical side of going public. This paper does not intend t...
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A Chancery Court for Nevada: Definition, Costs, and Benefits
The paper defines how a chancery court differs from a common law court and from business courts, and...
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Auditor and Director Independence per the Sarbanes-Oxley Act
As a result of increasing accounting and auditing fraud, the SEC has stated that the current supervi...
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Maximizing the Price When Selling a Company
The art of negotiation plays a pivotal role in buying or selling a business. Differences of opinion...
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Advisory Team
You've devoted countless hours, untold amounts of energy, and a great deal of money to building and ...
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Deregistration: Form 15
Notwithstanding the increased liability to officers under recent legislation, companies may elect to...
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Fairness Opinion or Valuation: Does one size fit all
During the last decade, there was an overall increase in the number of transactions including merger...
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Pitching a VC
This white paper will lay the foundation for entrepreneurs and small and medium companies with to di...
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Valuation Techniques
If you're trying to grow your company, you're facing a lot of questions about your company's value. ...
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Reverse Mergers: Pitfalls and Alternatives
Many middle-market businesses ($1 million-$25 million) have used reverse mergers as a perceived low-...
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Sarbanes-Oxley Act
Included in this three-page white paper are some HIGHLIGHTS OF THE SARBANES-OXLEY ACT OF 2002 which ...
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Rule 13D
Rules governing Filing of Particular Schedules relevant to beneficial ownership....
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Good Reasons to Sell a Great Company
Given the ever changing dynamics in a global economy, and daunting industry trends, some owners are ...
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Bridge Over Troubled Water: The in’s and out’s of Bridge Loans
Bridge financing often is perceived to be a viaduct to victory valley when in fact it’s a direct rou...
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SOX 404: A Primer
You have probably heard a lot about The Sarbanes-Oxley Act, legislation passed in 2002 to strengthen...
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$39.95 Add to Cart

Requiring Small Businesses to Expense Stock Options
When large corporate scandals such as Enron and WorldCom were publicized in 2001, a great deal of ne...
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Certification Rule 302
With the passage of the Sarbanes-Oxley Act (the “Act”) came many rules and revisions to rules that w...
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Job Ain’t Over Til The Paperwork is Done
Every company leaves a paper trail. It’s either a happy trail leading to a land filled with milk an...
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Equity Buy-Backs
Buy-back is a term which may not be clear to small company management or shareholders of significan...
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Avoiding Business Plan Mistakes
Dear Entrepreneur, Are you playing the funding game with prospective investors? Then you know th...
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Marshalling the Forces: The Lineup Card
A quarterback loses efficacy if he’s surrounded by butter fingered receivers. So also a company ca...
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SOX 404 and the Small Company: Working with the COSO Framework
Sarbanes-Oxley Section 404 requires the development of an accounting control framework for the purpo...
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Separation & Release
As a business owner or Human Resources Manager, you have decided to make some personnel changes. How...
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SOX 301 & OTC Stocks: A Look at SOX for Small Businesses
Section 301 of the Sarbanes-Oxley Act of 2002 addresses the board of directors’ audit committee spec...
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Preferred Stock
In the quest for understanding the value of corporate USA, the journey to determine value will event...
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Business Plan Development Guide
Are you playing the funding game with prospective investors? Then you know the routine: Presentatio...
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$59.95 Add to Cart

Note Purchase Agreement
If you are selling your company or contemplating buying all or a piece of another, the 11-page ample...
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$9.95 Add to Cart

Business Plan Development Guide
Are you playing the funding game with prospective investors? Then you know the routine: Presentatio...
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$59.95 Add to Cart

Fairness Opinion or Valuation: Does one size fit all
During the last decade, there was an overall increase in the number of transactions including merger...
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$9.95 Add to Cart

Independent Director
This paper provides information on topics which are of interest and importance to non-executive dire...
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8 Tips To Speed the Process of Going Public
You’ve decided to take the plunge and take your company public! You call your lawyer, talk to a coup...
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The Spin Zone
Spin-offs occur very frequently for a reason. They can unlock substantial value for shareholders of ...
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Market Makers
Market Makers are keenly aware that their firm uses its own capital, research, retail and/or systems...
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Employee Benefits - Stock Options & Incentive Plans
Equity compensa-tion (e.g., stock options) allows companies to leverage powerful financial incentive...
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The Pink Sheets
The Pink Sheets is an Electronic Quotation Service (“EQS”) whose origins go back almost one hundred ...
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S-8 Incentive Compensation
Small public companies need to conserve cash to fuel their growth; they tend to avoid compensation p...
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10b5 Plan
Insider trading prohibitions restrict executives and other insiders of public companies from trading...
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Regulation S
Reg. S is a complex set of regulations and should only be used when advised by counsel with signific...
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Reverse Split
Many companies trading on the OTCBB or Pink Sheets have used reverse stock splits. This financial st...
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$89.95 Add to Cart

Rule 144A: The Basics
Rule 144A provides a practical alternative for foreign companies desiring to raise capital in the US...
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$29.95 Add to Cart

SOX 404: A Primer
You have probably heard a lot about The Sarbanes-Oxley Act, legislation passed in 2002 to strengthen...
Full Details »

$39.95 Add to Cart

Note Purchase Agreement
If you are selling your company or contemplating buying all or a piece of another, the 11-page ample...
Full Details »

$9.95 Add to Cart

Sarbanes-Oxley: A Brush Stroke
With the passage of the Sarbanes-Oxley Act of 2002, the landscape for public companies as well as ac...
Full Details »

$9.95 Add to Cart

Auditor and Director Independence per the Sarbanes-Oxley Act
As a result of increasing accounting and auditing fraud, the SEC has stated that the current supervi...
Full Details »

$9.95 Add to Cart

8 Tips To Speed the Process of Going Public
You’ve decided to take the plunge and take your company public! You call your lawyer, talk to a coup...
Full Details »

$29.95 Add to Cart

The OTCBB – What it is, How it Works, and Why you Should be on it
What is the Over-the-Counter Bulletin Board?
The Over-the-Counter Bulletin Board (OTCBB)...
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$19.95 Add to Cart





 CAPITAL MARKETS
   Pink Sheets
   OTCBB

 BASIC BUSINESS SAVVY
   Advanced Financial Topics

 GOING PUBLIC
   Steps in the Process
   Requirements of Public Companies
   Tools & Templates
   Specialists

 REPORTING & COMPLIANCE
   Staying in SEC Compliance
   New Sarbanes-Oxley Regulations
   Structuring Your Company
   Tools & Templates

 GETTING FUNDING
   Preparing Your Business
   Finding Investors
   Pitching Investors

 FOREIGN COMPANIES
   Taking a Foreign Company Public

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