Oral Recitation Flashcards
- process of creating and managing
- about stock
- stock represent ownership ng isang individual sa isang company
Equity Management
process of registering a company’s stock for sale
Stock Registration
What are the basic requirements for primary registration of stock corporations?
- Cover sheet
- Reservation payment confirmation
- Articles of Incorporation
- By-Laws (BL)
- Treasurers affidavit (for stock)
- Joint Undertaking change Name
What is the schedule of Availability of Service?
8:00-5:00 pm (Monday to Friday without noonbreak)
Who may avail the service?
all applicants corporations thru their representatives
What are the additional requirements for registering stock?
- Endorsement/clearance from other government agencies
- Clearance from other department of the commission
- For corporations with more than 40% foreign equity: application form for registration under the foreign investments act of 1991
- Endorsement/clearance
What business activity requires clearance from other SEC department and endorsement from other government agencies?
- Investment company financing and lending companies issuers of proprietary
What are the business requiring endorsement from other government agencies?
• electric power plant/ trading of petroleum products - dept of energy
• hospital, dental, medical clinics - dept of health
Steps to avail services
companies and it’s not available to investment and development stage (such as “bank check”) companies. Anyone using this exemption must also create an offering circular, similar to the one that would be requiring for a registered offering
Securities can only be sold under this to an accredited investor. An accredited investor is one whom the issuing company reasonably believes falls within any of these categories at the time if the securities sale:
1. A bank broker dealer, insurance company, investment company or employee benefit plan
2. A director, executive officer, or general partner of the issuing company
3. A person whose individual net worth (or joint worth with a spouse) exceeds 1 million dollars
Regulation D Exemption
- the policies described below apply to a company’s use of the regulation A or D exemptions
- All unregistered securities issued by the company must carry a restrictive legend, specifying that they cannot be traded.
Equity Policies
determine a sufficient number of authorized and unused shares available for distribution by comparing the authorized number of shares listed in the articles of Incorporation to the share total reported by the company’s stock transfer agent
Verify available authorized shares
the board minutes should reflect the approval of a stock offering that includes the minimum and maximum allowed amounts of funding and the approximate terms of the offering
Verify Board Authorization
the SEC can and will reject any registration documents if information is not presented exactly in accordance with its instructions
Have due diligence officer review all sec filings
the treasurer authorizes the issuance of shares to new investors by completing a form letter to the company’s stock transfer agent.
Verify contents of security authorization letter
process of choosing and selecting and managing investments to meet specific goals of the company, while considering factors like risk and return
Investment Management
a group of people with great entrepreneurial potential. Also, a team with passion for and committed to the new business idea
Management Team
Must have a strategy to capture a significant market share or revenue
Market Opportunity
funds must be used to accelerate the company’s achievement or key milestones that increase the company’s value
Use of proceeds
must have a plan to generate significant profits beyond the initial product idea
Growth Potential
must have some proprietary features that distinguish the company from potential customers
Competitive Advantage
includes significant executive experience in a variety of fields. A company should atleast be composed of a pool of professionals in allied fields
Strategic Fit
invest in first of a kind new ideas, rather than incremental enhancements to common products and services
Technology
must show that specific steps of operational strategy that will take to achieve the exit
Exit Strategy
- refers to a financial instrument that represents a promised future payment from a bank
- short-term instruments that generally come with a maturity between 30 days and 180 days
Banker’s Acceptance
it tends to have minimal risk of loss(or gain) on the principal amount of an investment since it has low risk interest rates that will change in short time period left before the maturity date of the bond
Bonds near maturity dates
type of savings account that pays a fixed interest rate on money held for an agreed upon period of time
Certificate of Deposit
- a common form of unsecured short term debt issued by a corporation
- most commercial paper matures in 30 days or less and rarely matures greater than 270 days
Commercial Paper