Wednesday, October 30, 2019
Yojimbo supplies Essay Example | Topics and Well Written Essays - 4000 words
Yojimbo supplies - Essay Example d their associated products; a list of sales staff, their supervisors and their current associated order values; and a list of customers and their current live orders. For purchasing, the Yojimbo Supplies Ltd (Miss Phillipa Howey, The Purchasing Head) wants to store all the details of suppliers and setting up purchase orders along with a list of all the live orders and their associated products; a list of all live orders and their associated suppliers; and a list of all food products with a stock level near to minimum stock level (re-order level.). Customers: The receiving end of the Yojimbo Supplies Ltd are public and trade outlets, general shops and individual and business customers. At presently they places and receives order manually on paper and after implementation of Information system, they will be able to place and track their order online. Actors: The actors are the staffs (sales & purchasing) of the Yojimbo Supplies Ltd, and all types of customers who place order. Implementation of Information system will make tracking of sales-orders/purchase-orders easier for both staffs and customers. Because of this staff can efficiently do their job and customers can easily place and track their orders. Transformations: Two types of process; sale-order processing and purchase-order processing are performed at presently. At presently, customer place order, which is processed by sales staff and delivered. In addition, purchasing department raise purchase order and send it to supplier for receiving of orders at stock. World View: At presently, the Yojimbo Supplies Ltd has no information system for sales-order processing and purchasing. In addition, there is no suitable existing off-the-self software available in market that will suit the need of the Yojimbo Supplies Ltd. This analysis will be able to propose a suitable Information system that can suit the need of the Yojimbo Supplies Ltd. Owner: There are two types of process; sales and purchasing, which are
Monday, October 28, 2019
ââ¬ËA Midsummer Nightââ¬â¢s Dreamââ¬â¢ by William Shakespeare Essay Example for Free
ââ¬ËA Midsummer Nightââ¬â¢s Dreamââ¬â¢ by William Shakespeare Essay ââ¬ËA Midsummer Nightââ¬â¢s Dreamââ¬â¢ is a romantic comedy and one of Shakespeareââ¬â¢s most popular plays or stories. The main characters of this story are Oberon, Titania, Hermia, Lysander, Demetrius and Helena. This story deals with marriage, family, elope and comedy. Hermia elopes with her lover Lysander to get married and Demetrius who loves Hermia follows them into while Helena, Hermiaââ¬â¢s friend and Demetriusââ¬â¢ lover, follows Demetrius into the forest. Meanwhile, Oberon and Titania, king and queen of the fairies in the forest, have an argument which causes tension between them. Is the forest a magical place? Yes, it is because all the characters in the forest reconcile. The story starts off with Egeus, father of Hermia, reporting to Theseus, King of Athens at that time, that his daughter refused to obey him when he commanded his daughter to marry Demetrius, a man of a noble Athenian family. There was a strict law in the city of Athens that if a daughter refused to marry the man her father had chosen, she would be put to death. Hermia had not loved Demetrius but she loved another Athenian, Lysander. She also didnââ¬â¢t want to marry him because her best friend, Helena, loved Demetrius and she wanted to stay loyal. Theseus could not alter the laws the rules of his country so he could only give Hermia four days to reconsider her decision or else she would be put to death. Lysander was informed about this and proposed to Hermia that they should elope to his auntââ¬â¢s house outside of Athens, where the laws were not applied. Demetrius heard of this and thus, he followed them into the forest. Helena was afraid of losing Demetrius forever so therefore she followed him into the forest. Demetrius reproached Helena for following him but Helena tried to remind him of his former love and true faith to her. Demetrius, after saying many cruel things to Helena, abandoned her while Helena still raced after him. Oberon and Titania are the King and Queen of the Fairies respectively. They were having a disagreement when Titania refused to give Oberon a changeling boy. Titania dotes over this child which makes Oberon jealous. Oberon wants to make the boy part of his entourage. Titania refuses to give the boy up, hence the conflict. They lived in the magical forest. Oberon had a counsellor, Puck. Oberon observed the conflict between Demetrius and Helena. Oberon was always friendly to true lovers and felt sorry for Helena. He reported this to Puckà and commanded him to use a piece of the purple flower, which has a ââ¬Ëlove-juiceââ¬â¢, and use it on Demetrius to make him fall in love with Helena. Oberon described him as wearing Athenian clothes. Puck found a man in Athenian clothes but it turned out be Lysander who was sleeping next to Hermia. Puck poured the love-juice into his eyes and the first person he saw he would fall in love with. The next morning, Helena would find Hermia and Lysander. When Lysander woke up, he saw Helena in front of him and immediately fell in love with her. Helena was confused and then she became angry with Lysander. She thought that he was pulling a sick prank on her. Oberon and Puck soon realized what happened. Oberon scolded Puck and Puck found Demetrius asleep. Puck applied the love-juice to his eyes and when Demetrius woke up, he first saw Helena and became in love with her. Ironically, what had first started out as Lysander and Demetrius chasing Hermia with Helena left behind, now had turned into Lysander and Demetrius chasing Helena with Hermia left behind. Helena outraged, thinking it was a prank, got herself into a war of words with Hermia. Oberon and Puck observed the chaos he caused and immediately attempted to fix it. Puck wearied them out by getting them lost and removed the charm from the eyes of Lysander with an antidote to reverse the effects and forget his new love for Helena. After, everything was back to normal Hermia was with Lysander and Helena was with Demetrius. Meanwhile, Oberon, longing for the changeling boy, had poured some love-juice on Titania to make her give it up. When Oberon had returned, he found a clown sleeping next to her. He put a donkeyââ¬â¢s head on him and Titania fell in love with the clown. Oberon seized the chance and demanded the changeling boy which she unwillingly accepted. Soon, Oberon had poured some juices of another flower and had brought her back to her senses. She immediately loathed the sight of the monster. All the couples in this story reconciled. Egeus understood Demetrius not wanting to marry his daughter but Helena and Egeus accepted the marriage between Lysander and Hermia. The forest is truly a magical place because what had started as elope, disagreements and hatred turned out be union, harmony and love.
Saturday, October 26, 2019
Pheromones Essay examples -- essays research papers
Pheromones Do you often wonder what makes someone attracted to you or what makes you attracted to that other person? Sometimes you can look at the person and not even be attracted to their looks, but you feel compelled to talk to them or just contact them in any form. These urges could be induced by a compound group most commonly called "Pheromones." Pheromones{fair'-uh-mohn} (from the Greek pher, "to carry" and horman "to stimulate") are chemicals released by organisms into the environment, where they serve as signals or messages to alter behavior in other organisms of the same species. Pheromones are a class of compounds that insects and animals produce to attract members of their own species. These compounds are secreted by the body in very small amounts but are never-the-less effective in producing instinctive behavior when detected by the nose. In insects and animals, most sexual and social behavior is controlled by pheromones. Humans have used perfumes for thousands of years, but there is a basic difference between perfume and pheromones. Pheromones are produced by the body and usually do not smell at all pleasant, whereas perfumes are either synthesized or extracted from natural products and are employed because of their pleasant smell. Scientific research suggests that there are human pheromones for both the male a...
Thursday, October 24, 2019
Justice in the Mythic and Philosophical Traditions of Ancient Greece and India :: Philosophy Philosophical Essays
Justice in the Mythic and Philosophical Traditions of Ancient Greece and India ABSTRACT: I examine the role of Justice as it emerges in the early mythic and philosophical traditions of ancient Greece and India. Specifically, I focus on the Goddess Justice and her relationship to the Great Mother as the divine creator and final judge of all reality. I begin by tracing out the historical parallels in the development of ancient Greek and Indian conceptions of Justice and end by working out their philosophical similarities. After giving an historical account of the earlier Greek matriarchal religions, I show how Justice becomes transformed from a living force, alive and divine, to a philosophical concept and, finally, to a mere social function within the polis. I focus on the pre-Socratic notion of Justice as a cosmological and ontological necessity, inherent not simply within human affairs, but within the structure of the universe itself, as Nature. Here, I draw out further comparative points between the ancient Greek and Indian conceptions by discussing the Vedic and early Buddhist notion of Justice as dharma/karma, as a living-ethical Force inherent in the structure and creation of the universe. I also examine how in the Eastern schools of Non-dualism, Maya is understood as the "Mother of all Life energy." In all of this, special attention is given to the nature of Justice as the embodiment of the Great Mother manifested as creative energy and as the discerner and judge of all Being. The purpose of this presentation is to examine the role of justice as it emerges in the early mythic and philosophical traditions of ancient Greece and India. Specifically, my paper will focus on the relationship of justice to the Great Mother as the Divine Creatrix and final judge of all Reality. It is my thesis that there were really two notions of justice which began to emerge in the ancient world. The older view (the one that we have almost forgotten) was rooted in the early Goddess religions where Justice was seen as the avenging/mediating force of the Great Mother. The other view developed later in the dominant patriarchal Aryan culture of norms and laws, and provides the basis for our modern day conception of justice as an abstract principle. Before commenting on these various images of justice, it might be helpful to outline its emergence and subsequent transformations. The notion of justice as a dynamic, cosmic principle, alive and divine, and manifest in nature is part of the great mythical and historical heritage of both ancient Greece and India. Justice in the Mythic and Philosophical Traditions of Ancient Greece and India :: Philosophy Philosophical Essays Justice in the Mythic and Philosophical Traditions of Ancient Greece and India ABSTRACT: I examine the role of Justice as it emerges in the early mythic and philosophical traditions of ancient Greece and India. Specifically, I focus on the Goddess Justice and her relationship to the Great Mother as the divine creator and final judge of all reality. I begin by tracing out the historical parallels in the development of ancient Greek and Indian conceptions of Justice and end by working out their philosophical similarities. After giving an historical account of the earlier Greek matriarchal religions, I show how Justice becomes transformed from a living force, alive and divine, to a philosophical concept and, finally, to a mere social function within the polis. I focus on the pre-Socratic notion of Justice as a cosmological and ontological necessity, inherent not simply within human affairs, but within the structure of the universe itself, as Nature. Here, I draw out further comparative points between the ancient Greek and Indian conceptions by discussing the Vedic and early Buddhist notion of Justice as dharma/karma, as a living-ethical Force inherent in the structure and creation of the universe. I also examine how in the Eastern schools of Non-dualism, Maya is understood as the "Mother of all Life energy." In all of this, special attention is given to the nature of Justice as the embodiment of the Great Mother manifested as creative energy and as the discerner and judge of all Being. The purpose of this presentation is to examine the role of justice as it emerges in the early mythic and philosophical traditions of ancient Greece and India. Specifically, my paper will focus on the relationship of justice to the Great Mother as the Divine Creatrix and final judge of all Reality. It is my thesis that there were really two notions of justice which began to emerge in the ancient world. The older view (the one that we have almost forgotten) was rooted in the early Goddess religions where Justice was seen as the avenging/mediating force of the Great Mother. The other view developed later in the dominant patriarchal Aryan culture of norms and laws, and provides the basis for our modern day conception of justice as an abstract principle. Before commenting on these various images of justice, it might be helpful to outline its emergence and subsequent transformations. The notion of justice as a dynamic, cosmic principle, alive and divine, and manifest in nature is part of the great mythical and historical heritage of both ancient Greece and India.
Wednesday, October 23, 2019
Pros and Cons of Minimum Wage
Pros 1. Reduced poverty The minimum wage can improve the living standard of low-income workers, which ultimately reduce poverty. According to the International Labor Office (2005), reducing poverty and working poverty requires both productivity growth and employment creation. The World Development Report 2004-05 also stated that there is strong empirical evidence that creating decent employment opportunities is the best way to take people out of poverty. As a result, the wealth gap between the rich and the poor can be narrowed.The Keynesian argument for minimum wages ââ¬â this suggests that lower-income workers have a high propensity to consume, and that with the extra disposable income from minimum wage, they will spend a high portion the sum which will be injected back into the circular flow of income. In regions and localities where average incomes are low, a higher minimum pay rate can boost total demand for goods and services and create a positive multiplier effect ââ¬â but much depends on the effect of a pay floor on how many people remain in work. . Reduced government spending on social welfare Since workers are being paid more per hour, their increased purchasing power enable them to meet pay for their basic needs on their own, without relying on government ââ¬Å"top-upâ⬠welfare benefits. Therefore, this can greatly reduce the government expenditure on the social welfare, and the spending can be used in other ways, such as education and medication. Cons 1. Reduced employment of the less-skilled workersImplementation of minimum wage can reduce the employment of the less-skilled workers (Neumark & Wascher, 2008). According to The Wall Street Journal (2009), Economists for the Federal Reserve reviewed over 100 academic studies on the impact of the minimum wage and found overwhelming evidence that lower skilled and young workers have increased rates of unemployment when there is a higher minimum wage. These workers are laid off as their emplo yer finds that the employeeââ¬â¢s labor is not worth the required age, but additionally employers are filling these jobs with higher skilled labor (Garfield, 1996). Additionally, many others pointed out the importance of the entry level jobs and observed that the loss of these jobs would have a negative impact on the development of a good work ethic in young workers (Irvin, 2009). 2. Shift the cost to consumers The increase in the minimum wage has caused many of these small businesses to raise their prices just to cover costs (Messerli, 2009).As labour is a factor of production, an increase in the average cost of labour will push up the unit cost of products. With the persistent increase in the general price level, there will be at a risk of inflation. 3. Difficult for small businesses to survive in the market Some small businesses may find it difficult to survive in the economy because they cannot afford to pay the minimum wage stipulated by the law. It obstructs their chances o f growth and thereby hampers the economic growth in the larger context.Though some of these companies would charge higher to the consumers, consumers may eventually decide that the high prices cannot be justified and the small business is forced to close (Messerli, 2009). 4. Shadow labour markets may develop Due to the surplus of labour, more people are willing to work at the minimum price than employers are willing to hire, and it is likely that workers will try to sell their services at illegally low prices. These workers are often, especially in America, illegal immigrants who are hired in favour of tax paying citizens.This will cause a decrease in tax revenue as more workers are not reporting their incomes, and an increase in the amount of unemployment benefits the government will have to pay out. The minimum wage benefits those who are employed at it and disadvantages those who loose out on potential employment because of employers hiring from a shadow labour market. The effect of minimum wages on unemployment will depend on the elasticity of demand for labour. If the demand for labour is inelastic, the introduction f minimum wages will only increase unemployment a little. Job losses may simply be due to the increase in labour cost which would result in a lower demand for labour. **** 5. Distortion to the free market Minimum wages are a barrier to the free market. If the minimum wage is set above the market clearing price, it will result in rising unemployment. Some firms will judge the opportunity cost of hiring an extra employee too high and this may prevent some workers from finding jobs who otherwise would normally find it.In a totally free market, they may be willing to accept lower wages. However, even if the artificial barrier were not present, the action of trade unions would greatly limit the wage reduction that workers would tolerate. Rather than have the entirety of the workers in a union take a pay cut, it is more likely that some will be fire d and the rest will continue work at the same wage rate. This means that even in a free market, the offer of lower wages can result in unemployment due to the effect of sticky wages.Equally, in some cases, when wages drop too low, people are willing to forgo employment. This is because the benefits of being employed are hardly greater than the unemployment benefits they would receive otherwise. This is known as the unemployment trap and its result is that even in a free market, if the equilibrium price is too low, unemployment will rise. For the two aforementioned reasons it is impossible to say that the imposition of a minimum wage will definitely cause higher unemployment than if wages were left to the invisible hand of the free market.Reference: Garfield, R. , (1996). ââ¬Å"The Case Against a Higher Minimum Wageâ⬠. Retrieved March 9, 2012, from http://www. house. gov/jec/cost-gov/regs/minimum/against/against. htm International Labour Office (2005). World employment report 2 004-05: employment, productivity and poverty reduction. , p. p. 31. Irvin, M. , (2009). ââ¬Å"Minimum Wage Increase Pleases Workers, But Employers Not So Happyâ⬠. Retrieved March 8, 2012, from http://blog. al. com/live/2009/07/minimum_wage_increase_pleases. html Messerli, J. (2009). ââ¬Å"Should the Minimum Wage be Abolished (i. e. Reduced to $0. 00)? â⬠. Retrieved March 9, 2012, from http://www. balancedpolitics. org/minimum_wage. htm Neumark, David (Editor); Wascher, William L. (Editor). Minimum Wages. Cambridge, MA, USA: MIT Press, 2008. p. 104-105, 189-190, 258-259. The Wall Street Journal, (2009, October). ââ¬Å"The Young and the Joblessâ⬠, The Wall Street Journal, at A12. Retrieved March 12, 2012, from http://online. wsj. com/article/SB10001424052970203440104574402820278669840. html
Tuesday, October 22, 2019
the boisphere essays
the boisphere essays The biosphere is part of the earth in which life exists. It is 20 km thick from the bottom of the ocean to the lower atmosphere. It consists of three layers: the lithosphere, which is the land on the surface of the earth; the hydrosphere, which comprises of the water on the earth as well as water vapor in the air; and the atmosphere, which is made up of the air that surrounds the earth. The living organisms in the biosphere interact and affect each other in many ways. This is called a biotic factor. Similarly, there are nons of abiotic factors are air, temperature, water, soil, light, and minerals. In a biosphere, organisms live in special groupings. For instance, a population consists of all individuals of a species living in a general area. A community is a population located in a certain area living among different species. An ecosystem is yet a larger conglomeration of a population, a community, and abiotic factors. Ecosystems can be aquatic or terrestrial. The earth's aquatic ecosystem makes up about 75% of the earth's surface. This aquatic environment is divided into marine and freshwater environments. The earth's terrestrial ecosystem is mainly made up of forests and deserts, which make up for 25% of the earth's surface. The role or function of an organism in a community is that organism's niche. An organism's niche is an area picked by that organism based on physical factors such as temperature, light, oxygen and carbon dioxide content and biological factors such as food, competition for resources and predators. This niche provides the organism a place to live in. A habitat remains consistent with an organism's niche as well as provides the organism with a place to reproduce. In this case, organisms may have the same habitat, but different niches. ...
Monday, October 21, 2019
Homeland Security Presidential Directive 12 Cost Justification and Benefits
Homeland Security Presidential Directive 12 Cost Justification and Benefits Free Online Research Papers Homeland Security Presidential Directive 12 Cost Justification and Benefits Information Technology Essays The problem with todayââ¬â¢s authentication is the ability to electronically prove and provide confidence in a personââ¬â¢s identity. Authentication focuses on confirming an individualââ¬â¢s identity based on reliable credentials. Homeland Security Presidential Directive 12 (HSPD) was created to solve this problem and provide better identity management security at federal agencies. The HSPD 12 directive requires the development and agency implementation of a mandatory, government-wide standard for secure and reliable forms of identification for Federal employees and contractors. This directive signed by President Bush in August 2004 established an official federal government policy for the issuance of a common identity verification standard. The purpose of this paper is to discuss how agencies justify the costs involved in complying with the HSPD 12 mandate, what benefits agencies expect in return for their investment, and the risks associated with identity management. The National Institute of Standards and Technology (NIST) determined that secure and reliable forms of identification need to be both physical and logical for entry into federal buildings and technology data centers. NIST decided the standard would include the use of smart cards with embedded biometric fingerprints, and public key infrastructure (PKI) that links an individual to a specified public key for electronic signing (See Appendix A). NIST created the Federal Information Processing Standard Publication 201 (FIPS 201) and Personal Identity Verification (PIV). According to NIST, the FIPS 201 includes two parts called PIV I and PIV II, and states the following (See Appendix B): The requirements in PIV I support the control objectives and security requirements described in FIPS 201, including the standard background investigation required for all Federal employees and long-term contractors. The standards in PIV II support the technical interoperability requirements described in HSPD-12. PIV II specifies standards for implementing identity credentials on integrated circuit cards (i.e., smart cards) for use in a Federal system. FIPS 201 requires agencies to: 1. Establish roles to facilitate identity proofing, information capture and storage, and card issuance and maintenance. 2. Develop and implement a physical security and information security infrastructure to support these new credentials. 3. Establish processes to support the implementation of a PIV program. (GSA, 2005a) The notion behind these standards is to provide enhanced security at Federal facilities and information systems. Cost Justifications: One way an agency can justify the cost of identity management is the fact that it enhances security by safeguarding access to buildings, secure areas, and electronic systems. Conventional authentication can be easily forged, stolen or altered to gain unauthorized access. This type of security breach can lead to identity theft that has the potential to cost individuals and agencies large financial losses. The Federal Trade Commission in 2004 conducted 4,057 interviews with individuals who incurred losses associated with identification theft and estimated the costs to them. The loss estimates were compiled from the data gathered from the interviews and was said to cost nearly $10,200 per incident and $33 billion total for agencies, businesses and financial institutions. The frequency of these incidents indicates a growing problem of theft and loss. Examples of compromised records include 1.4 million credit card numbers from DSW Shoe Warehouse, 200,000 client files from Ameritrade, reco rds for 30,000 students and staff at George Mason University, 59,000 student records at a California University, Bank of America tapes with information on 1.2 million government employees, University of California laptop stolen with 100,000 identities, 280,000 possible victims at LexisNexis, 145,000 social security numbers at ChoicePoint, (FTC, 2003) and most recently the social security numbers of 26.5 million veterans. The use of smart cards developed pursuant to the NIST PIV II standard would provide enhanced security authentication. What a smart card offers is a plastic device about the size of a credit card that contains an embedded hardware computer chip that is separate from the computer. (See Appendix C). If a compromised computer is infected, the smartcard itself would not be affected. Smart cards operate in their own separate space, which make them less susceptible to being compromised, thus making them a more robust method for authentication as well. A second way government agencies can justify the cost associated with smart cards is that they provide the hardening of logical security. This could prevent thieves from unauthorized access and help address the concerns associated with identity theft. The unique advantage that smart cards have over traditional cards with simpler technologies like magnetic stripes or bar codes is that they can exchange data with other systems and process information. (See Appendix D). Older card versions were static and could not exchange data. By securely exchanging information, a smart card can help authenticate the identity of the individual possessing the card in a far more thorough way than is possible with traditional identification cards. A smart cardââ¬â¢s processing power also allows it to exchange and update many other kinds of information with a variety of external systems, which can facilitate applications such as financial transactions or other services that involve electronic record- keeping. (GSA, 2005b) This enhanced security reduces the risk of identity theft and financial losses. A third way government agencies could justify the costs associated with smart cards would be through enhanced security for remote authentication. (See Appendix E) Most agencies have developed systems to allow remote access even though it provides an alternative method for non employees to gain access. Normally, controlled computer environments like those found at federal agencies, banks, financial institutions and physical stores have security measures in place to stop malicious behaviors. This is not always the case when people work at home using their own computers. These computers are usually directly connected to the internet and are outside controlled settings. Because of this, the potential risks are significant when data is left unprotected. Using PKI public key cryptography can help solve the problem with unprotected data. This encryption technology stores a personââ¬â¢s digital certificate and has the ability to thwart thefts by safeguarding identities. Many agencies have looked at smart cards and the PKI model to include key management. When a certificate is created, there is a multistage process involved. Typically, for authentication and digital signature key pairs, the keys are generated locally on the smart card. The private key never leaves the smart card, while the public key is exported for inclusion in a certificate request. There are four key components for PKI to be successful: 1. Registration/Enrollment: To create a digital certificate, PKI systems require a secure process for verifying the persons identity. PKI products supported multiple methods of making sure that applicants for certificates were legitimate and actually were who they were claiming to be. The same secure registration process is needed for granting access to customer identity information. 2. Repository: PKI required both a trustable public repository for public keys and a secure repository for backup of private keys. Protecting stored identity information requires a secure repository, as well. 3. Revocation: For digital certificates to be meaningful, a process was needed to inform those relying on certificates that a certificate had expired, had been revoked or was, for whatever reason, no longer valid. Revoking access to customer identity information when that access no longer has business justification is a critical requirement. 4. Reliability: PKI systems included mechanisms for archiving and backing up encryption keys, had guidelines for protecting the PKI infrastructure, and had auditable mechanisms (defined in certification practice statements) for defining the security processes that would be employed to maintain the trust of the entire PKI. Systems that handle sensitive identity information should have standard formats for documenting similar assurances. (Pescatore, 2005a) Using the public key infrastructure (PKI) components described above has the ability to save government agencies time and money by mitigating the risks associated with identity theft. (See Appendix F) The recent incident involving the Department of Veterans Affairs (VA) that compromised the identities of up to 26.5 million veterans and some spouses provides plenty of justification of the cost for better identity management security. Gartner research evaluated costs related to identity thefts similar to the ones being publicly announced. They estimated that data breaches will cost companies 50 percent more than data protection will. Gartner states the following: A company with at least 100,000 accounts to protect can spend, in the first year, as little as $6 per customer account for just data encryption or as much as $16 per customer account for data encryption, host-based intrusion prevention and strong security audits combined. These unit costs will be reduced drastically if these strategies are applied to protecting millions of customer accounts. This compares with an expenditure of at least $90 per customer account when data is compromised or exposed during a breach. Likewise, these costs may escalate dramatically if proposed legislation mandating fines up to $11,000 per exposed and damaged customer account is imposed. (Pescatore, 2005b) According to Gartner research, nearly all data theft attacks could have been prevented if the sensitive data was encrypted and the encryption keys were properly protected. For large environments such as government agencies with over 100,000 records to safeguard, Gartner estimates the costs associated with equipment, integration and maintenance to be about $6 per person in the first year. The estimates of using PKI encryption would decrease each year and cost approximately $1 per account per year in recurring costs. Gartner researchââ¬â¢s evaluations show there are significant losses associated with not protecting data. Their cost estimates for data encryption show a cost savings in comparison, and should help agencies decide whether to move forward with this technology. Benefits: One of the benefits of this technology is the ability to consolidate personal identity requirements. Consolidating logical and physical security controls into a single, card connected system has the potential to save money and reduce security costs by 40 to 60 percent over traditional approaches, while enabling an agency to control a greater percentage of its access points. A single system eliminates the costs of installing and wiring traditional access points. It also reduces the considerable expense of traditional architectures and system for access control at remote locations. These savings would allow agencies to expand the number of locations and systems that are electronically secured. Agencies can also benefit from using a single interface to control both wired and card-connected access points. This would allow administrators to manage a large number of users and locations more efficiently. Each smart card credential securely carries the roles and privileges of the individual from wired to standalone access points, creating a card-connected environment. The benefit is realized when the cardholders become an extension of the physical access network, and their cards carry information to and from the readers. By following this model, security is increased significantly at a fraction of the normal cost. For example, if an employee leaves the agency, rather than replace door locks and wiring (at a cost of $5,000 each, as well as time delays), the card permissions can be immediately revoked and the employee can no longer access the facility or information networks. (Electronic Government: Agencies Face Challenges in Implementing New Federal Employee Identification Sta ndard: GAO-06-178, 2006) A second benefit of this technology is electronic authentication. This provides simpler access to multiple agency applications through the re-use of credentials and established identities. Using a single central credential permits access to multiple systems without having to key in multiple passwords. An example of an industry leader providing easier access to multiple systems is UBS, a global financial company headquartered in Switzerland. They accomplished identity authentication by the successful implementation of PKI. This company implemented the use of digital certificates that linked their employees to a specified public key for electronic signing. They used the PKI security architecture as a method to address efficient and secure authentication. UBS concluded that the processes and technology that had worked in a centralized environment were no longer effective in a decentralized one. Major concerns were increased inefficiency, rising costs and the reduced ability to control r isk. Their problems included the following: 1. The network of open production systems could be reached from anywhere, putting critical data at significant risk. 2. Existing applications were not designed to function within such an environment. User authentication by plain old passwords was increasingly seen as providing an unacceptably low level of protection against illegitimate access in such an environment. 3. The bank had almost half a million different passwords in use: The average user had to remember at least 15 passwords, making it inevitable that many users would write down their passwords. Additionally, significant help desk resources were devoted to resetting forgotten passwords. (Noakes-Fry, 2005b) The technologies and processes that were in place prior to moving towards PKI could not eliminate or reduce the three problems indicated above. The company predicted the problems would only worsen as the network continued to grow. UBS decided it needed to change in order to provide a strong, reliable, and human-accessible user authentication to information resources. Identity authentication objectives at UBS were defined by a single sign-on process. This allowed each user to only remember a single PIN and authenticate once per login session to access all systems. The company used smart cards that permitted user access to the computer and authentication to additional systems. The public-key infrastructure (PKI) was the key component to support stronger user authentication and identity management in the environment. Cost savings were realized because UBS was able to reduce the number of help desk calls for password support. According to UBS, many hours were spent each retrieving or resetting users passwords which resulted in the loss of productivity. Since implementing single sign on the company has increased security, improved functionality and reduced help desk expenses. A third benefit of this technology is the ability to move away from paper signatures and towards public key digital signatures. This move has the potential to reduce the amount of time normally spent processing paperwork and transform business electronically. Moving away from paper records and towards electronic forms supports the Government Paperwork Elimination Act (GPEA). This act recommended that federal agencies establish electronic forms to provide immediate feedback from data submitted online. It stated that forms should be electronically fill-able, file-able, and signable, and a model of user friendliness and efficiency. Signed records can be stored and retained for the purposes of retrieving them for later use, either as part of a related business process or a legal proceeding. Some records may be retained for decades. This move was successful in the case of a student loan company with a portfolio of more than $2 billion that implemented an online application process for consolidation loans using digital signatures. According to Gartner research, the company met its goal of having electronically fill-able applications in place before the huge wave of applications began arriving in June. These electronic applications were signable with digital signatures and received immediate acceptance from borrowers. Gartner noted that the company experienced a significant reduction in cost and reduction in turnaround time for each application: It previously cost $12 to send an application via FedEx (and including a prepaid FedEx envelope cost another $12), but it now costs $1.35 to send. Under the old system, the company received 35 percent of the applications back with signatures; 65 percent of electronic applications are returned with digital signatures. Using previous delivery methods, it took 10 days to get the application back; with digitally signed electronic applications, turnaround is one day. (Noakes-Fry, 2005a) Risks: There are several risks involved with implementing HSPD 12. These risks include the cost and the looming October 2006 deadline for agencies to meet compliance. Cost is always a big concern at federal agencies, and implementation can be prohibitively expensive for any one agency to bear all of the expenses. Many federal agencies and contractors are already stretched for funding and resources. HSPD-12 is an initiative that requires interoperability between complex federal government systems, the reevaluation of business processes, and unprecedented collaboration between IT, human resources, and physical security staffs. Looking at the requirements for PIV card use, the implementation includes digital certificates, the PIV Cards, printing, middleware software, IDMS, a card management system (CMS), and an OCSP capability. These costs were estimated using models identified by the Office of Management and Budget (OMB): Larger departments estimate that the first year costs per person are between $90 ââ¬â 110. It is anticipating that out years costs at larger departments will decrease to approximately $60 for initial year based on deployments exceeding 500,000 users. It is anticipated in time these cost will decrease even further. (GSA, 2005a) The recommendation from OMB states smaller agencies need to align themselves with larger federal agencies to lower the total costs of ownership. Moreover, there are a number of costly infrastructure components and processes that an agency may be required to purchase. This would include the expenses associated with physical access control systems that can link multiple agency locations together. These costs may exceed the amount agencies can afford and can absorb by themselves. The concern arises if a single agency were to out source the entire implementation to commercial vendors with its current employees and contractors. If this were to occur, OMB says the costs per person could easily exceed $200. The guidance from OMB proposes waiting until the larger agencies such as the Department of Defense implement smart card use. This way smaller agencies can align themselves with other large volume agencies to take advantage of volume discounts. The United States Government Accounting Office published key findings in the February 2006 report entitled, ââ¬Å"Agencies Face Challenges in Implementing New Federal Employee Identification Standard.â⬠This report provided guidance about smart card technology planning and budgeting activities. There were several concerns raised in the report with regards to the smart card technology. The concerns involved the time frame for effective planning, information gathering about risk, and cost benefit information. The GAO noted the following: As part of the annual federal budget formulation process, agencies are required to submit their budget requests 1 year in advance of the time they expect to spend the funds. In addition, in the case of major IT investments, which could include new smart-card based credentialing systems, OMB requires agencies to prepare and submit formal businesses cases, which are used to demonstrate that agencies have adequately defined the proposed cost, schedule, and performance goals for the proposed investments. In order for agencies to prepare business cases for future funding requests, they need to conduct detailed analyses such as a cost benefit analysis, a risk analysis, and an assessment of the security and privacy implications of the investment. However, agencies have lacked the information necessary to conduct such reviews. For example, agencies have not had reliable information about product costs and cost elements, which are necessary for cost-benefit analyses. In addition, without FIPS 201 compliant products available for review, agencies have been unable to adequately conduct risk analyses of the technology. Most importantly, the lack of FIPS 201 compliant products has inhibited planning for addressing the investmentââ¬â¢s security and privacy issues. (Electronic Government: Agencies Face Challenges in Implementing New Federal Employee Identification Standard: GAO-06-178, 2006) The GAO did provide three recommendations that would be helpful in addressing the concerns and enable agencies to move forward with the HSPD 12 mandate. The report discussed the following key activities regarding the compliance standard and recommended the following three actions: 1. Provide specific deadlines by which agencies implementing transitional smart card systems are to meet the ââ¬Å"end-pointâ⬠specification, thus allowing for interoperability of smart card systems across the federal government; 2. Provide guidance to agencies on assessing risks associated with the variation in the reliability and accuracy among biometric products, so that they can select vendors that best meet the needs of their agencies while maintaining interoperability with other agencies, and 3. Clarify the extent to which agencies should make risk-based assessments regarding the applicability of FIPS 201 to specific types of facilities, individuals, and information systems, such as small offices, foreign nationals, and volunteers. The updated guidance should (1) include criteria that agencies can use to determine precisely what circumstances call for risk-based assessments and (2) specify how agencies are to carry out such risk assessments. (Electronic Government: Agencies Face Challenges in Implementing New Federal Employee Identification Standard: GAO-06-178, 2006) Conclusion: With little more information than a social security number, an identity can be stolen. As the Federal Trade Commission (FTC) points out ââ¬Å"Social Security numbers play a pivotal role in identity theft. Identity thieves use the Social Security number as a key to access the financial benefits available to their victims.â⬠(FTC, 2003) Identity theft is growing rapidly and has become a serious threat. It is easy to open fraudulent lines of credit in the name of some unsuspecting victim. The FTC statistics for 2004 indicate that credit card fraud (28%) was the most common form of reported identity theft, followed by phone or utilities fraud (19%), bank fraud (18%), and employment fraud (13%). Other significant categories of identity theft reported by victims were government documents/benefits fraud and loan fraud. (FTC, 2003) Congress is considering several measures to prevent the crimes identified by the FTC and among them is the Personal Data Privacy and Security Act of 2005. Senate Judiciary Committee Chairman Arlen Specter (R-PA) introduced the bill. He wanted the measure to require a review of federal sentencing guidelines to allow a maximum penalty to be imposed on identity thieves and impose financial penalties on data brokers for allowing data breaches to occur. The bill also outlines procedures for data brokers and consumers to follow to correct incorrect information contained in personal records, and increases criminal penalties for computer fraud involving personal data, unauthorized access to personal information. It also makes it a crime to intentionally conceal a security breach involving personal data. (Moye, 2006) The HSPD 12 implementation requires Federal agencies to make investments for secure and reliable forms of identification. HSPD 12 was formed to resolve problems associated with identity management and provide enhanced security at federal agencies. Government agencies will be asked to justify the costs involved in complying with the HSPD 12 mandate and understand what benefits it can expect in return for their investment along with the associated risks. Moving forward with the mandate will involve both logical and physical changes. These changes will most likely include costly infrastructure components and smart card readers for computers logging onto the network. Additionally, desktop computers will need to be equipped with smart card readers for logging onto the network and for accessing network resources. Moreover, the badging process will require additional physical security for buildings and secure areas. The conventional method of proving your identity will need to change to accommodate the enhanced public key infrastructure (PKI) components. Authentication to agency resources will involve the combination of biometrics, digital certificates, and passwords for single sign on capabilities. The technology has the ability to provide simpler access to multiple agency applications through the re-use of credentials and established identities. It also allows each user to only remember a single PIN and authenticate once per login session to access all systems. This will provide a relatively high level of security because it relies on multiple layers of specific information prior to authentication. The benefit to the user results in eliminating the need for multiple cards, remembering multiple PINs and login information. Like insurance, the real value can be measured against the cost and impact of the bad things that could happen if you do not protect yourself. Electronic Government: Agencies Face Challenges in Implementing New Federal Employee Identification Standard: GAO-06-178. (2006). GAO Reports, 1. FTC. (2003). STATEMENT OF ASSISTANT SECRETARY FOR FINANCIAL INSTITUTIONS WAYNE ABERNATHY ON THE FEDERAL TRADE COMMISSIONS IDENTITY THEFT SURVEY REPORT, FDCH Regulatory Intelligence Database. GSA. (2005a). Federal Identity Management Handbook: GSA. GSA. (2005b). GOVERNMENT SMART CARD HANDBOOK: GSA. Moye, S. (2006). Congress Assesses Data Security Proposals. Information Management Journal, 40(1), 20-22. Noakes-Fry, K. (2005a). Case Study: Loan Company Uses E-Signatures to Cut Costs and Save Time. Gartner Research(G00129945). Noakes-Fry, K. (2005b). Case Study: UBS Manages IDs with PKI-Based Smart Cards to increase Security and Reduce Costs. Gartner Research(G00130280). Pescatore, J. (2005a). Apply the Lessons of Public-Key Infrastructure to Protecting Customer Information. Gartner Research(G00126768). Pescatore, J. (2005b). Data Protection is Less Costly than Data Breaches. Gartner Research, G00130911. Research Papers on Homeland Security Presidential Directive 12 Cost Justification and BenefitsOpen Architechture a white paperNever Been Kicked Out of a Place This NiceThe Project Managment Office SystemIncorporating Risk and Uncertainty Factor in CapitalTwilight of the UAWGenetic EngineeringQuebec and CanadaPETSTEL analysis of IndiaResearch Process Part OneMarketing of Lifeboy Soap A Unilever Product
Sunday, October 20, 2019
Listing Standards of SME stock exchanges
Listing Standards of SME stock exchanges Free Online Research Papers Listing standards of SME stock exchanges The document covers the importance of SME exchanges and discussed the listing standards of some of the famous SME stock exchanges across the world and the future of such exchanges in India Niroop G J PGP/11/097 Contents INTRODUCTION 3 Small and medium enterprise (SME) exchanges 3 AIM London 4 Highlights: 4 Key Criteria for listing 5 Mothers Exchange 6 Listing Criteria 6 Liquidity 6 Growth Enterprise Market ââ¬â GEM 8 GEM Listing Requirements 8 (I) Financial Requirements: 8 (II) Acceptable Jurisdictions: 8 (III) Accounting Standards: 8 (IV) Suitability for Listing: 9 (V) Operating History and Management: 9 (VI) Minimum Market Capitalisation: 9 (VII) Market Capitalisation of Public Float: 9 (VIII) Public Float: 9 (IX) Spread of Shareholders: 10 (X) Offering Mechanism: 10 (XI) New Issue Price: 10 Listing Process for a listing application 11 JSE Alternative Exchange (AltX) 12 Expected Benefits 12 For companies: 12 For investors: 13 For the South African economy: 13 Extraordinary Support 13 Designated Advisers 13 Listing Requirements 15 Market for Alternative Investment MAI 16 Criteria for listing on MAI 16 NYSE ALTERNEXT 17 MARKET PARTICIPANTS 17 LIQUIDITY PROVIDERS 17 Role of LPs 17 New LP profiles 19 MARKET MAKERS 19 LISTING SPONSORS 21 OBLIGATIONS 21 Conditions for becoming a listing sponsor 22 KOSDAQ 23 Mixed Results 25 1. Good performance 25 2. Bad performance 27 Growth of KOSDAQ 29 LISTING STANDARDS 30 TSX Venture exchange Canada 31 The steps to list on TSX Venture Exchange 31 Filing a prospectus is a five-step process: 32 Listing Requirement 32 Listing Fees 33 Four different methods at TSX Venture Exchange 33 Direct Listing 33 IPO 33 Reverse Take-Over 33 TSX Venture Capital Pool Company Program (CPC) 34 SME Exchange in India 35 REFERENCES 35 INTRODUCTION Small and medium enterprise (SME) exchanges The objective of SME exchanges is to provide a way for smaller companies to raise capital. These companies, due to their smaller sizes, cannot raise capital from larger exchanges. The companies which would want to raise money from SME exchanges would generally range from young, venture capital-backed start-ups to well-established, mature organisations looking to expand. These small and mid-sized firms usually cannot meet the stringent requirements that are necessary for listing on bigger exchanges. SME exchanges are designed specifically for these companies. These exchanges provide a way for the small companies to get listed, and also provide an alternative investment option for the investors, who can buy the equity of smaller businesses. There are numerous reasons why small company would want to get itself listed on an SME exchange. The reasons are essentially the similar to why any company would want to go public. But, the priorities in case of the small firms are different. For example, listing on an exchange creates a heightened public profile of a small company. This is very important for most small companies getting listed on SME exchange, but not as important for a well-established company getting listed on a major exchange. Some of the reasons why a small company wants to get itself listed on an SME exchange include: To provide access to capital for growth To create a market for the companyââ¬â¢s shares To place an objective market value on Companyââ¬â¢s business To encourage employee commitment by making share schemes more attractive To increase the companyââ¬â¢s ability to make acquisitions using quoted shares as currency To create a heightened public profile To enhance status with customers and suppliers There are many SME exchanges around the world. Presently, we do not have such an exchange in India. Examples of some of the popular SME exchanges around the world are ââ¬â AIM London NYSE Alternext JSE Alternative Exchange South Africa Market for Alternative Investment (MAI) Thailand TSX Venture exchange Canada Mothers (Market of the high-growth and emerging stocks) Japan Gems- Hong Kong KSODAQ Korea AIM London The London Stock Exchange created AIM with the objective to offer smaller companies from any country and any industry sector ? the chance to raise capital on a market with a pragmatic and appropriate approach to regulation. AIM is designed to be a highly flexible public market offering many unique attributes both for companies and investors. Companies do not need a particular financial track record or trading history for getting listed on AIM. There is also no minimum requirement in terms of size or number of shareholders. This more flexible approach reflects the fact that AIM was designed specifically for smaller growing companies, and has helped AIM to become the leading global growth market. Highlights: No minimum size of company No minimum proportion of shares to be in public hands No trading record requirement No prior shareholder approval for the majority of transactions No restrictions on the transferability of the companys shares* No requirement to be incorporated in the United Kingdom Key Criteria for listing 1. An applicant must appoint a nominated adviser and an AIM company must retain a nominated adviser at all times. 2. An applicant must produce an admission document and other supporting documents in specified formats. 3. Where an applicantââ¬â¢s main activity is a business which has not been independent and earning revenue for at least two years, it must ensure that all related parties and applicable employees as at the date of admission agree not to dispose of any interest in its securities for one year from the admission of its securities. 4. Where the applicant is an investing company, a condition of its admission is that it raises a minimum of à £3 million in cash via an equity fundraising on, or immediately before admission. 5. Disclosure of developments that are not public knowledge but likely to cause substantial prize movements. 6. Disclosure of corporate transactions 7. Disclosure of half-yearly financial statements 8. Annual reports 9. Disclosure of other miscellaneous information. Mothers Exchange Mothers (Market of the high-growth and emerging stocks) was established by the Tokyo Stock Exchange on November 11, 1999. The exchange was set up in order to provide venture companies access to funds at an early stage of their development and to provide investors with more diversified investment products. Listing Criteria Liquidity 1. Applicant should make, at the time of listing, public offering of minimum 1,000 trading units of newly issued shares, or a public offering of minimum 1,000 trading units of newly issued shares and previously issued shares, of which minimum 500 trading units should be of newly issued shares. 2. Applicant should secure minimum 300 new shareholders by the initial public offering at the time of listing. 3. A market capitalization of at least JPY 1 billion at the time of listing. 4. Turnover, for the business should be recorded by the day prior to the listing application date. This is because if the business is still being planned or going through a feasibility assessment stage and yet to generate any significant revenue, it is not considered eligible for listing. 5. Financial Statements 6. Applicant is to have contracted, or has agreed to contract, with one of shareholder service agents by the time of application. 7. There should be no restrictions on transfer of stocks. 8. Applicant has agreed, or is to have agreed, to deposit their securities into a central securities depository, Japan Securities Depository Center, Inc. 9. Applicant should be able to disclose their business results appropriately and timely on quarterly basis. ? Figure below compares the listing criteria of Mothers with other sections of the Tokyo Stock exchange. ? Growth Enterprise Market ââ¬â GEM GEM is an alternative stock market operated by Hong Kong Exchanges and Clearing Limited. It caters to the growth enterprises particularly those emerging ones, i.e. enterprises that have good business ideas and growth potential. Gem offers growth enterprises an avenue to raise capital. It offers investors an alternative of investing in high growth, high risk businesses and provides a fund raising venue and a strong identity to foster the development of technology industries in Hong Kong and the region. Gem promotes the development of venture capital investments. GEM Listing Requirements The following shows some of the basic requirements for listing equity securities on the Exchange. (I) Financial Requirements: A GEM new applicant must have a trading record of at least two financial years comprising: A positive cashflow generated from operating activities in the ordinary and usual course of business of at least HK$20 million in aggregate for the two financial years immediately preceding the issue of the listing document. Market cap of at least HK$100 million at the time of listing. (II) Acceptable Jurisdictions: Chapter 24 of the GEM Listing Rules provide the general framework applicable to all overseas companies seeking a listing on the Exchange. GEM Rule 24.05(1)(b) and the explanatory notes thereto set out the shareholder protection standards that are expected of an overseas company when seeking a primary listing on the Exchange. Applicants incorporated outside Hong Kong and other recognised jurisdictions seeking a primary listing on GEM are assessed on a case-by-case basis and have to demonstrate they are subject to appropriate standards of shareholder protection, which are at least equivalent to those required under Hong Kong law. (III) Accounting Standards: A new applicants accounts must be prepared in accordance with either Hong Kong Financial Reporting Standards or International Financial Reporting Standards. Banking companies must also comply with the Financial Disclosure by Locally Incorporated Authorised Institutions issued by the Hong Kong Monetary Authority. Accounts prepared in accordance with US GAAP are acceptable if the company is listed, or will be simultaneously listed, on either the New York Stock Exchange or the NASDAQ National Market (IV) Suitability for Listing: Both the issuer and its business must, in the opinion of the Exchange, be suitable for listing. An issuer or its group (other than an investment company) whose assets consist wholly or substantially of cash or short-dated securities will not normally be regarded as suitable for listing, except where the issuer or group is solely or mainly engaged in the securities brokerage business. (V) Operating History and Management: A GEM new applicant must have a trading record of at least 2 full financial years with: Substantially the same management throughout the 2 full financial years. Continuity of ownership and control throughout the full financial year immediately preceding the issue of the listing document. Exception: The Exchange may accept a shorter trading record period and waive or vary the ownership and management requirements for newly-formed project companies and natural resources exploitation companies, supported by reasons acceptable to the Exchange. (VI) Minimum Market Capitalisation: The expected market capitalisation of a new applicant at the time of listing must be at least HK$100 million. (VII) Market Capitalisation of Public Float: The expected market capitalisation at the time of listing of the securities of a new applicant which are held by the public must be at least HK$30 million. (VIII) Public Float: At least 25% of the issuers total issued share capital must at all times be held by the public. Where the issuer has one class of securities or more, the total securities of the issuer held by the public at the time of listing must be at least 25% of the issuers total issued share capital. However, the class of securities for which listing is sought must not be less that 15% of the issuers total issued share capital, having an expected market capitalisation at the time of listing of not less than HK$30 million. The Exchange may, at its discretion, accept a lower percentage of between 15% and 25% in the case of issuers with an expected market capitalisation at the time of listing of over HK$10 billion. (IX) Spread of Shareholders: The equity securities in the hands of the public should be held among at least 100 persons. Not more than 50% of the securities in public hands at the time of listing can be beneficially owned by the three largest public shareholders. (X) Offering Mechanism: A new applicant is free to decide on its offering mechanism and may list on our Exchange by way of placing only. (XI) New Issue Price: GEM Listing Rules do not impose conditions on the new issue price. However, new shares cannot be issued at a price below their nominal value. Monetary Value of Equity Securities to be Listed (HK$ million) Initial Listing Fee (HK$) Not exceeding: 100 100,000 100 to1,000 150,000 Over1,000 200,000 Listing Process for a listing application (H stands for the provisional hearing date by the Listing Division) Clear Business Days(Note 1) GEM Requirements H 25 Application for advance booking to the Exchange ? Submit the advance booking form (Appendix 5A to the GEM Listing Rules) with a timetable ? Pay the full amount of the initial listing fee ? Submit the documentary requirements under GEM Listing Rules 12.14, 12.17, 12.22 and 12.23. H Approval/ Rejection : Hearing prior to 1 July 2008 by Listing Committee Hearing date after 1 July 2008 by Listing Division Rejection Discretionary appeal to GEM Listing Committee Approval ? After notification of approval in principle but before the date of issue of the listing document, lodgement of documents with the Exchange pursuant to GEM Listing Rule 12.24 Issue of prospectus ? By no later than 11 a.m. on the intended day of authorisation of the prospectus, lodgement of documents with the Exchange pursuant to GEM Listing Rule 12.25 ? After the issue of the prospectus but before dealings commence, lodgement of documents to the Exchange pursuant to GEM Listing Rules 12.26 and 12.27 Dealings in shares commences JSE Alternative Exchange (AltX) The Alternative Exchange (AltX), a division of the JSE Limited (JSE) is the exciting parallel market focused on good quality small and medium sized high growth companies. The JSE Ltd (ââ¬Å"JSEâ⬠) is licensed as an exchange under the Securities Services Act, 2004 and Africaââ¬â¢s premier exchange. It has operated as a market place for the trading of financial products for nearly 120 years. In this time, the JSE has evolved from a traditional floor based equities trading market to a modern securities exchange providing fully electronic trading, clearing and settlement in equities, financial and agricultural derivatives and other associated instruments and has extensive surveillance capabilities. The JSE is also a major provider of financial information. In everything it does, the JSE strives to be a responsible corporate citizen. AltX is designed to appeal to a diverse range of companies in all sectors including: Young and fast-growing businesses including start-ups; Family-owned businesses; Black economic empowerment companies; and Junior mining companies. AltX plays a vital role within the JSE, by providing smaller companies not yet able to list on the JSE Main Board with a clear growth path and access to capital. To be eligible for listing, a company must appoint and retain the services of a registered Designated Adviser. Expected Benefits For companies: Access to long-term investment capital for development of the business; Access to a central trading facility thereby providing liquidity; The ability to realise value through an effective price discovery mechanism; Improved image amongst suppliers, customers, staff and other stakeholders due to the prestige associated with being a listed entity; and The opportunity to use the issue of shares as consideration for an acquisition. For investors: The opportunity to diversify share portfolios by investing in a wide range of high-growth small and medium sized companies; and Increased confidence due to the knowledge that AltX is regulated by the JSE, which provides substantial investor protection. For the South African economy: Grows the economy by providing growth opportunities to small and medium sized companies; and Promotes black economic empowerment in South Africa. Extraordinary Support The AltX Team is committed to the success of the market and strives to provide extraordinary support to all stakeholders. In order to achieve the objectives of exceptional communication, ongoing education, marketing and relationship management with companies, Designated Advisers and the investment community, AltX has created the Knowledge Exchange. Knowledge Exchange initiatives include the partnership between AltX and the Department of Trade and Industry (the dti). The dti supports AltX in the belief that it will help promote black economic empowerment and encourage entrepreneurs in South Africa. Another Knowledge Exchange initiative is the AltX collaboration with the Wits Business School (WBS) and the Institute of Directors (IoD) to provide the Directors Induction Programme (DIP). DIP is a compulsory education programme for all executive and non-executive directors of AltX companies. Designated Advisers The main role of a Designated Adviser is to competently, professionally and impartially advise the applicant company on all its responsibilities during the application process and its responsibilities to maintain its status once listed. The Designated Adviser is the guardian of the listed companyââ¬â¢s compliance with the JSE Listings Requirements and other applicable regulation as defined. The Designated Adviser must ensure that: the company complies fully with the applicable JSE and Altx Listings requirements; all relevant documentation required by the Listings Requirements has been submitted; each company brought to the JSE by the DA is suitable for listing; each pre-listing statement is compliant with the Listings Requirements and has been completed accurately and fully, without omissions and/or without misleading or false information; all directors of each company have the necessary expertise and experience, understand the nature of their responsibilities under the Listings Requirements, the Companies Act, the SRP Code and GAAP, are aware of the expectation to prepare and publish all information necessary and that Directorsââ¬â¢ declarations need confirmation and verification; all new appointees to the board of directors of the company are fully briefed as to the nature of their responsibilities; all directors complete the Directors Induction Programme within 2 months of their appointment (if newly appointed) or upon confirmation of acceptance on Altx; the directors of each company are timeously informed of any amendment to the Listings Requirements or other regulations; all periodical financial information announcements are reviewed with the directors prior to publication to check accuracy and full disclosure; regular reviews are held of the companyââ¬â¢s actual trading performance and financial condition to ensure appropriate disclosure of information to investors; at least one of the DAs attends all company board meetings in an advisory capacity; and all of the approved executives of the DAs attend at least 4 of the 6 annual DA forums hosted by Altx. Listing Requirements The JSE Limited Listings Requirements are published by Lexis Nexis. The table below shows some of the major listing requirements of both the JSE Main Board and AltX. Listing Requirements Main Board AltX Share Capital Rand 25 million Rand 2 million Profit history 3 Years None Pre-tax Profit R8 million N/A Shareholder spread 20% 10% Number of Shareholders 300 100 Sponsor/DA Sponsor Designated Adviser Publication in the press Compulsory Voluntary Number of transaction categories * 2 2 Special Requirements N/A Appoint Financial Directors Annual listing fee 0.04% of average market capitalisation with a minimum of R26334 and a maximum of R121700 (including VAT). R22 000 (including VAT) Education Requirements N/A All directors to attend Directors Induction Programme *Transaction Categories Category 1: Transaction > a50% of market capitalisation Category 2: Transaction < 50% of market capitalization Circular to shareholders Shareholder meeting Shareholder approval Kicks in at 25% for Main Board Announcement on SENS (Stock Exchange News Service) Company website (if applicable) AltX Website Voluntary publication in press Kicks in at 5 to 25% for Main Board Market for Alternative Investment - MAI The Market for Alternative Investment (MAI) was established by the Stock Exchange of Thailand as a fund-raising site for small and medium enterprises with high-potential to growth or newly-established companies with high market value. It is an alternative channel for capital raising. The companies with high-potential to growth and a need for fund raising can get listed on MAI. Criteria for listing on MAI MAI seeks companies with high potential to list on the market. To support investor confidence, MAI requires that companies wishing to list have a record of profitable business before offering shares to the public. Most importantly, firms must demonstrate good corporate governance, transparency and reliability. Some of the major criteria for companies getting listed on MAI are the followings: Factors Listing Criteria Status Is a public limited company or juristic person established by specific law Paid-up Capital > 20 million Baht Distribution of shares to minority shareholders > 300 small shareholders of ordinary shares and the aggregate number of shares > 20% of paid-up capital Definition of minority shareholders : Non-Strategic Shareholders Public Offering The shares must have already been granted by the Office of the Securities and Exchange Commission (SEC) > 15 % of paid-up capital Track Record Track Record > 2 years before filing an application, Net Profit in the latest year > 0 ; or Track Record > 1 year before filing an application , Market Capitalization > 1,000 million Baht Financial Condition Equity > 20 million Baht Conflict of Interest No conflict of interest according to the criteria specified in the Notification of the SEC Corporate Governance and Internal Control There shall be an internal control system according to the criteria specified in the Notification of the SEC Must appoint audit committee > 3 directors with qualification as required by SEC Management Qualifications of the management team have no prohibited characteristics and comply with what are specified by the SEC The scope of authority and duties of audit committee according to the criteria specified in the Notification of SEC Articles of Association The articles of association of the company and the subsidiary company shall consist of the complete stipulations according to the criteria specified in the Notification of the SEC Silent Period Strategic Shareholders* > 55 % of paid-up capital after IPO for 1 year. After the first six months : allow to sell shares a maximum of 25% of total locked up shares. After a year: allow to sell the rest shares Financial Statements and Auditor Financial Statements which posses the features in accordance with the criteria specified in the Notification of the SEC -The auditor of the applicant must be approved by the SEC Financial Advisor Must appoint financial advisor *Definition of Strategic Shareholders Government, state enterprises and government agencies Director, managers and the management including related persons Shareholders holding shares > 5% of paid-up capital including related person Shareholders having an agreement not be sold within the silent period NYSE ALTERNEXT NYSE Alternext is a tailor-made market for small and midsized companies seeking simplified access to the stock market. Its streamlined listing requirements and trading rules are suited to the size and business needs of small and mid-cap firms while ensuring investor transparency. NYSE Alternext was created by Euronext to meet the needs of small and midsized companies seeking simplified access to the stock market. It opened for business on 17 May 2005. NYSE Alternexts streamlined listing requirements and trading rules are suited to the size and business needs of small and mid-cap firms. The rules also ensure investor transparency. Alternext is an exchange-regulated market with a lighter regulatory regime. It is not a regulated market as defined by the Markets in Financial Instruments Directive (MiFID) of 21 April 2004. It is regulated by Euronext through a body of rules applicable to intermediaries and listed companies. MARKET PARTICIPANTS LIQUIDITY PROVIDERS Role of LPs Liquidity Providers (LPs) act as market makers in the Euronext Cash market modelââ¬â¢s order-driven system. The role of LPs on Euronextââ¬â¢s market is to: protect against variations in volatility on the market; guarantee transactions at all times at the best price; boost the volume of transactions in the orderbook. In this way the Liquidity Provider is a market specialist for its stocks, and as a result is often the principal point of contact for the issuing company. The Liquidity Provider agreement for equities is combined with a liquidity contract in many cases*. This links the issuing company to a Euronext market member offering a placing, analysis and advisory service, or specializing in initial public offerings (IPOs). Liquidity Providers mainly concentrate on small and mid caps, since listed companies with large market capitalization generate greater liquidity. The criteria for liquidity provision on large-cap stocks are more restrictive and liquidity provider agreements are not permitted for any of the stocks in the Euronext 100 index. When the LP enters into a commercial agreement with Euronext to provide liquidity on any stock or exchange-traded fund (ETF or tracker), it undertakes to quote two-way bid and offer prices with a minimum volume size, gauged either by the number or the value of shares, and within a minimum price range or spread. The warrants market is traded via the dedicated product segment, NextWarrants. In this instance it is mandatory that the issuer of the warrant is also the LP for the launch of the product. The same rules apply for certificates and convertible bonds. The market in trackers, traded on the NextTrack segment of Euronext, requires a minimum one LP to launch any product. These LP contracts are specific for each national market. In the bond market LP contracts are based on the national governing rules which differ according to the method of quotation and the issuer, government or corporate. Furthermore, members can take up the option of being bid-only LPs. Members considering becoming Liquidity Providers must be members of the Euronext country in which they want to provide liquidity, and be authorized to trade in the capacity of either dealer or broker/dealer. New LP profiles The Euronext Cash Market has recently reviewed its Liquidity Provider (LP) policy and will introduce two LP profiles in the near future. This is to better reflect the activity of LPs on the Cash Market. These profiles relate to LPs on equities only. Euronext will communicate the implementation date and schedule in due course. Since the introduction of the harmonized Liquidity Provider concept in 2001, Euronext has observed some changes in the behaviour of active Liquidity Providers, with two distinct types of activity. This has enabled us to establish two distinct types of LP, classified by their activity. Profile 1: ââ¬Å"Corporate Brokerâ⬠profile In the first category are LPs whose activity is strongly related to that of mid and small caps. These LPs provide listing sponsorship, research and/or promotional services to companies throughout the listing process, in addition to the usual LP trading service once the company has listed. Due to the corporate finance nature of their activity, these LPs will be classified as ââ¬ËCorporate Broker profileââ¬â¢ LPs. The profile of this category remains the same as the current LP profile, and Euronext aims to have a maximum of two LPs per equity. Profile 2: ââ¬Å"Dealer profileâ⬠The second type of LP consists of LPs that provide quotes on the more liquid equities. These LPs perform hedging and arbitrage activities and are therefore focused on blue chips, foreign shares, and multi-listed equities in the Euronext zone (often equities that function as the underlying for options). These LPs will be called ââ¬ËDealer profileââ¬â¢ LPs, after their style of trading (for own account and without any client involvement). A new Liquidity Provider profile has been developed for these Dealer profile LPs, and these LPs must respect a ââ¬ËList of eligible equities for LP activityââ¬â¢, which will be created by Euronext. Dealer profile LPs will have adjusted requirements and trading fees. MARKET MAKERS A market maker is a participant that can trade orders directly for its own account. Market makers must be entities with trading-member status. The role of market markers is to promote market liquidity by continuously displaying indicative bid/ask spreads for minimum quantities of the stocks they have undertaken to follow. This makes it easier to trade blocks of shares, for which investors sometimes have difficulty finding a counterparty in the main market. Market making is a bilateral process involving a market maker and a financial intermediary acting for its client. Market makers undertake to quote indicative bid/ask spreads for a minimum quantity of shares of their choosing during the following time periods at least: 9:00 to 15:30 for auction traded shares 9:00 to 17:30 for continuously traded shares If they wish, market makers can also operate between 7:15 and 9:00 and also from: 15:30 to 19:00 for auction traded shares 17:30 to 19:00 for continuously traded shares LISTING SPONSORS OBLIGATIONS All Alternext-admitted companies must have a listing sponsor. The listing sponsor is a long-term financial partner that helps the company prepare for listing on Alternext and guides it throughout its life on the exchange. It assists the company in meeting its market transparency requirements and fulfilling its other obligations. The presence of the listing sponsor is intended to bolster investor confidence. Listing sponsors commit to: Guiding and helping applicants prepare for listing: ? Provide information about legal and regulatory requirements ? Prepare the information document (either a prospectus approved by the regulator or an offering ? Circular prepared under the joint responsibility of the sponsor and the company) for distribution to potential investors ? Present a full admission dossier to Euronext ? Avoid potential conflicts of interest. The listing sponsor must provide Euronext with written confirmation that the applicant complies with the listing rules. It also certifies that it has performed customary due diligence. Helping the company throughout its listing by undertaking to: ? Ensure, for at least two years, that the companies it sponsors meet their disclosure requirements ? Inform Euronext whenever a company fails to meet its disclosure requirements or, in general, its obligations as a listed company ? Act as Euronexts main point of contact for queries about the companies it sponsors. If a listing sponsor fails to meet its obligations, Euronext can discipline it by: o Issuing a warning, which is posted on the Alternext website o Striking it off the list of Alternext-approved listing sponsors. Conditions for becoming a listing sponsor A listing sponsor is a company acting as an investment services provider, audit firm, legal counsel or corporate finance specialist. Candidate listing sponsors must make a contractual commitment to Euronext and meet all the following criteria: o At least two years experience advising companies in equity finance o Successful completion of equity-related transactions involving the preparation of information documents o Suitably qualified staff The register of listing sponsors will be continually updated and posted on the Alternext website, the official channel for disclosing information about companies listed on this market. KOSDAQ KOSDAQ market has opened on July 1, 1996 to meet both the needs of investors who want high risk-return opportunities and emerging enterprises that have to finance capital for growth. Its function can be stated as follows: (1) to facilitate corporate financing for promising small and medium-sized firms and venture businesses, (2) to provide new exciting investment opportunities for investors, and (3) to help venture capital firms redeem investment capital and set up new investment funds. KOSDAQ is the Korean version of Americas NASDAQ (National Association of Securities Dealers Automated Quotation) System, which is a part of the OTC market. The U.S. OTC market is the largest segment of the U.S. secondary market in terms of the number of issues traded as well as the diversity of quality. While about 2,600 issues are traded on the New York Stock Exchange, almost 6,000 issues are actively traded on the NASDAQ market. As of last March, KOSDAQ market consists of 328 registered companies, of which 261 firms are of small and medium-sized enterprises. Among them, there are 113 venture firms and 8 mutual fund companies. Although it amounts to almost the half of Korea Stock Exchange in terms of the number of listed companies, KOSDAQs total equity market value is as little as 8.5 trillion won, just 5% of KSE. The most serious problem of KOSDAQ market is the lack of liquidity. Currently, the average daily trading volume is less than 1% of that of KSE. However, KOSDAQ market has been on a strong rally since the start of this year on the back of small investors active buying of venture business shares. Stock prices of some venture firms, including telecommunications and Internet-related corporations, are on an upward spiral. While KOSDAQ Index has risen by 75% since the beginning of this year, Venture Index an auxiliary KOSDAQ market index has been up as much as 120%. For example, shareholders of Goldbank Communications, an Internet-related venture firm, have enjoyed incredibly thirtyfold increase in stock price during the five month period, from 960 won early this year to 30,700 won in May. This kind of hot market results from the worldwide phenomenon of crazing for Internet-related shares. The U.S. stock market these days is represented by the strength of Internet-related shares such as Yahoo, Amazon, and so on. For instance, Amazon, the Internet bookstore, has earned as high as 800% increase in stock price during the past one y ear. High stock price is mainly due to the fast growth in annual sales of USD 610 million in 1998, compared to USD 148 million in 1997. But market opinions are divided as for the appropriateness of prices of these venture shares. Some people believe they are over valued, others do not. We have to realize that not all venture businesses are Midas touch. Each year as many as 400 ~ 800 venture firms are newly listed on NASDAQ, but almost the same number of companies are delisted following business failure. It applies to KOSDAQ market as well. Those who consider investing to KOSDAQ stocks should acknowledge that high expected returns are given in reward for high risks taken. On 1 July 2006, Koreas KOSDAQ market modeled after NASDAQ of the United States attains its first decade of operation. Like its sister market in New York, KOSDAQ was created to meet two demands: raising capital for venture firms and small and medium-sized enterprises (SMEs) and providing a new market for investors to put their money into companies with growth potential. KOSDAQ grew on the governments policy to foster the information and technology industry. And the tech-laden market has owed its dramatic growth to years of low interest rate that kept funneling liquidity into the market. Knowing its growth potential, investors rushed to the market, sometimes making blind investment. Speculative trading in turn overheated the market, sending stock prices spiraling upward. Bubbles that formed in the short-lived boom of 2000 have burst, leaving the market in the doldrums ever since. Today, KOSDAQ focuses more on quality growth rather than on quantity expansion. Mixed Results 1. Good performance Over the past decade, KOSDAQ has grown to be the worlds fourth largest secondary stock market in market capitalization, after NASDAQ of the US, JASDAQ of Japan and AIM of the UK. KOSDAQs market capitalization reached 59.9 trillion Won on 23 June 2006, rising 7.8 times from 7.6 trillion Won in the late 1996. Trading volume and value have grown dramatically: in the first six months of 2006, 69.28 billion shares changed hand on the market, or 2,309.3 times larger than the number of shares traded in 1996. The aggregate value of shares traded in the first six months of 2006 reached 234.5 trillion Won, or 195.4 times bigger than that of 1996. As of 23 June 2006, the number of companies listed on the market rose 2.8 times to 929, up from331 in the late 1996. The KOSDAQ market has played a valuable role as the primary provider of capital for SMEs and venture companies. From its opening to May 2006, the tech-focused KOSDAQ supplied a whopping 26.9 trillion Won in capital for SMEs and venture firms through issuance of new stocks and initial public offerings. This role has recently weakened. The amount of fund raised from KOSDAQ market each year peaked at 7.1 trillion Won in 2000. In 2003, this amount fell drastically to 23.9% of the amount of 2000. Certainly, the market has contributed to the growth of listed companies. The combined sales of companies listed on KOSDAQ reached 61.6 trillion Won in 2005, accounting for 7.6% of Koreas GDP. The number of workers they hired grew to 189,595 in 2005, up 2.3 times from the late 1999. Together with the market, the information and technology industry has risen to account for 14.5% of Koreas GDP in the first quarter of 2006. It was four times higher than 3.6% of 1995. 2. Bad performance KOSDAQs volume growth hasnt been followed by quality. To better understand the performance of KOSDAQ-listed companies, Samsung Economic Research Institute has analyzed their sustainable growth rate and multiple of intangible assets. (Sustainable growth rate refers to maximum growth rate that a firm can sustain via business and financial activities while multiple of intangible asset means the value of intangible assets divided by capital.) According to our analysis, sustainable growth rate has fallen more and more in companies listed on the KOSDAQ market. Regardless of their weak performance, stock prices rose sharply in 2005. Most KOSDAQ-listed companies can still grow bigger. In the late 2005, only 52 of the KOSDAQ-listed venture firms had generated more than 100 billion Won in sales. Some companies including the Internet-business NHN Corporation and electronics equipment maker Humax have successfully developed their business lines. Even so, their scale was much smaller than that of successful venture firms in the US. Humaxs equity capital was worth US$380 million in the late 2005, but this was less than a sixtieth of the US food provider Sysco Corporation and a twentieth of the US search engine provider Google. The financial difficulty of smaller companies with sales of less than 10 billion Won was worse than that of bigger companies. Small-scale service venture firms were hit hardest by aggravating growth potential. In 2005, sustainable growth rate of non-venture firms with sales of less than 10 billion Won decreased 31.2% and that of venture companies with sales of less than 10 billion Won fell 58.3%. The service industry had a much lower sustainable growth rate. Venture companies in the service industry with sales of less than 10 billion Won each saw their sustainable growth rate tumble by 62.2% in 2005. The non-venture service firms with sales of less than 10 billion Won each also shed their sustainable growth rate by 42.3% for the year. Nevertheless, the number of small venture firms which have existed for more than 11 years reaches 57, accounting for 70.3% of total number of small venture firms with sales of up to 10 billion Won. It means that weak performance does not necessarily lead to business closedown. Small-scale venture firms have used money raised through initial public offerings as operating funds. From 1998 to 2005, a large-scale venture firm with sales of more than 50 billion Won raised 30.6 billion Won, on average, from the KOSDAQ market. On the other hand, a small-scale venture firm with sales of less than 10 billion Won each raised a whopping 88.7 billion Won from the KOSDAQ exchange. Some small-scale venture firms are reluctant to invest the money raised from the stock market. The amount of facility investment made by non-venture firms from 1998 to 2005 is 2.2 times higher than the money they raised from KOSDAQ during the same period. Venture firms invested a mere 30% of the money they raised from the KOSDAQ market. To sum up, KOSDAQ has been a big help to SMEs and venture businesses that are not qualified to raise capital from the main KOSPI market (KOSPI stands for Korea Stock Price Index). However, its role as the primary provider of capital has weakened and health of the market has aggravated with lots of KOSDAQ-listed businesses suffering from liquidity problems. The share of companies that showed operating deficits in the KOSDAQ-listed venture firms soared from 10.3% in 1999 to 33.8% in 2005. It means that a considerable number of KOSDAQ-listed venture companies survive on the funds raised from the initial public offerings, without generating profits. The market has suffered further setbacks in the wake of a series of scandals related to accounting fraud and other irregularities, which have eroded investors confidence? Growth of KOSDAQ We submit the following four recommendations as a way of helping KOSDAQ achieve its original goal of fostering SMEs and venture businesses. Firstly, the KOSDAQ market operators should have efficient systems in place so as to remove unviable companies from the market. The nations venture business industry can further grow only when the financially troubled companies with little hope for survival are squeezed out of the market. Promoting merger and acquisition (MA) market can be a good solution. If venture capital, government capital and private equity funds flowed into the economy and restructured Koreas industries, they would be a catalyst for troubling companies to go out of the market. Secondly, KOSDAQ must enhance its transparency. If the Financial Supervisory Committee and KOSDAQ Committee closely cooperated, they can restore confidence of investors and prevent market distortion. Transparency is a prerequisite to attracting investment and fostering the stock market. KOSDAQ must also improve its investment environment. In March 2006, it introduced the KRX Research Project that connected research firms and listed companies that wanted to release analytical reports on corporate performance. It must continue this project in order to provide timely information to investors. Thirdly, the market must provide diverse securities products and promote activities of market makers who quote a buy and sell price in financial instruments hoping to make a profit on the turn or the spread between the bid and offer. Market makers can encourage promising SMEs and venture businesses to list on the market and give more convenience to investors. In order to run the new system efficiently, KOSDAQ needs to increase the number of market makers and teach listed companies and investors the concept of market makers. At the same time, it should diversify products and improve transparency of information. Finally, MA business should play a role in driving SMEs and venture businesses. Currently, mistrust of financial information has discouraged investors and institutions from pursuing MAs. Therefore, financial institutions such as banks and securities firms need to provide more accurate information on SMEs. At the same time, KOSDAQ operators should create business environment whereby a venture capital can pursue MA activities without too much hassle. LISTING STANDARDS Category KOSDAQ Market (Non-venture business) KOSDAQ Market (venture business) Equity Capital At least 3 bn Korean Won At least 1.5 bn Korean Won Years of Operation Exempt Capital status No capital impairment No capital impairment Ratio of public offering At least 10% of total issued voting stocks (if minority shareholding is less than 30%, at lest 20% of total issued voting stocks) No. of Minority Shareholders At least 500 owning at least 30% Sales Revenue N/A N/A Return on Equity At least 10% or 2 bn Korean Won At least 5% or 1 bn Korean Won (exempt if certified as venture business with high growth potential and viable technology, and obtained at least Grade A from Credit Guarantee Fund or ETRI) Net Income Must record positive ordinary income in the most immediate fiscal year. Must record positive ordinary income in the most immediate fiscal year (exempt if certified as a venture business with high growth potential and viable technology) TSX Venture exchange Canada Listing on TSX Venture Exchange is an option for emerging companies, providing access to public venture capital to facilitate their growth. Companies listed on TSX Venture Exchange are provided with the opportunity to gain a solid foothold in the public market, with the potential to work towards graduation to the senior exchange and access to larger pools of capital. Whereas listing on Toronto Stock Exchange (TSX) is the right choice for well-managed, growth-oriented companies with strong performance track records. Toronto Stock Exchange is globally recognized as one of North Americas premier stock exchanges, known for its high standards of fairness and innovative approach to trading. The steps to list on TSX Venture Exchange 1. Contact Business Development to set up an advisory meeting. 2. Prepare your internal and external advisory team (management, directors, investment dealer, legal counsel, auditor, IR professional). 3. Prepare your TSX Venture Exchange Listing Application and prospectus. 4. Submit application and supporting documentation. 5. TSX and TSX Venture Exchange review for listing approval. Filing a prospectus is a five-step process: 1. File a preliminary prospectus with TSX Venture, as well as with your home province securities commission and other provincial jurisdictions where securities will be sold. 2. Regulatory authorities review the prospectus and inform your professional advisors of any deficiencies. 3. After all deficiencies are cleared to the satisfaction of the regulators, file an amended prospectus in final form. 4. The securities commission will issue a final receipt as acceptance of the prospectus. 5. This approval allows your company to begin selling securities in the provinces where a final receipt has been issued. Listing Requirement Listing requirements for TSX Venture Exchange are sector and stage of development specific. Listing requirements depend on the basis of Property Requirement, recommended work program, Working Capital and Financial Resources, Net Tangible Assets or Revenue, Sponsorship. And these requirements vary from Sector to Sector. The following division has been made by exchange for listing purpose Mining Oil Gas Diversified Industries (includes Consumer and Industrial Products; Technology; Cleantech; Life Sciences; Research and Development; Communications and Media; Real Estate and Investments; Financial Services; Forest Products; Utilities and Pipelines) Structured Products (Includes Exchange Traded Funds (ETFs) and Closed End Funds) Capital Pool Company Program Listing Fees Original Listing Fees for TSX Venture Exchange range between CDN$5,000 and CDN$30,000, with an annual sustaining fee payable after the first year. There are also additional fees for certain transactions, such as property acquisitions, secondary public offerings and private placements. The details of Fees can be seen in excel attached. Four different methods at TSX Venture Exchange Direct Listing An issuer already listed on another stock exchange may list directly on TSX Venture Exchange if they are able to meet listing standards. As well, these issuers may be eligible for certain exemptions from regulatory and reporting requirements, provided they are listed on a stock exchange recognized by TSX, and if that stock exchange has similar listing requirements as TSX Venture. IPO IPO is normal process that is followed in all exchanges around the world. Reverse Take-Over In a reverse takeover, shareholders of the private company purchase control of the public shell company and then merge it with the private company. The publicly traded corporation is called a shell since all that exists of the original company is its organizational structure. Going public through a reverse takeover allows a privately held company to become publicly held at a lesser cost, and with less stock dilution than through an initial public offering (IPO). TSX Venture Capital Pool Company Program (CPC) The Capital Pool Company (CPC) program is a unique listing vehicle offered exclusively by TSX Venture Exchange. The program is a two-phased process, involving the following steps: Creating the CPC: Three to six individuals with an appropriate combination of business and public company experience put up a minimum of $100,000 in seed capital. These founders incorporate a shell company the Capital Pool Company (CPC) and issue shares in exchange for seed capital at a minimum price between the greater of $0.05 and 50% of the price at which subsequent shares are to be sold via prospectus. The CPC and its advisors prepare a prospectus that outlines managements intention to raise between $200,000 and $1,900,000 by selling CPC shares at typically twice the issuance price of the seed shares, and to use the proceeds to identify and evaluate potential acquisitions. Selling the shares: The CPC files the prospectus with the appropriate securities commission(s), and applies for listing on TSX Venture Exchange. The broker sells the CPC shares, pursuant to the prospectus, to at least 200 arms length shareholders, each of whom buys at least 1,000 shares. No one purchaser can purchase more than 2% of the offering, and no one purchaser together with his, her, or its associates or affiliates can purchase more than 4% of the offering. Once the distribution has been completed and closed, the CPC is listed for trading on TSX Venture Exchange. The symbol includes a .P to identify the company as a CPC. SME Exchange in India Currently, there is no exchange in India exclusively for SMEs. However, the SEBI Board has already given the go-ahead for creation of a separate SME exchange. SEBI is in the consultation process for a separate SME Exchange. However, it is unlikely that the Indian exchange will dilute any standards or relax regulations for SMEs, for protecting investor interest and also the integrity of the markets. Also, it is likely that the exchange will have a minimum ticket size for transactions so that only high networth individuals will be eligible and smaller uninformed investors wonââ¬â¢t burn their fingers. 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