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namtae

05/05/15 1:04 PM

#87645 RE: janice shell #87643

Pink sheet current info - looks to me theyre not required to file Form D, among other items. Guess its a question of what's material..

Qualifications for the OTC Pink - Current Information Tier
Companies that make the information described below publicly available on a timely basis (90 days after fiscal year end for Annual Reports; 45 days after each fiscal quarter end for Quarterly Reports) qualify for the Current Information Tier. Financial reports must be prepared according to U.S. GAAP or IFRS, but are not required to be audited to qualify for the OTC Pink Current Information tier.
Initial Qualification:
1. Subscribe to the OTC Disclosure & News Service on www.OTCIQ.com to publish your financial reports and material news.

2. Create the following documents, save them in PDF format and upload them via www.OTCIQ.com:
• Annual Financial statements (Document must Include: Balance Sheet, Income Statement, Statement of Cash Flows, Notes to Financial Statements) for the previous two fiscal years. If these reports are audited, please attach the audit letter from the PCAOB registered audit firm. Each year’s Annual Financial statements should be posted separately under the report type “Annual Report” in OTCIQ.
• Any subsequent Quarterly Reports since the most recent Annual Report.
• The most recent fiscal period end report should also include information in accordance with these OTC Pink Basic Disclosure Guidelines; use the fillable form beginning on page 3.
3. If financial reports are not audited by a PCAOB registered audit firm:
• Submit a signed Attorney Letter Agreement (first two pages of the Attorney Letter Guidelines).
• After following the appropriate procedures with a qualified attorney, upload an Attorney Letter complying with Attorney Letter Guidelines through your otciq.com account.

Ongoing Qualification:

1. For each Fiscal Quarter End, upload a Quarterly Report via www.OTCIQ.com within 45 days of the quarter end. (A separate quarterly report is not required for the 4th quarter.) The Quarterly Report should include:
? Information in accordance with these OTC Pink Basic Disclosure Guidelines -- use the fillable form beginning on page 3.
? Quarterly financial statements (Balance Sheet, Income Statement, Statement of Cash Flows, Notes to Financial Statements).
? No Audit Letter or Attorney Letter is required.

2. For each Fiscal Year End, upload an Annual Report within 90 days of the fiscal year end. The Annual Report should include:
? Information in accordance with these OTC Pink Basic Disclosure Guidelines -- use the fillable form beginning on page 3.
? Annual financial statements (Balance Sheet, Income Statement, Statement of Cash Flows, Notes to Financial Statements, and Audit Letter, if the financial statements are audited).

3. If financial reports are not audited by a PCAOB registered audit firm, upload an Attorney Letter via www.OTCIQ.com complying with the Attorney Letter Guidelines within 120 days of the fiscal year end.