Types of Public Shells

Non-Trading Non-Reporting

Normally only a shareholder base
No symbol
May or may not have been a reporting company
Must file with SEC full business information and audits to become reporting
Market Maker must file a new 15c211 with the NASD to get symbol
This type of shell is least attractive

Reporting Non-Trading

12G companies, normally just filed a blank 10k with no business
Usually one shareholder
No symbol
Gray sheet, an inactive symbol
May or may not be reporting
No active market maker
Market maker must file a new 15c211 with the NASD to get symbol
A shareholder base of 50 or more is necessary to get a symbol
Reporting company will have an audit

Trading Non-Reporting
Normally trades on the Pink Sheets

(Pink Sheets is a privately owned quote service not associated with NASD and not subject to SEC reporting requirements.)

A. Past reporting, a delinquent filer, no longer current with its SEC filings.  May avoid SEC review if reporting is brought current.
B. Never reporting.  Company must file a registration statement to become a reporting company and will normally require a SEC review.

May qualify for the "piggy back" exemption if the company becomes current and compliant with the SEC in its reporting requirements.

C. Designated Pink Sheet
Directed trading pink sheet, does not have a 15c211 on file with the NASD.
No NASD symbol.
On a level two quote, the market maker will quote the bid/offer 1 share by 1 share only.

Trading and Reporting    OTC/BB

Reporting with the SEC, must file annual 10Ks with an audit, 10Qs and 8Ks.
Can be a 15D reporting under the '33 Act, or a 12G reporting under the '34 Act.

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