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Investment Banking Apprentice Wanted

Are you interested in learning the business of investment banking?

Artfield Investments RD, Inc. takes companies public worldwide.

If you have an interest in a career in investment banking, please fill out the form below.

(NOTE: This is a commissioned position and may even require you to invest your own money in companies you are working with. SO if you cannot afford to do this, it is best not to inquire.)

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For All of your INCORPORATING needs contact Samuel Wierdlow Inc. (www.SamuelWierdlowInc.info)

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By Paul Easton – November 24, 2012

WorldWide Fund Raising

Although the recent moves by Bafin in Germany lengthen the time and expense associated with a German Listing, Germany is still faster and easier than a listing on a US exchange. AND the money is still in Germany.

Recent moves however, do point out the need for a company seeking a listing on a Public Market to employ a global strategy.  Just as laws within the US 50 states required attorneys and investment bankers to move from state to states in search of investors and favorable laws, we now have to deploy an equivalent strategy to the international public markets. As laws tighten up in one place, money as well as companies move to another. Governments seeing opportunity to attract business loosen laws and ….well you get my drift….

At Artfield Investments RD Inc., we have a global presence and already are blazing the ways to new markets. We have found favorable dual listings that will allow listing on Frankfurt in as little as 60 days and without the restrictions on “years in business” and “nominal capital”.

We are also pioneering new markets by encouraging our market investor groups to invest in other markets besides Frankfurt and the German markets. Our German contacts have been investing in the OTC markets in the US with us for over 4 years now, and as we speak we have got their agreements to try out some new markets.

If you are interested…give us a call.

 



For All of your INCORPORATING needs contact Samuel Wierdlow Inc. (www.SamuelWierdlowInc.info)

Posted in Frankfurt Listings, Get A Berlin Listing.

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By Paul Easton – April 15, 2012

Frankfurt Announces New Rules

Frankfurt announces the new rules for the Open Market and Entry Standard today.

In summary, the First Quotation board will close down as of Dec 15, 2012. The requirements for inclusion in the Entry Standard will be tightened effective July 1, 2012. New requirements include a prospectus, operations for at least two years, and nominal equity capital of € 750,000. Nominal value per share must be € 1 and minimum free float must be ten percent.

In addition once a company is accepted to the Entry Standard it must provide a half-yearly financial statement along with abbreviated balance sheet, profit and loss statement, notes and management report.

Here is the complete text of the announcement:

Open Market Circular

Central Circular Management
Tel.: +49-(0) 69-2 11-1 96 20, Fax: +49-(0) 69-2 11-1 40 32
E-Mail: circular.xetra@deutsche-boerse.com Internet: www.xetra.com
Chairman of the
Supervisory Board
Dr. Manfred Gentz
Executive Board
Reto Francioni
(Chief Executive Officer)
Andreas Preuss
(Deputy Chief Executive Officer)
Frank Gerstenschläger
Michael Kuhn
Gregor Pottmeyer
Jeffrey Tessler
Aktiengesellschaft
mit Sitz in
Frankfurt/Main
HRB Nr. 32232
Amtsgericht
Frankfurt/Main
To all Companies participating in the Regulated Unofficial Market (Open Market) at Frankfurter Wertpapierbörse (FWB®, the Frankfurt
Stock Exchange)

April 5, 2012
Open Market Circular No. 02/12
New Segmentation in Open Market

Dear Sir or Madam,

In our circular from February 6, 2012, we informed you about measures planned in Regulated Unofficial Market (Open Market). Immediately afterwards, consultations with market participants took place which returned a pleasantly large number of proposals that were handed in. After evaluation of the proposals and in close coordination with the Hessian Exchange Supervisory Authority and the German Federal Financial Supervisory Authority (Bundesanstalt für Finanzdienstleistungsaufsicht) we hereby present the results and announce the envisaged structure.

First Quotation Board

The First Quotation Board in its current form shall be closed effective December
15, 2012. Until this date, investors have sufficient opportunities to sell shares they
hold via the exchange.
Moreover, prior to this date, issuers in First Quotation Board have the opportunity
to change to another segment, provided the relevant requirements for access are
fulfilled.
Entry Standard
In order to significantly improve involvement of the issuers and maintain the
quality of the segments, the requirements for access as well as obligations arising
from inclusion in Entry Standard shall be tightened with effect from July 1, 2012.

Requirements for inclusion

In future, access to Entry Standard will always require a public offering, hence a
prospectus. The requirement of a prospectus does not apply for companies
already listed in Entry Standard (so-called “grandfathering”) and for companies
which change from Regulated Market to Entry Standard, provided they provably
fulfilled their disclosure requirements in the past. Also for issuers in First Quotation
Board who in the context of the last tightening of requirements (i.e. since
February 15, 2011) provided a prospectus which, at the time of changing to Entry
Standard, is not older than 18 months, no public offering and therefore no new
prospectus will be required.
In future, the application for inclusion must be submitted by the issuer together
with a Trading Member of the Frankfurt Stock Exchange with the status of a
credit institution or financial services institution according to § 32 Paragraph 2 of
the German Stock Exchange Act (Börsengesetz) with a liable equity capital in the
equivalent of €730,000. The issuer will become a direct contractual partner of
Deutsche Börse AG and will be responsible for fulfilment of requirements arising
from inclusion.

For inclusion, the issuer must have existed as a company for at least two years
and have a nominal capital of at least €750,000. The (arithmetical) nominal value
per share must be €1 and the minimum free float must be ten percent.
The applying Trading Member shall evaluate if a given company is generally
ready for the capital market. I.e. the Trading Member will examine if the issuer is
sufficiently informed about the capital market, about rights and obligations and
corporate governance. They will also check that the company is no cash shell and
that sufficient preparations have been made regarding a risk control system,
reporting system etc. and, where required, recommend appropriate measures. The
Trading Member must provide evidence to Deutsche Börse AG for the issuer’s
readiness for the capital market.

Requirements arising from inclusion

The requirements arising from inclusion for companies in Entry Standard are
tightened in a way that issuers, in addition to the yearly financial statement, must
in future provide a half-yearly financial statement with abbreviated balance sheet,
profit and loss statement, notes and management report. All requirements arising
from inclusion must in future be fulfilled directly by the issuer and fulfilment
must be performed by submitting documents in electronic form to Deutsche
Börse AG. This also applies for issuers whose shares or certificates representing
shares are already included in Entry Standard. Violations may lead to contractual
penalties or termination of inclusion.

During the period of inclusion, the function of the Deutsche Börse Listing Partner
is that of a capital market coach who continually advises the issuer on essential
developments in the capital market and likewise on disclosure requirements.

Quotation Board

As of October 1, 2012, besides bonds and funds, only shares or certificates
representing shares will be included in the Quotation Board which are listed at
another domestic or foreign exchange-like trading place recognized by Deutsche
Börse (as is the case in the current Second Quotation Board). In future, the
Specialist will take over the role of the Applicant. The Specialist ensures
tradability of the security by providing liquidity and undertakes to inform
Deutsche Börse immediately about corporate actions and provide other relevant
information. Violations lead to termination of inclusion or contractual penalties.
In order to ensure compliance with the new requirements, inclusion of all
securities in Open Market, with the exception of securities in Entry Standard and
funds, will be terminated on October 1, 2012 effective December 15, 2012. For
Specialists who wish to retain these securities and are able to provide evidence of
a primary listing at a trading place approved as exchange-like, a so-called “grandfathering”
will be applied at re-inclusion. Through legal opinions, evidence may
be provided that an alternative trading place also fulfils the criteria for being
acknowledged as exchange-like trading place, whereby such trading place will
be added to the list of exchange-like trading places.
Besides the Specialist, who is mandatory in Open Market, i.e. both in Entry
Standard and in Quotation Board, also a Designated Sponsor can act as additional
liquidity provider. In future, allocation of Specialists in Entry Standard will in
general follow the allocation in Regulated Market.
Please do not hesitate to call the Listing Team on tel. +49-(0) 69-2 11-1 35 55
for any questions you may have.
Yours faithfully
Frank Gerstenschläger Alexander Höptner



For All of your INCORPORATING needs contact Samuel Wierdlow Inc. (www.SamuelWierdlowInc.info)

Posted in Frankfurt Listings.

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By Paul Easton – April 5, 2012

Berlin Announces New Rules

Berlin has announced new rules for its open market.

Berlin has amended its rules and requirements for a listing in the open market.

The intention – more or less – is that Berlin wants to limit its market place preferably to companies from German jurisdictions and companies with operating histories. This is mainly due to the securities law, they say they don’t have the capacity and expertise to assess too many different jurisdictions. There might be exceptions to this rule in “well-founded” cases.

In any case an applicant must have operational business in place for at least one complete year, i.e. at least one annual account, where as normally it should be rather 3 years…Berlin likes to see companies that already have a standing within their market and proofed the prospects of success of their business model. I have attached the new rules and guidelines to this mail for your information.

These new rules do not effect listngs via dual listing. Fore example OTCBB companies TSX companies, etc. can still dual list in a matter of days.

 

Here are the precise rules:

 

Requirements for the inclusion of shares in the Open Market of the Berlin Stock Exchange
1. It should be a company from the German jurisdiction. Foreign companies may be included provided that there are particularly good reasons. In this case it is about well‐founded exceptions in individual cases.

2. Additional to the application an Exposé has to be submitted; about 20‐30 pages, including the following:
a. A statement by the board of the issuer, confirming that all information are correct and complete and no considerable information has been withheld.
b. Information about the shares ( especially No. of items , aggregate principal amount, transfer and paying agent)
c. Information of the issuer, particular to statutory purpose of the company;
d. Information about the Issuer´s Capital
e. Information about the business activities
f. Information about the assets, financial and income position of the Issuer, at least for the
last completed fiscal year
g. Information about the audit of the Issuer´s financial statements, at least for the latest
completed fiscal year
h. Information about the Issuer´s management and supervisory board
i. Information about the Issuer´s earliest course of business and the business prospects
3. In addition two annual reports should be submitted, showing the development of current driven business.

4. The Issuer must be an active operative company, Start‐up companies or companies searching or Venture capital will not be included. Furthermore no shell companies will be included. The company has to show the required structure and organization for the operative business. This especially includes employees. The company must not depend on the idea or the engagement of an individual. Investors must expect some certainty in terms of continuity.

5. The proper trading of the shares must be ensured, this means there have to be enough shares in circulation, so that of supply and demand can determine a price. Here we consider both the absolute number of shares and their relation to the share capital.

6. Furthermore, the articles of association and a current certificate of registration have to be submitted.



For All of your INCORPORATING needs contact Samuel Wierdlow Inc. (www.SamuelWierdlowInc.info)

Posted in Get A Berlin Listing.

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By Paul Easton – March 27, 2012

ARTFIELD INVESTMENTS RD INC. adds new financing vehicles to its arsenal.

Artfield Investments RD Inc. had made arrangements to introduce our clients to  financial institutions that do S1 financings from $10,000,000 on up, REGULATION A financings up to $5,000,000 , and world wide Draw Down Financings from $10,000,000 on up.

The S1 and Reg A financings are tied into Artfield’s Proprietary restructruings. If you have a need for any of the above please give us a call.

 

 



For All of your INCORPORATING needs contact Samuel Wierdlow Inc. (www.SamuelWierdlowInc.info)

Posted in Finance.

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By Paul Easton – February 5, 2012

FSE To Take Action to Limit Fraud on The Frankfurt Stock Exchange

Update Germany

As Frankfurt announced they will be shutting down the open market, there will now be the Entry Standard as the entry level to this market, with perhaps Berlin and Stuttgart being seen as entry levels to the German Markets in general. It looks like in the future a company will need audited financials and a prospectus to get on the entry standard in Frankfurt. Although it will add cost and time to a German Listing, it will help to keep Fraud out of the German Market place and protect the integrity of the German markets for legitimate companies.

Germany listing and fundings will still be faster than any other viable market in the world.

All the new rules are note known, as there will be more announcements in March and April but we do know the new rules will add about 20k to 30k or more  cost to going public on the FSE.

So if someone wants to go to Frankfurt Or Berlin now is the time. It will only get more expensive and harder as we go along. The specialists have told me their fees will probably be going up too. A company starting now might make it, but they should be prepared for additional expenses if something unknown gets announced.

Big companies with revenues should have no problems with the new rules. Start ups may.

All existing open market companies will have until September to move up to the Entry Standard.

We can help with audits and prospectuses at a reasonable cost and also with finding another company to take over your shell in case you want to quit and give up. Better to sell your shell to someone who can afford to move it up than just give up.

The open market will still be open to companies listed elsewhere (except US OTCBB). So if you are a Canadian, UK, Australian or another listed company, you can still get onto Frankfurt easily.

Berlin is still viable and you can raise money there. However, they may be influenced one way or the other by FSE’s move. Be aware that things are in flux and new rules or procedures can pop up anywhere at anytime. The time to do things is now before too many rules change and costs go up.

Remember Berlin also takes OTCBB as dual listings.



For All of your INCORPORATING needs contact Samuel Wierdlow Inc. (www.SamuelWierdlowInc.info)

Posted in Frankfurt Listings, Get A Berlin Listing.

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By Paul Easton – February 5, 2012

WHY LIST ON THE BERLIN EXCHANGE?

WHY LIST ON THE BERLIN STOCK EXCHANGE?

Why list on Berlin when Frankfurt is the most predominant exchange in Germany? The third largest exchange in the world and growing bigger every day.

There are advantages to Berlin, especially for companies that may not be able to list on the Frankfurt Exchange.

1) Berlin has a lower nominal capital requirement, € 250,000 compared to € 500,000 for Frankfurt. Thus we can list a company on Berlin, raise a little money, invest in the company and increase its nominal share value to qualify for the Frankfurt.

2) OTCBB companies can still dual list on Berlin. There is some debate whether this is a good idea, however, in some cases it is and in all cases it can be used as a stepping stone to a subsidiary’s full and exclusive listing on Berlin or Frankfurt.

3) Frankfurt is undergoing a lot of change right now due to the huge influx of companies from the stalled American markets now seeking listing on Frankfurt. Berlin is a little more stable as it has not had the huge influx to unsettle it yet.

But the primary reason is that Germany is where the money is. Germany’s economy is healthy. In 2010 it had a greater trade surplus that even China. (Get the figures here and here.)

The Germans just bought the NYSE this year. Surprised? Read about it by CLICKING HERE. Read about the Berlin Stock Exchange on Wikipedia, CLICK HERE.

In addition, German regulators and tax laws encourage and support developmental stage companies. You can get listed from scratch in as little as 30 days on the Berlin Stock Exchange without audited financials. If you are in a big hurry you can by a German shell and cut the time down to 7 days.

If you are an exchange company (NYSE, AMEX, NASDAQ, etc) you can get a dual listing in as little as 7 days.

Money raises can be completed on the Berlin Stock Exchange in as little as 30 days. But you must be connected to the right people.  There are lots of companies advertising for German Listings. Yes, they can get you listed in a short period of time, but it doesn’t mean they can help you raise money quickly.  We get requests all the time to help people who bought a Berlin Stock Exchange listing and now don’t know what to do.

Fair trading — Naked short selling is banned in Germany and brokers are not allowed to short on a down tick.

Less regulation — No restricted shares for anyone even officers, directors and insiders. No Sabanes-Oxley and ongoing costs are much less than the OTCBB, TSX, and Hong Kong exchanges. Public offerings can be conducted without underwriters in on the Berlin Stock Exchange.

Fast listings, and fast money raises and fair trading is what Berlin Exchange is all about. We have been working with the Germans since 2009. We will hook you up to the right professionals in Germany to not only get you listed but to get you funded.

Dual listings and subsidiary listing will also help your US listed company.

Berlin Stock Exchange Listing

WHY GO THROUGH ARTFIELD INVESTMENTS RD INC?

We have been working with German Investors, Specialists, Sponsors, etc since 2009. We are connected to most of the top firms in German Investment Banking. We can handle your needs whether you are a start up or a Fortune 500 company. We can handle Berlin Exchange fundings from $500,000 to $500,000,000.

STRUCTURING is just as important to our German friends as it is to our US clients. The reason that we get the big and powerful connections  that we do is because we know how to structure companies right for the Berlin Stock Exchange and for the benefit of the client.

When you work with Artfield Investments RD inc. You get one-stop shopping. We can provide you with all the connections you will need in Germany. Most speak English but we also have members of our team who speak German and English and can translate for the few connections that don’t speak English.

We will keep things simple. We will explain you the things you need to know and won’t waste your time explaining you things you don’t need to know.

When you work with us you won’t be left on your own, and you won’t have to go anywhere else to get what you need.

We do not accept every company that wants us to get them a Berlin Listing. We will give you a free evaluation and let you know if we can actually help you. Or how we can help you. We won’t take you to the Berlin Stock Exchange unless we feel we can get you funded as well as listed.



For All of your INCORPORATING needs contact Samuel Wierdlow Inc. (www.SamuelWierdlowInc.info)

Posted in Finance, Get A Berlin Listing.

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By Paul Easton – December 25, 2011

GERMANY IS WHERE THE MONEY IS – BERLIN LISTINGS

Over the last several years as you are well aware it has been harder and harder to raise money, get listed, and sell stock in the US. During this time we have developed relationships with German clients and investors.

Our German clients include some of the biggest Specialists and Sponsors for the Berlin Exchange. The Berlin Exchange is not as large as its nearby competitor the Frankfurt exchange, but through our contacts the Berlin offers liquidity and lower initial listing requirements than the Frankfurt Exchange.

Germany is where the money is. If you are not aware, in February this year the Germans bought the NYSE. Read about it here: http://www.crainsnewyork.com/article/20110215/FREE/110219927.  Germany has been listed as #1, ahead of China, on some trade surplus  2010 rankings and #2 behind China on others.

Right now it is possible to go public on the Berlin Stock Exchange in from 45- 60 days and raise a couple of million dollars in as little as another 60 days.  Often a company can be listed and funded in 90 – 120 days

Particularly liked are commodity based companies, like gold and other mining companies, green companies, and oil & gas companies. However, anything can be done —  especially if you have a profitable company making money.

We are not talking just about getting a listing on the Berlin Exchange (there are lots of companies offering that now a day), our clients will complete a listing as well as a funding for you.

Exchange listed companies (NYSE, AMEX, NASDAQ, etc.) can get listed on the Berlin Exchange in as little as 7 days and can get fast funding (usually 90 days or less) on money raises of 10+ to 100+m. (Larger raises can take a little longer.)

We can also do similar fast listings (30-45 days) and fast money raises (90 days) for OTC companies or private companies not on an exchange.

If you have any interest, please give us a call.



For All of your INCORPORATING needs contact Samuel Wierdlow Inc. (www.SamuelWierdlowInc.info)

Posted in Finance, Get A Berlin Listing.

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By Paul Easton – December 25, 2011

ABOUT THE BERLIN STOCK EXCHANGE

Berlin Stock Market

Börse Berlin has two market places under one roof. Apart from traditional trading on Xontro, the trading system of all floor exchanges in Germany, Börse Berlin operates the trading platform ETS under the brand Equiduct. Equiduct Systems Ltd. is responsible for the operation, and the maintenance and further development of the trading system.

Shares, bonds and funds: Berlin offers the full spectrum

Approximately 50 percent of instruments traded on Xontro are equities, with a strong focus on foreign companies. Nearly all NASDAQ securities are traded in Berlin, but companies from China or South Africa are also available. International Blue Chips are represented as well as interesting small caps; in total Börse Berlin enables trading in over 15,000 shares from 82 countries.

Foreign bonds compliment the international security selection at Börse Berlin. In Germany many of these are traded only in Berlin. Naturally Börse Berlin has the full range of fixed interest securities of the German Federation and its constituencies with bonds from companies and other issuers also on offer. Certificates and warrants round off the security offering in Berlin.

Alongside equities and bonds, investors find a large selection of public funds. FondsPlus is the market segment for actively managed investment funds from all product groups – among them equity funds with different investment focuses, real estate funds, annuity funds, money market funds, funds of funds, mixed funds and sustainability funds. Furthermore, a variety of Exchange Traded Funds (ETFs) and Exchange Traded Commodities (ETCs) are also on offer.

Information on new companies and news including share splits, de-listings, name changes and other corporate events can be found in the Notices section which is updated daily on trading days. More information about trading costs is available on the page Xontro in the Fee Structure section.

Equiduct – Best Execution, Order by Order

Equiduct is a pan-European trading venue offering two liquidity pools: PartnerEx, provides order by order best execution and the HybridBook, a fully electronic, ultra low latency platform. Around 1,100 European Blue Chips are traded on the platform. Alongside this Equiduct offers market data such as the VBBO – that is the best price you can effectively trade on, calculated on the basis of 7 relevant markets for two volumes – and the market analysis tools LFA and LFI. More information about Equiduct is available on the Equiduct Website at www.equiduct.com.

Two Market Places

Two market places under one roof

Börse Berlin uses Xontro as its trading platform since 1992. Xontro is a professional order-routing, trading and settlement system. It supports the entire trade process from electronic order routing to price fixing to settlement. In contrast to a fully automated trading system like XETRA prices are still fixed by humans – so called lead brokers – on Xontro. Xontro supports the lead broker in the price finding process. The system shows cumulated Buy and Sell offers. Out of these, the price that enables the highest turnovers is determined by way of an auction. The price is indicated to the lead broker who then carries the orders out accordingly.

Xontro enables the lead broker to intervene in order to regulate the market. They may assume a liquidity generating function for illiquid stocks, so investors get a chance to trade stocks that would otherwise not be tradeable. This means that the lead brokers step in as temporary counterparty in a trade that would not get carried out automatically otherwise, due to the lack of a counterparty. This is particularly interesting for investors seeking to trade less liquid foreign stocks.

Next to Xontro Börse Berlin operates the fully electronic trading platform ETS under the brand Equiduct. Equiduct provides a central limit order book called Hybrid Book and a best execution service called PartnerEx, which provides order by order best execution. The connection to several clearing agencies provides high flexibility in clearing and settlement. In addition Equiduct offers market participants access to a variety of market data.

More information about Equiduct is available at www.equiduct.com.

Market Segments

Börse Berlin has two market segments, the Regulated Market and the Open Market. The Open Market has the sub-segment Berlin Second Regulated Market (BSRM).

The Regulated Market

The Regulated Market is a market segment that is governed by public law. The proceedings for the admission of securities to the Regulated Market are subject to public law, the admission requirements are regulated by the “Exchange Law”, the “Exchange Admission Provision” and the “Securities Prospectus Act”.

The Regulated Market was established in 2007 through fusion of the Regulated and the Official Market. The admission requirements to the Regulated Market resemble the former admission requirements to the Official Market.

Companies that want to launch their IPO on the Regulated Market, need to fulfil the following criteria:

  • They need to have existed at least three years
  • They need to have equity capital of at least 1.25 million €
  • At least 10,000 shares need to be issued with a freefloat of at least 25 %
  • Submission of an offering prospectus aprroved by BaFin with information about financial statements, capital flow, profit and loss and business prospects.

After admission has been effected there are ongoing duties for the issuers such as the publication of annual accounts and of interim reports. Price relevant information needs to be reported pursuant to § 15 WpHG (Ad-hoc publicity obligation).

Companies that are already listed on another regulated market in Germany and Europe can be admitted to trading on the Regulated Market without an admission procedure, as long as the admission requirements and the reporting and transparency obligations of the other market are comparable to those on the Regulated Market.

The Open Market

The Open Market is a market segment of Börse Berlin organised under private law. Regulations enacted by the Management and the Exchange Council form its legal basis. The Terms and Conditions for the Open Market regulate the process of trading. The Terms and Conditions for Transactions regulate the participation in trading and the inclusion of securities to trading. The admission requirements are eased significantly in comparison to those of the Regulated Market. An application with information about the name and address of the issuer, the security class, ISIN or security code number, a short description of the type of business and the denotation of the home exchange suffices for the admission of company shares that are already traded on another regulated market or multilateral trading facility. There are no ongoing obligations for companies.

The Open Market provides a suitable platform for small to medium sized companies that plan their IPO. The admission requirements are easied by comparison to those of the Regulated Market:

  • There are no specifications regarding the age of the company.
  • The minimum nominal volume of the share issue shall at least be 250,000 Euro. The prospective market value of the capital available to the market shall not be below 1.5 million Euro.
  • The shares to be included shall be spread sufficiently (freeflow of 20 %).

Ongoing obligations after an IPO are publications within the meaning of §§ 30 b and 30 e of the Securities Trading Act. Companies that made their IPO on the Open Market also need to publish price relevant information analogue to § 15 WpHG. Furthermore they need to submit interim reports.

Berlin Second Regulated Market (BSRM)

The Berlin Second Regulated Market is a sub-segment of the Open Market and also governed under private law. Electronic price determination is carried out for securities, that are admitted to a regulated market within the meaning of MiFID. As the securities are already admitted at another regulated market within the meaning of MiFID, investors can access information available about the stock via the home exchange. This is why the Berlin Second Regulated Market – although a segment of the Open Market – qualifies as a Regulated Market under European law within the meaning of MiFID.

Trade Reporting is carried out under the MIC (Market Identification Code) EQTB. For stocks, admitted to trading on the Regulated Market in Germany, which is governed by public law, trade reporting is carried out under the MIC EQTA – this affects approximately 35 German Blue Chips.

Short Sale Regulation

A new regulation has been put in place in Germany to regulate naked short sales: The Abusive Securities- and Derivatives Trades Prevention Act (Gesetz zur Vorbeugung gegen missbräuchliche Wertpapier- und Derivategeschäfte) will come into force on 27 July 2010 and implements changes to the Securities Trading Act (Wertpapierhandelsgesetz, WpHG).

The Act replaces the current General Decree of the Federal Supervisory Authority (BaFin) dated 18 May 2010.

This note summarizes the main changes that are relevant for Equiduct participants and does not cover the provisions on credit derivatives of § 30j WpHG. It also does not cover provisions that empower BaFin to conduct appropriate measures to protect the functioning of financial markets outlined in §4a WpHG.

Naked short sales in shares or government bonds (denominated in Euro, includes national, regional, local administrative units) admitted to trading on a regulated market of a German exchange are banned (new §30h WpHG).The ban does not apply to shares of companies domiciled outside Germany (except if the company is solely admitted to trading on a regulated market of a German exchange). The ban applies globally, and irrespective of the trading venue.

A ‘naked short sale’ applies when – at the end of the day the trade was concluded – the seller

  • is not the owner of the sold securities and
  • does not have any unconditionally enforceable claim under the law of obligations or under property law for the transfer of title in a corresponding number of securities of the same kind.

The ban is effective as of 27 July 2010. The ban does not apply to transactions concluded before the effective date, unless these are prohibited by a different rule.

Reporting of short positions

(Covered) Net short positions in shares admitted to trading on the regulated market of a German exchange must be reported to the BaFin until the end of the next trading day, if the net short position exceeds 0.2%of outstanding shares (new §30i WpHG). If the net short position exceeds 0.5% of outstanding shares, the position must also be reported to the public via the Electronic Federal Gazette within said period.

Changes in the net position that exceed said thresholds in ±0.1%steps must be reported accordingly.

A ‘net short position’ applies when the net position of all financial instruments related to an issuer results in a short economic exposure to its owner.

The transparency requirement becomes effective on 26 March 2012. Net short positions that have been created before the effective date must be reported the day following the effective date, unless they have been reported earlier.

Exemptions

Exemptions from the ban and the transparency obligations apply (§30h (2) sentence 1 and §30i (4) WpHG) to firms providing investment services, if they

  • trade on own account on a regular and permanent basis, or
  • fill client orders on a regular and permanent basis and hedge the resulting positions

and if the respective transaction is related to this business. BaFin must immediately be given notice about the intent to take on these activities, whereas the affected instruments must be declared (BaFin will provide an appropriate form as well as additional information in English on www.bafin.de soon).

Exemptions from the ban apply (§30h (2) sentence 2) to transactions which trading participants conclude with the customer for settlement of a transaction in financial instruments at a fixed or definable price (fixed price transaction).

The law will be enforced globally. BaFin will seek the support of the local regulators.

Please find a list of the instruments on Equiduct that are subject to the ban on naked short selling for download below. A systematic of the BaFin ban is also available for download below.

Disclaimer

This document is for informational purposes only. It does not constitute legal advice and we are not acting as attorney. We make no claims, promises or guarantees about the accuracy, completeness, or adequacy of the information contained.

Frequently Asked Questions (FAQ)

Frequently asked questions (FAQs) regarding the ban on naked short-selling transactions in shares and certain debt securities pursuant to section 30h of the German Securities Trading Act (Wertpapierhandelsgesetz – WpHG) are available for download here.

Xontro

A consistent reference market principle is in force in Xontro trading at Börse Berlin to ensure the implementation of the “best price principle” according to MiFID.

It ensures that execution in all DAX, MDAX, TecDAX, SDAX, EuroStoxx50, Stoxx50, AEX, ATX, CAC40, FTSE100, IBEX35, MIB30, SMI as well as DOW30 and NASDAQ100 securities is better or at least as good as the current volume weighted Xetra Spread. When Xetra is not available as a reference market – as is the case after 17:30 CET – the most liquid trading venue is used for reference. For foreign securities only a small deviation from the spread on the home market is permitted. When the respective reference markets are open, a deviation of max +/- 0.4% is permitted for Dow Jones stocks, and +/- 0.5 % for NASDAQ 100 stocks and securities from European indices.

The overall costs of a transaction result from the fees charged by the exchange, the lead broker and your bank. On the exchange-side transactions costs are defined in the Brokerage Rates.

Fees per executed order will be charged subject to the security class (plus VAT). Please find more information about fees on the Xontro Pricing page. The intermediation fee for brokers, the so called brokerage, is 0.08 % of the executed order volume. For DAX securities brokers charge half of the usual brokerage, i.e. 0.04 % of the executed order volume.

Your order is executed within seconds in Berlin. The lead brokers’ liquidity obligations guarantee a high likelihood that your order gets carried out. Through own-name transactions lead brokers can help you purchase stocks that would otherwise not be tradeable due to low liquidity.

Order types

Xontro enables the following order types:

  • Unlimited order (Market Order)
  • Limit Order
  • Stop Order (Stop Buy/Stop Loss)

Furthermore the validity of the order can be defined (“good till date”). The time span available reaches from “good for day” to the last trading day of the calendar year.



For All of your INCORPORATING needs contact Samuel Wierdlow Inc. (www.SamuelWierdlowInc.info)

Posted in Get A Berlin Listing.

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By Paul Easton – December 24, 2011

WHY LIST ON THE FRANKFURT EXCHANGE?

WHY LIST ON THE FRANKFURT STOCK EXCHANGE?

The primary reason is that Germany is where the money is. Germany’s economy is healthy. In 2010 it had a greater trade surplus that even China. (Get the figures here and here.)

The Frankfurt Stock Exchange is now the third largest exchange in the world and growing bigger every day. It has more international listings than any other stock exchange in the world.With more than 250 international trading institutions and and more than 4,500 traders companies listed on the Frankfurt Stock Exchange have have massive exposure to investor capital.

The Germans just bought the NYSE this year. Surprised? Read about it by CLICKING HERE. Read about the Frankfurt Stock Exchange on Wikipedia, CLICK HERE.Frankfurt Stock Exchange Listing

In addition, German regulators and tax laws encourage and support developmental stage companies. You can get listed from scratch in as little as 30 days on the Frankfurt Stock Exchange without audited financials. If you are in a big hurry you can by a German shell and cut the time down to 7 days.

If you are an exchange company (NYSE, AMEX, NASDAQ, etc) you can get a dual listing in as little as 7 days.

Money raises can be completed on the Frankfurt Stock Exchange in as little as 30 days. But you must be connected to the right people.  There are lots of companies advertising for German Listings. Yes, they can get you listed in a short period of time, but it doesn’t mean they can help you raise money quickly.  We get requests all the time to help people who bought a Frankfurt Stock Exchange listing and now don’t know what to do.

Fair trading — Naked short selling is banned in Germany and brokers are not allowed to short on a down tick.

Less regulation — No restricted shares for anyone even officers, directors and insiders. No Sabanes-Oxley and ongoing costs are much less than the OTCBB, TSX, and Hong Kong exchanges. Public offerings can be conducted without underwriters in on the Frankfurt Stock Exchange.

Fast listings, and fast money raises and fair trading is what Frankfurt Exchange is all about. We have been working with the Germans since 2009. We will hook you up to the right professionals in Germany to not only get you listed but to get you funded.

Dual listings and subsidiary listing will also help your US listed company.

Frankfurt Stock Exchange Listing

WHY GO THROUGH ARTFIELD INVESTMENTS RD INC?

We have been working with German Investors, Specialists, Sponsors, etc since 2009. We are connected to most of the top firms in German Investment Banking. We can handle your needs whether you are a start up or a Fortune 500 company. We can handle Frankfurt Exchange fundings from $500,000 to $500,000,000.

STRUCTURING is just as important to our German friends as it is to our US clients. The reason that we get the big and powerful connections  that we do is because we know how to structure companies right for the Frankfurt Stock Exchange and for the benefit of the client.

When you work with Artfield Investments RD inc. You get one-stop shopping. We can provide you with all the connections you will need in Germany. Most speak English but we also have members of our team who speak German and English and can translate for the few connections that don’t speak English.

We will keep things simple. We will explain you the things you need to know and won’t waste your time explaining you things you don’t need to know.

When you work with us you won’t be left on your own, and you won’t have to go anywhere else to get what you need.

We do not accept every company that wants us to get them a Frankfurt Listing. We will give you a free evaluation and let you know if we can actually help you. Or how we can help you. We won’t take you to the Frankfurt Stock Exchange unless we feel we can get you funded as well as listed.



For All of your INCORPORATING needs contact Samuel Wierdlow Inc. (www.SamuelWierdlowInc.info)

Posted in Finance, Frankfurt Listings.

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By Paul Easton – July 17, 2011