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Transfer Application-The NASDAQ Capital Market Form. This is a Official Federal Forms form and can be use in Additional Listing Applications NASDAQ.
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The NASDAQ Stock Market® Transfer Application: The NASDAQ Capital Market® This application should be completed by a company listed on The NASDAQ Global Select Market® or The NASDAQ Global Market® that wishes to transfer its listing to The NASDAQ Capital Market.* PART I A. Company Information COMPANY NAME ADDRESS OF PRINCIPAL EXECUTIVE OFFICES ADDRESS PHONE FAX WEBSITE B. Company Contacts Please provide the name, title and email address of the individual(s) to be designated as company contact(s) for this application. Attach a separate sheet if the address for a designated contact person differs from the address of the principal executive offices listed above. NAME TITLE EMAIL NAME TITLE EMAIL NAME TITLE EMAIL PART II Security Information Description of issue(s) to be listed (include current symbol(s), par or stated value, warrant expiration date and exercise price, ratio for American Depositary Shares to underlying shares, and other relevant information): *If the company is seeking to list, pursuant to, or in connection with, a merger with a NASDAQ® listed company, the issuer cannot utilize this transfer request form and must complete a full Listing Application. 1 American LegalNet, Inc. www.FormsWorkflow.com PART III A. Additional Documentation and Information The fact that an applicant may meet NASDAQ’s numerical guidelines does not necessarily mean that its application will be approved. In connection with the review of any application, and as set forth in the NASDAQ Listing Rules, NASDAQ reserves the right to request additional information or documentation, public or non-public, deemed necessary to make a determination regarding a security’s qualification for initial inclusion, including but not limited to, any material provided to or received from the Securities and Exchange Commission or other regulatory authority. Please provide the following information in a separate attachment to this application. Board Members and Executive Officers Provide a list of all board members and executive officers who have joined the company in the past twelve months. Identify which of these individuals the company deems to be independent directors, as defined in NASDAQ Listing Rule 5605(a)(2), and list the board committee(s) of which the director is a member. Regulatory Proceedings/Litigation 1. With respect to the company, its predecessors and its subsidiaries, provide a detailed description of all inquiries, investigations, lawsuits, litigation, arbitration, hearings, or any other legal or administrative proceedings commenced within the past ten years: a) that are or were initiated or conducted by any regulatory, civil or criminal agency (including but not limited to the SEC, FINRA, PCAOB, state securities regulators, Commodities Futures Trading Commission, Department of Justice, state bar associations, state boards of accountancy, or any foreign regulatory, civil or criminal authority); or b) in which claims material to the company are or were asserted under federal and/or state securities, tax or bankruptcy laws; or c) in which claims material to the company are or were asserted otherwise alleging fraud, deceit or misrepresentation. To the extent that such items have been disclosed in the company’s SEC filings, the applicant may refer to and/or submit copies of the relevant SEC’s filings in which such matters were disclosed in lieu of providing a detailed description. In connection with all proceedings that have been concluded, please provide documentation, which reflects the final disposition of each proceeding. The company should update Staff promptly of any and all material developments related to the matters identified in the response to these questions and should supplement its response if additional matters arise while its application is pending. 2. With respect to current executive officers, directors, and ten percent or greater shareholders, provide a detailed description of all inquiries, investigations, lawsuits, litigation, arbitration, hearings, or any other legal or administrative proceedings: a) that are or were initiated or conducted by any regulatory, civil or criminal agency (including but not limited to the SEC, FINRA, PCAOB, state securities regulators, Commodities Futures Trading Commission, Department of Justice, state bar associations, state boards of accountancy, or any foreign regulatory, civil or criminal authority); or b) in which claims are or were asserted otherwise alleging fraud, deceit or misrepresentation and seeking damages in excess of $100,000. [Note: With respect to questions 2a and 2b, there is no limit on the time frame covered by the request.] 2 American LegalNet, Inc. www.FormsWorkflow.com Upon review of the information provided by the applicant, Staff may request additional information, such as copies of all court and administrative filings, and documents, which reflect the substance of the allegations of any proceedings described above, and the sanctions imposed, including but not limited to, complaints, indictments, opinions, orders, final judgments, letters of censure, consents, undertakings and SEC formal orders of investigation. B. Affirmation – Please sign and date the application. I, , as NAME OF INDIVIDUAL of TITLE COMPANY NAME hereby certify, to the best of my knowledge and belief, that the information contained in the application is true and correct, as of the date below, and will notify NASDAQ promptly of any material changes. Signature of Company Officer SIGNATURE DATE C. Submission Send the Application and supporting documentation to: The NASDAQ Stock Market LLC Listing Qualifications 9600 Blackwell Road Rockville, MD 20850 Phone: +1 301 978 8008 ©April 2009, The NASDAQ OMX Group, Inc. All rights reserved. The NASDAQ Stock Market, NASDAQ, The NASDAQ Global Select Market, The NASDAQ Global Market and The NASDAQ Capital Market are registered trademarks of The NASDAQ OMX Group, Inc. 3 American LegalNet, Inc. www.FormsWorkflow.com