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Direct Public Offering: Information for the Offering: 3




Description

This article is from the Investing Articles: Public Offerings: IPO and DPO series.

Direct Public Offering: Information for the Offering: 3

Dividend, Distribution, And Redemptions

27.28 If the Company has within the last 5 years paid dividends, made distributions upon its stock, or redeemed any securities, explain how much and when.

Officers And Key Personnel Of The Company

27.29 to 27.34 Details and work history of Officers and Directors.

27.35(a) Have any of the Officers or Directors ever worked for or managed a company (including a separate subsidiary or division of a larger enterprise) in the same business as the Company?

27.35(b) If any of the Officers, Directors, or other key employees have ever worked for or managed a company in the same business or industry as the Company or in a related business or industry, describe.

27.35(c) If the Company has never conducted operations or is otherwise in the development stage, indicate whether any Officer or Director has ever managed any other company in the start-up or development stage and describe the circumstances, including relevant dates.

27.35(d) If any of the Company's key personnel are not employees but are consultants or other independent contractors, state the details of their engagements by the Company.

27.35(e) If the Company has key man life insurance policies on any of its officers, Directors, or key personnel, explain.

27.36 If a petition under the Bankruptcy Act or any State insolvency law has been filed against the Company or its Officers, Directors, or other key personnel, explain.

Principal Stockholders

27.37 List principal owners of the Company (those who beneficially own directly or indirectly 10% or more of the common and preferred stock presently outstanding).

27.38 List number of shares beneficially owned by Officers and Directors.

Management Relationships, Transactions And Remuneration

27.39(a) If any of the Officers, Directors, key employees, or principal shareholders are related by blood marriage, please describe.

27.39(b) If the Company has made loans to, or is doing business with, any of its Officers, Directors, key personnel, or 10% shareholders or any of their relatives, within the last two years, or proposes to do so within a future time frame, explain,

27.39(c) If any of the Company's Officers, Directors, key employees, or 10% stockholders has guaranteed or co-signed any of the Company's bank debt or other obligations, including any indebtedness to be retired from the proceeds of this offering, explain and state the amounts involved.

27.40(a) List all remuneration by the company to Officers, Directors, and key employees for the last fiscal year:

27.40(b) If remuneration is expected to change or has been unpaid in prior years, explain.

27.40(c) If any employment agreements exist or are contemplated, describe.

27.41(a) Number of shares subject to issuance under presently outstanding stock purchase agreements, stock options, warrants or rights:

27.41(b) Number of common shares subject to issuance under existing stock purchase or option plans.

27.41(c) Describe the extent to which future stock purchase agreements, stock options, warrants, or rights must be approved by shareholders.

27.42 If the business is highly dependent on the services of certain key personnel, describe any arrangements to assure that these persons will remain with the Company and not compete upon termination.

 

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