Requirements and process guides
Every marketplace and exchange a small-cap issuer might list on runs its own quantitative and qualitative test — a minimum bid price, a holder count, an audit standard, a filing mechanism only a broker-dealer can trigger. These eight guides break down OTCQB, OTCQX, and Nasdaq Capital Market listing standards, the S-1, Reg A+, and reverse-merger paths that get you there, and the Form 211 and DTC eligibility steps that turn a listing into a tradable, clearable security. Each guide reads its numbers live from the same sourced data set every calculator on this site uses, so a requirement here and the same requirement inside a calculator never drift apart.
Eight guides, one source of truth
Start with the venue you're targeting, or work backward from the mechanism — S-1 vs. Reg A+, reverse merger vs. IPO — before you commit to a listing path.
OTCQB Listing Requirements
The full quantitative and qualitative bar for OTCQB Venture Market — minimum bid price, beneficial holders, public float, and the annual certification cycle. Covers the current $0.05 bid rule and where older $0.01 guidance has gone stale.
Read the guideOTCQX Requirements
OTCQX U.S.'s higher bar above OTCQB — $0.25 minimum bid, $10M market cap, 18-month audit currency, and the "no shell" qualitative test. Explains the Form 211 exemption for OTCQX applicants.
Read the guideNasdaq Listing Requirements
Nasdaq Capital Market's four initial listing standards side by side — equity, market value, and net income — plus round-lot holder counts, market maker minimums, and the current entry and annual fee schedule.
Read the guideOTC Pink vs. OTCQB vs. OTCQX
A tier-by-tier comparison of OTC Markets' three marketplaces on disclosure obligations, audit requirements, investor perception, and the typical time and cost to move up a tier.
Read the guideReverse Merger vs. IPO
Two paths onto a public market compared on speed, cost, control, and diligence exposure — when a shell-company reverse merger beats a traditional S-1 underwriting, and when it doesn't.
Read the guideS-1 vs. Reg A+
Registration statement vs. exemption: how Form S-1 and Regulation A+ Tier 2 differ on investor eligibility, the $75M raise ceiling, audit standard, and ongoing reporting burden.
Read the guideForm 211 & Rule 15c2-11
Why only a FINRA-member market maker can file Form 211, what the 2026 FINRA Gateway platform changed, and the deficiency-letter cycle that stretches a review into months.
Read the guideDTC Eligibility
How shares become DTC-eligible for electronic clearing, why issuers can't apply directly, and the transfer agent FAST-program step that gates every uplisting.
Read the guideHow to use these guides
Read a guide before you run its matching calculator, not after.
Each guide is written to answer one question precisely: what does this venue, exchange, or filing mechanism actually require, and how confident are we in that number today. That confidence matters. Regulatory figures fall into three buckets in our underlying data set — verified figures read from a primary or near-primary source this year, cited figures drawn from consistent third-party reporting where the primary schedule wasn't re-confirmed live, and range figures that are inherently a market range rather than a codified rule, like underwriting spreads or legal fees. Every guide tells you which bucket a given number falls into so you can weight it accordingly before you bring it into a term sheet conversation or a board deck.
If you already know your target venue — OTCQB, OTCQX, or Nasdaq Capital Market — start with that guide, then run the matching requirements checker or the IPO Cost Calculator below to see where your current cap table and financials stand against the published standard. If you're still choosing between mechanisms, read Reverse Merger vs. IPO or S-1 vs. Reg A+ first: the mechanism you pick determines which venue guides are even relevant, since a Reg A+ Tier 2 offering and a traditional S-1 underwriting land you in different diligence and timeline categories before you've chosen an exchange at all. Founders moving an existing OTC-quoted company upmarket should read Form 211 & Rule 15c2-11 and DTC Eligibility together — most uplisting delays trace back to one of those two steps, not the exchange application itself.
None of this replaces counsel. These guides compress public listing standards, FINRA rules, and DTCC process into a form you can scan in ten minutes instead of parsing rulebooks and no-action letters — the next step is always a conversation with a securities attorney, auditor, and the exchange or marketplace directly before you file anything.
Frequently asked
What these guides cover, how current they are, and what to do next.
What's the difference between a guide and a calculator on this site?
A guide explains a requirement or a mechanism in prose — what OTCQX requires, why only a broker-dealer can file Form 211. A calculator takes your own numbers and applies those same requirements to your specific facts, like a cap table, a target raise, or a current share price. Read the guide first so you understand what the calculator is testing.
Which guide should I read first if I haven't chosen a listing venue yet?
Start with S-1 vs. Reg A+ and Reverse Merger vs. IPO. Those two guides cover the mechanism you'll use to get public, which shapes your timeline and cost far more than the venue does. Once you know your mechanism, OTC Pink vs. OTCQB vs. OTCQX or Nasdaq Listing Requirements narrows the venue.
How often are these guides updated with new regulatory figures?
Every number in every guide reads from a single dated data set, last reviewed . When OTC Markets Group, Nasdaq, FINRA, or the SEC change a threshold, we update that one data set and every guide and calculator that references it updates with it — there's no page-by-page drift.
Do these guides cover state securities law (blue sky) as well as federal and exchange rules?
No. These guides focus on federal securities law, FINRA process, and exchange or marketplace listing standards. State blue-sky registration and exemption requirements vary by state and aren't modeled here — bring that question to securities counsel alongside your federal filing strategy.
Can I use these guides in place of legal or accounting advice?
No. GoPublic Tools is not a law firm, broker-dealer, auditor, or investment adviser, and nothing in these guides is legal, accounting, or investment advice. Use them to walk into a conversation with counsel and your auditor already knowing the right questions to ask.
Where do the numbers in each guide come from?
Every figure is sourced to a primary regulatory document — OTC Markets' published rulebooks, Nasdaq's Initial Listing Guide and fee schedule, FINRA's Form 211 process, or SEC guidance on Regulation A+ — and tagged verified, cited, or range depending on how directly it traces back to that source. The source for each figure is documented in the site's underlying data set, not hidden in page copy.