In my opinion, the definitive NASDAQ subject post......there is ltltle if any need for a RS. Credit to Bumblebee for a fabulous piece of work. Highlights by me.

http://agoracom.com/ir/POETTechnologies/forums/discussion/topics/618691-what-does-ajit-manocha-really-mean/messages/1938712#message

Okay, sorry for the novel. Halfway point .... my second comment relates to NASDAQ qualifications:

(2)

As a non-revenue generating company, the qualifying SP is 4$ US.

Myself along with many others on this BB preiously thought the qualifying price was $2 US, but my understanding has been corrected .... I am told $4 by friends I know in Bay Street.

The previous understanding of this board and yourself is actually very much correct ... you absolutely can list on the NASDAQ with a $2.00 share price. What is potentially happening with your friends on Bay St. is they are probably mixing up the Global Market tier with the Capital Market tier that the board has generally been referring to. I hope this doesn't cause more confusion but I felt it was important that everyone understood the proper requirements and there is no perception of misinformation.

There are three tiers on the NASDAQ exchange: the Global Select Market, Global Market, and Capital Market. Those are ranked in order of decreasing difficulty of listing requirements, with the Capital Market being the easiest tier to list on. All along, this is the tier I assumed POET would aim for first, for reasons which I will explain shortly.

Not long ago, the NASDAQ reduced the listing requirements of its lowest tier, the Capital Market, so it could be more competitive with the NYSE's AMEX, which was the first to lower its listing standard share price to make it easier for smaller companies to list. Whereas it used to require a $4.00 share price, companies can now list with a price as low as $2.00 / $3.00 on the NASDAQ Capital Market. For some background reading on this, see the following link.

In order to qualify for the alternative closing price requirement of $2.00 / $3.00 instead of bid price requirement of $4.00, a company must meet certain standards regarding net tangible assets and operating history. POET meets these requirements, and thus is eligible to list on the NASDAQ using the closing price alternative with a share price as low as $2.00. Because POET meets both the Market Value and Equity Standards for the Capital Market tier, they need only meet the share price requirement for 5 consecutive business days before applying (with the application process taking approximately 4 - 6 weeks thereafter).

Now, if POET were to instead aim to list on the NASDAQ Global Market tier, it is a different story altogether. First, there is no $2.00 / $3.00 closing price alternative like there is on the Capital Market tier. You MUST meet the $4.00 bid price requirement (I think this is probably what your Bay St. friends might have been thinking of?). Furthermore, POET would only meet the requirements of one of the four standards on the Global Market tier: the Market Value Standard (contrast this with the Capital Market tier where POET meets 2 out of the 3 standards). The main requirement for the Market Value standard is that the company must have a market value of $75M or higher ... no problem ... POET is well above that. HOWEVER, there is a special rule if you try to list on a tier and only meet the Market Value standard. That rule states that before you can even apply to list on the exchange, your share price and market value must have been above the minimum levels ($4.00 bid price and $75M market cap) for 90 consecutive trading days. That's four months of trading ... and then you still have to submit your application, so add another 4 - 6 weeks on top of that; and if you have a bad week somewhere in the middle, where the price drops below the $4.00 bid price, then you're starting all over again ... yikes.

Because of the length involved with that process, I have assumed all along and still believe that POET will aim to list on the Capital Market tier first, and then at some future point, apply to uplist to the higher Global Market tier. At least that gets the company NASDAQ listed and more exposure to U.S. money and analysts relative to our current situation. Further opportunities for institutional investment, analyst coverage and prestige would likely come with a subsequent move to the Global Market tier, down the road.

Anyway, I just wanted to clear up the share price issue. The company may want the price trading above $4.00 no matter what, even if they intend on applying to the Capital Market tier first, simply so they can start the clock counting for the 90 consecutive trading days which would allow them to eventually move up to the Global Market tier. But definitely the company is able, if they choose, to list on the Capital Market tier with a price less than $4.00.

BUMBLEBEE