On February 13, 2015, the SEC approved a NASDAQ proposal to require companies to publicly disclose a denial of their listing application by NASDAQ. The rule change makes amendments to NASDAQ Rule 5205 to provide that a company that receives a determination denying its application for listing must make a public announcement within four business days in a press release or other Regulation FD compliant manner.

In its public announcement, a company must:

If a company does not make a public announcement within four business days or does not include all of the required information in its public announcement, NASDAQ will make a public announcement with the required information. Further, if a company appeals a determination under NASDAQ Rule 5815, the Hearings Panel will consider the company's failure to make a public announcement when considering whether to list the company.

The rule change also clarifies that a company may withdraw its application for initial listing at any time. While NASDAQ has always allowed a company to withdraw its application at any time, the rule change formally adds this to the NASDAQ rules. As a consequence, a company that is informed of NASDAQ's intent to deny its application could withdraw its application before the application is formally denied without triggering the disclosure requirements discussed above.

For more information on securities exchanges and how to select the proper exchange, see Practice Note, Selecting a US Securities Exchange.