Our Fees
G&P offers a fixed-fee arrangement, whenever possible, allowing clients to both budget accurately and avoid being surprised by unexpected hourly billing. We also offer fixed monthly fees for handling a public company's SEC reporting requirements including its quarterly 10-Q and annual 10-K filings. We believe a fixed-fee arrangement maximizes our incentive to work efficiently, to simplify the transactional process, and to complete the project as quickly as possible, without jeopardizing the protection our clients deserve.
There are, of course, some legal services that are not suitable for fixed-fee arrangements. When appropriate, some clients may pay all or part of their bills with their capital stock pursuant to certain terms and conditions.
Our fee structure has not been a bar to doing business with clients, and has been our approach in both strong and weak economies. Every month we provide each client a detailed bill of all legal services categorized by matter and an itemized list of out-of-pocket expenses. We accept bank wire transfers, checks drawn on U.S. banks, and American Express/VISA/MasterCard.
Fees Associated with SEC Compliance for Public Companies
G&P offers a flat fee billing option regarding SEC compliance filings for our public company clients. We have found that clients appreciate the level monthly billing for budgeting their cash flow. As part of the flat fee, we prepare and file: Form 10-K and all Forms 10-Q; Schedules 13 and 16 for officers and directors; Forms 3, 4 and 5 for officers and directors; and Rule 144 opinions. SEC compliance related to extraordinary events such as financings and mergers and acquisitions are billed separately.
Fees Associated with a Self-Underwritten Public Offering (our GPOTM)
G&P charges a flat fee of $175,000 and 100,000 shares of the company's common stock for our GPOTM. All out-of-pocket expenses are the responsibility of the client. We recommend vendors and professionals for the following initial services which cost approximately $75,000: auditing, printing, EDGARizing, Blue Sky filings, Standard & Poor's manual listing, and transfer agent. D&O insurance is not included in the estimate because the premium will vary depending on a number of factors specific to each company. We maintain longstanding working relationships with a number of recommended vendors and professionals, allowing us to maximize efficiency and to obtain the best service and pricing for clients. Once the company retains G&P, we review the business plan and provide questionnaires to the company and its officers and directors to gather the necessary corporate information. This allows us to draft the private placement offering memorandum and the registration statement. Additionally, we meet with the company's management to better understand the business and to discuss important formation issues, including selecting the state for incorporation, capitalization structure, terms for a stock option plan and management employment agreements.
G&P's fee is paid as follows: $50,000 upon being retained, $75,000 upon filing of the registration statement with the SEC and $50,000 upon filing the first responses to any SEC and/or FINRA comments. Any and all out-of-pocket expenses are due upon billing. Upon effectiveness with the SEC, the company is a fully reporting company, which must file quarterly and annual reports with the SEC. These SEC filings and any other issues not related to the GPOTM, such as special commercial agreements and non-securities matters, are not included in the fixed fee. All non-included items are billed on an hourly basis or an agreed upon flat fee and are due upon billing.
