Managing Director Training 6 – Corporate Policy & Procedure

Question 1 of 29

Managing Directors meet the prospective portfolio-company through any means Managing Director chooses within the bounds of the law.

True
False

Question 2 of 29

The only goal for the Managing Director is to get the portfolio-company candidate to access our Capital Access Portal and complete our Initial Due Diligence Review Process.

True
False

Question 3 of 29

Once the Alliance has established their Invitation Code & URL under a Managing Director, Managing Director can see all the activity of the Alliance’s referrals.

True
False

Question 4 of 29

If the portfolio-company candidates are being referred directly from the Managing Director, Managing Director should ask the contact if they have a business plan in any format.

True
False

Question 5 of 29

We do not sign individual NDAs, as we have a mutual Non-Disclosure Agreement “NDA” in the Capital Access Portal that must be agreed to, in order to protect both parties.

True
False

Question 6 of 29

From the Capital Access Portal the portfolio-company candidates go through our Initial Due Diligence Review. They…

a. Fill out the Company Registration
b. Agree to a Mutual, Non-Disclosure Agreement (NDA);
c. Fill out the Company Profile
d. Upload any and all requested documents.
e. Complete our Initial Due Diligence Questionnaire to establish an initial Diagnostics Rating.
f. All the above
g. None of the above
h. Only c & d
i. Only a, b, & e
j. Only a & c

Question 7 of 29

After the prospective portfolio-company has completed the Initial Due Diligence Review Process, they are automatically sent to one of two sub-portals based on the diagnostics rating they received as a result of the data input on the Due Diligence Questionnaire; Block & Tackle or Friction Free.

True
False

Question 8 of 29

Within the Block & Tackle sub-portal they are asked to follow the instructions as laid out and we’ll see them on the other side—meaning they can upload their completed PPM using the Financial Architect System™ into the Requested Documents” area and submit, which essentially starts the process at number 5 above again.

True
False

Question 9 of 29

Within the Friction Free sub-portal they are asked to download and read the chapter on Deal Structuring in the Secrets of Wall St. & the Sample Engagement Letter and Term Sheet to see if our capitalization process is right for their company’s needs.

True
False

Question 10 of 29

Once the prospective portfolio company candidate has completed the Initial Due Diligence Review Process, for security reasons, the system only notifies you by your Managing Director’s @commonwealthcapital.com only.

True
False

Question 11 of 29

It’s up to Managing Director to review the status, internally through the Managing Director’s back office portal. The Managing Director must check the Managing Director’s @commonwealthcapital.com email daily to make sure the prospective portfolio-company submitted their information in the Capital Access Portal application area.

True
False

Question 12 of 29

There is a Save function within the Capital Access Portal to enable the prospective portfolio company candidate to gather additional information prior to submitting, as well as the ability to update their profile on the Registration page, the Due Diligence Questionnaire as well as uploading any additional documents.

True
False

Question 13 of 29

When a member of the Investment Policy Committee (IPC) determines the company meets or exceeds our criteria as per the Diagnostics Rating and other factors within their business plan, the IPC member contacts the Managing Director and request a video conference call with the portfolio-company candidate.

True
False

Question 14 of 29

The Managing Director will be able to choose from available 9 different time slots, of 3, 45 minute blocks of time will be designated on 3 days; Wednesdays, Thursdays, and Fridays between 3:00 – 5:00 PM start times Central Time Zone(s) from the calendar managed by a member of the Investment Policy Committee (IPC).

True
False

Question 15 of 29

Managing Director should call them in no more than 3 business days to follow up if you have not been notified via Managing Director’s @commonwealthcapital.com email address.

True
False

Question 16 of 29

If prospective portfolio company candidate is considered Block & Tackle material, Managing Director should make sure they understand that they can go through the corporate engineering process and re-submit for potential funding.

True
False

Question 17 of 29

The purpose of the VIDEO Conference call is to observe how the prospective portfolio candidate mgmt. team members

a. Present themselves intellectually, dress and professional demeanor
b. Expresses passion for their endeavor
c. Interaction among team members
d. Perform a preliminary discovery (3 Pertinent Questions Asked By ICP Members)
e. Consultation sales call
f. All the above
g. None of the above
h. Only c & d
i. Only a, b, & d
j. Only a & c

Question 18 of 29

For security reasons, any participants, including the Managing Director, dialing in without active cameras for the video conference call will be summarily dismissed by the Organizer of the video conference call. No exceptions.

True
False

Question 19 of 29

All emails using the Managing Director’s @commonwealthcapital.com email address must include a Bcc to admin@commonwealthcapital.com

True
False

Question 20 of 29

The closing paragraph in the Engagement Letter asks the candidate to list any and all questions, concerns or other requests to us is writing by uploading the document into the form field entitled “Any Other Documentation” in the “Upload Documents” area within their Company Portal, at least 3 business days prior to scheduling the final pre-engagement video conference call. Hence, the actual date of the call will be at least 3 business days away.

True
False

Question 21 of 29

The purpose of the 2nd and final video conference call the following week can be between CC’s CEO and the portfolio-company candidate’s CEO to close the deal.

True
False

Question 22 of 29

If prospective portfolio company candidate is considered Block & Tackle material, Managing Director should make sure they have downloaded and read the chapter on Deal Structuring in the Secrets of Wall St; Watch the entire “Welcome Video” on the Block & Tackle landing page; & Read our Policy on References on the Testimonials landing page before setting up the first standard telephone conference call.

True
False

Question 23 of 29

Managing Directors can complete the Initial Due Diligence Review Process on behalf of the portfolio-company candidate.

True
False

Question 24 of 29

The purpose of the VIDEO Conference call or HQ office meeting is:
• TO SELL THEIR SECURITIES TO THE PROSPECTIVE PORTFOLIO CANDIDATE MGMT. TEAM with:
• The 7 SECOND SNAP: to get the “WOW!!!” regarding their company’s product & service differentials and dominant position in the marketplace;
• The 20-30 SECOND ELEVATOR PITCH: to get the “HOW??!!!”regarding how the company’s product & service differentials dominate the marketplace and how one can participate by investing; and
• The QUICK INQUIRY CLOSE by offering to send them an Invitation to their own securities-offering.
• PRODUCT AND SERVICE DISTRIBUTION. Then to sell them on our Sprocket Network Subsidiary’s product and service Master Distributer Agreement. We want 15% of gross revenue from the sale of any product and service we sell through our Distribution Network per our Master Distributer Agreement.

True
False

Question 25 of 29

If the IPC Member chooses to create an Engagement Letter and Term Sheet for the Prospective Portfolio Company Candidate that has issued securities in the past 5 years, the IPC Member must:

a. Obtain a copy of the PPM and proof that FORM D – Notice of Sales was filed in a timely fashion. Such proof can be found on the SEC’s EDGAR system on its website, but the Prospective Portfolio Company Candidate has the burden of providing the proof, either in hard copy format ort access to their EDGAR filings;
b. Review the Prospective Portfolio Company Candidate’s securities-offering documents for flaws in their ability to claim an exemption from registration or sell to foreign investors. Our latest Series B PPM, should serve as a guide to the requirements for an exemption from registration and the ability to sell to foreign investors;
c. Discuss any shortfalls with the Prospective Portfolio Company Candidate’s securities-offering documents and their ability to claim an exemption from registration and or the ability or inability sell to foreign investors, with the team and if still choosing to go forward;
d. Denote only the positives in the Engagement Letter to be sent with the Term Sheet.
e. Tell the Mgmt. team they are in violation of U.S. Securities Laws, but the good news we may be able to help them to remedy the matter.
f. All the above
g. None of the above
h. Only c & d
i. Only a, b, c & d
j. Only a & c

Question 26 of 29

Can Officers of a Company currently serve as Officers of any other companies?

a. Yes, as long as there are no inherent conflicts of interest.
b. Yes, as long as they also serve as Directors, as well.
c. Yes, as long as the companies are not in the same industry.
d. No, as it doesn’t matter if the entities are in differing industries and there’s no apparent conflicts of interest, as the corporate fiduciary duty rules hold—even with other LLCs and Partnerships, etc. One cannot serve two masters (as Officers, Managing Members, etc.).
e. All the above
f. None of the above
g. Only c & d
h. Only a, b, c & d
i. Only d

Question 27 of 29

Can Directors of a Company currently serve as Officers of any other companies?

a. Yes, as long as there are no inherent conflicts of interest.
b. Yes, as long as they also serve only as Directors and not Officers.
c. Yes, as long as the companies are not in the same industry.
d. No, as it doesn’t matter if the entities are in differing industries and there’s no apparent conflicts of interest, as the corporate fiduciary duty rules hold—even with other LLCs and Partnerships, etc. One cannot serve two masters (as Directors, Officers, Managing Members, etc.).
e. All the above
f. None of the above
g. Only c & d
h. Only a, b, & c
i. Only d

Question 28 of 29

Can Directors of a Company currently serve as Directors of any other companies?

a. Yes, as long as there are no inherent conflicts of interest.
b. Yes, as long as they also serve only as Directors and not Officers.
c. Yes, as long as the companies are not in the same industry.
d. No, as it doesn’t matter if the entities are in differing industries and there’s no apparent conflicts of interest, as the corporate fiduciary duty rules hold—even with other LLCs and Partnerships, etc. One cannot serve two masters (as Directors, Officers, Managing Members, etc.).
e. All the above
f. None of the above
g. Only a & c
h. Only a, b, & c
i. Only d

Question 29 of 29

Managing Directors can complete the Initial Due Diligence Review Process on behalf of the portfolio-company candidate.

True
False

Managing Director Training 6 – Corporate Policy & Procedure

Managing Director Training 6 – Corporate Policy & Procedure

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