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Tax form used to report income to non-resident alien shareholders

The tax statement used for reporting proceeds resulting from the sale, redemption or liquidation of shares

The tax statement used for the annual reporting of dividends paid to registered shareholders

Tax form used to report interest on bonds, savings accounts and checking accounts

Adverse Claim
A claim that a transfer was or would be wrongful or that a particular adverse person is the owner of or has an interest in the security

Account Transcript
A document that a transfer agent may be asked to provide setting forth details of a securityholder's holdings of a specific issue. SEC turnaround rules allow the transfer agent 20 business days to respond to a request

A link between an institution and a bank that allows the stockholder to direct deposit his/her dividend checks or have investments automatically withdrawn or proceeds from stock sales deposited

A person or institution appointed by the court and charged with the maintenance and distribution of the assets/liabilities of a deceased person

ADR (American Depository Receipts)
A foreign stock trading on a U.S. stock exchange

Affidavit of Domicile
A notarized document executed by the legal representative(s) of an estate, stating the residence of the decedent at the time of a death

An acronym for American Stock Exchange, Inc

Annual Report
A report issued annually by corporations, detailing the preceding year's financial status and plans for the coming year

Appropriate Person
A person whose name appears on a security as registered owner or on the security or attached separate instrument as a special indorsee, and others who have power to sign either in the name of the registered owner or special indorsee or in their own names in lieu of the specified registered owner or special indorsee

Asked Quotation
The lowest price an investor is willing to accept for the sale of a security on a given date

An accounting term which refers to everything a corporation owns or due to it: cash, investments, money due it, materials and inventories, which are called current assets; and patents and goodwill, called intangible assets

Assignment- Endorsement
The act of an appropriate person signing a security or a separate document as a transfer of the security or when the signature of such person is written more on the back of the security

The transfer of securities by an agent acting for the stockholder under a power of attorney

Authorized Stock
The maximum number of shares that the state secretary and shareholders permit a corporation to issue

Automatic Dividend
A plan, offered by the issuer or by a mutual fund, whereby the investor can instruct the other party not to pay their dividends in cash. Instead, the investor receives additional shares of stock

B Notice
A formal notice from the Internal Revenue Service (IRS) stating that the information found on IRS Form W-9 does not match IRS or Social Security Administration records

The document distributed at the Annual or Special Meeting to shareholders of record who wish to vote their shares in person

The person in possession of an instrument, document of title, or security payable to bearer or endorsed in blank

Bearer Form
A security that is not registered as to interest or principal is said to be in bearer form and is as easily transferable as cash. Interest coupons from bearer bonds are payable to any holder, or bearer

Beneficial Owner
The owner of securities who receives all the benefits, even though the securities are registered in the "street name" of a brokerage firm or nominee name of a bank handling his or her account

Bid Quotation
The highest price an investor is willing to pay for a security on a given date

Blue Sky Laws
A general term which refers to all state laws which regulate the sale of investment securities. The term is believed to have originated when a judge ruled that a particular stock had about the same value as a patch of blue sky

Board of Directors
A group of people elected by the shareholders of a corporation. The board makes policy decisions and selects officers to run the company

Bona Fide Purchaser
A purchaser for value in good faith and without notice of adverse claims who takes delivery of a security in bearer form or of one in registered form issued to them, or in blank

An IOU issued by a corporation or branch of government to a person who has loaned it money. The bond is a promise to repay the loan at a specified time and to pay a specified rate of interest at intervals

Bond of Indemnity
An insurance policy that will idemnify the corporation, the shareholder and the transfer agent against any and all claims arising from the replacement by the transfer agent of certificates lost or stolen

Book Value
An accounting term which in general means the value of an asset as it is listed on the company's balance sheet. The book value of a stock is determined by deducting all liabilities from a company's assets and dividing this amount by the number of common shares outstanding

Book-entry Settlement
An accounting method for securities transactions and funds movements whereby no physical movement of the stocks, bond, of funds is necessary

An agent, often a member of a stock exchange firm, who handles the public's orders to buy and sell securities, who in turn receives a commission for these services

Bull Market
A market in which prices are high or rising. A bear market is a declining market

C Notice
A formal notice from the Internal Revenue Service (IRS) stating that the stockholder is a known under reporter of taxes

A term which indicates that an issuer may repurchase, or call back, a bond or preferred stock which it has issued before the indicated maturity date

Callable Preferred Stock
Contains a call provision that allows the corporation to buy back and retire the preferred stock at a specified price, sometimes at a premium. The stockholders have no choice but to resell callable stock to the corporation when it exercises the call provision

Money used to start or expand a business; also machinery, tools, raw material, etc. used in production

Capital Gain
The profit from the sales of a security sold at a higher price than that which was paid for it. A capital loss is the loss from the sale of a security sold at a lower price than that which was paid for it

Cash Dividend
Any payment made to a corporation's shareholder in cash from current earnings or accumulated profits. Cash dividends are taxable as income

Cash Flow
The amount of money available for reinvestment by a company over a given period of time

Cost Basis Reporting Service

Cede & Co.
Nominee name for the Depository Trust Company (DTC), a large clearing house which holds shares in its name for banks, brokers and institutions in order to expedite the sale and transfer of stock

Certified List
A list of all security holders of a given corporation as of the close of business on a specified date, which list must contain the name and address and number of shares or principal amount of debentures held by each security holder as of the close of business on a specified date, which list must total the aggregate number of shares or principal amount of debentures outstanding shown by the records, such list to be certified by the transfer agent as being a true and correct copy of a list of security holders as of such date

A corporate charter is usually issued by the state government. It creates the corporation and sets forth its purposes

CIK (Central Index Key)
A unique identifier and EDGAR access code when filing with the SEC

CIL (Cash in Lieu)
Funds paid to a stockholder as a result of the sale of fractional shares. This occurs in the result of a stock split or other Reorg

Class of Stock
The particular type of stock the certificate represents, e.g., capital, common, preferred. The Class is listed on the face of the certificate. Stockholders of each class are entitled to certain rights that are usually spelled out on the reverse side of the certificate

The last price at which a stock was transacted on a particular day

COD (Certificate-on-Demand)
Funds paid to a stockholder as a result of the sale of fractional shares. This occurs in the result of a stock split or other Reorg

Collateral Trust Bonds
These are loans to corporations secured by assets other than real property or equipment, usually by a portfolio of stocks and bonds

The amount paid to a broker or other agent to buy or sell securities

Common Stock
A unit of ownership in a corporation. Owners of this kind of stock exercise control over corporate affairs and enjoy any capital appreciation. They are paid dividends only after preferred stockholders

Conflict of Law
Between two states - usually the law of the state where the transfer agent is located prevails

Consolidated Tape
An electronics communications system which immediately reports transactions on all major stock markets

The reissuance of securities currently in small denominations into one or more certificates of a larger denomination. Also the process of combining two or more security holder accounts that may have been created by variances in registration or address

The cancellation of preferred stock, convertible bonds or debentures - or an acquired company's stock - in exchange for another kind of security

Convertible Preferred Stock
Can be exchanged, at any time the stockholder wishes, for the corporation's common stock at a predetermined ratio

Co-Transfer Agent
Regional co-transfer agents are appointed by some issuers to serve cities in which stock exchanges are listed to speed the transfer process. Co-transfer agents cancel certificates and issue replacements. However, the principal transfer agent maintains the centralized records of cancellation and issuance. According to the SEC Regulations, "A 'co-transfer agent' is the registered transfer agent that transfers securities but does not maintain and update the master securityholder file."

Cumulative Preferred Stock
Carries with it the stockholder's right to receive dividends that accumulated in prior years but were not paid because, at the time, the corporation was not making a profit. These dividends in arrears are paid in addition to the current year's dividends and before any common stock dividends are paid

Cumulative Voting
A voting privilege that allows a stockholder to multiply the shares he or she owns by the number of vacancies to be filled on the board of directors. The holder can then specify their total votes in the manner they prefer. This procedure is particularly advantageous for minority stockholders

An acronym for Committee on Uniform Security Identification Procedures. This is an agency of the Standard & Poor's Corporation responsible for issuing identification numbers for all publicly owned stock and bond issues. Their numbering system is used to identify specific securities and their issuers

A person or institution legally charged with the responsibility of safeguarding the property of another

A kind of bond backed solely by the credit of a company and not secured by a mortgage on the company's property

A corporate agency established to safekeep its customer's securities in the depository's nominee name. Depositories simplify trading by immobilizing the securities and by offering book-entry settlement between participants

Discretionary Proposition
A proposal on a proxy card which brokers can cast in favor of management, if they have not yet heard from the beneficial holder ten days before the annual meeting of shareholders

Spreading one's investment among the securities of companies in different industries. A company which produces various lines of products is also considered diversified

A payment to shareholders by the Board of Directors of a corporation usually based upon the performance of the corporation during a specified period of time. Dividends are paid on the number of shares a shareholder owns on record date each quarter

Dividend Order
A letter or form signed by the shareholder instructing a corporation to issue and forward dividend and/or interest payments to a specific person or entity other than the registered owner, such as a bank or broker

Dividend Reinvestment Plan (DRIP)
An arrangement where dividends paid to a shareholder can be automatically applied toward the purchase of additional shares in the issuing company

DO (Deliver Orders)
A price-weighted average of 30 actively traded blue chip stocks, primarily industrials

Dow Jones Industrial Average (DJIA)
Measure of the average prices for groups of stocks - industrials, transportation, utilities, and a composite group

Drop / Forwarding Agent
A central agent or establishment where securities can be brought for the purpose of hasty distribution to the transfer agent

Direct Stock Purchase Plan

DTCC (The Depository Trust & Clearing Corporation)
Large clearing house that holds shares in nominee name for banks, brokers and institutions in order to expedite the sale and transfer of stock

DWAC (Deposit or Withdrawal at Custodian)
Large clearing house that holds shares in nominee name for banks, brokers and institutions in order to expedite the sale and transfer of stock

Earnings Per Share (EPS)
The amount of earnings obtained by a company over a given period of time for each share of common stock outstanding

EDGAR (Electronic Data-Gathering, Analysis, and Retrieval)
Performs automated collection, validation, indexing, acceptance, and forwarding of submissions by companies and others who are required by law to file forms with the U.S. Securities and Exchange Commission (the “SEC”)

Employee Incentive Plan

Employee Stock Purchase Plan (ESPP)
An opportunity for employees to purchase their company's stock at a favorable price during their years of employment

The signature written on the back of a negotiable instrument that transfers the instrument to another party. In order for the endorsement to be valid, the signer must have the legal right to transfer the instrument

Equipment Trust Bonds
These are loans to a corporation that are secured by machinery and equipment. This type of bond is typically issued by airlines, railroads, and trucking companies to finance new aircraft, locomotives, trucks, and other large machinery, equipment, and vehicles. A special type of equipment trust bond is known as a purchase-money bond. These bonds are used to finance the construction of a road, bridge, or building, which is pledged as security until the loan is repaid

Ownership in a company. New stock issues are called equity financing because they enable companies to raise money by selling shares of ownership or equity in their companies

Reversion of property to the state of the shareholders last known address, when there are no legal heirs or claimants

Ex-dividend (without dividend) Date
A date set by the Uniform Practice Committee (normally 2 business days prior to a record date) or by the appropriate stock exchange, upon which a stock will begin trading in the market place without the value of a pending dividend included in the price

A fiduciary named in a will and appointed by the court to handle the administration of an estate

An individual or institution responsible for acting for the benefit of another in specified matters

Financial Statement
The statement of a company's financial condition. There are various types of financial statements such as earnings statement and balance sheet. These are contained in the company's annual report. They are the source of important information when evaluating the company before investing in its securities

An acronym for Financial Industry Numbering System. A numerical code identifying financial institutions such as banks and brokerage firms. This number is often used in securities trade documents, depository accounts procedures and so on

Going Public
A figure of speech which is popularly used to describe the transformation of a closely held corporation to one in which the general investing public has a proprietary interest

Good Faith
Means honest, in fact, in the conduct or transaction concerned

A guarantee signed by or on behalf of a person reasonably believed by the issuer to be responsible. The issuer may adopt standards with respect to responsibility provided such standards are not manifestly unreasonable

Guaranteed Bonds
These are loans to a corporation in which the interest, principal, or both are guaranteed by a third party. For example, a small or newly established company may not be able to sell bonds on its own, so it would look to a larger corporation to guarantee the issue by pledging its own assets. This is true of a parent company that may guarantee the bonds of one of its smaller affiliated or subsidiary companies

An individual or trust institution appointed by a court to care for a minor or an incompetent person and his or her property

The highest price paid for a stock on a particular day

Means a person who is in possession of a document of title or an instrument or an investment security drawn, issued or endorsed to them or to their order or to bearer or in blank

Holder of Record
The party whose name appears on a company's stockholder register at the close of business on the record date. That party will receive a dividend or other distribution from the company in the near future

Holding Company
A corporation which owns controlling interest in at least one but usually several other companies

Income Stock
A stock which has a history and prospects of paying good dividends, even though its market price may remain relatively constant

Inheritance Tax Waiver
A document procured from the tax bureau of a state consenting to the transfer of a certificate registered in the name of decedent

Someone who is closely connected with a publicly held corporation. Usually this means company officers, directors, and owners of 10 percent or more of the common stock

Institutional Investors
Banks, insurance companies, pension funds, mutual funds and other organizations whose primary purpose is to invest its own assets or those held in trust by it for others

Payments a borrower pays a lender for the use of his or her money. A corporation pays interest on its bonds to its bondholders

Inter-Vivos Trust/ Living Trust
A living trust, established during the grantor's lifetime

A decedent who leaves no will

IRPAC (Information Reporting Program Advisory Committee)
An organized public forum for discussion of relevant information reporting issues of mutual concern between IRS officials and representatives of the public.

Internal Revenue Service

Any of a company's class of securities - OR - the act of distributing securities

Issued and Outstanding Trust
That portion of authorized stock distributed among investors by a corporation

A corporation, trust or governmental agency engaged in the distribution of its securities

Joint Tenants with Rights of Survivorship (JT TEN WROS)
An account in which two or more people have an ownership interest and whose assets are inherited by its survivors upon the death of any participant

Legal Opinion
The statement of counsel that must be obtained by the transfer agent prior to the registration of any stock containing a restrictive legend

LT (Letter of Transmittal)
Form used in transmitting securities to the transfer agent. Generally used for exchanges and tender offers.

Legal Transfer
A transfer which requires legal documentation such as letters testamentary, letters of guardianship, evidence of legal name change, etc., before the transfer of ownership can be safely effected

Letters of Administration
A certificate issued by the court evidencing the appointment of an administrator of an estate. The document is issued when someone dies without leaving a will

An accounting term which refers to the amounts that a company owes to others, and is required to pay out, such as wages and salaries, declared dividends, accrued taxes, bonds, and bank loans

The process of converting securities or other property into cash. Also, the dissolution of a company

Listed Stock
Those stocks of companies approved to be traded on a particular securities exchange

The lowest price paid for a stock on a particular day

Market Price
The last reported price at which a stock or bond was sold. This price can change from minute to minute, depending on the market conditions

The date when the amount loaned to the issuer of a bond is to be paid back to the bondholder

Member Firm
A brokerage firm, organized as a partnership and having at least one general partner who is a member of the New York Stock Exchange

A form of consolidation under which two or more firms create a third company which is made up of the liabilities, assets, and capital of the original companies

Mortgage Bond
A bond which has a mortgage on a piece of real property as its collateral

Municipal Bond
A bond issued by a state or a political subdivision, such as county, city, town or village. The term also refers to bond issued by state and local agencies and authorities. In general, interest paid on municipal bonds is exempt from federal and state income taxes

Mutual Fund
A company or trust which uses its capital to invest in other companies. The fund sells its own shares to investors and stands ready to buy back their shares. They issue more shares as people want them

An acronym for National Association of Securities Dealers. This is an association of brokers/dealers in over-the-counter securities organized on a nonprofit, non-stock-issuing basis. Its general aim is to protect investors in the OTC market

An acronym for National Association of Securities Dealers Automated Quotations. This is a computerized quotations network by which NASD members can communicate bids and offers

NAUPA (National Association of Unclaimed Property Administrators)
A non-profit organization affiliated with the National Association of State Treasurers and the Council of State Governments. The mission of NAUPA is to promote and support excellence and professionalism among those individuals charged with the responsibilities of unclaimed property administration and compliance.

National Change of Address

National Investor Relations Institute

NOBO (Nonobjecting beneficial owner)
A beneficial shareholder who has not objected to their name being released to the corporation if the corporation so requests

A bank or trust company that holds its customers' securities as custodian and/or investment agent for trust portfolios; a mechanism for simplifying securities deliveries between banks, brokers, institutions, and individuals, as well as for simplifying a dividend and interest payments by issuers

Non-Discretionary Proposal
A proposition on a proxy card requiring a response from the beneficial owner which does not fall under the "Ten Day Rule." Therefore, brokers cannot vote on behalf of the beneficial holders and can only vote after specific instructions are received from beneficial holders

A person has notice of a fact when: (a) they have actual knowledge of it, (b) they have received a notice or notification of it, or (c) from all the facts and circumstances known to them at the time in question they have reason to know it exists

NRA (Non Resident Alien Tax)
Federal tax leview against foreign citizens who own stock in U.S. companies

New York Stock Exchange

NYSE Stock Transfer Rules
A document set down by the Board of Directors of the New York Stock Exchange listing all the exchange rules concerning the who, what, why, when, where and how of legal stock transfer

OBO (Objecting beneficial owner)
A beneficial owner who does not allow their name to be released to the issuing company upon request

Odd Lot
A unit of trading on the New York Stock Exchange. An amount of stock less than the standard trading unit of 100 or 10 units. A round lot of stock is usually 100 shares

OFAC (Office of Foreign Assets Control)
Administers and enforces economic and trade sanctions based on US foreign policy and national security goals against targeted foreign countries and regimes, terrorists, international narcotics traffickers, those engaged in activities related to the proliferation of weapons of mass destruction, and other threats to the national security, foreign policy or economy of the United States.

A right to buy (call) or sell (put) a fixed amount of a given stock at a specified price within a limited period of time

Omnibus Proxy
A list issued by depositories detailing the participants and their holdings and authorizing the participants to vote their proxies directly

Outstanding Dividends
Checks which have been mailed but not yet cashed. Funds are held until the check is paid, reissued or turned over to the state as abandoned property

Outstanding Shares
The total number of shares issued by a corporation which are held by the public

Over-the-Counter (OTC)
Thousands of companies have insufficient shares outstanding, stockholders, or earnings to warrant listing on a national exchange. Securities of these companies are therefore traded in the over-thecounter market between dealers who act either as agents for their customers or as principals

P/E Ratio
The price of a share of stock divided by earnings (profit) per share for a 12-month period

Par (value)
The face of nominal value of a security. (1) A dollar amount assigned to a share of common stock by the corporation's charter. At one time, it reflected the value of the original investment behind each share, but today it has little significance except for bookkeeping purposes. Many corporations do not assign a par value to new issues. For preferred shares or bonds, par value has importance insofar as it signifies the dollar value on which the dividend/interest is figured and the amount to be repaid upon redemption. (2) Preferred dividends are usually expressed as a percentage of the stock's par value

Participating Preferred Stock
Although rare among publicly held corporations today, entitles the stockholder to an extra dividend, in addition to the basic dividend rate, relative to the profitability of the issuer's operations

Payable Date
The date established by a corporation's board of directors for payment of a dividend to the stockholders of record. Usually 15 to 20 days after record date

Participant Browser Service

Poison Pill
A slang term for a shareholder rights agreement instituted to discourage a hostile takeover

Securities which are held by an individual, trust or institution

Preferred Stock
Owners of this kind of stock are entitled to a fixed dividend to be paid regularly before dividends can be paid on common stock. Holders of preferred stock normally do not have a voice in management

Prior Preferred or Preference Stocks
Have senior rights to dividends and other benefits over some other classes of stock

A document issued to prospective purchasers which describes securities being offered for sale to the public and contains certain other information required by the federal Securities Act of 1933

Protected Preferred Stock
Is guaranteed to pay a dividend, even if the corporation fails to earn a profit in a given year

(1) A formal authorization from a stockholder that empowers someone to vote in his or her behalf. (2) The person who is so authorized to vote on behalf of a stockholder

Proxy Solicitor
Specialists hired to gather proxy votes. A proxy solicitor can be extremely helpful when nondiscretionary proposals are on the proxy card

Proxy Statement
A booklet containing the description of the proposals to be voted upon, the names and brief biographies of nominees for directorship and a summary of their salaries and benefits. The content of the proxy statement is prescribed by SEC rules and regulations

Participant Terminal Service

The highest bid and lowest offer for a stock at any moment

Record Date/Date of Record
The date set by the corporate board of directors for the transfer agent to close the books to further changes in registration of stock. All shareholders as of the close of business on this date are entitled to the upcoming dividend

Red Herring
A preliminary prospectus. Prepared when information about a proposed security offering is filed with the Security Exchange Commission

Registered Form - the name of the record owner appears on the face of the instrument, which instrument is not negotiable or transferable without endorsement and subsequent entry on the register maintained by the issuer or its agent

Registered Form
A term applied to securities that are issued in a form allowing the owner's name to be imprinted on the certificate or account (DRIP) and that allows the issuer to maintain records as to the identity of the owners. Opposite of bearer form

For stock, the agent who personally signs each certificate, certifies its validity and is charged with preventing the overissuance of stock

Retained Earnings
Profits retained by a company, after taxes and dividends, to be put back into the company's operations

Request for Proposal

An option to purchase a specified number of shares of a new issue of securities at a designated price. This option is usually of short duration

Returned by Post Office

S&P 500 (Standard and Poors)
Stock market indicator comprised of 500 stocks generally believed to influence the market as a whole.

SEC 17ad
Set of rules outlined by the SEC regarding the regulation by which transfer agents must abide. These include directives on time frames for processing requests, penalties for non-compliance, terminology as it applies to transfer operations, etc.

Section 16
Provision of the Securities Exchange Act of 1934 that requires company insiders to file periodic reports disclosing their holdings and changes in beneficial ownership of the company’s equity securities.

Securities and Exchange Commission (SEC)
A government agency responsible for the supervision and regulation of the securities industry

Settlement Date
Three business days after the trade date. This is the date by which securities must be delivered by the seller and paid for by the buyer. This is not necessarily the date that the shares are transferred to the new owner

SIFMA (Securities Industry and Financial Markets Association)
An association that represents firms of all sizes in all financial markets in the U.S. and worldwide. SIFMA is committed to enhancing the public’s trust and confidence in the markets, delivering an efficient, enhanced member network of access and forward-looking services, as well as premiere educational resources for industry professionals and the investors they serve.

Signature File
A file of specimen signatures of those authorized to sign for brokerage firms and banks. Also included in the file are machine facsimile signatures of brokerage firms and depositories nominee name

Signature Guarantee
A guarantee (normally obtained from a commercial bank or securities broker) of the seller's endorsement, which appears on the stock or bond power accompanying the stock certificate being sold. The signature guarantee is a requirement of good delivery unless the certificate is in street name

A member of a stock exchange who is responsible for maintaining a fair and orderly market in one or more securities which have been assigned to them. Sometimes they act as a dealer by buying and selling for their own account. Other times they act as an agent or brokers' broker

Increasing the number of outstanding shares of a corporation, primarily to improve marketability and heighten investor interest by lowering the price per share. Splits usually are on a two-for-one basis; shareholders receive a new share for each existing share of the company in proportion to his or her original holdings

SPR (Security Position Report)
Report available through DTC that provide information on record date holdings of an issuer’s security.

STA (Securities Transfer Association)
The trade association for bank and independent transfer agents and corporate transfer agents who undertake the service for their own corporations.

STAMP (Securities Transfer Association Medallion Program)
A verification system used by many different institutions to authorize and guarantee the individual signatures applied to securities requiring transfers.

Standard & Poors Corporation
An organization which publishes financial data on organizations which have issued securities. It also rates securities and offers advisory services

Stock Certificate
The piece of paper a shareholder receives which is evidence of ownership of one or more shares of stock

Stock Dividend
A dividend which is paid in securities rather than in cash

Stock Exchange
The formal marketplace where securities are bought and sold

Stock Registrar
A corporate agent whose principal function is to prevent issuance of more stock than the issuer's board of directors has authorized

Stock Ticker
A machine which reports transactions in stock shortly after they occur on the floor of the exchange. Tickers are located in brokerage offices throughout the country

Stockholder / Shareholder
An individual who owns common or preferred stock of a corporation

Street Name
When securities have been bought on margin or when the customer wishes the security to be held by the broker/dealer, the securities are registered and held in the broker/dealer's own firm (or "street") name

Suppressed Check
After a dividend or interest check is returned to the corporation after a specified number of times, subsequent payments are automatically deposited into the unclaimed account for abandoned property

TEFRA (Tax Equity and Fiscal Responsibility Act of 1983)
The law requiring federal income tax withholding of 31 percent on payments of dividends and interest from accounts without a certified social security number on file

Tenants by Entirety (TEN ENT)
A form of ownership by which assets legally transfer to the surviving spouse upon the death of either party in a marriage. If a securities account were so owned jointly by husband and wife, it would transfer to the surviving spouse upon the death of either tenant

Tenants in Common (TEN COM)
A form of joint ownership in which, upon the death of a tenant, the decedent's portion passes through probate instead of directly to other tenants

Ten-Day Rule
The New York Stock Exchange rule permitting member firms to vote in favor of management ten days or less before the meeting, provided that the member firm mailed proxy material to beneficial owners at least 15 business days before the meeting. The rule allows many shares, which would otherwise not be voted, to be counted to reach a quorum, approve the choice of directors and auditors and handle other routine matters. This rule does not apply to banks, their nominee or their depository positions

Trading Post
An assigned area on the trading floor of a stock exchange where a designated company's stock is traded. A trading session is the hours during which business is transacted on the trading floor of an exchange

Transfer Agent
An agent of a corporation responsible for the registration of shareowners' names on the company records and the proper registration of new owners when a transfer of stock occurs. According to SEC Regulations "the term 'transfer agent' is defined to mean any person who engages on behalf of an issuer of securities or on behalf of itself as an issuer of securities in:

  • Countersigning such securities upon issuance;
  • Monitoring the issuance of such securities with a view to prevent unauthorized issuance, a function commonly performed by a person called a registrar;
  • Registering the transfer of such securities;
  • Exchanging or converting such securities;
  • Transferring record ownership of securities by bookkeeping entry without physical issuance of certificates."

Transfer on Death (TOD)
A form of registration acceptable within some states which provides for the beneficiary (as part of the registration) of the stock upon the death of the owner

Treasury Stock
Stock issued by a company and then later re-acquired and held by the company. No dividends are paid to treasury stock nor may it be voted

True Copy Certification
A certification affixed to a copy of a document affirming that the document is a true copy of the original, which is still in force. This certification should not be affixed to a court document

A legal entity in which one or more persons manage properties in the best interest of someone else

The person who manages a trust property

The creator of a trust; settler, grantor

UCC (The Uniform Commercial Code)
A federal law of which Section 8 governs the acts of transfer agents.

A broker or group of brokers who enter into an underwriting agreement in connection with the public distribution of securities of a corporation

Also known as an "investment banker" or "distributor," a middleman between an issuing corporation and the public

Uniform Gifts to Minors Act (UGMA)
Federal legislation permitting the irrevocable gift to minors of ownership of securities without the need of trust instruments or other legal documents

Uniform Transfer to Minors Act (UTMA)
A law pertaining to resident of certain states. For the first time, under this law, custodianships may be set up by wills or trusts. It is expected that this law will ultimately replace the Uniform Gifts to Minors Act. A key difference is that under the Uniform Transfer to Minors Act the donor does not have to be a living individual

Unissued Stock
That portion of authorized stock not distributed among investors; also known as "rainy day" stock

A symbol or pictorial representation of the Corporation on itsstock certificate. Usually a complicated and artistic design, it is meant to make the counterfeiting of stock certificates as difficult as possible

A tax form that non-resident alien stockholders must completed to certify their citizenship and tax status.

A form used to certify a shareholder's social security or tax identification number as true and correct in order to avoid federal tax withholding of 31 percent

Wall Street
A street in the heart of the financial district in New York City where the New York Stock Exchange and many brokerage firms and banks are located. The term is commonly used as a synonym for the securities and finance industries

Window Transactions
The direct delivery of a security made to the receiving window of a bank, brokerage house, securities depository, or transfer agent


In stocks and bonds, the return on the investment. Yield is computed by dividing the annual dividend or interest by the current price of the security or by the price originally paid for the security.