Issuer Section

We strive to offer the best services to all our Issuers. In this page you’ll find a list of Issuer services as well as access to all the issuer forms on the right. Additionally, please read through our FAQ section below for answers to many questions you may have. If you find that your question cannot be answered or a form you need is not listed, please feel free to contact us.

ISSUER SERVICES

FREQUENTLY ASKED QUESTIONS

  • How does an Issuer obtain DTCC Security Position Reports (SPR), known as “DTC Sheets”?

    As an issuer, trustee or issuer-authorized agent, participants can request Security Position Reports to obtain the information needed to contact shareholders on corporate-related events such as annual meetings.

    Security Position Reports are available via subscription or by special request as needed. Subscriptions are for a one-year minimum period and provide a pricing discount for issuers who regularly use Security Position Reports. Issuers can choose from a variety of convenient report delivery methods, including browser, spreadsheet, fax and computer-to-computer facility (CCF) transmission.

    SPR Overview
    SPR Pricing Information
    SPR New Company Registration
    SPR User Guide

    DTCC Customer Service: 1.888.382.2721

  • What is involved in obtaining a “NOBO List” and why do I need one?

    Notification of shareholders for a company meeting is a more complex and time consuming endeavor than it may appear.

    The shares in the DTCC (Depository Trust Clearing Corporation) system are held by many different shareholders. These shareholders consist of two types: “NOBO” (Non-Objecting Beneficial Owners) and “OBO” (Objecting Beneficial Owners). “Objecting” or “Non-Objecting” refers to whether or not the shareholder wishes for the issuer to know if they own the issuer’s stock.

    Regardless of whether Transhare or the issuer notifies the shareholders of a shareholder meeting, a NOBO list will need to be obtained and an “OBO count” will need to be tabulated in order to assure proper notification of ALL common shareholders.

    For those of you who are unaware of what becomes of a physical stock certificate when it is deposited with a brokerage firm the following describes the process.

    When shareholders deposit their physical stock certificates at their respective brokerage firms these certificates are put into “street name” by transferring them from the shareholder name to the name of the brokerage firm or clearing firm. When the investor opens a brokerage account he indicates whether he wants to be a NOBO shareholder (known to the Issuer) or OBO shareholder (hidden from the Issuer). The brokerage firm (or the majority of them) then deposit the certificates into the DTCC system. The reason for this is to streamline the transfer process and accommodate the 3 day settlement process. When investors buy and sell shares of a public company in the open market, the shares are added and subtracted from the brokerage firm account through the DTC system.

    If an account for the issuer has been established with ADP (The NOBO/OBO List provider), TranShare can normally obtain the NOBO list in about a week. Establishing an issuer account with ADP and requesting the lists takes a bit longer.

    Upon receipt of the NOBO list from ADP, TranShare will check it for duplicate names and addresses against the issuer’s shareholder list and mail the meeting documents directly to the NOBO shareholders.

    The OBO list is sent to Transhare a few days after we receive the NOBO List. The OBO list identifies those brokerage firms who represent objecting beneficial owners (OBO’s). ADP via the OBO List requests a specific number of proxy material packages such as shareholder meeting notification documents based on the number of OBO’s the brokerage firms have indicated they represent. TranShare sends the packages to ADP and ADP distributes them to the brokerage firms who, in turn, distribute them to their OBO investors.

    This process usually takes several weeks, therefore, Transhare suggests that issuers give us as much advance notice of shareholder meetings as possible when they enlist our services in obtaining these lists.

  • What is a CUSIP Number and how does my company obtain one?

    The term “CUSIP” stands for “The Committee on Uniform Securities Identification Procedures.” Each security, whether debt or equity, is assigned its own unique CUSIP number identifying it within the securities industry.

    Transhare is able to obtain a CUSIP on behalf of its issuers within one (1) to two (2) business days. The CUSIP Service Bureau also offers a rush service for an additional fee whereby a CUSIP number can be obtained with an hour.

  • How does my company obtain physical stock certificates?

    Transhare provides a unique service. Based on your input, Transhare designs and manufactures share certificates in house using a logo that, in many cases, we’ve assisted your company in developing. While a fee is charged for logo development as part of our set up fees, Transhare does not charge issuers for their share certificates.

  • What is DTCC?

    DTCC” stands for The Depository Trust Clearing Corporation”. DTCC is a a member of the U.S. Federal Reserve System. It is a limited trust company under New York State Banking law and a registered clearing agency with the SEC.

    The purpose of DTCC is to reduce costs associated with securities processing by financial intermediaries serving the public. They accomplish this by retaining custody of over 2 million securities and converting them to electronic files. The depository also provides the services necessary for the maintenance of the securities it has in custody.

  • What is TranShare’s contribution to the annual shareholder meeting process?

    Transhare orders the NOBO/OBO List through Automated Data Processing, Inc. (ADP) (See “What is involved in obtaining a NOBO/OBO List and why do I need one”).

    Upon request, Transhare provides its issuers with a proxy mailing service utilizing the NOBO/OBO lists and a TranShare representative will be present at annual shareholder meetings to assist the issuer in the final proxy tabulation.

  • What is the difference between physical stock certificate and book entry form shares?

    The ownership value of the shares is the same regardless of whether the shares are represented by a physical stock certificate or recorded on the books of a particular corporation.

    The advantage of recording share ownership in book entry form is to reduce the amount of paperwork dealt with in the securities industry and to avoid the loss of a physical certificate which can be very time consuming and costly to replace.

  • What is an IPO?

    “IPO” stands for initial public offering. It refers to a corporation’s first offering of stock to the public.

  • What is EDGAR?

    “EDGAR” stands for “electronic data gathering, analysis and retrieval.” The EDGAR system performs the automated collection of data from corporations required by law to file reports with the SEC. Documents filed via EDGAR can be viewed at http://www.sec.gov. The exact URL to search for company filings is: http://www.sec.gov/edgar/searchedgar/companysearch.html

    There are premium (subscription based) services that provide advanced search features and offers multiple formats for more convenient reading, downloading and printing. One of these services is EDGAROnline.

    It is essential that your company retain a competent EDGAR service provider to assure that your financial regulatory filings are entered accurately and on a timely basis. Identifying a competent EDGAR service provider can be a time consuming and challenging process. Recognizing this, Transhare provides its issuer companies with access to a competent EDGAR service provider. If your company has a need for this service, please contact Transhare for more information.

  • What is a Registered Agent?

    A registered, resident or statutory agent is a person or entity located in the corporation’s state of incorporation authorized to receive tax and legal documents. In order to receive all legal notification the agent must be authorized in the articles of incorporation.

    Transhare offers its services as a registered agent for corporations domiciled in the State of Colorado. Please contact TranShare if you wish for us to act in this capacity on behalf of your corporation.