Depository Trust & Clearing Corporation

 

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Physical Certificates Take a Step Closer to Extinction

Patrick Kirby, DTCC managing director, Asset Services

The Depository Trust Company, (DTC), a DTCC subsidiary, has announced it will no longer issue physical certificates for withdrawals-by-transfer (WTs) for more than 5,500 issues beginning January 1, 2009.

DTC plans to eliminate WTs of physical certificates for all issues that participate in DTC’s Direct Registration System (DRS). Instead, DTC will process these WTs in DRS statement form. This change is pending approval by the Securities and Exchange Commission (SEC). (About 1,550 additional issues are eligible for, but not participating in, DRS and do not offer the investor the opportunity to receive a DRS statement.)

If permitted by an issuer, investors may take their DRS statement to their transfer agent and exchange it for a physical certificate.

Electronic ownership

DTC’s DRS is a book-entry system that enables investors to register their shares electronically with the issuing company or its transfer agents. Instead of a paper certificate, investors receive a statement of their holdings. In 2008, all the major and regional exchanges in the United States mandated that DRS become a listing requirement for all issues. (DTC is the only registered clearing agency operating a DRS.)

“Eliminating the issuance of physical certificates by DTC in withdrawals-by transfer transactions is part of our overall dematerialization effort aimed at eliminating all paper certificates in the securities industry,” said Patrick Kirby, DTCC managing director, Asset Services.

“With the exception of equity securities, virtually all investment instruments in the U.S. including municipal bonds, options and futures and U.S. treasury and agency securities have adopted the book-entry format, helping to eliminate paper and dematerialize the securities industry,” said Kirby.

Paper costs

Both the industry and the government continue to encourage dematerialization. The SEC has recognized that paper certificates are “inefficient” and increase “risk.” According to a 2008 survey by the Securities Industry and Financial Markets Association (SIFMA), more than 1.2 million certificates are reported lost, destroyed or stolen annually, costing the industry about $65 million to replace.

Today, there are more than 7,500 issues eligible for DRS and more than 375 of these issues no longer offer the option of a physical certificate. DRS-eligible issues now account for 88% of all WTs submitted to DTC, and more and more investors are choosing book-entry ownership as opposed to physical certificates.

Ready to dematerialize

“DTC’s customers are committed to going paperless,” said Kirby. “In July 2008, for example, more than 44% of all WTs were processed as DRS statements rather than as physical certificates. That compares with just 20% processed as DRS statements a year ago.

Cost is a driving factor in the move to DRS statements. Today, a WT that calls for a physical certificate costs approximately $125 more than a WT in a DRS statement, which costs about $6. In keeping with the plan established by DTCC’s Board of Directors and its Operating Committee, fees for processing physical certificates will continue to increase in coming years.

Non-participating issuers

For issues that are DRS-eligible but not yet participating, DTC plans to eliminate certificate withdrawals for these issues as of July 1, 2009. “We’ll continue to work with these issuers and encourage them to begin participating in DRS, but we’ll also work with the exchanges and regulators to strengthen the exchange listing requirements mandating that listed issues actively participate in DRS,” said Kirby.

For the small number of issues that have not converted by July 1, 2009, WTs will be processed through DTC’s Exception/Rush WT process.

“With these steps, we believe that WT volume should drop to fewer than 150 certificate transactions per day by the second half of 2009. Over time, this will also lead to a sharp drop in deposits of physical certificates. As that decline takes hold, we will move to curtail remaining services that support processing physical securities,” Kirby said. @

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