SEC Proposed Rulemaking Regarding Requirements For Transfer Agents

Today, the Commission issued an advanced notice of proposed rulemaking (ANPR) for new requirements for transfer agents, together with a concept release requesting public comment on the Commission's broader review of transfer agent regulation.

Over the course of the last year, various Commissioners, including Commissioner Aguilar, had noted that the Commission's regulation of transfer agents had not been reviewed or updated in quite some time. Commissioner Aguilar and former Commissioner Gallagher had urged the Commission to review its regulations relating to transfer agents. The Commission and FINRA have been focused for some time on the incidence of microcap and small cap fraud. In some instances, closer regulation of the activities of transfer agents might have served to prevent, or perhaps to detect, certain transfers of restricted securities. Also, many of the new offering exemptions require that issuers retain the services of a transfer agent. This is the case,