Transfer Agent

In the United States, transfer agents are typically responsible for recording changes of company ownership, maintaining security holder records, canceling and issuing certificates, and distributing dividends.

The US Securities Exchange Act of 1934 (the “SEA”) defines a transfer agent as “any person who engages on behalf of an issuer of securities or on behalf of itself as an issuer of securities in (A) countersigning such securities upon issuance; (B) monitoring the issuance of such securities with a view to preventing unauthorized issuance, a function commonly performed by a person called a registrar; (C) registering the transfer of such securities; (D) exchanging or converting such securities; or (E) transferring record ownership of securities by bookkeeping entry without physical issuance of securities certificates.”

A person is not required to register as a transfer agent under the SEA unless the person performs transfer agent functions in respect of at least one class of security that is required to be registered.

More information on US transfer agent registration is available here.