Disclosure Of Compensation To Brokers Or Dealers
Anse is worried ever since Sarah told him that penny stocks can be manipulated. He is particularly worried about the fact that the investment firm and/or broker may come together at the expense of the investor.
Sarah doesn't blame him for being skeptical as there have been several such instances in the past. She draws his attention to section 15g-4, a section in the Securities Exchange Act of 1934 that deals with compensation to brokers and dealers from the investment firm or advisor. To allay Anse's fears, Sarah shows him some of the important points of the act:
The broker or dealer shall disclose to the investor the total compensation details for carrying out the transaction of the customer. Without this disclosure, it's illegal for the broker to carry out the trade for the penny stocks.
The disclosure should be made orally or in written form (including electronic) before any transaction occurs. In case the investor directly orders a transaction without prior communication, the disclosure shall be made before confirmation and/or execution of the trade. The broker or the dealer shall also keep a record of how and when the disclosures were made.
Anse attempts to figure out the payments that can come under the purview of this law and can be defined as compensation. Sarah defines compensation as any payment from the investor to the broker/dealer for a transaction. The spread between the buying and selling price for the dealer can also be considered as compensation in certain conditions. The difference between the market price and the selling price is also considered compensation.
Lesson Summary
A broker is an individual or a firm that matches buyers to sellers and allows trade but doesn't own securities. A dealer, on the other hand, sells and purchases securities and maintains a ready inventory in case buyers approach them.
A penny stock is a stock priced under $5 of a small company. It must be listed on NASD OTC bulletin board and not traded on an exchange. The company must have less than $5 million in net tangible assets and be less than three years old.
Section 15g-4 is a section in the Securities Exchange Act of 1934 that deals with compensation to brokers and dealers. It states that disclosure regarding total compensation details for carrying out the transaction of the customer is necessary for brokers and dealers. The disclosure has to be made before the transaction or confirming the transaction, and compensation can be any payments from the investor to the broker/dealer. The spread for the dealer and the difference between market price and the selling price can also be considered compensation.
