Form Custody Form Custody Form Custody

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM CUSTODY
For Broker-Dealers
______________________________________________________________________________
(Please read instructions before preparing Form.)
_____________________________________________________________________________________________
_____________________________________________________________________________________________
Name of Broker/Dealer
As of (Month/Day/Year)
_8-__________________________________________________________________________________________
SEC File No.
CRD No.
_____________________________________________________________________________________________
Address of Principal Place of Business
_____________________________________________________________________________________________
(No. and Street)
(City)
(State)
(Zip Code)

INSTRUCTIONS
GENERAL INSTRUCTIONS
A.

Answer questions applicable to the broker-dealer’s business activities and all “Yes” or “No” questions.
Questions that cannot be answered because the broker-dealer does not engage in a particular activity do not
need to be answered. For example, a broker-dealer that does not hold customer and non-customer funds or
securities does not need to answer Items 3.C-3.E.

B.

Definitions: for purposes of this Form:
1.

“Affiliate” means any person who directly or indirectly controls the broker-dealer or any person who is
directly or indirectly controlled by or under common control with the broker-dealer. Ownership of 25% or
more of the common stock of an entity is deemed prima facie evidence of control.

2.

“Bank” has the same meaning as in 15 U.S.C. 78c(a)(6).

3.

“Broker” has the same meaning as in 15 U.S.C. 78c(a)(4).

4.

“Dealer” has the same meaning as in 15 U.S.C. 78c(a)(5).

5.

“Carrying broker-dealer” means a broker-dealer that carries customer or broker or dealer accounts and
receives or holds funds or securities for those customers.

6.

“Clearing broker-dealer” means a broker-dealer that clears transactions for itself or accounts of other
broker-dealers either on a fully disclosed or omnibus basis.

7.

“Customer” has the same meaning as in 17 CFR 240.15c3-3(a)(1).

8.

“Free credit balance” means any liabilities of a broker-dealer to customers and non-customers that are
subject to immediate cash payment to customers and non-customers on demand, whether resulting from

sales of securities, dividends, interest, deposits, or otherwise, excluding, however, funds in commodity
accounts that are segregated in accordance with the Commodity Exchange Act or in a similar manner.
9.

“Money Market Fund” means any security issued by an investment company registered under section 8 of
the Investment Company Act of 1940 that is considered a money market fund under Investment Company
Act Rule 2a-7.

10. “Omnibus account” means an account carried and cleared by another broker-dealer and containing accounts
of undisclosed customers on a commingled basis that are carried individually on the books of the brokerdealer introducing the accounts.
11. “Private Fund” means an issuer that would be an investment company as defined in section 3 of the
Investment Company Act of 1940 but for section 3(c)(1) or 3(c)(7) of that Act.
12. “Structured debt” means any security or money market instrument issued by an asset pool or as part of any
asset-backed or mortgage-backed securities transaction. Structured debt is a broad category of financial
instrument and includes, but is not limited to, asset-backed securities such as residential mortgage-backed
securities (“RMBS”) and other types of structured debt instruments such as collateralized debt obligations
(“CDOs”), including synthetic and hybrid CDOs, or collateralized loan obligations (“CLOs”).
INSTRUCTIONS FOR SPECIFIC LINE ITEMS
Item 1.A

Answer the question by checking the appropriate box. A broker-dealer must check “Yes” if it
introduces any customer accounts to another broker-dealer on a fully disclosed basis. A brokerdealer that carries customer accounts and/or introduces customer accounts on an omnibus basis
must check “Yes” if it also introduces one or more customer accounts to another broker-dealer on
a fully disclosed basis.

Item 1.B

Item 1.B applies to broker-dealers that introduce customer accounts on a fully disclosed basis to
one or more other broker-dealers. If Item 1.B applies, identify each broker-dealer to which
customer accounts are introduced on a fully disclosed basis.

Item 2.A

Answer the question by checking the appropriate box. A broker-dealer must check “Yes” if it
introduces any customer accounts to another broker-dealer on an omnibus basis. A broker-dealer
that carries customer accounts (other than those introduced on an omnibus basis) and/or introduces
customer accounts on a fully disclosed basis must check “Yes” if it also introduces one or more
customer accounts to another broker-dealer on an omnibus basis.

Item 2.B

Item 2.B applies to broker-dealers that introduce customer accounts on an omnibus basis to one or
more other broker-dealers. If Item 2.B applies, identify each broker-dealer to which customer
accounts are introduced on an omnibus basis.

Item 3.A

Answer the question by checking the appropriate box. A broker-dealer that introduces customer
accounts to another broker-dealer on an omnibus basis is a carrying broker-dealer with respect to
those accounts under the Commission’s broker-dealer financial responsibility rules. If those
accounts are the only accounts carried by the broker-dealer, check “No” in Item 3.A, as those
accounts are addressed in Items 2.A and 2.B.

Item 3.B

Answer the question by checking the appropriate box. Answer “Yes” if accounts are carried by
the broker-dealer for persons that are not “customers” as that term is defined in Rule 15c3-3 under
the Securities Exchange Act of 1934. Examples of persons that are not customers of a brokerdealer include general partners, directors, or principal officers – such as the president, executive
vice presidents, treasurer, secretary or any person performing similar functions – of the brokerdealer and accountholders that are themselves broker-dealers (unless such broker-dealer
accountholders are required to be treated as customers under Rule 15c3-3).

Item 3.C

Identify the types of locations where the broker-dealer holds securities. Only identify types of
locations where the broker-dealer holds securities directly in the name of the broker-dealer (i.e., do
not identify a type of location if the broker-dealer only holds securities at the location through an
intermediary). A location holds securities directly in the name of the broker-dealer if the location
is aware of the identity of the broker-dealer and acts directly upon the broker-dealer’s instructions.
A location holds securities through an intermediary if the location is not aware of the identity of
the broker-dealer or will not act on instructions directly from the broker-dealer (i.e., the location
holding securities for the broker-dealer would only act on instructions relating to the brokerdealer’s securities from the broker-dealer’s intermediary). The information required by Items
3.C.i-iii is intended to identify all locations used by the broker-dealer to hold securities listed on
the broker-dealer’s stock record, and to elicit information concerning the frequency with which the
broker-dealer performs reconciliations between the information on its stock record and
information about the securities provided by the location. In Item 3.C.i, check all applicable
boxes, and in Items 3.C.i-iii provide all applicable information as specified for each Item.

Item 3.D

Answer the questions in Items 3.D.i-iii by checking appropriate boxes and entering appropriate
financial information, where applicable, and by providing explanations as requested. In Item
3.D.i, check “Other” if a type of security carried by the broker-dealer for customers is not listed on
the chart, and for each category of security, indicate by checking the approximate box for the
approximate U.S. dollar market value of the securities.

Item 3.E

Answer the questions in Items 3.E.i-iii by checking appropriate boxes and entering appropriate
financial information, where applicable, and by providing explanations as requested. In Item
3.E.i, check “Other” if a type of security carried by the broker-dealer for persons that are not
customers is not listed on the chart, and for each category of security, indicate by checking the
appropriate box the approximate U.S. dollar market value of the securities.

Item 4

Answer the questions in Items 4.A.i-iii and 4.B.i-iii by checking appropriate boxes and, if
applicable, providing requested information.

Item 5

Answer the questions in Items 5.A and 5.B by checking the appropriate box and, if applicable,
providing requested information. A broker-dealer should respond to Item 5.A by checking “Yes”
if it employs a vendor to send trade confirmations to customers on its behalf because the brokerdealer is ultimately responsible for complying with its trade confirmation obligations, not the
vendor.

Item 6

Answer the questions by checking the appropriate boxes and, if applicable, providing requested
information. In Item 6.C, check “Yes” if (i) a broker-dealer sends account statements to persons
other than the beneficial owner of the account; or (ii) if a broker-dealer sends account statements
to the beneficial owner of an account and duplicate account statements to persons other than the
beneficial owner of the account.

Item 7

Answer the question by checking the appropriate box.

Item 8

Answer the questions in Item 8 by checking appropriate boxes and, if applicable, providing
requested information.

Item 9

Answer the questions in Item 9 by checking appropriate boxes and, if applicable, providing
requested information.

Item 1. A. Does the broker-dealer introduce customer accounts on a fully disclosed basis to another brokerdealer?
Yes  No 
B. If the answer to question 1.A is “yes,” identify below the broker-dealer(s) (by name, SEC No., and
CRD No.) to which the customer accounts are introduced on a fully disclosed basis:
__________________________________________________________________________________
__________________________________________________________________________________
__________________________________________________________________________________
Item 2. A. Does the broker-dealer introduce customer accounts to another broker-dealer on an omnibus basis?
Yes  No 
B. If the answer to question 2.A is “yes,” identify below the broker-dealer(s) (by name, SEC No., and
CRD No.) to which the customer accounts are introduced on an omnibus basis:
__________________________________________________________________________________
__________________________________________________________________________________
__________________________________________________________________________________
Item 3. A.

Does the broker-dealer carry securities accounts (i.e., accounts that are not introduced on a fully
disclosed basis to another broker-dealer) for customers?
Yes  No 

B.

Does the broker-dealer carry securities accounts (i.e., accounts that are not introduced on a fully
disclosed basis to another broker-dealer) for non-customers?
Yes  No 

C. Location of Securities (if the answer to question 3.A and/or 3.B is “yes”)
i.








Indicate in the chart below the types of U.S. locations used by the broker-dealer to hold securities
that it carries by checking each box in the first column that applies. For each type of location
selected, indicate in the third column the frequency (e.g., daily, weekly, monthly, quarterly, semiannually, annually) with which the broker-dealer performs a reconciliation between the
information on its stock record and information about the securities provided by the location:

Location
The broker-dealer’s vault
U.S. broker-dealer(s)
The Depository Trust Company
The Options Clearing Corporation
U.S. bank(s)
Transfer agents of mutual fund(s) under the Investment
Company Act
ii.

Reconciliation Frequency

Indicate in the chart below the types of U.S. locations not identified in Item 3.C.i used by the
broker-dealer to hold securities that it carries by describing the type of entity in the first column.
For each type of location, indicate in the second column the frequency (e.g., daily, weekly,
monthly, quarterly, semi-annually, annually) with which the broker-dealer performs a
reconciliation between the information on its stock record and information about the securities
provided by location:

Other Types of U.S. Locations

Reconciliation Frequency

iii. Indicate in the chart below the types of foreign locations used by the broker-dealer to hold securities
that it carries by describing the type of location in the first column. For each type of location indicate
in the second column the frequency (e.g., daily, weekly, monthly, quarterly, semi-annually, annually)
with which the broker-dealer performs a reconciliation between the information on its stock record and
information about the securities provided by the location:
Non-U.S. Locations

Reconciliation Frequency

D. Securities and Cash Carried for the Accounts of Customers (if the answer to question 3.A is “yes”)
i.

Indicate by checking the appropriate boxes on the chart below the types and approximate market
value of securities that are carried by the broker-dealer for the accounts of customers:

Type of Securities

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

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

U.S. Equity Securities
Foreign Equity Securities
U.S. Listed Options
Foreign Listed Options
Domestic Corporate Debt
Foreign Corporate Debt
U.S. Public Finance Debt
Foreign Public Finance Debt
U.S. Government Debt
Foreign Sovereign Debt
U.S. Structured Debt
Foreign Structured Debt
U.S. Mutual Funds
Foreign Mutual Funds
U.S. Exchange Traded Funds
Foreign Exchange Traded Funds
U.S. Private Funds
Foreign Private Funds
Other

$50
million or
less

Greater
than $50
million
to $100
million






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



Greater
than
$100
million
to $500
million


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








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
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


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Greater
than $500
million to
$1 billion

Greater
than $1
billion to
$5 billion


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Greater
than $5
billion

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ii.

Has the broker-dealer recorded all securities it carries for the accounts of customers on its stock
record?
Yes  No 
If the answer is “no,” explain in the space provided why the broker-dealer has not recorded such
securities on its stock record and provide the approximate U.S. dollar market value of such
unrecorded securities:
_______________________________________________________________________________
_______________________________________________________________________________
_______________________________________________________________________________

iii. Indicate in the chart below each process used by the broker-dealer with respect to free credit
balances in cash accounts it holds for customers by checking all the boxes that apply and
providing applicable information:






Process
Included in a computation under Rule 15c3-3(e)
Held in a bank account under Rule 15c3-3(k)(2)(i)
Swept to a U.S. bank
Swept to a U.S. money market fund
Other (Briefly describe in the space provided below)
_________________________________________________________________________
_________________________________________________________________________
_________________________________________________________________________
_________________________________________________________________________
_________________________________________________________________________
_________________________________________________________________________

E. Securities and Cash Carried for the Accounts of Non-customers (if the answer to question 3.B is “yes”)
i.

Indicate by checking the appropriate boxes on the chart below the types and approximate market
value of securities that are carried by the broker-dealer for the accounts of non-customers:

Type of Securities














U.S. Equity Securities
Foreign Equity Securities
U.S. Listed Options
Foreign Listed Options
Domestic Corporate Debt
Foreign Corporate Debt
U.S. Public Finance Debt
Foreign Public Finance Debt
U.S. Government Debt
Foreign Sovereign Debt
U.S. Structured Debt
Foreign Structured Debt

$50
million or
less

Greater
than $50
million
to $100
million
















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


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




Greater
than
$100
million
to $500
million













Greater
than $500
million to
$1 billion

Greater
than $1
billion to
$5 billion


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Greater
than $5
billion

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U.S. Mutual Funds
Foreign Mutual Funds
U.S. Exchange Traded Funds
Foreign Exchange Traded Funds
U.S. Private Funds
Foreign Private Funds
Other

ii.

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Has the broker-dealer recorded all securities it carries for the accounts of non-customers on its
stock record?
Yes  No 
If the answer is “no,” explain in the space provided why the broker-dealer has not recorded such
securities on its stock record and provide the approximate total U.S. dollar market value of such
unrecorded securities:
_______________________________________________________________________________
_______________________________________________________________________________
_______________________________________________________________________________

iii. Indicate in the chart below each process used by the broker-dealer with respect to free credit
balances in the securities accounts of non-customers by checking all the boxes that apply and
providing applicable information:





Process
Included in a reserve computation
Swept to a U.S. bank
Swept to a U.S. money market fund
Other (Briefly describe in space provided below)
_________________________________________________________________________
_________________________________________________________________________
_________________________________________________________________________
_________________________________________________________________________
_________________________________________________________________________
_________________________________________________________________________

Item 4. Acting as a Carrying Broker-Dealer for Other Broker-Dealers
A. On a fully disclosed basis
i.

Does the broker-dealer carry customer accounts for another broker-dealer(s) on a fully disclosed
basis?
Yes  No 

ii.

If the answer to question 4.A.i is “yes,” indicate the number of broker-dealers:
___________________________.

iii. If the answer to question 4.A.i is “yes,” identify any of these broker-dealers that are affiliates of
the broker-dealer by name and “SEC File No.”:

_______________________________________________________________________________
_______________________________________________________________________________
_______________________________________________________________________________
B. On an omnibus basis
i.

Does the broker-dealer carry customer accounts for another broker-dealer(s) on an omnibus basis?
Yes  No 

ii.

If the answer to question 4.B.i is “yes,” indicate the number of broker-dealers:
___________________________.

iii. If the answer to question 4.B.i is “yes,” identify any of these broker-dealers that are affiliates of
the broker-dealer by name and “SEC File No.”:
_______________________________________________________________________________
_______________________________________________________________________________
_______________________________________________________________________________
Item 5. A.

Does the broker-dealer send trade confirmations directly to customers and other accountholders?
Yes  No 

B. If the answer to question 5.A is “no,” who sends the trade confirmations to customers and other
accountholders? :___________________.

Item 6. A.

Does the broker-dealer send account statements directly to customers and other accountholders?
Yes  No 

B.

If the answer to question 6.A is “no,” who sends the account statements to customers and other
accountholders? :_________________.

C. Does the broker-dealer send account statements to anyone other than the beneficial owner of the
account?
Yes  No 
Item 7. Does the broker-dealer provide customers and other accountholders with electronic access to information
about the securities and cash positions in their accounts?
Yes  No 
Item 8. A. Is the broker-dealer also registered as an investment adviser:
i. With the SEC under the Investment Advisers Act of 1940?
Yes  No 
ii. With one or more U.S. states under the laws of the state?
Yes  No 
If the answer to question 8.A.i or 8.A.ii is “yes,” answer each of the following items:

B. Provide the number of investment adviser clients:_________________.
C. Complete the following chart concerning the custodians of investment adviser client assets if any
(including, if applicable, the broker-dealer):
Column 1:
Column 2:
Column 3:
Column 4:
Column 5:
Column 6:

The name of the custodian
The identity of the custodian by SEC File No. or CRD No. (if applicable)
Whether the broker-dealer/investment adviser has the authority to effect transactions in these
advisory client accounts at the custodian
Whether the broker-dealer/investment adviser has the authority to withdraw funds and securities
out of any accounts at the custodian
Whether the custodian sends account statements directly to the investment adviser clients
Whether the investment adviser client assets are on the broker-dealer’s stock record

1

2

3
Yes 
No 
Yes 
No 
Yes 
No 
Yes 
No 
Yes 
No 
Yes 
No 
Yes 
No 
Yes 
No 
Yes 
No 
Yes 
No 

4
Yes 
No 
Yes 
No 
Yes 
No 
Yes 
No 
Yes 
No 
Yes 
No 
Yes 
No 
Yes 
No 
Yes 
No 
Yes 
No 

5
Yes 
No 
Yes 
No 
Yes 
No 
Yes 
No 
Yes 
No 
Yes 
No 
Yes 
No 
Yes 
No 
Yes 
No 
Yes 
No 

6
Yes 
No 
Yes 
No 
Yes 
No 
Yes 
No 
Yes 
No 
Yes 
No 
Yes 
No 
Yes 
No 
Yes 
No 
Yes 
No 

Item 9. A. Is the broker-dealer an affiliate of an investment adviser?
Yes  No 
B.i. If the answer to Item 9.A is “yes,” does the broker-dealer have custody of client assets of the adviser?
Yes  No 
B.ii. If the answer to Item 9.B.i is “yes” indicate the approximate U.S. dollar market value of the adviser
client assets of which the broker-dealer has custody: _______________________.