Cede and Company
Cede and Company, also known as "Cede and Co." or "Cede & Co.", is a specialist United States financial institution that processes transfers of stock certificates on behalf of Depository Trust Company, the central securities depository used by the United States National Market System, which includes the New York Stock Exchange, Nasdaq, and other exchanges together with associated clearinghouses such as NSCC, FICC, DTCC, and others.
Cede technically owns substantially all of the publicly issued stock in the United States. Thus, investors do not themselves hold direct property rights in stock, but rather have contractual rights that are part of a chain of contractual rights involving Cede.
Founded in 1996, Cede was formed for the purpose of efficiently processing transfers of stock certificates on behalf of the Depository Trust Company. The name "Cede" was selected as a reference to "certificate depository". The company is at 55 Water Street, Suite Conc4, New York, New York 10041.
Structure as a partnership
A common misconception is that 'Cede and Company' is merely a fictitious legal name used to refer to Depository Trust Company. In fact, Cede is actually a New York City-based partnership of certain employees of DTC. Cede is a separate legal person from Depository Trust Company, which is owned by DTC Participants, who are banks and brokerage houses, and not employees of DTC.
One reason Cede is structured as a partnership is that each general partner can order transfers of stock registered in the name of the partnership without the need for presenting a separate corporate resolution to the stock issuer's transfer agent or stock registrar to validate the authority of the transfer.
- Book entry
- Depository Trust & Clearing Corporation
- Dematerialization (securities)
- Direct holding system
- "Cede & Co. Definition". NASDAQ.com. Retrieved 2016-09-10. CS1 maint: discouraged parameter (link)
- Levine, Matt (2015-07-14). "Banks Forgot Who Was Supposed to Own Dell Shares". Bloomberg.com. Retrieved 2017-02-21.
- Morris, Virginia; Goldstein, Stuart (2009). Guide to Clearance & Settlement: An Introduction to DTCC. New York: LightBulb Press. pp. 9, 13, 24, 34.
- "Cede & Company: Private Company Information - Businessweek". Bloomberg.com. Retrieved 2016-09-10. CS1 maint: discouraged parameter (link)
- "TRANSFER AGENT REGULATIONS 34-76743" (pdf). sec.gov. Securities and Exchange Commission. 2015-12-22. p. 31. Retrieved 25 March 2021.
The name Cede & Co. was drawn from the term “certificate depository”
- "Cede & Co in New York, NY 10041 - ChamberofCommerce.com". www.chamberofcommerce.com. Retrieved 29 July 2018. CS1 maint: discouraged parameter (link)
- Senate Report. Disclosure of Corporate Ownership. December 27, 1973.