When Issuers of OTC securities are reviewing their Shareholder lists, the free trading securities held by Shareholders that have already “cleared” and are in “the system” are shown as owned by Cede & Co. Because of this, Issuers often wonder what Cede & Co is and how it is related to DTC.
Cede & Co is DTC’s Partnership Nominee
Once a certificate has cleared and deposited deposited by Direct Participants with DTC, all subsequent transfers of those securities are registered in the name of DTC’s partnership nominee, Cede & Co.
Cede & Co Does Not Affect Beneficial Ownership
The deposit of Securities with DTC and their registration in the name of Cede & Co. does not change beneficial ownership. However, DTC has no knowledge of the beneficial owners of the securities once they are in Cede & Co’s name.
Instead, DTC’s records reflect only the identity of the broker-dealer, bank, trust company, or clearing firm to whose accounts the securities are credited.
While DTC does not track beneficial ownership, it is still the responsibility of the Direct and Indirect DTC Participants to maintain an account of their holdings on behalf of customers.