OTCBB market operation mechanism in the United States

下面为大家整理一篇优秀的assignment代写范文- OTCBB market operation mechanism in the United States，供大家参考学习，这篇论文讨论了美国OTCBB市场运行机制。OTCBB简称为OTC公告栏，该系统为不在全国性交易市场上市或登记的证券，提供交易价格、交易量等信息。作为证券转让的平台，由美国证券交易商协会负责自律管理，美国证监交易委员会负责行政监管。OTCBB是美国较为成熟的场外柜台交易市场，带有典型的创业板市场特征，为众多小规模企业提供融资和挂牌流通的服务。

OTCBB translates into Chinese as "OTC over-the-counter trading bulletin board system" or "OTC bulletin board". The system provides information on prices and volumes of securities that are not listed or registered on national exchanges. As a platform for securities transfer, the securities dealers association of America is responsible for self-regulatory management, and the securities and exchange commission of the United States is responsible for administrative supervision.

Like NASDAQ, OTCBB's quotation service is also managed by NASD. More than 330 market makers provide real-time quotation, transaction price and transaction volume information of more than 3,600 domestic and foreign securities and American depositary receipts registered with the SEC through the system, revealing the investment interest rate of direct private placement and the trading conditions of the previous day.

It does not require any size or profitability of the enterprise. As long as it is approved by the SEC and more than three market makers are willing to make market for the securities, it can apply to NASD for listing. After listing, the enterprise can submit quarterly statements to the SEC and be listed and circulated in OTCBB.

Issuers do not need to pay listing fees, only to market makers to pay a small amount of market making fees.

All OTCBB issuers need at least one market maker to quote for them, and if no market maker quotes for the company, the company will be removed from OTCBB. The premise for OTCBB quoted companies to maintain their sustainable financing is that they must constantly inject new concepts into the company and create new themes to ensure investors' long-term attention to the product.

Marketmakers use NASDAQ's second-generation workstation system to quote prices for all securities. Investors must trade through brokers or proprietary traders and cannot place orders directly.

The system will be made public within 90 seconds of each transaction.

The products traded on OTCBB are all unlisted companies outside NASDAQ. Companies need to register with the SEC and accept the self-discipline management of NASD.

Companies that list on OTCBB can apply to move to NASDAQ's small capital markets as long as they have more than 300 shareholders, a price of about $4 or $5, and a net worth of more than $4 million.

With the establishment of the OTCBB primarily for not officially listed company capital markets in the United States to provide a lawful and good market, improve the company's stock liquidity and awareness, so apply for quotation for company in fixed number of year of the establishment and financial situation is not strict requirements, but all the plan in OTCBB offer securities must be recommended by at least a market maker. The so-called market maker refers to the proprietary trader trading in OTCBB, which must be a member of NASD and meet the requirements of NASD on the financial and business operation of securities dealers. It has the NASDAQ second-generation workstation system and meets the requirements of the securities exchange act of 1934.

Currently, the securities quoted in OTCBB are mainly domestic securities, foreign securities and American depositary receipts. Securities that are to be quoted in OTCBB must comply with the OTCBB qualification requirements in addition to the following conditions:

Securities that are not listed on national stock exchanges or NASDAQ in the United States; Securities listed or traded on regional stock exchanges in the United States; Securities that are delisted because they do not meet NASDAQ listing standards; Securities quoted on the pink sheet trading system after the market-maker completes the Form 15c 2-11 exemption Form; Delisting from the New York stock exchange or the American stock exchange; Sixth, trading is suspended on the New York stock exchange or the American stock exchange.

First, it is not listed on the national stock exchange and NASDAQ. Listing and trading on regional stock exchanges; Delisting from the New York stock exchange or the American stock exchange; Fourth, trading is suspended on the New York stock exchange or the American stock exchange.

According to the degree of market makers' participation in quotation, securities quoted by OTCBB can be divided into three levels: unqualified securities, qualified securities and active securities:

All OTC securities that are not currently quoted on OTCBB are considered substandard. A market maker must provide a Form 211 or an exemption Form 15c 2-11 for a nonconforming security to be eligible for approval by the OTC authority.

If a security is a qualified security, it means that one or more market makers have obtained the permission to quote on the OTCBB system within 30 days after obtaining the permission.

The securities dealers association of America will conduct regular quote tests on qualified securities within 30 days to determine whether trading in the securities is active. The so-called regular quote test is to examine whether a broker or dealer publicly quotes a qualified security on the quotation system between dealers within a period of 30 days, and has at least 12 trading days, and has not been quoted by M line for more than four consecutive trading days. If the above criteria are met, the qualified securities will be recognized as active securities. Any market-maker may apply Rule 15c 2-11 exemption and participate in the quotation freely without having to fill in Form 211 in advance.

In accordance with Rule 15c 2-11, complete the exemption form. Market makers are required to submit to the OTC regulatory authority of the securities dealers association of America an original copy of Form 211 and two copies of the issuance information three days prior to the public quotation. Upon completion of the above procedures, NASDAQ's market database system will notify the market maker that it has completed the registration of a security and is ready to make an offer.

The clearing institution responsible for OTCBB trading is the national securities clearing company, and the centralized custodian is the custodian trust company. But the two separate agencies merged at the end of 1999, creating a new company called trust resolution corporation. Although the two institutions have merged, their respective businesses continue to operate independently.

The data after the transaction must be input into the reconciliation system of the national securities clearing company on the first day after the transaction, i.e., T+1 days before the transaction date. The input content shall include the securities code, transaction quantity, transaction exchange, counter securities firm code, transaction price, etc.

When entering transaction data, it is necessary to indicate the settlement method. Currently, there are three methods: continuous net settlement, net settlement and successive settlement.

The most common method is continuous net delivery, which is adopted by more than 97% of settlement and delivery methods. After the reconciliation is completed, the national securities clearing company will print the detailed list on T+1 and calculate it separately according to different settlement methods. The settlement date is T+3 days.

In the aspect of centralized custody, the business items of the escrow trust and clearing company include centralized custody, electronic account transfer, deposit and withdrawal, underwriting and distribution, etc. In the operation of account allocation, it can also be divided into three systems;

The data of a securities firm upon completion of trading at an exchange shall be confirmed through the transaction reconciliation system of the national securities clearing company, and the confirmed delivery order shall be notified to the trusteeship trust clearing company for handling the transfer of accounts to complete the delivery of securities.

This system provides the securities firm, depository bank and its institutional investors or investment brokers with transaction confirmation and delivery instructions.

Before the merger, the trusteeship and trust company has implemented the same-day payment system simultaneously with the national securities clearing company since February 1996, and signed a "mutual endorsement" treaty to enable the system participants to use their funds more effectively.

Issuing companies that quote on OTCBB are not required to submit any reports to the competent authority, the securities dealers association of America or its subsidiaries, but are required to prepare periodic financial reports to the securities and exchange commission or other regulatory bodies. Companies that fail to provide reports as required will have a one-month warning period. If the warning period fails to be submitted, their shares will be deleted from OTCBB and reduced to the secondary primary market, namely the pink single market.

The American association of securities dealers has set up a body responsible for regulating the market. At present, the market supervision of OTCBB is under the responsibility of the market management department of NASD, which employs more than 1,800 analysts, lawyers and examiners. As the largest department of NASD, OTCBB is mainly responsible for supervising and managing the market and investigating possible illegal events. After the end of daily trading, NASD analysts will analyze the trading data of the day and screen out the trading whose price fluctuation exceeds a certain range for tracking.

In addition, analysts will pay attention to the unusual trading volume of issuing companies before major information disclosure, or the situations of sharp rise, sharp fall or unreasonable trading volume that can be explained by non-major corporate activities.

Since securities prices are highly susceptible to fluctuations caused by market news, if the information disclosed by the company is a major matter, in order to avoid unfair situation caused by some insiders' early knowledge of the information, the securities dealers association of America requires all listed and issuing companies to release important information immediately. It must be published not only through mass media such as Reuters and the Wall Street journal, but also on NASDAQ. But only the release of important information but there is not enough time for investors to analyze, there is still no guarantee to investors. Therefore, the securities dealers association of America stipulates that when issuing companies release important information, trading of relevant securities must be suspended, so that investors can analyze their impact on the market. During the period of suspension, all members are obliged to quote or execute any transaction. Generally speaking, the trading suspension time is about 30 minutes after the disclosure of information, but if this information is not properly communicated to investors, the trading suspension time can be extended.

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