An application for a certificate as a securities depository
shall be made on the following form:
DEPARTMENT OF BUSINESS OVERSIGHT FILE NO.
______________________________
(insert file number of previous filings before the
Department, if any.)
FEE: $2,500 (not refundable)
Date of Application_________________________
DEPARTMENT OF BUSINESS OVERSIGHT STATE OF
CALIFORNIA
INDICATE THE TYPE OF FILING BY CHECKING EITHER THE ORIGINAL
OR AMENDMENT APPLICATION HEADING SHOWN BELOW.
[] ORIGINAL APPLICATION FOR A CERTIFICATE AS A SECURITIES
DEPOSITORY PURSUANT TO SECTION 30204 OF THE SECURITIES DEPOSITORY LAW.
[] AMENDMENT TO APPLICATION FOR A CERTIFICATE AS A SECURITIES
DEPOSITORY PURSUANT TO SECTION
1805.213.1 OF TITLE 10 OF THE
CALIFORNIA CODE OF REGULATIONS.
1.
Name of Applicant (Complete name as appearing on articles of incorporation)
___________________________
2. Address of principal office of applicant
|
Number and
Street |
City |
State |
Zip Code |
|
|
|
|
|
| ___________________________ |
3.
Address of principal office of applicant in the State of California
|
Number and
Street |
City |
State |
Zip Code |
|
|
|
|
|
| ___________________________ |
4.
Name and address of person to whom communications should be addressed
concerning this application
___________________________
| 5. |
(a) State in which applicant was
incorporated: |
___________________________ |
|
|
(b) Date on which applicant was
incorporated: |
___________________________ |
|
|
(c) Is applicant in good standing in the
State of its incorporation? |
___________________________ |
|
Indicate "yes" or "no" |
|
|
___________________________ |
6.
The name and address of the independent certified public accountant or
independent public accountant retained, or to be retained, by the applicant to
report upon or certify its financial statements in accordance with Section
30213 of
the Financial Code is:
___________________________
Name:
Address:
7. There are attached as exhibits the
following which are incorporated herein by reference:
A. A list of the incorporators, directors and
officers of the applicant, showing the full name of each such person, his
residence address and the position or positions he occupies with the
applicant.
B. A list of all
addresses at which facilities of the applicant will be located, setting forth
as to each such address the following information:
(1) The functions or operations which will be
conducted.
(2) The facilities
(including staff) to be there employed.
(3) A statement as to whether or not any
other business will be conducted at such address and, if so, the name of the
person conducting such other business and a description thereof, together with
a detailed statement of the reasons for such joint occupancy and of the
safeguards to be employed by the applicant by reason
thereof.
C. A detailed
description of the proposed method of operation of the applicant, including a
description of the books, records and accounts to be maintained, its
description of its operational procedures (e.g. interfacing with other
depositories, dividend payments, stock transfers, dividend claims, proxies and
proxy statements, loans and pledges of depositors' securities), and a
description of the safeguards to be employed with respect to the custody,
handling, record-keeping, insurance and auditing of securities on
deposit.
D. An analysis of the
financial needs of the applicant for a period of not less than 12 months of
operation from the date it anticipates receiving a securities depository
certificate, showing projected income and disbursements and the source and
allocation of funds to be employed in its business, together with a statement
of the facts and assumptions underlying such analysis and
projections.
E. Financial
statements of the applicant, which include at least a balance sheet and profit
and loss statement certified by an independent public accountant or certified
public accountant, and if such certified financial statements are prepared as
of a date more than 60 days prior to the filing of this application, a balance
sheet and profit and loss statement, which need not be certified, prepared as
of a date within such 60-day period, together with profit and loss statements
covering at least three years of its operations, or such lesser period as the
applicant may have operated, to the date of such certified balance
sheet.
F. A copy (which may be in
the form of a restated or composite copy) of applicant's articles of
incorporation, bylaws, depository agreement and custody agreement.
G. A list in columnar form showing, as to
each person who is or who will be a holder of capital stock of the applicant,
the following information:
(1) Such person's
full name and address.
(2) The
class of capital stock to be held by such person and the percentage of that
class to be held by such person.
(3) A statement of the capacity in which such
person holds or win hold capital stock in compliance with Section
30201 of
the Financial Code.
H. A
bond as required by Section
1805.205.1 of
Title 10 of the
California Code of Regulations.
I.
Applicant's federal taxpayer identification number provided on a separate
document which is removable from the completed application. The Department of
Business Oversight is required to collect from all applicants federal taxpayer
identification numbers under Business and Professions Code Section
494.5.
The federal taxpayer identification number is used to match the information to
the names on the lists of tax delinquencies provided by the State Board of
Equalization and the Franchise Tax Board under Business and Professions Code
Section
494.5.
Any disclosed federal taxpayer identification numbers in the completed
application will be considered confidential information, and will be filed and
maintained as part of the confidential records not subject to public
inspection. Refer to Commissioner's Release 2-G for further information
concerning privacy protection of personal information.
8. There is attached, for each person
identified in Exhibit A to this application as an incorporator, director or
officer of the applicant, a statement executed by such person in the form
prescribed by Section
1805.204.1 of
Title 10 of the
California Code of Regulations.
9.
Pursuant to Section
1805.213.1 of Title 10 of the
California Administrative Code, applicant hereby undertakes to notify the
Commissioner promptly, and in no event later than 30 days after the occurrence,
of any changes in the information set forth in this application by filing with
the Commissioner an amendment to this application on this form setting forth
the changed items only. (Instruction: Such undertaking is applicable to all
matters except financial statements which are otherwise covered by the
provisions of Section
1805.213 of
Title 10 of the
California Code of Regulations.)
10. The name of the applicant's workmen's
compensation insurance carrier, if any, is. The applicant is aware of the
provisions of Section
3700 of the
Labor Code which requires every employer to be insured against liability for
workmen's compensation.
11. The
applicant acknowledges on behalf of the undersigned that the State Board of
Equalization and the Franchise Tax Board are authorized to share taxpayer
information with the Department of Business Oversight, and in the event the
state tax obligation is not paid by a certificate holder after a certificate
has been accepted, the Department of Business Oversight may be required to
suspend the certificate (Business and Professions Code Sections
31
and
494.5).
12. The applicant has duly caused this
application to be signed on its behalf by the undersigned, thereunto duly
authorized.
______________________________
(Applicant)
By______________________________
______________________________
(Title)
I declare under penalty of perjury that I have read this
application and the exhibits thereto and know the contents thereof and that the
statements therein are true. Executed at _________________________
California,_______________ 20__________
______________________________
(Signature of Declarant)
(If executed outside of California, attach a verification
executed and sworn to before a notary public.)
Form 1805.204
Notes
Cal. Code Regs.
Tit. 10, §
1805.204
1. Amendment
filed 9-12-73; effective thirtieth day thereafter (Register 73, No.
37).
2. Editorial correction adding NOTE filed 3-9-83 (Register 83,
No. 11).
3. Editorial correction of NOTE filed 6-24-83 (Register 83,
No. 26).
4. Change without regulatory effect amending section filed
9-25-2002 pursuant to section 100, title 1, California Code of Regulations
(Register 2002, No. 39).
5. Amendment of section and NOTE filed
1-7-2014; operative 1-7-2014 pursuant to Government Code section
11343.4(b)(3)
(Register 2014, No. 2).
Note: Authority cited: Sections
30006 and
30204,
Financial Code. Reference: Sections
31
and
494.5,
Business and Professions Code; and Section
30204,
Financial Code.
1. Amendment filed
9-12-73; effective thirtieth day thereafter (Register 73, No.
37).
2. Editorial correction adding NOTE filed 3-9-83 (Register 83,
No. 11).
3. Editorial correction of NOTE filed 6-24-83 (Register 83,
No. 26).
4. Change without regulatory effect amending section filed
9-25-2002 pursuant to section 100, title 1, California Code of Regulations
(Register 2002, No. 39).
5. Amendment of section and Note filed
1-7-2014; operative 1-7-2014 pursuant to Government Code section
11343.4(b)(3)
(Register 2014, No. 2).
