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Transfer Agent

Appears in our practice questions for: SIE, Series 6, Series 7, Series 22, Series 24, Series 63, Series 66, Series 99

The firm that keeps a fund's shareholder register. It issues and cancels shares when investors buy and redeem, records who owns what, pays out dividend and capital gain distributions, and sends account statements and tax forms.

Practice questions using Transfer Agent

Original questions written against the published FINRA and NASAA exam content outlines — not actual exam questions. Every choice is explained.

Constance calls Rothwell Funds and asks who keeps the official record that 412.377 shares belong to her, cancels those shares when she redeems, and mails her the quarterly distribution checks. The correct answer is the fund's:

  1. A.Underwriter, or principal distributorThe distributor markets and sells fund shares to dealers and the public. It does not maintain the shareholder register or cut distribution checks.
  2. B.Investment adviserThe adviser selects and manages the portfolio securities under the advisory contract. Shareholder recordkeeping is outside its role.
  3. C.CustodianThe custodian is the bank that holds the fund's portfolio securities and cash for safekeeping. It protects fund assets, not the individual shareholder ledger.
  4. D.Transfer agentCorrect. The transfer agent maintains shareholder records, issues and cancels shares on purchase and redemption, and pays out distributions.

Why: The transfer agent (also called the shareholder servicing agent) maintains the shareholder register, issues and cancels shares, processes purchase and redemption instructions, and disburses dividend and capital gain distributions. It is the recordkeeping arm of the fund's operations.

A mutual fund's transfer agent:

  1. A.Picks the fund's investmentsSelecting securities is the investment adviser's job under the advisory contract. The transfer agent never touches the portfolio; it issues and cancels shares and keeps the shareholder records.
  2. B.Holds the fund's securities in custodySafekeeping the fund's portfolio securities is the custodian's role, usually a bank, and separating that function from the others is a deliberate investor protection. The transfer agent handles the shareholder side: share issuance, redemption, and recordkeeping.
  3. C.Sets the sales chargeSales charge levels are set by the fund's underwriter and disclosed in the prospectus, within the maximums the rules allow. The transfer agent performs an administrative function and has no role in pricing the offering.
  4. D.Issues/redeems shares and keeps shareholder recordsCorrect - recordkeeping and share issuance.

Why: The transfer agent issues and redeems shares and maintains shareholder records.

A customer mails Sedgemoor Lyle Securities a certificate registered in her own name together with a stock power she signed at her kitchen table and had witnessed by her neighbour. The firm returns the documents and tells her the signature must carry a MEDALLION SIGNATURE GUARANTEE. She protests that her neighbour watched her sign and that a notary would surely be sufficient. Why does the firm insist on a signature guarantee?

  1. A.Because a notary is not permitted to witness documents relating to securities transfers.Notaries may witness such documents. The point is that notarisation does not supply the warranty a transfer agent requires.
  2. B.Because the guarantee must be renewed each time the customer trades, whereas a notarisation is a one-time act.A signature guarantee is not a renewable standing authorisation. It relates to the particular transfer.
  3. C.Because the guarantor warrants the signature's genuineness and the signer's capacity and authority, and accepts liability if it is wrong.Correct. The transfer agent relies on that financial warranty, which a witness or notary does not provide.
  4. D.Because only the issuing corporation may guarantee signatures on its own certificates.Eligible financial institutions in a recognised medallion programme give the guarantee, not the issuer.

Why: A witness confirms that a signature was made; a notary confirms the identity of the person who made it. A signature guarantee does something materially different and stronger: the guaranteeing institution warrants that the signature is genuine AND that the signer had the legal capacity and authority to transfer the securities, and it accepts financial liability if that warranty proves false. Transfer agents rely on that warranty when they cancel one certificate and issue another, because an improper transfer is very difficult to unwind once new shares are in a third party's hands. Only eligible financial institutions participating in a recognised medallion programme can give the guarantee, and the guarantee is backed by the guarantor's own funds, which is exactly the protection a notarised or witnessed signature does not provide.

Reviewing the list of service providers in the Aldwinter Balanced Fund prospectus, Marguerite asks her representative which one actually holds the fund cash and portfolio securities and settles the trades the portfolio manager places. The correct answer is the fund:

  1. A.Principal underwriter, or distributorThe principal underwriter buys shares from the fund and distributes them to selling dealers and the public. It never holds portfolio assets.
  2. B.Investment adviserThe adviser selects the portfolio securities and places the orders, but it is deliberately kept from possessing the assets; the custodian holds them.
  3. C.Custodian, which is typically a qualified bankCorrect. The custodian, generally a bank, safekeeps the fund cash and securities, settles portfolio trades, and collects income. Segregating the assets from the adviser is a central protection of the Investment Company Act of 1940.
  4. D.Transfer agentThe transfer agent maintains the shareholder register, issues and cancels fund shares, and pays distributions. It handles the shares, not the portfolio securities.

Why: A mutual fund does not hold its own assets. Under the Investment Company Act of 1940 the fund must place its cash and securities with a custodian, almost always a qualified bank, which safekeeps the assets, receives and delivers securities on settlement, and collects interest and dividends. Keeping the assets away from the adviser is a core investor protection: the adviser can direct trades but cannot take possession of the money.

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