In a recent Investor Bulletin, the Securities and Exchange Commission warned investors about lost and stolen securities fraud. According to the bulletin, upon retirement of a security certificate, the transfer agent cancels the certificate. This cancellation usually involves an alteration of the certificate and an accounting entry on the transfer agent’s books. Following the cancellation, Exchange Act rules state that the certificate or record of it be retained for at least six years. Investment fraud lawyers and the SEC say that many corporate bond issues have, in recent years, been cancelled long before their maturities. Unfortunately, there have been many instances in which these canceled certificates have been stolen and reentered the marketplace, resulting in fraud. Victims of this fraud include public investors, broker-dealers, transfer agents, public companies and creditors.
In one case, many canceled bond certificates disappeared in 1992 after they were taken from a transfer agent’s warehouse and delivered to a certificate destruction vendor. These certificates had a face value of around $111 billion. Later, these certificates began to resurface all around the world. Many individuals, brokers and banks were defrauded when the certificates were used as loan collateral or sold for cash.
Securities fraud attorneys say the SEC’s 2011 Lost and Stolen Securities Programs’s report — which received reports and inquiries on missing, lost, stolen or counterfeit certificates — is staggering. During that year, 10,990,507 certificates inquires were made, 512,807 certificates reports were made and “hits” that resulted from certificates inquiries numbered 348,791. The certificates related to these hits, which warned that the certificates in question had been reported as stolen, lost, counterfeit, or missing and ineligible for transfer, were valued at around $8,789,674,628.