Series 28 study materials
Series 28 study resources

Series 28 key terms

Series 28 · Get comfortable with the vocabulary.

Net Capital Rule (Rule 15c3-1)

SEC rule that requires a broker-dealer to maintain a minimum amount of liquid net worth, calculated by deducting liabilities and non-allowable assets and then applying haircuts to securities positions.

Related: Minimum Net Capital Requirement, Haircut, Allowable Asset
Minimum Net Capital Requirement

The dollar floor of net capital a broker-dealer must maintain under Rule 15c3-1, commonly $250,000 for firms that carry customer accounts or hold customer funds.

Related: Net Capital Rule (Rule 15c3-1), Net Capital Ratio
Aggregate Indebtedness

Total money a broker-dealer owes to customers, other broker-dealers, and general creditors, excluding certain secured and subordinated liabilities, used to test compliance with the net capital ratio.

Related: Net Capital Ratio, Subordinated Loan Agreement
Net Capital Ratio

A broker-dealer's aggregate indebtedness divided by its net capital; most firms must keep the ratio at or below 15 to 1 to remain in compliance.

Related: Aggregate Indebtedness, Minimum Net Capital Requirement
Haircut

A percentage deduction from the market value of a security in the net capital computation, reflecting the risk that its value may decline or that it cannot be sold quickly.

Related: Net Capital Rule (Rule 15c3-1), Tentative Net Capital
Allowable Asset

An asset a broker-dealer may include in its net capital computation because it is liquid and readily convertible to cash, such as cash, good receivables, and qualified securities.

Related: Net Capital Rule (Rule 15c3-1), Haircut
Tentative Net Capital

Net worth after deducting liabilities and non-allowable assets but before applying securities haircuts; it is used in early warning tests and as the base for net capital.

Related: Haircut, Early Warning Notification
Subordinated Loan Agreement

A written agreement that ranks the lender's claim behind customers and general creditors, letting the borrowing broker-dealer treat the funds as capital instead of a liability.

Related: Aggregate Indebtedness, Net Capital Rule (Rule 15c3-1)
Early Warning Notification

Rule 17a-11 requirement that a broker-dealer promptly notify the SEC and FINRA when net capital falls below warning thresholds or when other specified financial events occur.

Related: Tentative Net Capital, Net Capital Rule (Rule 15c3-1)
Undue Concentration

A net capital deduction taken when a broker-dealer's position in one security or related group is large relative to its net worth, because such a position may be hard to liquidate.

Related: Haircut, Net Capital Rule (Rule 15c3-1)
Equity Capital

The excess of a broker-dealer's assets over liabilities, adjusted to exclude non-allowable assets; it is the starting point for computing net capital.

Related: Net Capital Rule (Rule 15c3-1), Allowable Asset
Customer Protection Rule

SEC Rule 15c3-3, which requires a broker-dealer holding customer securities or cash to keep those assets safe through possession or control and a special reserve account.

Related: Special Reserve Bank Account, Possession or Control, Reserve Formula
Special Reserve Bank Account

A separate bank account for the exclusive benefit of customers into which a carrying broker-dealer deposits cash and qualified securities equal to its customer reserve formula requirement.

Related: Reserve Formula, Qualified Security
Possession or Control

Requirement that a broker-dealer hold customer fully paid and excess margin securities itself or keep them where they can be promptly retrieved, such as at a clearing corporation.

Related: Customer Protection Rule, Segregation Requirement
Free Credit Balance

Cash owed to a customer that is not needed to secure a debit or meet margin, and is therefore included as a credit in the customer reserve formula.

Related: Reserve Formula, Debit Balance
Debit Balance

An amount a customer owes the broker-dealer, often from margin purchases or unpaid items, which is subtracted in the reserve formula to determine required deposits.

Related: Reserve Formula, Free Credit Balance
Reserve Formula

The calculation in Rule 15c3-3, often called Exhibit A, that compares customer credits and debits to determine how much must be held in the special reserve account.

Related: Special Reserve Bank Account, Customer Protection Rule
PAB Reserve

A reserve computation under Rule 15c3-3 for proprietary accounts of other broker-dealers, requiring deposits to cover any excess of their credits over related debits.

Related: Reserve Formula, Special Reserve Bank Account
Qualified Security

A security eligible for deposit in the special reserve bank account because it is highly liquid and readily marketable, such as U.S. Treasury obligations and certain money market instruments.

Related: Special Reserve Bank Account, Reserve Formula
Segregation Requirement

The obligation to keep customer securities and cash separate from the firm's own property so customer assets remain identifiable and available if the firm fails.

Related: Customer Protection Rule, Possession or Control
SIPC

The Securities Investor Protection Corporation, a nonprofit that protects customers of failed broker-dealers up to statutory limits when securities or cash are missing from their accounts.

Related: Customer Protection Rule, Segregation Requirement
FOCUS Report

Form X-17A-5, a periodic financial and operational filing in which a broker-dealer reports its net capital, reserve computations, and other financial data to regulators.

Related: Rule 17a-5 Annual Audited Report, Net Capital Rule (Rule 15c3-1)
Rule 17a-5 Annual Audited Report

Requirement that a broker-dealer file audited financial statements, with an accountant's report on net capital and customer protection compliance, within a set period after year end.

Related: FOCUS Report, Net Capital Rule (Rule 15c3-1)
Trial Balance

A listing of all general ledger account balances at a date, used to check that total debits equal total credits and to prepare financial statements.

Related: General Ledger, FOCUS Report
General Ledger

The master accounting record that contains all of a firm's accounts and transactions and from which financial statements and regulatory reports are prepared.

Related: Trial Balance, Rule 17a-3
Rule 17a-3

SEC rule listing the books and records a broker-dealer must create and keep current, including blotters, ledgers, order tickets, and customer account records.

Related: Rule 17a-4, Blotter
Rule 17a-4

SEC rule setting how long broker-dealer records must be kept and in what form, including requirements for electronic storage and third-party recordkeeping services.

Related: Rule 17a-3, Blotter
Blotter

A chronological daily record of a broker-dealer's transactions, such as purchases, sales, and receipts and deliveries of cash and securities, required by Rule 17a-3.

Related: Rule 17a-3, Stock Record
Stock Record

A record showing each security's location and the names of its owners, including firm and customer positions, used to reconcile what the firm holds.

Related: Blotter, Possession or Control
Segregation of Duties

An internal control principle that no one person should control every stage of a transaction, so errors or fraud are less likely to go unnoticed.

Related: Supervisory Control System, Written Supervisory Procedures
Order Ticket

A record of a customer order showing details such as security, quantity, price, time received, and account, kept for supervision and audit purposes.

Related: Rule 17a-3, Blotter
Suspense Account

A temporary account that holds items not yet assigned to a specific customer or firm account; it must be reviewed and cleared promptly.

Related: Stock Record, Segregation of Duties
Clearing and Settlement

The process by which trades are compared, netted, and settled through a clearing agency such as DTCC's NSCC, resulting in securities delivery and cash payment.

Related: Fail to Deliver, Customer Account Transfer (ACATS)
Fail to Deliver

A situation in which a seller does not deliver securities by the settlement date, leaving a short position in the clearing system and possible buy-in exposure.

Related: Clearing and Settlement, Stock Record
Customer Account Transfer (ACATS)

The Automated Customer Account Transfer Service, run by NSCC, which moves customer positions and balances between broker-dealers when a customer changes firms.

Related: Clearing and Settlement, Stock Record
Supervisory Control System

A firm's written system of procedures, reviews, and tests designed to ensure compliance with securities laws, summarized in the annual Rule 3120 report.

Related: Written Supervisory Procedures, Annual CEO Certification
Written Supervisory Procedures

Documented procedures that assign supervisory duties and explain how the firm monitors and enforces compliance with applicable rules and its own policies.

Related: Supervisory Control System, Segregation of Duties
Annual CEO Certification

Rule 3130 requirement that the chief executive officer certify each year that the firm has processes to establish, maintain, and review its compliance policies and supervisory procedures.

Related: Supervisory Control System, Written Supervisory Procedures
Business Continuity Plan

A written plan required by FINRA Rule 4370 describing how the firm will continue operations, protect customer data, and recover from a significant disruption.

Related: Supervisory Control System, Written Supervisory Procedures