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RULESBY-LAWSORGANIZATION CERTIFICATETHE DEPOSITORY TRUST COMPANYMAY 2022
RULES, BY-LAWSAND ORGANIZATION CERTIFICATEOFTHE DEPOSITORY TRUST COMPANYINDEXPageRULE 1 DEFINITIONS; GOVERNING LAW .1RULE 2 PARTICIPANTS AND PLEDGEES .21RULE 3 PARTICIPANTS QUALIFICATIONS.34RULE 4 PARTICIPANTS FUND AND PARTICIPANTS INVESTMENT .35RULE 4(A) PLEDGE OF PROPERTY TO THE CORPORATION AND ITS LENDERS .51RULE 5 ELIGIBLE SECURITIES .54RULE 6 SERVICES .56RULE 7 PARTICIPANT REPRESENTATIVES .61RULE 8 (RULE NUMBER RESERVED FOR FUTURE USE) .62RULE 9(A) TRANSACTIONS IN SECURITIES AND MONEY PAYMENTS .63RULE 9(B) TRANSACTIONS IN ELIGIBLE SECURITIES .65RULE 9(C) TRANSACTIONS IN MMI SECURITIES .70RULE 9(D) SETTLING BANKS .73RULE 9(E) CLEARING AGENCY AGREEMENTS .75RULE 10 DISCRETIONARY TERMINATION .76RULE 11 MANDATORY TERMINATION .80RULE 12 INSOLVENCY.81RULE 13 REINSTATEMENT .83RULE 14 INSURANCE .84RULE 15 REPORTS.85i
RULE 16 LISTS TO BE MAINTAINED .86RULE 17 ADMISSION TO PREMISES .87RULE 18 WAIVER OR SUSPENSION OF RULES AND PROCEDURES .88RULE 19 NOTICE OF PROPOSED RULE CHANGES.89RULE 20 CHARGES FOR SERVICES RENDERED .90RULE 21 DISCIPLINARY SANCTIONS .91RULE 22 RIGHT TO CONTEST DECISIONS .92RULE 23 BILLS RENDERED.95RULE 24 FORMS.96RULE 25 BUSINESS DAYS .97RULE 26 SIGNATURES .98RULE 27 PROCEDURES .99RULE 28 DELEGATION.100RULE 29 CAPTIONS.101RULE 30 CANADIAN-LINK SERVICE .102RULE 31 DTCC SHAREHOLDERS AGREEMENT .111RULE 32 WIND-DOWN OF A PARTICIPANT .112RULE 32(A) WIND-DOWN OF THE CORPORATION .113RULE 33 DEPOSIT CHILLS AND GLOBAL LOCKS .124RULE 34 (RULE NUMBER RESERVED FOR FUTURE USE) .127RULE 35 CMSP REPORTS AND INSTRUCTIONS .128RULE 36 SEGREGATED ACCOUNTS FOR SWAP MARGIN .131RULE 37 SEGREGATED ACCOUNTS FOR CUSTOMER PROPERTY .135RULE 38 MARKET DISRUPTION AND FORCE MAJEURE .139RULE 38(A) SYSTEMS DISCONNECT: THREAT OF SIGNIFICANT IMPACT TOTHE CORPORATION’S SYSTEMS .142ii
POLICY STATEMENTS ON THE ADMISSION OF PARTICIPANTS AND PLEDGEES .144POLICY STATEMENT ON THE ELIGIBILITY OF FOREIGN SECURITIES .148BY-LAWS .151ORGANIZATION CERTIFICATE*.161iii
RULE 1DEFINITIONS; GOVERNING LAWSection 1. Unless the context requires otherwise, the terms defined in this Rule shall, forall purposes of these Rules, have the meanings herein specified:AccountThe term “Account” means a Securities Account or a Settlement Account, as thecontext may require. Any reference in these Rules to the Account (or the SecuritiesAccount or Settlement Account) of a Participant or Pledgee shall be deemed to be areference to the appropriate Account or Accounts of the Participant or Pledgee if theParticipant or Pledgee has more than one such Account. Any reference in these Rules tothe Account (or the Securities Account or Settlement Account) of the Corporation shall bedeemed to be a reference to the appropriate Account or Accounts of the Corporation if theCorporation has more than one such Account.Account FamilyThe term “Account Family” means an Account or group of Accounts, designatedas such by a Participant in the manner specified in the Procedures, using a common set ofrisk management controls pursuant to Rule 9(B) and Rule 9(C).AcronymThe term “Acronym” means, with respect to MMI Securities of an issuer, theunique identifier which the Corporation has assigned, in the manner specified in theProcedures to a designated subgroup of MMI issuances of an MMI issuer.Actual Participants Fund DepositThe term “Actual Participants Fund Deposit” of a Participant means the actualamount the Participant has Deposited to the Participants Fund, including both its RequiredParticipants Fund Deposit and any Voluntary Participants Fund Deposit.Actual Preferred Stock InvestmentThe term “Actual Preferred Stock Investment” of a Participant means the actualamount of Preferred Stock the Participant owns, expressed in dollars by multiplying (i) thenumber of shares of Preferred Stock the Participant owns by (ii) the Preferred Stock ParValue.Affiliated FamilyThe term “Affiliated Family” means each Participant that controls or is controlledby another Participant and each Participant that is under the common control of any Person.1NOVEMBER 2021
For purposes of this definition, “control” means the direct or indirect ownership of morethan 50% of the voting securities or other voting interests of any Person.Aggregate Actual Deposit and InvestmentThe term “Aggregate Actual Deposit and Investment” of a Participant means thesum of its (i) Actual Participants Fund Deposit and (ii) Actual Preferred Stock Investment.Aggregate Affiliated Family Net Debit CapThe term “Aggregate Affiliated Family Net Debit Cap” means the sum of the NetDebit Caps for the Participants that are part of an Affiliated Family in the manner specifiedin the Procedures; provided, however, that the maximum Aggregate Affiliated Family NetDebit Cap shall not exceed the total available liquidity resources of the Corporation.Aggregate Required Deposit and InvestmentThe term “Aggregate Required Deposit and Investment” of a Participant means thesum of its (i) Required Participants Fund Deposit and (ii) Required Preferred StockInvestment.Back-Up Settling BankThe term “Back-Up Settling Bank” means a Settling Bank selected by a Participantto perform settlement services for the Participant if the Settling Bank ordinarily used bysuch Participant is unable to perform such services.Board of DirectorsThe term “Board of Directors” means the Board of Directors of the Corporation.Business DayThe term “Business Day” means any day on which the Corporation is open forbusiness.By-LawsThe term “By-Laws” means the By-Laws of the Corporation, as amended from timeto time.Certificated SecurityThe term “Certificated Security” has the meaning given to the term “certificatedsecurity” in Section 8-102 of the NYUCC.2NOVEMBER 2021
Clearing Agency AgreementThe term “Clearing Agency Agreement” means any agreement between theCorporation and any other clearing agency registered under Section 17A of the ExchangeAct which provides, with respect to any Person that is concurrently a Participant andmember of the other clearing agency, for (i) a netting of the settlement payments due toand from such Person, (ii) the provision of liquidity to the Corporation or the other clearingagency on account of a default by such Person in the performance of its obligations and/or(iii) a guaranty of any of the obligations of such Person to the Corporation or the otherclearing agency.CollateralThe term “Collateral” of a Participant, as used with respect to its obligations to theCorporation, means, on any Business Day, the sum of (i) the Actual Participants FundDeposit of the Participant, (ii) the Actual Preferred Stock Investment of a Participant, (iii)all Net Additions of the Participant and (iv) any settlement progress payments wired by theParticipant to the account of the Corporation at the Federal Reserve Bank of New York inthe manner specified in the Procedures.Collateral MonitorThe term “Collateral Monitor” of a Participant, as used with respect to itsobligations to the Corporation, means, on any Business Day, the record maintained by theCorporation for the Participant which records, in the manner specified in Procedures, thealgebraic sum of (i) the Net Credit or Debit Balance of the Participant and (ii) the aggregateCollateral Value of the Collateral of the Participant.Collateral ValueThe term “Collateral Value”, as used with respect to the Collateral of a Participant,means, on any Business Day, (i) with respect to the Actual Participants Fund Deposit of aParticipant, the amount of such Actual Participants Fund Deposit, (ii) with respect to theActual Preferred Stock Investment of a Participant, the amount of such Actual PreferredStock Investment, (iii) with respect to the Net Additions of a Participant, an amountdetermined by applying to the Market Value of such Net Additions a percentagedetermined by the Corporation, in its sole discretion, and (iv) with respect to any settlementprogress payments wired by a Participant to the account of the Corporation at the FederalReserve Bank of New York in the manner specified in the Procedures, the amount of suchsettlement progress payments.ControlThe term “Control” has the meaning given to the term “control” in Section 8-106of the NYUCC. A Pledgee has Control of Pledged Securities until they are Delivered,Released or Withdrawn by the Pledgee.3NOVEMBER 2021
Controlling ManagementThe term “Controlling Management” shall mean the Chief Executive Officer, theChief Financial Officer, and the Chief Operations Officer, or their equivalents, of anapplicant or Participant.CorporationThe term “Corporation” means The Depository Trust Company.Credit Risk Rating MatrixThe term “Credit Risk Rating Matrix” means a matrix of credit ratings ofParticipants specified in Section 10(a) of Rule 2. The matrix is developed by theCorporation to evaluate the credit risk such Participants pose to the Corporation and itsParticipants and is based on factors determined to be relevant by the Corporation from timeto time, which factors are designed to collectively reflect the financial and operationalcondition of a Participant. These factors include (i) quantitative factors, such as capital,assets, earnings, and liquidity, and (ii) qualitative factors, such as management quality,market position/environment, and capital and liquidity risk management.DelivererThe term “Deliverer”, as used with respect to a Delivery of a Security, means thePerson which Delivers the Security.DeliveryThe term “Delivery”:(1)means the issuance of a Security;(2)as used with respect to a Certificated Security, has themeaning provided in Section 8-301(a) of the NYUCC;(3)as used with respect to an Uncertificated Security, has themeaning provided in Section 8-301(b) of the NYUCC; and(4)as used with respect to a Security held in the form of aSecurity Entitlement on the books of the Corporation, means debiting theSecurity from an Account of the Deliverer and crediting the Security to anAccount of the Receiver.A Delivery may be a Delivery Versus Payment or a Free Delivery, or bothcollectively, as the context may require.4NOVEMBER 2021
Delivery Versus PaymentThe term “Delivery Versus Payment” means a Delivery against a settlement debitto the Account of the Receiver, as provided in Rule 9(A) and Rule 9(B) and as specified inthe Procedures.DepositThe term “Deposit”:(1)as used with respect to a Certificated Security, means(A) Delivering a Security Certificate to the Corporation and (B) creditingthe Security to an Account of a Participant;(2)as used with respect to an Uncertificated Security, means(A) registering of a Security in the name of the Corporation (or its nominee)on the books of an issuer and (B) crediting the Security to an Account of aParticipant;(3)as used with respect to a Security held in the form of a Security Entitlementon the books of a Securities Intermediary other than the Corporation, means(A) crediting the Security to the Corporation (or its Securities Intermediary)on the books of such other Securities Intermediary and (B) crediting theSecurity to an Account of a Participant; and(4)as used with respect to a Required Participants Fund Deposit or VoluntaryParticipants Fund Deposit, means causing the appropriate amount in cash tobe paid to the Corporation for credit to the Participants Fund in accordancewith Section 1 of Rule 4.Deposited SecurityThe term “Deposited Security” means an Eligible Security credited to the Accountof a Participant by Deposit or Delivery. A Deposited Security shall cease to be such if itbecomes a Pledged Security or is Withdrawn.DevaluationThe term “Devaluation” means a markdown of the Collateral Value of a DepositedSecurity to a reduced amount or zero.DTC WebsiteThe term “DTC Website” means any URL (Uniform Resource Locator) designatedby the Corporation from time to time which may include DTCC’s website athttps://www.dtcc.com.DTCC5NOVEMBER 2021
The term “DTCC” means The Depository Trust & Clearing Corporation.DTCC Confidential InformationThe term “DTCC Confidential Information” means all non-public informationprovided by DTCC and/or the Corporation that (i) is marked or otherwise identified inwriting prior to disclosure to the recipient as confidential, (ii) is designated by DTCC orthe Corporation as confidential, or (iii) the recipient knows or, under the circumstancessurrounding disclosure, ought to reasonably know is confidential.Eligible SecurityThe term “Eligible Security” means a Security described in the first paragraph ofSection 1 of Rule 5.Entitlement HolderThe term “Entitlement Holder” has the meaning given to the term “entitlementholder” in Section 8-102 of the NYUCC. A Participant or Pledgee is an Entitlement Holderwith respect to a Security credited to its Account.Entitlement OrderThe term “Entitlement Order” has the meaning given to the term “entitlementorder” in Section 8-102 of the NYUCC. An instruction from a Participant or Pledgee tothe Corporation with respect to a Delivery, Pledge, Release or Withdrawal of a Securitycredited to a Securities Account is an Entitlement Order.Exchange ActThe term “Exchange Act” means the Securities Exchange Act of 1934, as amendedfrom time to time.Family Net CreditThe term “Family Net Credit” means the amount by which the sum of all moneycredits to the Accounts in an Account Family exceeds the sum of all money debits andcharges thereto.Family Net DebitThe term “Family Net Debit” means the amount by which the algebraic sum of allmoney debits and charges to the Accounts in an Account Family exceeds the sum of allmoney credits thereto.FedwireThe term “Fedwire” means the wire system for the transfer of funds operated bythe Federal Reserve System.6NOVEMBER 2021
Free DeliveryThe term “Free Delivery” means a Delivery free of any payment by the Receiverthrough the facilities of the Corporation, as provided in Rule 9(B) and as specified in theProcedures.Free PledgeThe term “Free Pledge” means a Pledge free of any payment by the Pledgee throughthe facilities of the Corporation, as provided in Section 3 of Rule 2, Rule 9(B) and asspecified in the Procedures.Free ReleaseThe term “Free Release” means a Release free of any payment by the Pledgorthrough the facilities of the Corporation, as provided in Section 3 of Rule 2, Rule 9(B) andas specified in the Procedures.Gross Credit BalanceThe term “Gross Credit Balance” of a Participant on any Business Day means theaggregate amount of money the Corporation credits to all of the Accounts in all of theAccount Families of the Participant without accounting for any amount of money theCorporation debits or charges thereto. The Aggregate Actual Deposit and Investment of aParticipant shall not constitute a part of the Gross Credit Balance of the Participant.Gross Debit BalanceThe term “Gross Debit Balance” of a Participant on any Business Day means theaggregate amount of money the Corporation debits or charges to all of the Accounts in allof the Account Families of the Participant without accounting for any amount of moneythe Corporation credits thereto. Any obligation of a Participant to make a RequiredParticipants Fund Deposit or Required Preferred Stock Investment or satisfy a deficiencytherein shall not constitute a part of the Gross Debit Balance of the Participant.Income Payment RefusalThe term “Income Payment Refusal” means the refusal of an MMI Paying Agentto pay for an Income Presentment, as provided in Rule 9(C) and as specified in theProcedures.Income PresentmentThe term “Income Presentment” means an instruction initiated by the Corporationto credit the Account of the Corporation with an amount of interest or dividend incomepayable to the Corporation by an issuer in respect of MMI Securities (other than an amountof interest or dividend income or other distribution of cash or property payable to theCorporation by the issuer in connection with a Maturity Presentment or a Reorganization7NOVEMBER 2021
Presentment) and to debit the designated Paying Agent Account for that issue with thesame amount, as provided in Rule 9(C) and as specified in the Procedures.Incomplete TransactionThe term “Incomplete Transaction”:(1)as used with respect to a Delivery, means a Delivery Versus Payment ofSecurities from a Deliverer to a Receiver where, pursuant to Rule 9(B), theSecurities (A) have been credited to the Account of the Corporation, (B)have not yet been credited to the Account of the Receiver, exceptprovisionally in the manner specified in the Procedures, and (C) have notbeen Delivered, Pledged or Withdrawn by the Receiver;(2)as used with respect to a Pledge, means a Pledge Versus Payment ofSecurities from a Pledgor to a Pledgee where, pursuant to Rule 9(B), theSecurities (A) have been credited to the Account of the Corporation, (B)have not yet been credited to the Account of the Pledgee, exceptprovisionally in the manner specified in the Procedures, and (C) have notbeen Delivered, Released or Withdrawn by the Pledgee; and(3)as used with respect to a Release, means a Release Versus Payment ofSecurities from a Pledgee to a Pledgor where, pursuant to Rule 9(B), theSecurities (A) have been credited to the Account of the Corporation, (B)have not yet been credited to the Account of the Pledgor, exceptprovisionally in the manner specified in the Procedures, and (C) have notbeen Delivered, Pledged or Withdrawn by the Pledgor.InstructorThe term “Instructor” means a Participant or Pledgee which gives the Corporationan instruction with respect to (i) a Delivery, Pledge, Release or Withdrawal of Securities,(ii) a payment in connection with a transaction in Securities or (iii) any other instructionpursuant to these Rules and the Procedures.Investment Advisers ActThe term “Investment Advisers Act” means the Investment Advisers Act of 1940,as amended from time to time.Investment Company ActThe term “Investment Company Act” means the Investment Company Act of 1940,as amended from time to time.8NOVEMBER 2021
Issuing Agent AccountThe term “Issuing Agent Account” means the Account of an MMI Issuing Agent,designated as such by the MMI Issuing Agent in the manner specified in the Procedures,as the Account to be used in connection with the issuance of MMI Securities for which itis the MMI Issuing Agent.LenderThe term “Lender” means a bank or other lender which has extended credit to theCorporation for purposes authorized by these Rules.Limited ParticipantThe term “Limited Participant” means a person approved as a Limited Participantby the Corporation pursuant to Section 1 of Rule 2. The term “Limited Participant” doesnot include a Pledgee.Market ValueThe term “Market Value” means the current market value of a Deposited Security,as determined by the Corporation in the manner specified in the Procedures.Maturity Payment RefusalThe term “Maturity Payment Refusal” means the refusal of an MMI Paying Agentto pay for a Maturity Presentment, as provided in Rule 9(C) and as specified in theProcedures.Maturity PresentmentThe term “Maturity Presentment” means a Delivery Versus Payment of maturedMMI Securities from the Account of a Presenting Participant to the designated PayingAgent Account for that issue, as provided in Rule 9(C) and as specified in the Procedures.Minimum Amount SecuritiesThe term “Minimum Amount Securities” (sometimes referred to as “MinimumAmount”) of a Participant on any Business Day means (i) Securities credited to theAccount of the Participant at the opening of business which the Participant has notdesignated as Net Addition Securities in the manner specified in the Procedures and (ii)Securities credited to the Account of the Participant during the Business Day which theParticipant designates as Minimum Amount Securities in the manner specified in theProcedures. Minimum Amount Securities shall cease to be such if (x) they becomePledged or Segregated Securities, (y) they are Delivered or Withdrawn by the Participantor (z) they are designated as Net Addition Securities by the Participant in the mannerspecified in the Procedures.9NOVEMBER 2021
MMI Issuing AgentThe term “MMI Issuing Agent” means a Participant, acting as an issuing agent foran issuer with respect to a particular issue of MMI Securities of that issuer, which hasexecuted such agreements as the Corporation shall require in connection with theparticipation of such Participant in the MMI Program in that capacity.MMI Paying AgentThe term “MMI Paying Agent” means a Participant, acting as a paying agent for anissuer with respect to a particular issue of MMI Securities of that issuer, which has executedsuch agreements as the Corporation shall require in connection with the participation ofsuch Participant in the MMI Program in that capacity.MMI ProgramThe term “MMI Program” means the Program for transactions in MMI Securities,as provided in Rule 9(C) and as specified in the Procedures.MMI SecurityThe term “MMI Security” means an Eligible Security described in the secondparagraph of Section 1 of Rule 5, which will, upon a determination of eligibility by theCorporation, be assigned an Acronym by the Corporation.Net Addition SecuritiesThe term “Net Addition Securities” (sometimes referred to as “Net Additions”) ofa Participant on any Business Day means (i) Securities subject of Deliveries VersusPayment to the Participant, (ii) Securities credited to the Account of the Participant (suchas Deposits of Eligible Securities and Free Deliveries of Securities) and designated as NetAddition Securities by the Participant in the manner specified in the Procedures and (iii)Minimum Amount Securities designated as Net Addition Securities by the Participant inthe manner specified in the Procedures. Net Addition Securities shall cease to be such if(x) they become Pledged or Segregated Securities, (y) they are Delivered or Withdrawn bythe Participant or (z) they are designated as Minimum Amount Securities by the Participantin the manner specified in the Procedures.Net Credit BalanceThe term “Net Credit Balance” of a Participant means the amount by which theGross Credit Balance of the Participant exceeds its Gross Debit Balance.Net Debit BalanceThe term “Net Debit Balance” of a Participant means the amount by which theGross Debit Balance of the Participant exceeds its Gross Credit Balance.10NOVEMBER 2021
Net Debit CapThe term “Net Debit Cap” of a Participant means an amount determined by theCorporation in the manner specified in the Procedures; provided, however, that themaximum Net Debit Cap of the Participant shall be the least of (i) a maximum amountapplicable to all Participants based on the liquidity resources of the Corporation, (ii) theSettling Bank Net Debit Cap applicable to such Participant or (iii) any other amountdetermined by the Corporation, in its sole discretion.NSCCThe term “NSCC” means the National Securities Clearing Corporation.NYUCCThe term “NYUCC” means the Uniform Commercial Code of New York, asamended from time to time.ParticipantThe term “Participant” means a Person approved as a Participant by the Corporationpursuant to Section 1 of Rule 2.Participants FundRule 4.The term “Participants Fund” means the fund created pursuant to Section 1 ofParticipants InvestmentThe term “Participants Investment” means the investment made pursuant to Section2 of Rule 4.PayeeThe term “Payee”, as used with respect to a Delivery, Pledge or Release VersusPayment of Securities, means the Participant, Pledgor or Pledgee which receives a moneycredit.Paying Agent AccountThe term “Paying Agent Account” means the Account of an MMI Paying Agent,designated as such by the MMI Paying Agent in the manner specified in the Procedures,as the Account to receive Presentments for which it is the MMI Paying Agent.11NOVEMBER 2021
Payment RefusalThe term “Payment Refusal” means an Income Payment Refusal, MaturityPayment Refusal, Principal Payment Refusal or Reorganization Payment Refusal, as thecontext may require.PayorThe term “Payor”, as used with respect to a Delivery or Pledge Versus Payment ofSecurities, means the Participant, Pledgee or Pledgor which is charged a money debit.PersonThe term “Person” means the Corporation, a Participant or Pledgee or any othernatural or legal person, as the case may be.PledgeThe term “Pledge”:(1)4(A); andfor purposes of Rule 4(A), has the meaning specified in Rule(2)for all purposes under these Rules, including for purposes ofRule 4(A), means creating or providing for a security interest in aCertificated or Uncertificated Security, a Securities Account or a SecuritiesEntitlement in accordance with the NYUCC.A Pledge may be a Free Pledge or a Pledge Versus Payment, as the contextmay require.Pledged SecurityThe term “Pledged Security” means a Deposited Security which is the subject of apledge. A Pledged Security shall cease to be such if it is Released, Delivered or Withdrawnby the Pledgee.PledgeeThe term “Pledgee” means the Corporation or a Person approved as a Pledgeewhich has entered into an agreement with the Corporation pursuant to Section 3 of Rule 2,including a Participant which is so approved.Pledge Versus PaymentThe term “Pledge Versus Payment” means a Pledge against a settlement debit tothe Account of the Pledgee, as provided in Section 3 of Rule 2, including a Participantwhich is so approved.12NOVEMBER 2021
PledgorThe term “Pledgor” means the Corporation or a Participant which PledgesDeposited Securities through the facilities of the Corporation.Preferred StockThe term “Preferred Stock” means the Series A Preferred Stock of the Corporation.Preferred Stock Dividend DateThe term “Preferred Stock Dividend Date” means the date a dividend is paid on thePreferred Stock.Preferred Stock Par ValueThe term “Preferred Stock Par Value” means 100 per share of Preferred Stock.Presenting ParticipantThe term “Presenting Participant” means a Participant holding in its Account MMISecurities which are the subject of a Presentment.PresentmentThe term “Presentment” means an Income Presentment, Maturity Presentment,Principal Presentment or Reorganization Presentment, as the context may require.Principal Payment RefusalThe term “Principal Payment Refusal” means the refusal of an MMI Paying Agentto pay for a Principal Presentment, as provided in Rule 9(C).Principal PresentmentThe term “Principal Presentment” means an instruction initiated by the Corporationto credit the Account of the Corporation with an amount of prin
on the books of an issuer and (B) crediting the Security to an Account of a Participant; (3) as used with respect to a Security held in the form of a Security Entitlement on the books of a Securities Intermediary other than the Corporation, means (A) crediting the Security to the Corporation (or its Securities Intermediary)
