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In earlier blogs, we explored how prime brokers lend securities.  Today we’ll take a closer look at the U. S. regulations that control security lending.

Regulation T

Under the Federal Reserve’s Regulation T, a security can be loaned at a minimum of 100% of its value for a permissible purpose.  The purposes are to cover shorts, assure settlements or to loan to another. It also details the allowable collateral for such trades. The regulation states:

“Without regard to the other provisions of this part, a creditor may borrow or lend securities for the purpose of making delivery of the securities in the case of short sales, failure to receive securities required to be delivered, or other similar situations.  Each borrowing shall be secured by a deposit of one or more of the following: cash, securities issued or guaranteed by the United States or its agencies, negotiable bank certificates of deposit and banker’s acceptances issue by banking institutions in the United States and payable in the United States, or irrevocable letters of credit issued by a bank insured by the Federal Deposit Insurance Corporation or a foreign bank that has filed an agreement with the Board on Form FR T-2.  Such deposit made with the lender of the securities shall have at all times a value at least equal to 100 percent of the market value of the securities borrowed, computed as of the close of the preceding business day.”

While the required margin is 100%, the standard collateral margin required per the Stock Loan Agreements is 102% for U.S. securities and 105% for non-US securities.  This is the determined hedge required against market exposure due the market value being computed as of the preceding business day.  Also, while in addition to cash collateral, the regulation allows for Letters of Credit, Certificates of Deposits, or securities as collateral on loans. The SEC will now allow, in addition to the US Treasury bills and notes, any obligations issued by the any agency or instrument of the U.S. including FNMA, FHLMC and certain other securities which are not backed by the full faith and credit of the U.S. government.  Zero Coupon Bonds and Strips are not allowable collateral pursuant to this rule.  The Fed does not object to cash collateral in the form of foreign currency if the currency is that of the security’s country of issuance.  However, this is all at the discretion of the lenders, thus, allowable collateral is stated in the Loan Agreement.

Rule 15c3-3

This is a Security Exchange Commission (‘SEC’) Rule.  The rule is applicable to registered broker dealers trading on behalf of customers.   Audit confirmations from any brokers trading for customer accounts may be received with wording to the effect of “In accordance with Rule 15c3-3, please confirm the following loans to us”.   Additionally, some of the requirements of this agreement correspond to some points made in the Securities Lending Agreement and may shed some light on the relevance.

This is part of the Customer Protection Rules of the Securities Exchange Act of 1934 and details provisions of the written Securities Lending Agreement. The written agreement must at a minimum meet the following requirements:

  1. In a separate schedule, include basis of compensation for any loan and the rights and liabilities of the parties as to the borrowed securities.
  2. Provide that the lender will receive a schedule of securities actually borrowed at the time of the borrowing of the securities.
  3. Specify that the broker/dealer:
  • Provide collateral consisting exclusively of cash, US Treasury bills or notes or irrevocable letters of credit issued by a bank as defined in Section 3-(a) (6) (A)-(C) of the Securities Exchange Act, which fully secures the loan of securities.  Notice that Regulation T expands on the list of allowable collateral.
  • Must mark the loan to market daily. In the event that the market value of all outstanding securities loaned at the close of business exceeds 100% of the collateral held by the lender; the borrowing broker must provide additional collateral as described above to the lender by the end of the next business day.  At the end of the day the total collateral held by the lender cannot be less than 100% of the market value of the loaned securities.
  • Post a prominent notice that the provisions of the Securities Investor Protection Act of 1970 may not protect the lender with respect to the securities loan transaction.  This means that the collateral held by the lender of the loaned securities may be their only source of satisfaction of obligation by the borrower if the borrower fails to return the securities loaned.

There are two main motivations for hedge funds to hire a prime broker:

1)     Financing – margin, securities lending, repurchase agreements

2)     Administration – trade support, clearing and settlement, P&L reporting, cash management, procedure documentation

While all hedge funds require financing, some perform their own clearing operations, while others hire a prime broker to perform administrative tasks. In today’s blog, we’ll discuss the three main administrative reports that prime brokers provide to their clients who are not self-clearing.  Typically, the accounting department of the investment fund will reconcile the information on these reports to its own internal data, and take steps to resolve any discrepancies.

Note that although the reports are generated monthly for accounting purposes, they are available daily and even in real-time to support trading decisions and cash management activities.  Also, the term “report” is really a throwback to when access to this kind of information existed only as a computer printout.  In today’s world brokers provide this data online and through decision support systems. Snippets (small subsets of information) are often available as text messages.

Reports can be generated on a trade date or settlement date basis. Trade date reports show positions and P&L based on when trades executed.  Settlement date reports take into account subsequent settlement activity, including trade failures, loans/borrows, and repos.

The three vital reports are:

1)     The Trade Date Position Report – reports the open positions for each account within a particular fund or business unit. Open positions can be long or short. The report usually tracks cost and market value (in both local currency and dollars), and calculates both unrealized and translation gains/losses.  The market value for each security is usually arbitrated using price feeds from several sources.  The difference between the cost and the market value of security’s open position is recorded as unrealized gains/losses and translation gain/losses in the financial statements. This price-update process is referred to as mark-to-market and is a required accounting procedure for companies whose primary business is trading securities. The Position Report gives traders vital information regarding risk exposure.  In some hedging strategies, real-time positions and market values are used to maintain an arbitraged deal correctly.  For example, in delta hedging, traders maintain an offset ratio of options to their underlying stocks.  Price movements trigger hedge adjustments, and the ability to extract a profit from a delta hedge position requires that traders have access to very timely information, such as that provided from the real-time version of the Position Report

2)     The Trade Date Realized Report - reports all realized gains/losses that have occurred during the selected time interval.  Realized gains/losses result from the closing of a position, as opposed to unrealized gains/losses which result from the mark-to-market of an open position.  Most systems calculate realized gains/losses on a first-in-first-out basis. Traders keep close tabs on the Realized Report, as it is an indication of the success or failure of a trading strategy – a prime determinant of trader compensation. Every trader has a vested interest in verifying the information in the Realized Report, especially if a clerical error understates a trader’s realized P&L.

3)     The Cash Activity Report reports opening and closing cash balances for each trading currency by account and all the corresponding transaction entries that affect cash during the time period for which the report is run.  This information is vital for the personnel who manage the trading firm’s cash. Cash managers are responsible for the optimal deployment of cash to minimize financial expense, maximize interest income, ensure adequate balances for upcoming expenditures, satisfy collateral requirements, and to make sure every last dollar (or euro or yen) is being put to good use.

Of course prime brokers can and do supply their clients with dozens of different reports, feeds, and screens.  But the three reports we’ve described here form the information foundation that non-self-clearing hedge funds and other trading firms rely on from their prime brokers.

In Part Two of this series, we documented how fees, dividends and defaults  relate to securities lending by prime brokers. In this installment, we’ll discuss how counterparties transfer securities between borrower and lender.

Transfers are either physical, by way of a clearing organization, or by other means agreed upon between the counterparties.  Physical transfers must be delivered along with duly executed stock or bond transfer powers with guaranteed signatures by a bank or member firm of the New York Stock Exchange.

Continue reading “Securities Lending, Part Three” »

Last time we looked at the contractual and collateral rules pertaining to securities lending by prime brokers. We’ll next explore fees, dividends and defaults as they relate to securities lending.


Recall that a Securities Lending Agreement is the contract required before shares are loaned. The agreement states that in the event that cash collateral is pledged, the borrower is entitled to a rebate on the cash at such rates as the borrower and lender agree.  In the event that non-cash collateral is pledged, the borrower agrees to pay a fee to the lender at rates agreed upon by the borrower and lender.  The fees and rebates are computed daily based on each trades value.  This is the equivalent to the quantity (or par value in the case of government securities) multiplied by the rate in basis points annualized usually on an actual/360 basis.

The agreement may state that the fees are due by the fifteenth of the following business month (though most pay within thirty days), while for repo trades, the fee in the form of interest is due upon termination, re-price, or partial return of the repo. Continue reading “Securities Lending, Part Two” »

Prime brokers offer a variety of services to investors, from providing credit to clearing trades. One important service offered is known as Securities Lending. In Part One of this article, we’ll look at the contractual and collateral rules pertaining to Securities Lending.

As an investor or hedge fund, you may wish to borrow shares for a variety of reasons, such as shorting the stock or hedging a long position. An executed Securities Lending Agreement is the documentation required before shares are loaned. Continue reading “Securties Lending, Part One” »