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Shareholder Service
Rule 17Ad-15
STANDARDS,
PROCEDURES AND GUIDELINES
FOR THE ACCEPTANCE OF SIGNATURE GUARANTEES
The following standards, procedures and guidelines, established in
accordance with Rule 17Ad-15 under the Securities Exchange Act of 1934
(the "Rule"), apply to the acceptance by this institution of signature
guarantees in connection with the transfer of securities. They cover this
institution's requirements for the approval of eligible guarantor
institutions and the handling of securities transfers in reliance on
guarantees from approved eligible guarantor institutions. As used herein,
the terms "guarantee" and "eligible guarantor institution" have the
meanings attributed thereto by the Rule.
Standards
1. No guarantee will be accepted unless the eligible guarantor institution
shall have first been approved by this institution as to overall
creditworthiness and financial responsibility.
2. If the eligible guarantor institution is a participant in the
Securities Transfer Agents Medallion Program ("STAMP"), it will
automatically be approved by this institution as to overall
creditworthiness and financial responsibility.
3. On and after August 24, 1992, in order to be approved by this
institution, the eligible guarantor institution must be a participant in
STAMP.
4. Until August 24, 1992, except as provided below, in order to be
approved by this institution, the eligible guarantor institution must
either be a participant in STAMP or make application to this institution.
5. Until August 24, 1992, an eligible guarantor institution whose
guarantees have heretofore been accepted by this institution will
automatically be approved by this institution as to overall
creditworthiness and financial responsibility.
6. An eligible guarantor institution
which has been approved by this institution but is not a participant in
STAMP must be a participant in STAMP on and after August 24, 1992, in
order to maintain this institution's approval.
Procedures
1. Until August 24, 1992, each eligible guarantor institution which is not
a participant in STAMP and makes application to this institution must
submit: (i) copies of its most recent audited financial statements and of
other documents reflecting its current financial condition, including
those that it is required to file with governmental authorities regulating
its activities; (ii) a description of the nature and extent of its bond
and insurance coverage; and (iii) relevant information concerning its
history and business activity, including a brief description of its
experience in the securities industry, any material pending claims or
actions not reflected in the submitted financial information and any
experience it may have had as a debtor under bankruptcy, insolvency, or
reorganization laws.
2. Each application to this institution will be referred to this
institution's designated officer (the "Reviewing Officer") for review.
This institution's approval or disapproval of the eligible guarantor
institution will be based on the information submitted by the eligible
guarantor institution, examined under financial considerations independent
of the class or type of the eligible guarantor institution. The Reviewing
Officer will communicate this institution's approval or disapproval to the
eligible guarantor institution within 30 days after receipt of all
required information. If this institution's determination of approval or
disapproval cannot be made on the basis of the information submitted, the
Reviewing Officer will promptly request specific additional information,
and this institution's determination of approval or disapproval will be
communicated to the eligible guarantor institution within 30 days after
receipt of such specific additional information.
3. This institution's approval or disapproval of the eligible guarantor
institution will be based on a full and fair assessment of the likelihood
of the eligible guarantor institution's performing under its guarantees
over an indefinite period of time, given the institution's overall
creditworthiness and financial responsibility.
4. At the time that an eligible guarantor institution becomes a
participant in STAMP or, until August 24, 1992, that this institution's
approval is given, this institution may fix an authorized limit for the
eligible guarantor institution, based on the institution's overall
creditworthiness and financial responsibility (the "Authorized Limit").
Except as provided below, no guarantee will be accepted from the approved
eligible guarantor institution if the securities involved in the transfer
have an aggregate value above the Authorized Limit.
Guidelines
1. If the aggregate value of securities presented for transfer in reliance
on a guarantee from an approved eligible guarantor institution exceeds the
Authorized Limit, the transfer will be rejected unless, after
consideration, the Reviewing Officer determines otherwise.
2. Until August 24, 1992, except in the case of eligible guarantor
institutions whose guarantees have heretofore been accepted by this
institution and eligible guarantor institutions which are participants in
STAMP, each request for transfer must be supported by documentation
verifying the signature, and certifying the authority, of the individual
who executed the guarantee.
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