Continental Stock Transfer – Frequently Asked Questions

FREQUENTLY ASKED QUESTIONS
AND THE RIGHT ANSWERS

Whether you’re a newcomer to the business of stocks and securities, or someone who’s been doing this for many years, there are still times when you might have a question that needs a direct and correct answer.

That’s why Continental Stock has created this valuable list of "Frequently Asked Questions" along with all the answers you need.

And not only do we have the questions and all the right answers, but we’ve also made available all the necessary forms referenced in the answers.

Note. In the FAQ that follows, we reference forms you may need and provide links to those forms. These forms are provided in Adobe Acrobat file format, and you will need the free Adobe Reader to use the forms. Chances are good that your computer is already set up to read Adobe Acrobat PDF files, but if not, just visit the Adobe web site to download and install Adobe Reader. Then use Adobe Reader to use the forms at your convenience. For other forms you may need, visit our Forms Central. For more help, see instructions below.

General Information
How can shareholders contact Continental Stock Transfer & Trust Company?
How is a dividend check replaced?
How is a lost certificate replaced?
How do I determine if an old security still has value?
How can I obtain a copy of my 1099?

Definitions
What is a "registered" shareholder?
What is a "street name" holder?
What is a "Guarantor"?
What is a "Medallion Guarantee"?
What is a "Transferee"?
What is "backup withholding"?
What is "DRS (Direct Registration System)"?

Transferring Stock
How can I get my stock transferred?
How should shares for transfer be mailed to Continental?
What are the more common types of security registrations?
What is a TOD (Transfer On Death) Registration?
How are shares transferred to an individual or joint tenant?
How are shares transferred out of a decedent’s name?
How is a deceased joint tenant removed as a registered holder?
How is a custodial registration changed?

How can shareholders of the over 1,000 companies we service as agent, contact Continental Stock Transfer & Trust Company?
Continental Stock Transfer may be reached in several ways. Contact us at:
Continental Stock Transfer & Trust Company
17 Battery Place
New York, NY 10004
212.509.4000x206
cstmail@continentalstock.com
We request that you provide written instructions for all changes you wish to make to your account, including an address change. (Users of our ContinentaLink may change their address online any time.) Please always clearly indicate the name of the security you own.

How is a dividend check replaced?
To replace a dividend check issued by Continental that has been lost or is stale-dated, call Continental Stock Transfer at 212.509.4000 x242. Please be prepared to provide us with the security involved and the period to which the dividend payment applies.

How is a lost stock certificate replaced?
You should report a lost certificate to Continental as soon as possible (212.509.4000 x237), if we are the agent for the security involved. Please try to provide the certificate number and the share amount. We will place a "stop" on the certificate to prevent its transfer and provide you with paperwork required to obtain a replacement certificate. You may download the appropriate paperwork from this web site. Go to our Shareholder Forms page to download Lost Security Surety Bond form. Note: Please understand that downloading this form does not constitute notification to Continental. To report a lost stock certificate you must contact us in writing at: 17 Battery Place, New York, New York 10004.

How do I determine if an old security still has value?
Corporations frequently undergo changes through name changes, acquisitions, etc. Your broker may be able to provide you with current information on a particular stock. Otherwise, communicate with the transfer agent named on the certificate or write to the Secretary of State of the state of incorporation of the security involved. The state should be listed on the certificate.

How can I obtain a copy of my 1099?
A copy of a 1099 issued by Continental may be obtained by calling Continental at 212.509.4000 x208. You should be prepared to provide your Social Security number and the name of the issue. This information is also available through ContinentaLink for those securities subscribing to our internet services.

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What is a "registered" shareholder?
The registered owner of shares is the shareholder of record on the books of the corporation, generally kept by the transfer agent. The registered owner may be an individual, a trust, a broker, etc. Registered owners receive communications, proxies, dividends, etc. directly from the corporation through the transfer agent. A registered owner differs from a "street name" owner.

What is a "street name" holder?
Securities held in a broker account and registered in the name of the broker or other institution are referred to as being "in street name." If you keep your stock with your broker in a broker account, you are a "street name" holder and are not directly registered on the company’s shareholder file maintained by the transfer agent. Company mailings, including dividends, will reach you through your broker. Should you wish to become a registered holder, request your broker to have your shares issued in certificate form, registered in your name. A transfer agent can assist you with questions about your security account only if you are a registered holder.

What is a "Guarantor"?
A Guarantor is a financial institution (commercial bank, broker, etc.) which is a member of a Medallion Guarantee program and guarantees that the signature on a certificate or stock power is genuine and that the person signing is the appropriate person to endorse the security and has the legal capacity to do so.

What is a "Medallion Guarantee"?
A Medallion Guarantee takes the form of a stamp and signature on a stock certificate or stock power. A Medallion Guarantee is obtained from an eligible institution, such as a commercial bank, broker, trust company, etc. The Guarantee provides transfer agents assurance that the person signing a stock certificate or stock power is the authorized individual. Only institutions participating in an officially recognized Medallion Guarantee program may provide this Medallion Guarantee. You must obtain a Guarantee on your transfer documents prior to submitting your transfer. For more information on this subject, click here.

What is a "Transferee"?
The Transferee is the new registered owner of shares. Typically, the transferee will be identified in the Assignment section of a stock certificate or on a stock power which accompanies stock submitted for transfer.

What is "backup withholding"?
Federal law indicates that all shareowners must comply with IRS regulations requiring the submission of a taxpayer identification number or a Form W9 certifying that you are not subject to Backup Withholding. Unless Continental has the required information, we must withhold 28% of dividend payments and sale proceeds at the time of payment.

What is "DRS (Direct Registration System"?
DRS (Direct Registration System) is a service offering by the Depository Trust Company (“DTC”), which provides registered shareholders of the issuer with the option of holding their assets (shares) on the books and records of the Transfer Agent in book-entry form instead of a physical stock certificate. DRS allows shares to be transferred between a broker dealer and the Transfer Agent electronically. DRS shares are held in the name of the registered shareholder and are represented by a DRS Transaction Statement or DRS Advice. DRS shares cannot be lost, thus avoiding the cost and effort involved in replacing lost certificates. The shareholder retains full ownership of the shares as well as all the traditional voting rights and privileges of being a stock owner. Click here for full details.

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How can I get my stock transferred?
If you hold certificates you wish to transfer (be certain Continental is the agent – our name will usually appear on the certificate), you must mail your certificates to Continental Stock Transfer & Trust Company at the above address. The certificates must be appropriately signed by all registered holders, exactly as the name(s) appear on the face of the certificate(s) or must be accompanied by a stock power bearing the appropriate signature(s). In either case, the signature(s) must be guaranteed by a financial institution participating in an officially recognized Medallion Signature Guarantee Program. Additionally, instructions indicating how you wish the shares transferred should also be included. These instructions should provide the name, address and social security number for each transferee and should indicate the number of shares to be transferred. In some cases additional documents will be required to complete the transfer. Please see other sections of this document to obtain additional information on transfer requirements and to download selected forms.

How should shares for transfer be mailed to Continental?
We recommend that all certificates be sent by registered mail, return receipt requested. It is suggested that the shipment be insured for 2 percent of the current value of the shares. In the event of loss, a surety bond of 2 percent will be required to replace the certificates. A surety bond is typically obtained by paying a premium to the surety company equal to 2 percent of the current value of the shares being replaced.

What are the more common types of security registrations?
Individual Registration – This registration gives sole ownership to the single individual and requires that the person’s legal name be used. The use of a first name is desirable. Example: Mary Smith (not M. Smith).
Joint Registration – Several types of Joint Registration exist.
Joint Tenants With Rights Of Survivorship – This registration is used when two or more individuals have equal claim to the assets. Should one of the parties die, ownership of the assets passes to the surviving tenant(s). Example: Mary Smith & Barbara Smith Jt Ten
Tenants In Common – This registration allows an appropriate portion of the assets to pass to the estate of the holder upon the holder’s death rather than to the surviving tenant. Example: Mary Smith & Barbara Smith Ten Com
Custodial Registration – There are several custodial registrations possible. A custodial registration requires the names of the custodian and the beneficial owner who is a minor is a common type. For example: Mary Smith Cust Don Smith NY Unif Trans Min Act. (Note: The two letter state abbreviation must appear before the "Unif").
Trust Registration – Registering shares in the name of a Trust requires that specific information be provided: the name of the trust and/or the maker or beneficiary and the date of the trust instrument. For example: Mary Jones Tr U/A dtd 4/15/98 The Mary Jones Trust FBO Mary Jones.

What is a TOD (Transfer On Death) Registration?
The owner of a security registered in TOD form must be a natural person or natural persons holding the security as an individual or joint owners with the right to survivorship (i.e. joint tenants or tenants by the entireties). TOD registrations by non-natural persons (such as a trust or a partnership) are not permitted. Only one beneficiary per registration may be designated by the security owner.

Registration in TOD form is indicted by the abbreviation "TOD."

Continental accepts TOD registrations for households in states recognizing this registration, except for certain issues for which we only act as the co-transfer agent.

How are shares transferred to an individual or joint tenant?
To transfer shares for which we are an agent to an individual or a joint tenant, provide Continental with the following:
• The certificate(s) which should be properly endorsed by the registered owner(s) or accompanied by a properly endorsed stock power. The endorsement should be guaranteed by an eligible institution participating in an officially recognized Medallion Signature Guarantee Program.
• A letter of instruction which provides the full name, address and tax identification number of each transferee and the number of shares to be transferred to each transferee.
• A Substitute W-9 certification form, completed for each individual. You can get this form from a bank or broker, or you can download it from our Shareholders Forms page.

How are shares transferred out of a decedent’s name?
To transfer the shares of a decedent, provide Continental with the following, if we are the agent for the security involved:
• The certificate(s) which should be properly endorsed by the legal representative of the estate, e.g., Executor(s) or Administrator(s), etc. of the deceased owner in his or her legal capacity or a stock power so endorsed. The endorsement should be guaranteed by an eligible institution participating in an officially recognized Medallion Signature Guarantee Program.
• A letter of instruction which provides the full name, address and tax identification number of each transferee and the number of shares to be transferred to each transferee.
• A court-certified copy of the appointment of the decedent’s legal representative(s). These are often referred to as Letters Testamentary or Letters of Administration. The certification must be dated within sixty (60) days of the transfer request (six (6) months, if New York state.)
• A Substitute W-9 certification form, completed for each transferee. You can get this form from a bank or broker, or you can download it from our Shareholders Forms page.
• An Affidavit of Domicile and, if applicable, an Inheritance Tax Waiver. Download this form from our Shareholders Forms page.

If the decedent’s estate is not required to pass through probate, the following documents should be sent along with the certificates, the letter of instruction and the W-9 form.
• A certified copy of the decedent’s death certificate.
• An official certificate (Small Estate Affidavit) which lists the decedent’s legal heir(s) and provides their signatures notarized or certified by the probate court within six (6) months of the date of transfer or an appropriate affidavit as prescribed by statute under the laws of the state of legal domicile.
• An Affidavit of Domicile and, if applicable, an Inheritance Tax Waiver.

How is a deceased joint tenant removed as a registered holder?
To remove the name of a deceased owner from a security held in joint registration, provide Continental with the following, if we are the agent for the security involved:
The certificate(s) which should be properly endorsed by the surviving joint tenant. The endorsement should be guaranteed by an eligible institution participating in an officially recognized Medallion Signature Guarantee Program.
• A letter of instruction indicating the full name(s) address and tax identification number for each transferee
• A certified copy of the decedent’s death certificate
• An Affidavit of Domicile and, if applicable, an Inheritance Tax Waiver. Download this form from our Shareholders Forms page.
• A Substitute W-9 certification form, completed for each individual transferee. You can get this form from a bank or broker, or you can download it from our Shareholders Forms page.

How is a custodial registration changed?
To add or remove a name on a security held in custodial registration, provide Continental with the following, if we are the agent for the security involved:
• The certificate(s) which should be properly endorsed by the current custodian, if still living, or if the minor is now of age, the former minor may sign. A certified copy of his/her birth certificate must be provided if the custodian signs. The endorsement should be guaranteed by an eligible institution participating in an officially recognized Medallion Signature Guarantee Program.
• A letter of instruction indicating the full name, address and taxpayer identification number for each transferee
• A Substitute W-9 certification form, completed for each individual transferee. You can get this form from a bank or a broker, or you can download it from our Shareholders Forms page.

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Notes About The Forms Referenced Above

Most of these forms are configured so that you can fill in the information on-screen and then print the form on your printer. In most cases, the Adobe Reader software does not permit you to save your completed forms to your disk. If you need to save completed forms, you can purchase the full version of the Adobe Acrobat product suite at a software retailer or direct from Adobe Systems.
• For other forms you may need, including IRS forms, visit our Forms Central.

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