The OTC (Over-The-Counter) Bulletin Board or OTCBB was a
United States
The United States of America (USA), also known as the United States (U.S.) or America, is a country primarily located in North America. It is a federal republic of 50 U.S. state, states and a federal capital district, Washington, D.C. The 48 ...
quotation
A quotation or quote is the repetition of a sentence, phrase, or passage from speech or text that someone has said or written. In oral speech, it is the representation of an utterance (i.e. of something that a speaker actually said) that is intro ...
medium operated by the
Financial Industry Regulatory Authority
The Financial Industry Regulatory Authority (FINRA) is a private American corporation that acts as a self-regulatory organization (SRO) that regulates member brokerage firms and exchange markets. FINRA is the successor to the National Associati ...
(FINRA) for its subscribing members. FINRA closed the OTCBB on November 8, 2021.
The board was used for many
over-the-counter
Over-the-counter (OTC) drugs are medicines sold directly to a consumer without a requirement for a prescription from a healthcare professional, as opposed to prescription drugs, which may be supplied only to consumers possessing a valid pres ...
(OTC)
equity securities
A security is a tradable financial asset. The term commonly refers to any form of financial instrument, but its legal definition varies by jurisdiction. In some countries and languages people commonly use the term "security" to refer to any for ...
that were not listed on the
NASDAQ
The Nasdaq Stock Market (; National Association of Securities Dealers Automated Quotations) is an American stock exchange based in New York City. It is the most active stock trading venue in the U.S. by volume, and ranked second on the list ...
or a national
stock exchange
A stock exchange, securities exchange, or bourse is an exchange where stockbrokers and traders can buy and sell securities, such as shares of stock, bonds and other financial instruments. Stock exchanges may also provide facilities for ...
, it had shrunk significantly as stock have migrated to the trading facilities of the
OTC Markets Group.
Broker-dealer
In financial services, a broker-dealer is a natural person, company or other organization that engages in the business of trading securities for its own account or on behalf of its customers. Broker-dealers are at the heart of the securities and ...
s who subscribed to the system, which was not electronic, were able to use the OTCBB to enter orders for OTC securities that qualified to be quoted. According to the
U.S. Securities and Exchange Commission
The United States Securities and Exchange Commission (SEC) is an independent agency of the United States federal government, created in the aftermath of the Wall Street crash of 1929. Its primary purpose is to enforce laws against market m ...
(SEC), "fraudsters often claim or imply that an OTCBB company is a Nasdaq company to mislead investors into thinking that the company is bigger than it is".
FINRA, an "independent,
not-for-profit
A not-for-profit or non-for-profit organization (NFPO) is a Legal Entity, legal entity that does not distribute surplus funds to its members and is formed to fulfill specific objectives.
While not-for-profit organizations and Nonprofit organ ...
organization authorized by
Congress
A congress is a formal meeting of the representatives of different countries, constituent states, organizations, trade unions, political parties, or other groups. The term originated in Late Middle English to denote an encounter (meeting of ...
", ran and provided regulatory services to the OTCBB by "writing and enforcing rules governing the activities of more than 4,100 securities firms with approximately 639,780 brokers". The OTCBB formerly collected 100% of quotes, but that number declined with the rise of its competitor
OTC Markets Group, which uses an electronic quotation system. In September 2009, FINRA announced that it would be selling the OTCBB. OTC Markets Group was the leading contender for purchasing the OTCBB, but terms could not be reached.
[FINRA Proposal Riles OTC Market]
''Traders Magazine''. In September 2010, FINRA announced that it had reached terms for the sale of the OTCBB with Rodman & Renshaw, an investment bank. Along with the sale of the OTCBB and, in an effort to provide uniform regulation to all OTC issues and, subsequently, transparency to the OTC market, FINRA has proposed a "quotation consolidation system". Under the quotation consolidation system, FINRA would require dealers to report all of their quotes to the quotation consolidation system, regardless of the market upon which they were originally quoted. This would enable FINRA to have access to all quotes in OTC issues and regulate the OTC market in its entirety. Pink OTC argues this is
anti-competitive
Anti-competitive practices are business or government practices that prevent or reduce competition in a market. Antitrust laws ensure businesses do not engage in competitive practices that harm other, usually smaller, businesses or consumers. ...
and an abuse of FINRA's authority.
Companies quoted on the OTCBB had to fully report (i.e., current with all required
SEC filings) but there were no
market capitalization
Market capitalization, sometimes referred to as market cap, is the total value of a publicly traded company's outstanding common shares owned by stockholders.
Market capitalization is equal to the market price per common share multiplied by ...
, minimum share price,
corporate governance
Corporate governance refers to the mechanisms, processes, practices, and relations by which corporations are controlled and operated by their boards of directors, managers, shareholders, and stakeholders.
Definitions
"Corporate governance" may ...
or other requirements to be quoted. Companies which had been "de-listed" from stock exchanges for falling below minimum capitalization, minimum share price or other requirements often ended up being quoted on the OTCBB. An E after the ticker symbol meant that the company was late in its SEC filings.
Stock of non-reporting companies (those without current SEC filings) may be quoted on one of the markets operated by OTC Markets Group. When the OTCBB was operational, most OTCBB companies were dually quoted, meaning they were quoted on both the OTCBB and the OTC Markets Group markets. Stocks traded on these markets are usually thinly traded
microcap
In business and investing, term microcap stock (also micro-cap) refers to the stock of public companies in the United States which have a market capitalization of roughly $50 million to $250 million. The shares of companies with a market capitaliz ...
or
penny stock
Penny stocks are common shares of small public companies that trade for less than five dollars per share. The U.S. Securities and Exchange Commission (SEC) uses the term "penny stock" to refer to a security, a financial instrument which repr ...
s. Both retail and
institutional investors
An institutional investor is an entity that pools money to purchase security (finance), securities, real property, and other investment assets or originate loans. Institutional investors include commercial banks, central banks, credit unions, s ...
generally avoid them, because of fears that share prices are easily
manipulated and the potential for
fraud
In law, fraud is intent (law), intentional deception to deprive a victim of a legal right or to gain from a victim unlawfully or unfairly. Fraud can violate Civil law (common law), civil law (e.g., a fraud victim may sue the fraud perpetrato ...
. The SEC issues stern warnings to investors to be aware of common fraud and manipulation schemes. As such, most companies choose to list on more established exchanges such as the
NYSE MKT
NYSE American, formerly known as the American Stock Exchange (AMEX), and more recently as NYSE MKT, is an American stock exchange situated in New York City. AMEX was previously a mutual organization, owned by its members. Until 1953, it was know ...
,
New York Stock Exchange
The New York Stock Exchange (NYSE, nicknamed "The Big Board") is an American stock exchange in the Financial District, Manhattan, Financial District of Lower Manhattan in New York City. It is the List of stock exchanges, largest stock excha ...
, or
NASDAQ
The Nasdaq Stock Market (; National Association of Securities Dealers Automated Quotations) is an American stock exchange based in New York City. It is the most active stock trading venue in the U.S. by volume, and ranked second on the list ...
once eligible. For a time, FINRA believed that the proposed "quotation consolidation system" would enhance transparency, thereby decreasing the potential for price manipulation or fraud.
The suffix ".OB" in a stock-ticker listing signifies "over-the-counter bulletin board" according to its Reuters Instrument Code.
See also
*
Microcap stock fraud
Microcap stock fraud is a form of securities fraud involving stocks of "microcap stock, microcap" companies, generally defined in the United States as those with a market capitalization of under $250 million. Its prevalence has been estimate ...
References
External links
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{{DEFAULTSORT:Otc Bulletin Board
Electronic trading platforms