Ivers & Company, a carrying firm, has excess net capital of $3,000,000 and plans to pay its parent a $750,000 dividend from retained earnings. It made no other withdrawals in the past 35 days, and every 15c3-1(e)(2) test is met after the payment. What does the dividend require?
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Answer: C
- Withdrawal as a share of excess NC: $750,000 ÷ $3,000,000 = 25%.
- FINRA 4110(c)(2) (carrying or clearing firm): over 10% in 35 rolling days, so prior written FINRA approval.
- 15c3-1(e)(1): over 20% but not over 30% in 30 days, and above the $500,000 de minimis, so notice within 2 business days after.
- 15c3-1(e)(2): stated as met, so the withdrawal is not prohibited.
Notice to the SEC and FINRA within 2 business days after payment only: This covers 15c3-1(e)(1)(ii) but misses FINRA 4110(c)(2), which requires prior approval for a carrying firm's withdrawal over 10% of excess NC.
Notice to the SEC and FINRA at least 2 business days before payment: Advance notice under 15c3-1(e)(1)(i) applies only above 30% of excess NC in 30 days; 25% calls for after-the-fact notice.
Prior written FINRA approval and notice within 2 business days after: Correct. The dividend is 25% of excess NC: over FINRA 4110(c)(2)'s 10% (35 rolling days) for a carrying firm, so prior approval is needed; and over 20% but not 30% under 15c3-1(e)(1), with more than $500,000, so notice is due within 2 business days after.
No filing, because withdrawals of earned profits are not restricted: The profits exception is in 4110(c)(1) (the one-year rule for contributed equity); it does not override 4110(c)(2) or 15c3-1(e).
For a carrying firm, check FINRA 4110(c)(2) (over 10% of excess NC in 35 days needs prior approval) as well as 15c3-1(e)(1) (over 30% needs notice 2 business days before; over 20% needs notice 2 business days after; $500,000 de minimis).