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by kasey_junk 872 days ago
Not all shares are owned street side by Cede. Almost certainly most founder shares are directly listed with a transfer agent (in the west probably at Computershare).

That is to say, none of what you said is wrong but it’s not peculiar to private shares. Public shares are directly analogous.

Fidelity isn’t a great example as it’s likely too big to fail, but even if they did go under it would mean systematic collapse of the western equities markets. That said philosophically Fidelity failing _doesnt_ impact your legal claims precisely because Cede & DTC exist.

1 comments

> none of what you said is wrong but it’s not peculiar to private shares. Public shares are directly analogous

Most publicly-traded shares are held in street name. (Most but not all of those are with Cede & Co, but again, that's a technicality.) There is no common analog for street-name holding in the private markets. (Idiots keep trying to create it.)

> most founder shares are directly listed with a transfer agent (in the west probably at Computershare)

Yes, if you're a founder, "holding" shares on Carta is similar to "holding" shares that are publicly traded. I'm assuming someone asking this question isn't the founder.

> philosophically Fidelity failing _doesnt_ impact your legal claims precisely because Cede & DTC exist

There is no philosophy. Legally, if Fidelity fails, you have a claim on Fidelity and the SIPC. They have claims on Cede & Co. But in a very real sense, you "hold" your shares there.

Practically, Fidelity is unlikely to fail for a host of reasons. Maybe a less incendiary example is this: if Fidelity wants to freeze your shares, they can freeze your shares. They control them. If LTSE...E wants to freeze your shares, the company can overrule them. LTSEE isn't a "golden source." Put another way, Carta != EquityZen. (Though I think they also launched an SPV product?)