On September 1, 2026, the Securities and Exchange Commission (“the Commission”) proposed to modernize its rules governing registered transfer agents. The proposal was published in the Federal Register on September 4, 2026, with comments due November 3, 2026. The proposed rule would amend Forms TA-1 and TA-2, amend a series of existing rules, rescind one rule and add two new rules.

The Commission's rationale is that transfer agents now perform a far broader range of activities than the original rules contemplated, including paying agent services, fund and retirement plan administration, and increasingly, activities tied to tokenized securities, distributed ledger recordkeeping, and AI-enabled operations. The release argues the existing rules are silent on cybersecurity, operational risk, and restrictive legend removal, areas that have become central to how modern transfer agents operate.

On registration and reporting, the proposal would extend the TA-1 registration effectiveness period from 30 to 45 days, aligning it with the statutory deadline, and would require a transfer agent to correct materially inaccurate Form TA-2 filings within 60 days of discovery. Form TA-1 would drop two questions duplicated on Form TA-2 while adding new items on a registrant's website, other registrations, control affiliates, and an organizational chart. Form TA-2 would pick up new questions on staffing, service providers, and use of physical certificates versus distributed ledger technology.

Beyond the forms, the release amends several existing rules covering recordkeeping, turnaround times, and safeguarding, and notably updates the definition of "master securityholder file" to allow the register to be maintained on any technology, including a blockchain, provided the transfer agent maintains exclusive control at all times. Rule 17ad-4 would be rescinded. Two new rules would be added: Rule 17ad-30, requiring a formal compliance program, and Rule 17ad-31, governing restrictive legends, an area with no dedicated rule today. The release seeks comment on nearly every element, including possible exemptions for smaller or less complex transfer agents.