Charles Schwab 2011 Annual Report Download - page 34

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THE CHARLES SCHWAB CORPORATION
- 6 -
the Virgin Islands. Schwab and CSIM are registered as investment advisors with the SEC. Additionally, Schwab and
optionsXpress, Inc. are regulated by the Commodities Futures Trading Commission (CFTC) with respect to the commodity
futures and commodities trading activities they conduct as an introducing broker and futures commission merchant,
respectively.
Much of the regulation of broker-dealers has been delegated to self-regulatory organizations (SROs). Schwab and
optionsXpress, Inc. are members of the Financial Industry Regulatory Authority, Inc. (FINRA), the Municipal Securities
Rulemaking Board (MSRB), NYSE Arca, and the Chicago Board Options Exchange (CBOE). optionsXpress, Inc. is also a
member of other exchanges. The primary regulators of Schwab are FINRA and, for municipal securities, the MSRB. The
primary regulators of optionsXpress, Inc. are FINRA, CBOE, and for municipal securities, the MSRB. The National Futures
Association (NFA) is Schwab and optionsXpress, Inc.’s primary regulator for futures and commodities trading activities. The
Company’s business is also subject to oversight by regulatory bodies in other countries in which the Company operates.
The principal purpose of regulating broker-dealers and investment advisors is the protection of clients and the securities
markets. The regulations to which broker-dealers and investment advisors are subject cover all aspects of the securities
business, including, among other things, sales and trading practices, publication of research, margin lending, uses and
safekeeping of clients’ funds and securities, capital adequacy, recordkeeping and reporting, fee arrangements, disclosure to
clients, fiduciary duties owed to advisory clients, and the conduct of directors, officers and employees.
Schwab and optionsXpress, Inc. are both subject to Rule 15c3-1 under the Securities Exchange Act of 1934 (the Uniform Net
Capital Rule) and related SRO requirements. The CFTC and NFA also impose net capital requirements. The Uniform Net
Capital Rule specifies minimum capital requirements that are intended to ensure the general financial soundness and liquidity
of broker-dealers. Because CSC itself is not a registered broker-dealer, it is not subject to the Uniform Net Capital Rule.
However, if Schwab or optionsXpress, Inc. fail to maintain specified levels of net capital, such failure would constitute a
default by CSC under debt covenants under certain of CSC’s debt agreements.
The Uniform Net Capital Rule limits broker-dealers’ ability to transfer capital to parent companies and other affiliates.
Compliance with the Uniform Net Capital Rule could limit Schwab’s operations and its ability to repay subordinated debt to
CSC, which in turn could limit CSC’s ability to repay debt, pay cash dividends, and purchase shares of its outstanding stock.
Sources of Net Revenues
The Company’s major sources of net revenues are asset management and administration fees, net interest revenue, and trading
revenue. The Company generates asset management and administration fees through its proprietary and third-party mutual
fund offerings, as well as fee-based advisory solutions. Net interest revenue is the difference between interest earned on
interest-earning assets (such as cash, short- and long-term investments, and mortgage and margin loans) and interest paid on
funding sources (including banking deposits and client cash in brokerage accounts, short-term borrowings, and long-term
debt). The Company generates trading revenue through commissions earned for executing trades for clients and principal
transaction revenue from trading activity in fixed income securities.
For revenue information by source for the three years ended December 31, 2011, see “Item 7 – Management’s Discussion and
Analysis of Financial Condition and Results of Operations – Results of Operations – Net Revenues.”
Available Information
The Company files annual, quarterly, and current reports, proxy statements, and other information with the SEC. The
Company’s SEC filings are available to the public over the Internet on the SEC’s website at http://www.sec.gov. You may
read and copy any document that the Company files with the SEC at the SEC’s Public Reference Room at 100 F Street, NE,
Washington, DC 20549. You may obtain information on the operation of the Public Reference Room by calling the SEC at
1-800-SEC-0330.
On the Company’s Internet website, http://www.aboutschwab.com, the Company posts the following recent filings as soon as
reasonably practicable after they are electronically filed with or furnished to the SEC: the Company’s annual reports on
Form 10-K, the Company’s quarterly reports on Form 10-Q, the Company’s current reports on Form 8-K, and any