BERNARD HEROLD & CO., INC.
BUSINESS CONTINUITY PLAN
Revised July 2009
Reviewed and approved by Lawrence Herold
__________________________
Signature
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Title
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Date
TABLE OF CONTENTS
I Emergency Contact Persons 3
II Firm Policy 4
III Business Description 4
IV Office Locations 5
V Alternative Physical Locations of Employees 5
VI Customers’ Access to Funds and Securities 6
VII Data Back-Up and Recovery (Hard Copy and Electronic) 6
VIII Financial and Operational Assessments 7
IX Mission Critical Systems 7
X Alternate Communications Between the Firm and Customers, Employees and Regulators 9
XI Critical Business Constituents, Banks, and Counter-Parties 11
XII Regulatory Reporting 12
XIII Disclosure of Business Continuity Plan 12
XIV Updates and Annual Review 13
I Emergency Contact Persons
Bernard Herold & Co’s two emergency contact persons are:
Lawrence Herold, 212-371-3950, Larryh@heroldinc.com
Laura Colletti, 212-371-3950, LColletti@heroldinc.com
These names will be updated in the event of a material change, and our Executive Representative will review them within 17 business days of the end of each quarter.
II Firm Policy
Our firm’s policy is to respond to a Significant Business Disruption (SBD) by safeguarding employee’s lives and firm property, making a financial and operational assessment, quickly recovering and resuming operations, protecting all of the firm’s books and records, and allowing our customers to transact business. In the event that we determine we are unable to continue our business, we will assure customers prompt access to their funds and securities.
Significant Business Disruptions (SBDs)
Our plan anticipates two kinds of SBDs, internal and external. Internal SBDs affect only our firm’s ability to communicate and do business, such as a fire in one of our buildings. External SBDs prevent the operation of the securities markets or a number of firms, such as a terrorist attack, city flood or a wide-scale, regional disruption. Our response to an external SBD relies more heavily on other organizations and systems, especially on the capabilities of our clearing firm.
Approval and Execution Authority
Lawrence Herold, President, a registered principal, is responsible for approving the plan and for conducting the required annual review. Lawrence Herold, President, has the authority to execute this BCP.
Plan Location and Access
Our firm maintains copies of its BCP plan and the annual reviews, and the changes that have been made for inspection. We have given the NYSE and FINRA a copy of our plan. An electronic copy of our plan is located on www.heroldinc.com.
III Business Description
Bernard Herold & Co conducts business in equity, fixed income, derivative securities and mutual funds. Our firm is an introducing firm and does not perform any type of clearing function for itself or others except on a piggyback arrangement for four other member firms of the FINRA. Furthermore, we do not hold customer funds or securities. We accept and enter orders. All transactions are sent to our clearing firm, which compares them, allocates them, clears and settles them. Our clearing firm also maintains our customers’ accounts, can grant customers access to them, and delivers funds and securities. Our firm services retail and institutional customers.
Our clearing firm is Pershing LLC, 1 Pershing Plaza, Jersey City NJ 07399, 201-413-2000, www.pershing.com and our contact person at Pershing is Steve Vossinas,
201-413-2986, tbrinster@pershing.com . In the event Terry cannot be reached, contact Jon Feinstein at 201-413-2000, jfeinstein@pershing.com.
IV Office Locations
Bernard Herold & Co has 3 multiple person offices.
805 3rd Ave. New York NY 10022
The main phone # is 212-371-3950. Our employees may travel to this office by foot, bicycle, car, subway, train, and bus. We engage in order taking and entry at this location.
1190 Hylan Blvd. Staten Island NY 10305
The main phone # is 718-720-1600. Our employees may travel to this office by foot, bicycle, car, subway, bus and boat. We engage in order taking and entry at this location.
400 Rella Drive Montebello NY 10901
The main phone number is 845-368-0000. Our employees may travel to this office by foot, car and bus. We engage in order taking and entry at this location.
V Alternative Physical Locations of Employees
In the event of an SBD, we will move our staff from affected offices to the closest of our unaffected office locations. If none of our other office locations is available to receive those staff, we will move them to Pershing LLC’s back up facilities. Pershing’s # is 201-413-2000.
VI Customers’ Access to Funds and Securities
Bernard Herold & Co does not maintain custody of customers’ funds or securities, which are maintained at our clearing firm, Pershing LLC. Pershing will have a recorded instruction line at 201-413-3635 as to how clients can access their funds and securities. In the event of an internal or external SBD, if telephone service is available, our registered persons will take customer orders or instructions and contact our clearing firm on their behalf, and if our web access is available, our firm will post on our web site that customers may access their funds and securities by contacting Larry Herold. The firm will make this information available to customers through its disclosure policy.
If SIPC determines that we are unable to meet our obligations to our customers or if our liabilities exceed our assets in violation of Securities Exchange Act 15c3-1, SIPC may seek to appoint a trustee to disburse our assets to customers. We will assist SIPC and the trustee by providing our books and records identifying customer accounts subject to SIPC regulation.
VII Data Back-Up and Recovery (Hard Copy and Electronic)
Bernard Herold & Co maintains its primary hard copy books and records and its electronic records at 805 3rd Ave. 18th Floor, New York NY 10022. Lawrence Herold, President, 212-371-3950 is responsible for the maintenance of these books and records. Our firm maintains the following document types and forms that are not transmitted to our clearing firm:
New Account Form
Discretion Form
Letters of Authorization
Our firm has backed up its hard copy books and records. These records are paper copies. Lawrence Herold, President, 212-371-3950 is responsible for the maintenance of these back-up records. Our firm will back up its paper records by copying them and taking them to our back-up site. We will back up our records every month. The alternate site for these records is Manhattan Mini Storage, 600 W. 58th St., New York, NY.
The firm backs up its electronic financial records daily by online backup through Iron Mountain, Inc. Emails and IM’s are backed up automatically by Smarsh.
In the event of an internal or external SBD that causes the loss of our paper records, we will physically recover them from our back-up site. If our primary site is inoperable, we will continue operations from our back-up site or an alternate location. For the loss of electronic records, we will either physically recover the storage media or electronically recover data from our back-up site, or, if our primary site is inoperable, continue operations from our back-up site or an alternate location.
VIII Financial and Operational Assessments
Operational Risk
In the event of an SBD, we will immediately identify what means will permit us to communicate with our customers, employees, critical business constituents, critical banks, critical counter-parties, and regulators. Although the effects of an SBD will determine the means of alternative communication, the communications options we will employ will include our web site, telephone voice mail, and email. In addition, we will retrieve our key activity records as described in the section above, Data Back-Up and Recovery (Hard Copy and Electronic).
Financial and Credit Risk
In the event of an SBD, we will determine the value and liquidity of our investments and other assets to evaluate our ability to continue to fund our operations and remain in capital compliance. We will contact our clearing firm, critical banks, and investors to apprise them of our financial status. If we determine that we may be unable to meet our obligations to those counter-parties or otherwise continue to fund our operations, we will request additional financing from our bank or other credit sources to fulfill our obligations to our customers and clients. If we cannot remedy a capital deficiency, we will file appropriate notices with our regulators and immediately take appropriate steps, including stopping market making and notifying our clearing firm.
IX Mission Critical Systems
Bernard Herold & Co.’s “mission critical systems” are those that ensure prompt and accurate processing of securities transactions, including order taking, entry, execution, comparison, allocation, clearance and settlement of securities transactions, the maintenance of customer accounts, access to customer accounts, and the delivery of funds and securities. More specifically, these systems include: Internet access to Pershing LLC and Knight and Trimark trading; telephone access; and direct server access to Pershing.
We have primary responsibility for establishing and maintaining our business relationships with our customers and have sole responsibility for our mission critical functions of order taking, entry and execution. Our clearing firm provides, through contract, the execution (of some trades), comparison, allocation, clearance and settlement of securities transactions, the maintenance of customer accounts, access to customer accounts, and the delivery of funds and securities.
Our clearing firm contract provides that our clearing firm will maintain a business continuity plan and the capacity to execute that plan. Our clearing firm represents that it will advise us of any material changes to its plan that might affect our ability to maintain our business and presented us with an executive summary of their plan, which is attached. In the event our clearing firm executes its plan, it represents that it will notify us of such execution and provide us equal access to services as its other customers. If we reasonably determine that our clearing firm has not or cannot put its plan in place quickly enough to meet our needs, or is otherwise unable to provide access to such services, our clearing firm represents that it will assist us in seeking services from an alternative source.
Our clearing firm represents that it backs up our records at a remote site. Our clearing firm represents that it operates a back-up operating facility in a geographically separate area with the capability to conduct the same volume of business as its primary site. Our clearing firm has also confirmed the effectiveness of its back-up arrangements to recover from a wide scale disruption by testing, and it has confirmed that it tests its back-up arrangements quarterly.
Recovery-time objectives provide concrete goals to plan for and test against. They are not, however, hard and fast deadlines that must be met in every emergency situation, and various external factors surrounding a disruption, such as time of day, scope of disruption, and status of critical infrastructure – particularly telecommunications – can affect actual recovery times. Recovery refers to the restoration of clearing and settlement activities after a wide-scale disruption; resumption refers to the capacity to accept and process new transactions and payments after a wide-scale disruption. Our clearing firm has the following SBD recovery time and resumption objectives: recovery time period of within 4 hours and resumption time of within the same business day.
Our Firm’s Mission Critical Systems
Order Taking
Currently, Bernard Herold & Co. receives orders from via telephone, in person, fax and email although we discourage and do not make promises for orders by fax or email. During an SBD, either internal or external, we will continue to take orders through any of these methods that are available and reliable, and in addition, as communications permit, we will inform our customers when communications become available to tell them what alternatives they have to send their orders to us. Customers will be informed of alternatives by phone or a message posted on our web site. If necessary, we will advise our customers with our clearing firm at 201-413-2000. If possible, we will place a representative of our firm at our clearing firm.
Order Entry
Currently, Bernard Herold & Co. enters orders by recording them on paper and electronically and sending them to our clearing firm or the floor of various exchanges or to OTC dealers electronically or telephonically.
In the event of an internal SBD, we will enter and send records to our clearing firm by the fastest alternative means available, which include telephone and telefax and Pershing systems from our other branches. In the event of an external SBD, we will maintain the order in electronic or paper format, and deliver the order to the clearing firm by the fastest means available when it resumes operations. In addition, during an internal SBD, we may need to refer our customers to deal directly with our clearing firm for order entry.
Order Execution
We currently execute orders by Internet, Pershing systems and telephone. In the event of an internal SBD, we would use one of our branch offices to execute orders. In the event of an external SBD, we would still use one of our branch offices to execute orders or use Pershing’s back-up facilities.
Mission Critical Systems Provided By Our Clearing Firm
Our firm relies, by contract, on our clearing firm to provide order execution, order comparison, order allocation, and the maintenance of customer accounts, delivery of funds and securities, and access to customer accounts.
X Alternate Communications Between the Firm and Customers, Employees and Regulators
Customers
We now communicate with our customers by phone, fax, email, our web site and in person visits at our firm or at the other’s location. In the event of an SBD, we will assess which means of communications are still available to us, and use the means closest in speed and form (written or oral) to the means that we have used in the past to communicate with the other party. For example, if we have communicated with a party by email but the Internet is unavailable, we will call them on the telephone and follow up where a record is needed with paper copy in the U.S. mail.
Employees
We now communicate with our employees using the telephone, email and in person. In the event of an SBD, we will assess which means of communication are still available to us, and use the means closest in speed and form (written or oral) to the means that we have used in the past to communicate with the other party. We will also employ an emergency call list so that senior management can reach all employees quickly during an SBD. The call list includes most staff home office phone numbers and important work numbers.
The person to invoke the call list is Larry Herold. See Appendix A for our employee emergency contact list. This list will be updated on a periodic basis.
C. Regulators
We are currently members of the following SROs: NYSE and FINRA. We communicate with our regulators using phone, fax, U.S. mail, and in person. In the event of an SBD, we will assess which means of communication are still available to us, and use the means closest in speed and form (written or oral) to the means that we have used in the past to communicate with the other party.
XI Critical Business Constituents, Banks, and Counter-Parties
Business Constituents
Our main constituents are very large companies that have contingency plans. We have made arrangements with our local telephone vendor to route calls in an emergency situation (see Appendix B). We will quickly establish alternative arrangements if a business constituent can no longer provide the needed goods or services when we need them because of a SBD to them or our firm. Our major suppliers are:
Address & phone number:
Nasdaq 80 Merritt Blvd., Trumbull, CT 06611 800-243-4282;
800-877-5606
AT&T 32 Avenue of the Americas, NY, NY 10013
888-227-3824
800-829-1011
800-358-1111
877-325-0445
800-413-5410
Verizon 375 Pearl St., 19th fl, NY, NY 10038 212-429-7500
(“Center for Excellence”)
741 Zeckendorf Blvd., Rm 200, Garden City, NY 11530
(Business office for Manhattan) 800-405-0344
Alternative number for repair (gets to a live person) 212-890-0689
Repairs & Maintenance (automated queue) 866-825-1100
QUODD 30 Montgomery Street, Suite 600 201-427-9052
Jersey City, NJ 07302 866-537-5518
Banks
Our Proprietary Account of Introducing Brokers/Dealers is at Pershing LLC , 1 Pershing Plaza, Jersey City, NJ 07399, 201-413-2000. If our bank is unable to provide financing, we will seek alternative financing immediately from another source.
Counter-Parties
We have contacted our critical counter-parties, such as other broker-dealers or institutional customers, to determine if we will be able to carry out our transactions with them in light of the internal or external SBD. Where the transactions cannot be completed, we will work with our clearing firm or contact those counter-parties directly to make alternative arrangements to complete those transactions as soon as possible.
XII Regulatory Reporting
Bernard Herold & Co is subject to regulation by NYSE, FINRA, SEC, New York State and other state regulators. We now file reports with our regulators using paper copies in the U.S. mail, and electronically using fax, email, and the Internet. In the event of an SBD, we will check with the SEC, FINRA , and other regulators to determine which means of filing are still available to us, and use the means closest in speed and form (written or oral) to our previous filing method. In the event that we cannot contact our regulators, we will continue to file required reports using the communication means available to us.
NYSE 212-656-3000
FINRA 301-590-6500
SEC 646-428-1500
New York State:Office of the Attorney General,
Investor Protection & Securities Bureau 212-416-8200
XIII Disclosure of Business Continuity Plan
We will post our BCP on our website and mail it to customers upon request. New customers will be notified about our BCP in our welcome to Bernard Herold & Co. letter. Pershing LLC will notify customers annually of our BCP in a statement message. Our BCP addresses the possibility of a future SBD and how we plan to respond to events of varying scope. In addressing the events of varying scope, our summary (1) provides specific scenarios of varying severity (e.g. a firm-only business disruption, a disruption to a single building, a city-wide business disruption, and a regional disruption); (2) states whether we plan to continue business during that scenario and if so, our planned recovery time; and (3) provides general information on our intended response. Our BCP discloses the existence of back-up facilities and arrangements. This plan is subject to modification and such modification will be promptly posted to our web site. Alternatively customers may obtain updated summaries by requesting a written copy by mail.
XIV Updates and Annual Review
Our firm will update this plan whenever we have a material change to our operations, structure, business or location or to those of our clearing firm. In addition, our firm will review this BCP annually at the beginning of the year to modify it for any changes in our operations, structure, business, or location or those of our clearing firm.
