Issues around the dating of stock certificates do not often come up because they are usually prepared for a closing or a specific transfer and the dating is clear. But, sometimes for a number of possible reasons, time passes and stock certificates need to be prepared for transfers that occurred some time in the past. Our firm’s practice, and I believe the practice of most firms is to date the stock certificate when it is prepared by the paralegal or secretary who makes up the certificate itself. Our view is that anything else may lead to confusion in the stock records of the company and that the date on the certificate does not control things like the determination of the holding period for tax purposes. A common problem with backdating (holding aside any discussion of fraudulent behavior) is that if there are other intervening issuances, the company could end up with a stock certificate bearing a later number in the sequence of certificates in the ledger having an earlier issue date than a stock certificate with an earlier number in the sequence ledger. This is a very bad idea since it is likely to cast doubt upon the accuracy of the stock ledger.