Over-the-counter (OTC) trading is a decentralized market where trading is done directly between two parties without the involvement of an exchange. It is also known as off-exchange trading. In contrast to exchange-traded markets, OTC markets are generally less regulated, have lower trading volumes, and involve a greater degree of counterparty risk.

In OTC trading, buyers and sellers negotiate prices and other terms of the transaction privately, typically through a broker-dealer. The broker-dealer may act as a market maker, offering to buy or sell securities at specified prices, or as an agent, finding a buyer or seller for a particular security and facilitating the transaction. OTC trades may involve a wide range of financial instruments, including stocks, bonds, currencies, commodities, and derivatives.

OTC trading is popular among institutional investors, such as hedge funds, investment banks, and mutual funds, who prefer the privacy and flexibility of OTC markets. However, individual investors can also participate in OTC trading through certain online platforms or brokerages. It is important to note that OTC trading can be riskier than exchange-traded trading due to the lack of transparency and regulatory oversight. As such, investors should carefully research and understand the risks involved before engaging in OTC trading.

OTC trading has both advantages and disadvantages. Here are some of the most notable ones:

Advantages:

• Flexibility: OTC trading allows for more flexibility in the terms of the trade, which can be customized to meet the specific needs of buyers and sellers. This can be particularly useful for institutional investors who need to manage complex or large portfolios, as well as for companies looking to raise capital or manage risk.

• Privacy: OTC trading is done privately and prices are negotiated bilaterally between the parties involved. This can provide greater privacy and confidentiality compared to exchange-traded markets, which can be especially important for high-net-worth individuals or entities looking to keep their trading activities confidential.

• Access to unique financial instruments: OTC markets can offer access to non-standardized financial instruments or unique terms and conditions that may not be available on an exchange. This can provide investors with more diverse investment options.

• Lower fees: OTC trading can often be done at lower fees compared to exchange-traded markets because there are no exchange fees or other overhead costs.

Disadvantages:

• Counterparty risk: Because OTC trading is done directly between buyers and sellers, there is a greater degree of counterparty risk, which is the risk that the other party to the trade may not fulfill their obligations. This can be particularly risky for individual investors who may not have the resources to properly assess the creditworthiness of the other party.

• Lack of transparency: OTC markets are generally less transparent than exchange-traded markets because trades are not conducted on a centralized exchange. This can make it harder for investors to determine fair market value or verify the accuracy of prices.

• Regulatory risks: OTC markets are generally less regulated than exchange-traded markets, which can lead to higher levels of fraud, manipulation, and insider trading. This can make it more difficult for investors to trust the integrity of the market.

• Liquidity risk: OTC markets are generally less liquid than exchange-traded markets because there are fewer buyers and sellers. This can make it harder for investors to sell their positions quickly, which can be particularly problematic during times of market stress.

Overall, OTC trading can offer some advantages in terms of flexibility, privacy, and access to unique financial instruments. However, investors should be aware of the potential risks involved, including counterparty risk, lack of transparency, regulatory risks, and liquidity risk.