Not-Held Orders: Definition, Uses, and Real-Life Scenarios


Not-held order: providing brokers with discretion and investors with opportunity to secure better prices. A not-held order grants brokers the discretion to seek the best available price for investors while absolving them of responsibility for any potential losses or missed opportunities. This order type contrasts with held orders, which mandate immediate execution.

Understanding not-held orders

A not-held order, also referred to as a discretionary or “with discretion” order, allows a broker to exercise price and time discretion in executing a trade. Investors place this order type in anticipation of securing a more favorable market price than they might obtain through an immediate transaction.

Broker responsibility and limitations

When a broker receives a not-held order, they are not held liable for failing to execute a trade above or below an attached limit price. This discretion offers both freedom and limitations. For instance, in the case of a with discretion order to buy 1,000 shares of a company at a specific limit price, the broker may opt not to execute the order if the market conditions don’t align with the specified limit.

Applicability and scenarios for not-held orders

Not-held orders are prevalent in trading international equities and are less commonly utilized in liquid markets. These orders come into play when market liquidity is low or when securities exhibit erratic movements, offering investors a chance to secure better pricing and giving brokers the time to strategize execution for optimal gains.

When to utilize not-held orders

Not-held orders prove beneficial in several scenarios. They’re particularly useful in illiquid markets or during periods of increased volatility, such as post-major announcements or market-shifting events.

Types of not-held orders

There are primarily two types of not-held orders:

Market not-held order

This order is a market order that expires at the close of the trading day. It allows the broker to execute the order at the best available price before the market closes.

Limit not-held order

An upper or lower limit is attached to the not-held order, offering the investor a specified price boundary within which the trade should occur. However, the broker retains discretion, choosing not to execute if conditions aren’t conducive at the specified limit price.

Pros and cons of not-held orders

Weigh the risks and benefits

Here is a list of the benefits and the drawbacks to consider.

  • Opportunity to obtain a more favorable price
  • Broker’s edge in observing order flows and trading patterns
  • Useful in illiquid or volatile market scenarios
  • Investor relinquishes trade execution control
  • No recourse for trade execution decisions made by the broker
  • No right to dispute regulatory-compliant trade executions

Real-life examples of not-held orders

Here are a couple of real-life scenarios where not-held orders can make a significant difference:

Scenario 1: Illiquid stocks

Consider an investor interested in purchasing shares of a small, illiquid company. The best bid for these shares is at $0.20, while the lowest offer stands at $0.30. To secure a favorable price, the investor opts for a not-held order. Their broker can strategically place the order just above the best bid at $0.21, hoping to avoid paying the higher offer price. This illustrates how not-held orders can help investors navigate illiquid markets.

Scenario 2: Volatile market events

Imagine an investor monitoring a tech company’s stock just before an earnings announcement. Anticipating potential price swings, the investor decides on a not-held order. The broker, leveraging their experience and analysis of past market reactions to such events, can execute the order at an optimal time and price, ensuring the investor benefits from the anticipated market movements. This highlights the value of not-held orders during periods of increased volatility.

Broker expertise in not-held orders

Brokers, with their market experience and access to trading data, can significantly benefit investors using not-held orders:

Order flow insights

Brokers have the advantage of observing order flows and trading patterns. This insight enables them to identify trends and predict potential price movements. For example, a broker may notice a recurring spike in buy-side orders for a particular stock, indicating a likely price increase. This situational awareness can lead to the broker executing a not-held order for a client earlier rather than later, ensuring the investor benefits from the price surge.

Limitations to consider

While not-held orders offer advantages, it’s essential for investors to understand their limitations:

Trade execution confidence

Investors who entrust brokers with not-held orders must place full confidence in the broker’s trade execution decisions. The investor can’t dispute trade executions as long as the broker adheres to regulatory requirements. This lack of recourse means that investors must thoroughly trust their brokers when choosing not-held orders.

Regulatory compliance

Regulations govern how brokers handle not-held orders. It’s vital for investors to be aware of these regulations and ensure their brokers are compliant. While these regulations are designed to protect investors, understanding them is crucial to maintaining trust in the broker’s execution decisions.


Not-held orders provide investors and brokers with a unique tool to navigate various market conditions. By granting brokers discretion, investors can potentially secure better prices and execution timing. However, these orders are not without limitations, and investors should use them thoughtfully, particularly in illiquid or volatile market situations.

Frequently asked questions

What is the primary difference between a not-held order and a market order?

A not-held order provides the broker with discretion regarding price and time of execution, aiming for an optimal price, while a market order demands immediate execution at the best available market price.

Do not-held orders affect the investor’s control over the trade execution?

Yes, not-held orders grant discretion to the broker, relinquishing direct control from the investor over trade execution in the pursuit of potentially better pricing.

Under what circumstances should investors avoid using not-held orders?

Investors should be cautious using not-held orders in highly liquid markets or during stable, predictable trading conditions, as these orders are more beneficial in scenarios of low liquidity or erratic market movements.

Are not-held orders commonly used by retail investors, or are they more prevalent among institutional traders?

Not-held orders are utilized by both retail and institutional investors, particularly in specific circumstances such as illiquid stocks or volatile market events, where securing an advantageous price is crucial.

What are the regulatory implications and protections surrounding not-held orders?

Regulations oversee the handling of not-held orders, ensuring compliance and safeguarding investors. It’s crucial for investors to understand these regulations and verify that their brokers adhere to the legal frameworks.

Can an investor dispute the execution of a not-held order if it fails to meet the desired price or timing?

No, investors generally cannot dispute the execution of a not-held order as long as the broker complies with the relevant regulatory requirements. These orders absolve brokers from liability regarding specific execution decisions.

Key takeaways

  • Not-held orders provide brokers discretion for better pricing.
  • Investors rely on brokers’ judgment for trade execution.
  • Not-held orders are beneficial in illiquid or volatile markets.
View article sources
    1. Exhibit 5 –
    2. Disclosure of Order Handling Information – Federal Register (.gov)
    3. Payment for Order Flow: The SEC Proposes Reforms – CRS Reports (.gov)