Series 63 - Unit 1

Under the Uniform Securities Act, which of the following is an investment adviser?

A firm with no office in the state that provides specific investment advice to ten non-institutional clients within the state.

Which of the following would NOT be considered an agent under the Uniform Securities Act?

A broker-dealer who transacts business with the general public

All of the following statements regarding registration of broker-dealers under the Uniform Securities Act are true EXCEPT

A successor firm is exempt from filing a consent to service of process until the renewal date

An individual who is compensated by an issuer or broker-dealer to sell registered securities to the public is a(n)

Agent

Which of the following can be substituted for a surety bond?

Cash or marketable securities

Which of the following would be an agent under the terms of the USA? I. A sales representative of a licensed broker-dealer who sells secondary securities to the general public II. an assistant to the president of a broker-dealer who, for administrative purposes, accepts orders on behalf of senior partners III. a subsidiary of a major commercial bank registered as a broker-dealer that sells securities to the public IV. an issuer of nonexempt securities that are registered in the state and sold to the general public

I and II

Which of the following persons are included in the definition of an agent under the USA? I. An individual who represents First Securities Brokers, Inc., in selling shares of XYZ Corporation, a NYSE listed company II. An individual who, as part of the job description, represents the City of Chicago in selling its bonds to the public III. An individual who represents First Securities Brokers, Inc., whose sole activity consists of selling individual investors securities issued by the US Government IV. An individual who is employed by the Federal Reserve Board to sell Treasury Bills to retail investors

I and III

According to the USA, a person representing an issuer in the sale of which of the following securities would have to be registered as an agent?

Securities issued by a federal credit union

When may an individual sell securities as a registered agent for more than one broker-dealer?

If the broker-dealers are under common control

When a broker-dealer's registration under the Uniform Securities Act is revoked, which of the following occur?

Registrations of agents of the firm are no longer in effect

Peter Smith, a prominent securities lawyer living in Connecticut, conducts his securities law practice full time in New York state. He must register an an investment adviser in New York state if

Smith's clients, none of whom are residents of New York, receive investment advice as an integral part of Smith's legal services.

Which of the following statements is NOT true regarding the authority of the Administrator under the Uniform Securities Act?

The Administrator may not examine the records of a broker-dealer without seeking a court order from a federal court

Under the Uniform Securities Act, an officer who sells an issuer's nonexempt securities to the public is considered

an agent of the issuer subject to registration

Under the USA, an individual representing an issuer in the sale of its securities to the general public is defined as an agent if the issuer is

an insurance company authorized to do business in the state.

Under the Uniform Securities Act, a person whose business model is selling reports on a subscription basis concerning specific securities to investors based on their individual objectives will be defined as

an investment adviser

An investment adviser need not register in a state if it has

no place of business in the state and only advises thirty-three insurance companies located in the state

A president of a bank sells shares of the bank to public investors. Under the Uniform Securities Act, he or she is

not defined as an agent under the Uniform Securities Act

Under the NSMIA, the term "federal covered adviser" includes a person I. registered with the SEC under the Investment Advisers Act of 1940 II. registered as an investment adviser in 2 or more states III. excluded from the definition of an investment adviser under the Investment Advisers Act of 1940 IV. required to register with the state Administrator

I and III

Under the USA, which of the following are TRUE regarding the registration of a successor firm? I. the successor firm need not be in existence when the application for registration is filed. II. a filing fee is required with the application III. the successor firm's registration will be effective for the unexpired portion of the year

I and III

Under the Uniform Securities Act, there are certain cases when a person in the business of effecting securities transactions for itself or its clients is not considered to be a broker-dealer in the state. In order for this exception to exist, all of the following conditions must be present EXCEPT I. the person must not deal with any employee benefit plans with assets of not less than $1 million II. the person must limit its business activities to other broker-dealers and financial institutions III. the person must not have a place of business in the state IV. all employee must be licensed as agents with the Administrator in at least one state

I and IV

Under the Uniform Securities Act, which of the following statements are TRUE? I. A broker-dealer may not also be registered as an investment adviser. II. A broker-dealer may be structured as a corporation, a partnership, or a sole proprietorship. III. A broker-dealers primary business is effecting securities transactions for clients or for the broker-dealer's own account. IV. A broker-dealer need not register in a state in which it has non-institutional clients unless it has an office in that state.

II and III

Which of the following statements regarding broker-dealer registration under the Uniform Securities Act are TRUE? I. In the absence of any action by the Administrator, the effective date of a registration is noon of the 45th day. II. The Administrator may initiate a disciplinary action within two years of a broker-dealer's withdrawal of registration. III. The Administrator may request that the broker-dealer furnish a statement of assets and liabilities. IV. If, before the effective date of registration, the Administrator requires amendments to applications, the registration will be considered to have first been filed upon filing of those statements.

III and IV

A broker-dealer suddenly incurs a liability that materially affects its net capital. Which of the following statements under the Uniform Securities Act is TRUE?

The broker-dealer must promptly notify the Administrator.

A consent to service of process allows the Administrator to

exercise the power of attorney on behalf of the registrant

If Brokers, Inc., a broker-dealer registered in this state, refuses to comply with the Administrator's order to retain records for two years longer than required by the Securities Exchange Act of 1934, which of the following statements are TRUE? I. The securities Administrator cannot require registrants to retain books and records longer than required by the SEC. II. Brokers, Inc. is not in violation of the Securities Exchange Act of 1934. III. Both the securities Administrator and Brokers, Inc. are in violation of bother the Securities Exchange Act of 1934 and the Uniform Securities Act. IV. Brokers, Inc. must comply with orders issued by state securities regulators whether or not the orders are in compliance with the NSMIA.

I and II

Which of the following is (are) NOT exempt from registration as an investment adviser representative in the state in which they maintain a place of business? I. A certified financial planner who prepares financial plans and whose only compensation is commissions II. An insurance agent who prepares comprehensive financial plans and receives commissions on any insurance products purchased by his clients III. A broker-dealer with extensive business in the state IV. A mutual fund company with offices and clients in the state

I and II

As defined in the Uniform Securities Act, an agent is a(n): I. individual who represents an issuer of nonexempt securities in nonexempt transactions II. registered broker-dealer that deals in registered securities III. individual who sells nonexempt securities as a representative of a registered broker-dealer IV. individual who has no place of business in the state and sells securities to an existing client who is not a resident of the state

I and III

Under the Uniform Securities Act, there are certain cases when a person in the business of effecting securities transactions for itself or its clients is not considered to be a broker-dealer in the state. In order for this exception to exist, all of the following must be present EXCEPT I. the person must not deal with any employee benefit plans with assets of not less than $1 million II. the person must limit its business activities to other broker-dealers and financial institutions. III. the person must not have a place of business in the state IV. all employees must be licensed as agents with the Administrator in at least one state.

I and IV

Which of the following statements regarding agent registration under the Uniform Securities Act are TRUE? I. In the absence of any action by the Administrator, the effective date of a registration is noon of the 30th day after the filing of a completed application. II. The Administrator may initiate a disciplinary action within two years of an agent's withdrawal of registration. III. The Administrator may request the agent furnish a statement of assets and liabilities IV. If, before the effective date of registration, the Administrator requires amendments to the application, the registration will be considered to have fist been filed upon filing for those amendments.

I and IV

An investment would be exempt from registration under the Uniform Securities Act if it had no place of business in this state and its only clients were I. banks II. insurance companies III. registered investment companies IV. other investment advisers

I, II, III, and IV

Under the Uniform Securities Act, which of the following is excluded from the definition of investment adviser? I. A bank II. An investment adviser representative III. A lawyer giving suggestion to a client on where to invest the proceeds of a divorce settlement that he helped her obtain IV. An investment adviser with an office in the state whose only client is a closed-end investment company registered under the Investment Company Act of 1940

I, II, III, and IV

Under the Uniform Securities Act, when an agent changes broker-dealers, who must notify the Administrator? I. The agent II. The former employer broker-dealer III. The new broker-dealer

I, II, and III

Under the Uniform Securities Act, persons providing investment advice do not have to register as investment advisers if they have no place of business in the state and they I. limit their clientele to individuals who meet the accredited investor standards II. deal only with institutional investors III. have five or fewer non institutional clients in the state during any 12-month period IV. deal only with other registered investment advisers

II, III, and IV

The term "agent", as defined in the Uniform Securities Act, would not include which of the following individuals?

One who represents an issuer in effecting exempt transactions

Which of the following statements regarding an agent's registration is CORRECT?

Revocation of the registration of that agent's broker-dealer will result in cancellation of that agent's effective registration

An agent with a broker-dealer is suddenly called out of town on a personal family matter. While away, the agent's unregistered sales assistant receives a phone call from an existing client wishing to purchase 200 shares of listed stock. What would be the most appropriate action for the sales assistant to take?

Route the call to a licensed agent in the office

The president of a manufacturing company sells his or her company's common stock to the public and receives a commission substantially lower than others selling that stock. Under the USA, the president is acting

as an agent of the issuer

Sarah has not yet passed the Series 63 exam. As Jack's assistant, Sarah has frequent phone contact with Jack's customers to whom she provides account information and current stock quotes. in this situation Sarah is

not in violation of any applicable statutes.