Series 65: Unit 8 Quiz 1

Under the Uniform Securities Act, it is legal for a brokerage firm to tell a client that A. a registered security may lawfully be sold in that state. B. when a security is registered with both the SEC and the state, it is a safe investment. C. an exempt security is not required to be registered because it is safer than a nonexempt security. D. a registered security has been approved for sale in the state by the Administrator.

A registered security may lawfully be sold in that state

A transactional exemption would be offered when a sale is made by A. an investment adviser. B. a court-appointed guardian for a minor. C. a custodian for a minor appointed under the Uniform Transfer to Minors Act. D. a broker-dealer.

A court-appointed guardian for a minor

Which of the following are nonissuer transactions? 1. An investment manager purchases 100,000 shares of XYZ on the NYSE. 2. An investment adviser sells a block of YYY Corp. shares to an overseas investor in a private transaction. 3. The president of Dot.com, Inc., sells his personal shares of Dot.com on the NYSE. 4. Dot.com purchases its own shares on the open market in order to place them in Treasury.

An investment manager purchases 100,000 shares of XYZ on the NYSE and an investment adviser sells a block of YYY Corp. shares to an overseas investor in a private transaction and the president of Dot.com, Inc., sells his personal shares of Dot.com on the NYSE and Dot.com purchases its own shares on the open market in order to place them in Treasury

Which of the following would fall under the USA's definition of exempt transaction? A. An issuer sells a new issue to a broker-dealer. B. An agent accepts an order from a client after having sent a research report dealing with that security. C. A real estate partnership sells interests to the public with no commission charge. D. An investment adviser purchases securities from the issuer.

An issuer sells a new issue to a broker-dealer

With regard to the Uniform Securities Act, which of the following statements regarding the omission of a material fact by an agent is not true? A. It is a violation even if the client failed to make a transaction. B. It is a violation even if material facts were unknowingly omitted. C. It is not a violation if the security is exempt from registration under the Uniform Securities Act. D. It is a violation because it is an unethical or fraudulent practice.

It is not a violation if the security is exempt from registration under the Uniform Securities Act

Under the Uniform Securities Act, the least active review of registration documentation is performed by state Administrators before which of the following becomes effective? A. Qualification B. Coordination C. Notice filing D. Application

Notice filing

While several methods of registration are described under the Uniform Securities Act, which of the following would be most appropriate for an investment company registered with the SEC under the Investment Company Act of 1940? A. Registration B. Qualification C. Coordination D. Notice filing

Notice filing

Which of the following are defined as securities under the Uniform Securities Act? 1. Real estate investment trust certificates 2. Preorganization subscription agreements 3. Shares of treasury stock 4. Voting-trust certificates issued by a corporation undergoing a reorganization

Real estate investment trust certificates and preorganization subscription agreements and shares of treasury stock and voting-trust certificates issued by a corporation undergoing a reorganization

Under the Uniform Securities Act, before a corporation can issue a security in a state, that security must be A. registered in the state or exempt from registration in the state. B. registered with the SEC and in the state of issue. C. registered in one other state and with the SEC. D. exempt from registration in other states in which it is issued.

Registered in the state or exempt from registration in the state

Securities exempt under the Uniform Securities Act are exempt from which of these? 1. Registration requirements 2. Antifraud provisions of state securities laws 3. Sales and advertising literature filing

Registration requirements and sales and advertising literature filing

Blue-sky laws pertain to all of the following except A. the registration of securities within a state. B. the regulation of securities trading in other countries. C. the regulation of securities transactions in a state. D. the registration of securities salespeople in a state.

The regulation of securities trading in other countries

Under the Uniform Securities Act, the Administrator may require the filing of advertising and sales literature in which of the following offerings? A. Sale of the bonds of AAA insurance company organized under the laws of the state B. Sale of preferred stock of a long-established company registered with the SEC whose common shares trade on the New York Stock Exchange C. Sale of an IPO limited to residents of the state D. Sale of a U.S. Treasury bond maturing in more than 10 years

Sale of an IPO limited to residents of the state

The acronym SPAC stands for A. supervisory principal account certification. B. senior partner authorization certificate. C. special purpose acquisition company. D. special premium asset corporation.

Special purpose acquisition company

Under the Uniform Securities Act, which of the following is true regarding the registration of securities? A. Registration by coordination becomes effective on a date ordered by the Administrator. B. State registration by coordination is available only if a federal registration statement has been filed under the Securities Act of 1933 in connection with the same offering. C. The effectiveness of a registration statement assures the accuracy of the information contained in the statement. D. The Administrator may require that a prospectus be delivered to every purchaser of a registered security no sooner than the time at which the security is delivered.

State registration by coordination is available only if a federal registration statement has been filed under the Securities Act of 1933 in connection w/ the same offering

All of the following securities are exempt from registration under the USA except A. bonds traded on the NYSE American LLC (formerly known as the American Stock Exchange [AMEX]). B. bonds issued by the City of Winnipeg. C. stock of a bank holding company traded on the OTC Link. D. stock issued by an insurance company traded on the Nasdaq Stock Market.

Stock of a bank holding company traded on the OTC link

Which of the following is responsible for the administration of the Uniform Securities Act in a state? A. Securities and Exchange Commission B. Executive department C. State judiciary system D. The Administrator

The Administrator

Securities issued by which of the following are exempt from the registration and disclosure requirements of the Uniform Securities Act (USA)? 1. The United States or any territory 2. A state or political subdivision of a state 3. A common carrier (e.g., a railroad) regulated in respect to its rates and charges by the United States or a state 4. Banks and savings institutions

The United States or any territory and a state or political subdivision of a state and a common carrier (e.g., a railroad) regulated in respect to its rates and charges by the United States or a state and banks and savings institutions

Which of the following transactions is not included in the definition of exempt transaction under Section 402(b) of the Uniform Securities Act? A. The sale of Treasury bills to an individual client B. Isolated nonissuer transactions C. Unsolicited nonissuer transactions effected through a broker-dealer D. Transactions between issuers and underwriters

The sale of Treasury bills to an individual client

The James Henry Company (JHC), an SEC-registered securities broker-dealer with offices in Chicago and Los Angeles, limits its clientele to banks and trust companies. JHC makes a sale of U.S. government securities to the Wall Street Bank located in New York City. Which of the following statements is true under the Uniform Securities Act? 1. The security itself is exempt from registration. 2. The transaction is exempt. 3. The broker-dealer is not required to be registered in the state of New York.

The security itself is exempt from registration, the transaction is exempt, and the broker-dealer isn't required to be registered in the state of New York

Jim is buying stock through a private placement. Under the Securities Act of 1933, which of the following statements is true? A. The stock must first be fully registered with the SEC. B. Jim must notify the SEC that he is buying private placement securities. C. Jim will receive a letter stating his ownership. D. The stock need not be registered with the SEC.

The stock need not be registered w/ the SEC

When claiming an exemption from the requirement to register under the Uniform Securities Act, the burden of proof is on A. the SEC. B. the Administrator. C. the party claiming the exemption. D. the investor.

the party claiming the exemption