Series 66 Federal Securities Acts

Agency Cross Transaction

1. It cannot have recommended the transaction to both the buyer and the seller. 2. The adviser must obtain written consent of the customer. 3. Must disclose the remuneration that will be received from the transaction. 4. Must send the customer an annual statement identifying the total number of agency cross transactions effected by the adviser and the remuneration received.

13D Report

A report filed with the SEC by anyone who accumulates a 5% or greater holding in a publicly traded company, this is a public announcement that this person may intend to exercise "control" over the corporation, or may attempt to take over the company. Must be filed within 10 business day when 5% Threshold reached.

13F Report

A report filed with the SEC by investment managers who exercise discretion over the accounts of customers who collectively hold $100,000,000 or more of equity securities. The 13F must be filed within 45 days of the quarter ending where the $100,000,000 dollar limit was reached.

13G Report

An annual report filed with the SEC by anyone who acquires a 5% or greater holding in a publicly traded company and intends to remain a passive investor. The report is due within 45 days of year end.

Investment Company Act of 1940

Federal regulation administered by the SEC that defines the structure for investment companies (face amount certificate company; unit investment trust; or management company) and which sets the regulations under which the companies must operate.

The Securities Exchange Act of 1934

Is Federal legislation aimed at preventing manipulation and fraud in the secondary (trading) market.

Exempt Reporting Adviser

Is a private fund adviser has less than $150 million of AUM, it is an "exempt reporting adviser." It must still report to the SEC by filing parts of Form ADV annually, but does not have to register with the SEC by filing Form PF.

Securities Act of 1933

Is the Federal law that regulates the issuance of new securities.

NAV (Net Asset Value) of a mutual fund is a per share calculation.

It is the market value of all securities holding in the fund portfolio calculated as of market close, minus any fund liabilities (such as borrowed funds used to purchase securities holdings), divided by the number of shares outstanding.

Investment adviser registration applications filed with the SEC

Must be granted; or a proceeding started to deny registration; within 45 days of filing.

The Securities Exchange Act of 1934 requires that each national securities exchange register with the SEC.

Such exchanges include the NYSE, AMEX (NYSE American), CBOE, PHLX, etc. These exchanges become "self-regulatory organizations" under SEC oversight. They must have their rules approved by the SEC; and they enforce their own rules under SEC oversight.

All of the following statements are true regarding "Securities Information Processors" EXCEPT: A. registration with the SEC is required under the provisions of the Securities Exchange Act of 1934 B. no registration with the SEC is required if the processor solely disseminates quotes or transaction information relating to listed securities C. no registration with the SEC is required if the processor solely disseminates quotes or transaction information relating to exempt securities D. no registration with the SEC is required if the quotes or transactions are solely published in a general circulation newspaper

The best answer is B. Securities information processors provide quotes or transaction information for trades of non-exempt securities. If the processor only gives this information for exempt securities, such as U.S. Governments, then no registration with the SEC is required. If the processor gives information about listed securities (for example, the Consolidated Quotations Service - CQS - gives quotes for listed stocks), registration is required because these are non-exempt under Federal law. General circulation newspapers are excluded from the definition of a securities information processor. Examples of "securities information processors" include each exchange's TRF (Trade Reporting Facility), Bloomberg, and Reuters.

Private fund advisers (advisers to hedge funds)

with $150 million or more of assets under management (AUM) must register with the SEC. To do so, it must file both Form PF (Private Fund adviser) and Form ADV.