Unit 1 and 2

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?

A certified financial planner who prepares financial plans and whose only compensation is commissions An insurance agent who prepares comprehensive financial plans and receives commissions on any insurance products purchased by his clients

Which of the following are NOT included in the definition of an agent in the Uniform Securities Act?

A licensed broker-dealer An officer of an issuer who only represents the issuer in selling shares to a broker-dealer underwriting the company's securities

Which of the following statements relating to the registration requirements of broker-dealers is TRUE?

A registration becomes effective at noon, 30 days after the application has been filed, providing the registration is not in the process of denial.

An individual would NOT be considered an agent under the USA if he engaged in which of the following?

A transaction between an issuer and the underwriters Transactions between an issuer and savings institutions or trust companies

Which of the following are required to provide a consent to service of process to the Administrator in a state in which registration is sought?

ALL OF THEMM

Which of the following statements are TRUE?

An agent must submit separate registrations for each broker-dealer with which he is registered. Certain states prohibit agents from dual or multiple registration.

Which of the following persons are included in the definition of an agent under the Uniform Securities Act?

An individual who represents First Securities Brokers, Inc., in selling shares of XYZ Corporation, a New York Stock Exchange listed company An individual who represents First Securities Brokers, Inc., whose sole activity consists of selling individual investors securities issued by the U.S. government

Foster Advisers, based in New Jersey, manages $135 million in funds for New Jersey-based clients. As a result of the Dodd-Frank Wall Street Reform and Consumer Protection Act, which of the following statements best describes the registration requirement for Foster Advisers?

Foster Advisers is required to register as an adviser with the SEC and notify the Administrator of the New Jersey Department of Securities of its operation.

A state Administrator may require an applicant for registration to do which of the following?

Furnish information about any SEC adjudications in the past Pay a registration fee Pass a qualification examination Place an advertisement in one or more newspapers circulated in the state

Securities of which of the following issuers are exempt under the USA?

National banks State banks Federal savings and loan associations

The state Administrator may, by rule or order, require issuers of federal covered securities to file records with the state that are part of a registration statement filed with the SEC. This procedure is called

Notice Filing

Peterson Financial Planning is a small personal financial planning partnership in Missouri that has $10 million in assets under management. As a result of the Dodd-Frank Bill, which of the following statements best describes the registration requirement for Peterson Financial Planning?

Peterson Financial Planning is required to register as an adviser with the Administrator of the Missouri Department of Securities.

Under the USA, which of the following types of transactions can be entered into legally with unregistered, nonexempt securities?

Private placement offered to more than 50 institutional purchasers in the state

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

Registrations of agents of that firm are no longer in effect.

According to the Uniform Securities Act, 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

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, which of the following is TRUE regarding registration of investment adviser representatives?

To register, a representative must submit a completed application for registration, a filing fee, and a signed consent to service of process.

Registration by coordination automatically becomes effective with federal registration if all the following conditions are satisfied EXCEPT

a consent to service of process is filed no later than 5 days after the effective date

Under the Uniform Securities Act, an individual is subject to registration as an agent if he engages in transactions between an issuer of a non-exempt security and

an individual investor with assets in excess of $1 million

An agent is very satisfied with the work being done by his unregistered sales assistant and would like to compensate her with 5% of his commissions. Under the NASAA Statement of Policy on Dishonest or Unethical Business Practices of Broker-Dealers and Agents, this would be

an unacceptable practice because only registered agents may receive sales related compensation

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

The Uniform Securities Act is designed to protect the general public and not restrict investment activities of institutional or professional investors. A transaction between a broker-dealer and any of the following would be considered exempt from the registration and advertising filing requirements of the USA EXCEPT

chief executive officers of companies listed on the NYSE

The First Fidelity Building and Loan association, organized in State A and authorized to do business in State B, has an offering of common stock being made in State B. In order for an individual selling the offering to be excluded from the definition of agent in State B, the individual

could not sell without being registered as an agent in State B

Records that must be kept by a broker-dealer include all of the following EXCEPT

customer tax returns

The National Securities Markets Improvement Act of 1996 (NSMIA)

defined the term "federal covered adviser"

An individual functioning as an investment adviser representative for a federal covered adviser, with no place of business in this state, would be required to register in this state if

he conducts frequent public seminars in the state

A publicly traded corporation offers its employees an opportunity to purchase shares of the company's common stock directly from the issuer. A specific employee of the company is designated to process any orders for that stock. Under the USA, the employee

must register as an agent only if he will receive commissions or remuneration, either directly or indirectly related to the volume of sales

If a nonexempt company has authorized a stock split that will give each shareholder 2 shares for every 1 share owned without charge, this transaction

need not be registered because it is an exempt transaction

An employee of a commercial bank selling the bank's bonds to its banking clients is acting in the capacity of a(n)

person excluded from the definition of an agent

Under the Uniform Securities Act, broker-dealers may NOT be required by the Administrator to

post a surety bond if they do not have investment discretion over client accounts or do not maintain custody of customer funds and/or securities

Under the Uniform Securities Act, all of the following are included in the definition of the term exempt transaction EXCEPT a sale of

securities to an individual investor with a net worth of more than $5 million

While registration as an agent is pending, the individual would be permitted to

send out confirmations of order executions to customers ask registered agents to explain their sales techniques to him

An investment adviser has its home office in State C. Their only business is with registered investment companies, large employee benefit plans, and broker-dealers. They have no place of business in State D, but provide investment advice to several registered investment companies in that state. State D has recently adopted the Uniform Securities Act and the Administrator feels that the IA should be required to register there. Under the USA

the firm does not have to register because they have no place of business in the state and their only clients in that state are registered investment companies

Under the Uniform Securities Act, a non-exempt transaction may take place in the state only if

the security is registered, exempt, or federal covered

An unsolicited customer order to buy a security is considered an exempt

transaction whether the security is exempt or nonexempt

Under the Uniform Securities Act, registration by coordination becomes effective

when the registration with the SEC becomes effective

Which of the following is required to register as an investment adviser with the state securities Administrator?

An investment advisory firm with less than $100 million in assets under management that opens an office in the state

Under the terms of the Uniform Securities Act, which of the following is an investment adviser for purposes of state regulatory jurisdiction?

An investment subsidiary of a bank holding company located in the state that manages $70 million in assets

Under the Uniform Securities Act, which of the following statements about federal covered securities is NOT true?

Federal covered securities must be registered with the states.

Transactions meeting certain conditions are exempt from the Uniform Securities Act's registration and advertising filing requirements. Which of the following transactions does NOT meet those conditions to qualify as an exempt transaction?

The sale of U.S. government securities to a wealthy client's IRA by a registered broker-dealer