Book 4
A "non-issuer" corporation directs its employees to solicit orders for non-exempt securities. For this work, the corporation is paying commissions to the employees. Under the Uniform Securities Act, the corporation: A. falls under the definition of a "broker-dealer" which must be registered B. falls under the definition of an "issuer" that must register C. falls under the definition of an "investment adviser" that must register D. is exempt from the definition of a "broker-dealer" and does not have to registered
a
A broker-dealer that is registered in New York and that is not registered in any other State may effect transactions in securities: A. with any existing customer that is a New York resident that is vacationing anywhere in the United States B. with any new customer that is a New York resident that is vacationing anywhere in the United States C. with any New York resident located in any part of the United States D. only in New York and not in any other State
a
A person who renders investment advice relating solely about municipal securities is: A. defined as an investment adviser and must register under the Act B. exempted from the definition of an investment adviser, and is not required to register under the Act C. defined as a broker-dealer and must register under the Act D. defined as an agent and is required to register under the Act
a
A registered broker-dealer has an employee who is not registered as an agent in that State. The employee wishes to sell U.S. Government bonds in that State. Which statement is TRUE? A. The employee is prohibited from selling the U.S. Government bonds unless he is registered as an agent in that State B. The employee is permitted to sell U.S. Government bonds because the securities are exempt C. The employee is permitted to sell U.S. Government bonds because the transaction is exempt D. The employee is permitted to sell U.S. Government bonds only if no commissions or other "transaction based" compensation is paid
a
Under the Uniform Securities Act, the term "broker-dealer" includes which of the following? A. A person in the business of trading securities for his own account or for the account of other persons B. Agents who execute trades for broker-dealers C. Banks D. Issuers of securities
a
Under the Uniform Securities Act, which of the following would be required to register as an investment adviser representative? A person who: A. acts as a solicitor for the adviser B. performs ministerial functions for the adviser C. handles the books and records of the adviser D. registers investment adviser representatives
a
A fee payment is NOT required to be made when a(n): A. agent of a broker-dealer registers in a State for the first time B. new broker-dealer files as a successor to a firm that has ceased operations C. renewal registration is filed by an investment adviser by December 31st of that year D. notice filing is made in the State by a Federal Covered Adviser
b
A Registered Investment Adviser is one that is registered with (the): A. FINRA B. NASAA C. SEC D. MSRB
c
Investment advisers may be formed as: I Partnerships II Corporations III Associations A. I only B. II only C. III only D. I, II, III
d
State "blue sky" laws provide for registration of: I broker-dealers II agents III investment advisers IV investment adviser representatives A. I only B. I and III C. II and IV D. I, II, III, IV
d
All of the following information is included on an applicant's registration application EXCEPT: A. Educational history of applicant B. Business history of applicant C. Conviction record of applicant D. Financial condition of applicant
a
An institutional buyer is defined under the Uniform Securities Act as any person: A. so designated by the Administrator by rule or order B. with over $100 million of assets under management C. defined under Section 4(6) of the Securities Act of 1933 D. that solely effects transactions using the mails or other means of interstate commerce
a
An investment adviser headquartered in State A wishes to solicit customers in State B. Which statements are TRUE? I If the investment adviser has an office in State B, it must register in State B II If the investment adviser has an office in State B, it need not register in State B III If the investment adviser has no office in State B, it must register in State B IV If the investment adviser has no office in State B, it need not register in State B A. I and III B. II and IV C. I and IV D. II and III
a
The registration of a broker-dealer automatically constitutes the registration of any agent who is a(n): A. partner of the firm B. secretary of the firm C. analyst of the firm D. employee of the firm
a
Under Uniform State Law, as adopted in most states, an agent may be affiliated with more than one broker-dealer at the same time: A. if both broker-dealers are under common control B. if each broker-dealer has consented to the arrangement in writing C. if the Administrator consents to the arrangement in writing D. under no circumstances
a
Under the Uniform Securities Act, which persons are EXCLUDED from the definition of an investment adviser? A person who gives advice about: I U.S. Government bonds II Agency bonds III Municipal bonds IV Corporate bonds A. I and II only B. III and IV only C. I, II, III D. I, II, III, IV
a
Which of the following individuals would be defined as an agent under the Uniform Securities Act? I An insurance salesperson who sells variable annuities to customers II A sales assistant at a broker-dealer who only accepts unsolicited orders III A salaried employee of an issuer that handles the sale of the issuer's securities to its employees through the issuer's ESOP IV A Chief Financial Officer of the issuer that negotiates with an investment banker to set the terms of an additional share offering A. I and II only B. III and IV only C. II and IV only D. I, II, III, IV
a
Which of the following persons with no place of business in a State, is EXCLUDED from the definition of an "Investment Adviser"? A. A bank that receives special compensation for rendering advice about securities B. A person who gives advice for a fee about investment grade corporate bonds C. A person who gives advice for a fee about municipal securities D. A person who gives advice about securities for a fee solely to lawyers and accountants
a
A Broker-Dealer (BD) agent is registered in State A. You are an agent in State B, registered with the same broker-dealer. You happen to be a personal friend of a client of the agent registered in State A. Your friend calls you, saying that he has tried to contact his agent in State A to place an order, but he cannot reach him. He knows that you work for the same BD and asks you to place the order for him. Can you execute the trade for the client? A. Yes, because both agents work for the same Broker-Dealer B. No, you must reject the trade because you are not registered in State A C. Yes, but only if you re-route the order to an unregistered associate of the agent in State A who can place the trade D. Yes, you can place the trade but any commission must be credited to the agent in State A
b
A Canadian Investment Adviser Representative (IAR) has an existing client who goes on vacation to Seattle, Washington. The IAR wishes to contact the customer in Seattle about an investment strategy that he wishes to recommend. The IAR: A. is required to register in the State of Washington, as must the employing Investment Adviser B. need not register in the State of Washington because the customer is on vacation C. is able to do business in the State of Washington as long as the IAR is registered in Canada D. is required to register in the State of Washington, but the IA is not required to do so
b
A Canadian broker-dealer has some clients who are "snowbirds" who spend their winters in State Z, which is one of the southernmost States. The broker-dealer does not have an office in State Z and it is not registered there. The clients wish to effect securities transactions while they are residing in State Z. Does this broker-dealer have to register in State Z? A. No - the broker-dealer can effect securities transactions in State Z without registering there as long as the firm has 5 or fewer clients in the State B. No - the broker-dealer can effect securities transactions in State Z for existing customers who are temporarily residing in the State C. Yes - because the broker-dealer's customers are physically present in State Z D. Yes - because the customers are being solicited by the broker-dealer to effect securities transactions while they are in State Z
b
A broker-dealer is physically located and registered in State A. The broker-dealer has an existing client in State A who is a student finishing undergraduate studies. The client has just been accepted to medical school in State B. Which statement is TRUE about the broker-dealer contacting the client while she is in medical school in State B? A. The broker-dealer can contact the client while she is in medical school in State B without having to register in State B using the "existing customer" exemption B. The broker-dealer can contact the client while she is in medical school in State B without having to register in State B because students are considered to be residents of the State where they live with their parents; not the State where they go to school C. The broker-dealer can contact the client while she is in medical school in State B without having to register in State B because of the reciprocity agreements that all States maintain regarding registration requirements D. The broker-dealer must be registered in State B in order to contact the client while she is in medical school in State B
b
A firm is retained by a company that wishes to make acquisitions of other companies to act as a finder. The finder can be considered to be a broker-dealer: A. under no circumstances B. if it receives compensation contingent on the closing of a deal C. if it receives a flat fee for services rendered D. if it signs a written contract with the company
b
A new broker-dealer has filed a registration application in the State. One of the officers listed in the application suddenly dies and another officer is appointed. This is: A. not a material event and no amendment need be filed with the Administrator B. a material event that requires a prompt amendment filing with the Administrator C. a material event that requires an amendment filing with the Administrator within 30 days of occurrence D. an event that only requires filing with the Administrator if the broker-dealer has been formed as a partnership
b
A non-registered agent of a broker-dealer can sell: A. warrants B. certificates of deposit C. real estate partnership units D. fixed annuities
b
An adviser with $13,000,000 of assets under management has its main offices in Illinois and branch offices in Wisconsin, Indiana, and Missouri. Which statement is TRUE regarding registration of the adviser? A. The adviser must register only in Illinois B. The adviser must register in Illinois, Wisconsin, Indiana, and Missouri C. The adviser must register with the SEC D. The adviser must register with the SEC and the States of Illinois, Wisconsin, Indiana, and Missouri
b
An agent for a broker-dealer, both of which are registered in the State of Illinois, receives a telephone call from an existing customer who is on a layover in the airport in Atlanta, Georgia. The customer directs the agent to buy 1,000 shares of ABCD stock at the market. Which statement is TRUE? A. In order to accept this order, the agent must be registered in the State of Georgia only B. In order to accept this order, the agent must be registered in the State of Illinois only C. In order to accept this order, the agent must be registered in both the State of Georgia and the State of Illinois D. The agent can accept this order without needing registration in any jurisdiction because it was unsolicited
b
An agent is not yet registered with his broker-dealer. Until registration is effective, the agent is permitted to: A. sell limited partnership units to accredited investors B. process client paperwork in an administrative office on behalf of a registered representative C. accept unsolicited customer orders D. solicit the sale of variable annuities to customers
b
An agent who has passed his or her examination, but whose registration is not yet effective in the State, may sell: A. mutual funds for which no commission is paid B. fixed annuity investments C. exempt securities D. corporate bonds
b
An existing customer of a broker-dealer registered in State "A" is vacationing in State "B." Which statement is TRUE? A. The broker-dealer may only solicit the customer in State "B" if it has been registered in State "B" B. The broker-dealer may solicit the customer in State "B" without registering in State "B" C. The broker-dealer is prohibited from making any communication into a State unless it has a branch office in that State D. The broker-dealer must notify the Administrator in State "B" prior to any solicitation in that State
b
An investment adviser is exempted from registering in a State if the firm has no place of business in the State and has no more than: A. 1 client in the State in the preceding 12 month period B. 5 clients in the State in the preceding 12 month period C. 10 clients in the State in the preceding 12 month period D. 15 clients in the State in the preceding 12 month period
b
If a sole proprietor wishes to register with the State as an Investment Adviser, which of the following documents are required? I Financial statement of the sole proprietor II Income statement of the sole proprietor III An auditor's opinion that the document filed is true and current IV An affirmation made by the sole proprietor that the document filed is true and current A. I and III B. I and IV C. II and III D. II and IV
b
To act as an adviser in a State, federal covered advisers must do all of the following EXCEPT: A. register with the Securities and Exchange Commission B. register with the State C. file notice with the State D. pay a filing fee to the State
b
Under the Uniform Securities Act of 1956, as amended, an issuer is defined as any person: A. engaged in the sale of new issue offerings to the public B. who issues or proposes to issue a security. C. engaged in the sale of non-exempt securities offerings to the public D. engaged in the sale of secondary offerings to the public
b
Under the Uniform Securities Act, "consent to service of process" means that the: A. Administrator is empowered to fine or penalize an agent or broker-dealer B. Administrator is authorized to receive suits on behalf of an agent or broker-dealer C. registrant is under the jurisdiction of the Administrator for up to 1 year after withdrawal from registration D. registrant cannot be compelled to give testimony in an investigation
b
Under the Uniform Securities Act, an investment adviser who has no place of business in a State is exempt from registration if the: I firm's clients consist solely of institutional investors in the State II firm has no more than 5 clients other than financial or institutional investors within a 12 month period III firm's advice relates solely to municipal securities A. I only B. I and II C. II and III D. I, II, III
b
Under the Uniform Securities Act, if an Investment Adviser limits its clientele to insurance companies, which statement is TRUE? A. The investment adviser must register with the State of residence of the insurance company B. The investment adviser is exempt from registration in the state of residence of the insurance company as long as it is not physically located in that State C. An investment adviser dealing with insurance companies is never required to register within a State D. None of the above
b
Under the Uniform Securities Act, which individual is defined as an "agent"? A. A principal of a broker-dealer B. A secretary who takes customer orders C. A clerk who solely performs clerical functions D. A silent partner of a broker-dealer
b
Under the Uniform Securities Act, which of the following are defined as federal covered investment advisers? I Investment advisers managing assets of $100,000,000 or more II Investment advisers to investment companies registered under the Investment Company Act of 1940 III Investment advisers to insurance companies A. I only B. I and II C. II and III D. I, II, III
b
Under the provisions of the Uniform Securities Act, a "person" includes all of the following EXCEPT a(n): A. adult couple B. minor C. municipality D. corporation
b
Under the provisions of the Uniform Securities Act, all of the following persons with no office in the State are NOT required to register in a State as an investment adviser EXCEPT: A. an adviser that renders advice solely to banks in the State B. an adviser managing less than $100,000,000 of assets held by State residents C. an adviser that renders advice to no more than 5 clients in the State within a 12 month period D. an adviser that renders advice to employee benefit plans in the State with assets of at least $1,000,000
b
Which individual is defined as an agent under the Uniform Securities Act? A. An individual representing a broker-dealer who takes phone messages from clients that wish to purchase or sell listed stocks B. An individual representing a broker-dealer who takes unsolicited orders for partnership units C. An individual representing an investment adviser who provides advice to clients about investing in securities D. An individual who works for an issuer selling that issuer's stock to the issuer's employees
b
Which of the following individuals is EXCLUDED from the definition of an "agent" under the Uniform Securities Act? I An individual who represents a broker-dealer selling exempt securities to the public II An individual who represents a broker-dealer selling securities listed on a national stock exchange III An individual who represents an issuer in an exempt transaction IV An individual who represents an issuer in a transaction with existing employees without accepting a commission A. I and II only B. III and IV only C. I, II, IV D. I, II, III, IV
b
Which of the following is a "non-issuer" transaction? A. The sale of a new issue of bonds by a corporation B. The trade of 100 shares of stock on an exchange floor C. The sale of mutual fund shares to a customer D. The sale of Treasury Bills by the U.S. Government
b
Which person would be required to register as a broker-dealer in a State? A. A person with no place of business in the State who conducts securities transactions with the issuer of non-exempt securities B. A person with no place of business in the State who represents an issuer in the sale of exempt securities to non-institutional customers for compensation C. A person with no place of business in the State who represents an issuer in the sale of non-exempt securities to the issuer's employees without receiving compensation D. A person with no place of business in a State who conducts securities transactions with financial institutions in the State for compensation
b
Which statement is TRUE about state registration renewal? If the license is not renewed at the end of the year, it: A. goes on an automatic 90 day extension B. expires with no action taken on the part of the Administrator C. cannot be renewed in that state until the end of the next year D. cannot be renewed in that state until the registrant files an explanation of the failure to renew
b
Which statements are TRUE about an investment adviser with an office in State A? I If the investment adviser's only clients are investment companies, the investment adviser must register with the SEC II If the investment adviser's only clients are investment companies, the investment adviser must register in the State III If the investment adviser's only clients are insurance companies, the investment adviser must register with the SEC IV If the investment adviser's only clients are insurance companies, the investment adviser must register in the State A. I and III B. I and IV C. II and III D. II and IV
b
A Federal Covered Adviser discovers a material error in its Form ADV. When must Form ADV be amended with the State to correct the error? A. Never B. Within 5 business days C. Within 30 calendar days D. On the SEC filing anniversary
c
A broker-dealer located in State A has all of its agents registered in State A. The broker-dealer has no office in neighboring State B. The broker-dealer would be required to register in State B if its clients in State B consisted solely of: A. broker-dealers B. investment advisers C. government employees of State B D. deposit taking institutions
c
A brokerage firm was founded 5 years ago by 3 partners - John, Joe and Mary. John and Joe supervise sales and trading; while Mary is responsible for the firm's back-office operations and financial reporting. The firm has been very successful and operates in all 50 States. John dies suddenly and Mary assumes his responsibilities. Which statement is TRUE? A. Mary is not required to register as an agent in each State because she was registered when the Form BD was filed B. Mary is not required to register as an agent in each State because the broker-dealer is federal covered C. Mary must register as an agent in each of the 50 States D. Mary is not required to register as an agent because she is only supervising sales and not actually selling securities herself
c
A person makes an initial application for State registration on September 30th. Which statement is TRUE regarding the filing fee? A. The fee will be pro-rated and only 3/12ths of the annual fee must be paid B. The fee will be pro-rated and only 9/12ths of the annual fee must be paid C. The annual fee is not pro-rated and the full year filing fee must be paid D. No filing fee is due until the annual December 31st renewal
c
ACME Securities is a registered broker-dealer in State A. ACME is soliciting individuals to work for the firm in their spare time, from a home office. For selling ACME's products to customers, these individuals will be paid 25% of commissions generated. Since these individuals are not working in ACME's office, ACME has classified them as independent contractors. Which statement is TRUE? A. These individuals are not required to be registered as representatives in State A because they are not ACME employees B. These individuals must register themselves as representatives in State A because they are not ACME employees C. These individuals must be registered as representatives in State A by ACME Securities D. These individuals only need to be registered in State A by ACME if they become full-time representatives
c
All of the following information is required for an investment adviser representative to register in a State EXCEPT: A. work history B. residential history C. legal actions taken against the employee D. misdemeanor convictions involving securities occurring within the past 10 years
c
All of the following persons are defined as federal covered advisers EXCEPT: A. advisers with $100,000,000 or more of assets under management B. advisers to investment companies C. advisers to sophisticated investors D. advisers not subject to State regulation
c
All of the following statements are true about an agent's registration EXCEPT: A. once an agent has filed a registration application in a State, it is effective within 30 days of application B. if an agent terminates employment with a broker-dealer, the agent's registration is terminated C. once an agent is registered in one State, that agent is registered in all 50 States D. unless the State adopts another rule, registration expires on December 31st of each year
c
An Investment Adviser can give advice on: I NYSE listed securities II Options III Commodity futures IV Variable annuities A. I only B. II and III only C. I, II and IV D. I, II, III, IV
c
An agent's registration becomes effective: A. immediately when filed in the State B. 10 days after filing in the State C. 30 days after filing in the State D. 90 days after filing in the State
c
An individual is being paid to sell securities and is being compensated on a commission basis. The commissions are being paid by both the broker-dealer and the issuer. This person is defined as a(n): A. agent of the issuer only B. agent of the broker-dealer only C. agent of both the issuer and the broker-dealer D. none of the above
c
An individual who lived in State B is an existing client of Broker-Dealer. She has temporarily relocated to State A. She contacts her agent located in State B to buy securities. Which statement is TRUE? A. The Broker-Dealer and the agent must be registered in State A only B. The Broker-Dealer and the agent must be registered in State B only C. The Broker-Dealer and the agent must be registered in both States A and B D. The Broker-Dealer is only required to be registered in State B and the agent must be registered in both States A and B
c
An investment adviser has determined that it MUST register as a federal covered adviser. This means that the adviser: A. solicits clients on behalf of other investment advisers B. currently operates in at least 10 States C. has at least $110,000,000 of assets under management D. provides financial planning to customers for compensation as a regular business
c
An officer of an issuer is engaged in the sale of that issuer's securities to the public. The issuer's securities are federal covered. The officer is: A. excluded from the definition of an agent because the securities involved are federal covered B. not defined as an agent because officers of issuers are excluded C. defined as an agent who must register in the State D. defined as an issuer and is not required to register in the State
c
Apart from the filing of a registration for a broker-dealer, separate registration is required for each individual that is a(n): A. partner of the broker-dealer B. director of the broker-dealer C. agent of the broker-dealer D. all of the above
c
Each sole proprietor that applies for initial registration in a State as either a broker-dealer or investment adviser must file: A. an annual personal income statement B. copies of federal tax returns for the prior 3 years C. a statement of financial condition D. proof of the sole proprietor's identity
c
Investment adviser solicitors: I must be registered with the SEC as investment advisers II are not required to be registered with the SEC as investment advisers III are required to be registered in the State as either an investment adviser or an adviser representative IV are not required to be registered in the State as either an investment adviser or an adviser representative A. I and III B. I and IV C. II and III D. II and IV
c
The Administrator defines the "completion" of the registration application process as the receipt of the: A. proper documents B. filing fee C. proper documents and the filing fee D. consent to service of process
c
The term "Investment Adviser" includes: A. lawyers who give advice about investments as part of an estate tax plan B. depository institutions that recommend bank products as investments C. publishers of reports on securities tailored to client situations D. broker-dealers who make recommendations to clients and charge commissions on the resulting trades
c
The term "broker-dealer" EXCLUDES which of the following? I A person in the business of trading securities for his own account II A person in the business of trading securities for the account of others III Financial Institutions IV Issuers of securities A. I only B. I and II C. III and IV D. I, II, III, IV
c
Under the Uniform Securities Act, an unregistered agent would be permitted to sell: I ownership interests in real estate limited partnerships II fractional ownership interests in a mining company III certificates of deposit issued by a federally chartered bank IV shares of a federally chartered credit union A. I and II only B. III and IV only C. III only D. I, II, III, IV
c
Under the Uniform Securities Act, which of the following persons must register as a broker-dealer in a state? I A firm with no place of business in the state that has no clients in the state II A firm with no place of business in the state that has 25 clients in the state over the preceding 12 months III A firm with a place of business in the state that deals exclusively with issuers IV A firm with a place of business in the state that deals exclusively with financial institutions A. I and II only B. III and IV only C. II, III, IV D. I, II, III, IV
c
Which of the following broker-dealers is (are) NOT required to register in a State? I A firm with no place of business in the state that has no clients in the state II A firm with no place of business in the state that has 25 clients in the state over the preceding 12 months III A firm with no place of business in the state that deals exclusively with issuers IV A firm with no place of business in the state that deals exclusively with financial institutions A. I and II only B. II only C. I, III, IV D. I, II, III, IV
c
Which of the following individuals employed by a Federal Covered Adviser would be required to register in the State? A. An individual employed by the adviser to write research reports distributed to customers B. An individual whose clients consist of 8 mutual funds and 8 individuals, 5 of whom are officers of the adviser C. An individual whose clients consist of 5 mutual funds and 8 individuals D. An individual whose clients consists of 15 mutual funds and 3 individuals
c
Which of the following individuals would be defined as an "agent" under the Uniform Securities Act? A. The manager of a broker-dealer who does not solicit nor take orders B. A silent partner in the broker-dealer C. A trader who is authorized to accept customer orders D. A clerk who solely performs back-office functions
c
Which of the following investment advisers are NOT required to register in a State? I An investment adviser with less than $100,000,000 of assets that is not registered with the SEC under the Investment Adviser's Act of 1940 II An investment adviser with no place of business in the State who deals solely with financial and institutional investors III An investment adviser with no place of business in the State who deals solely with broker-dealers IV An investment adviser with no place of business in the State with no more than 5 clients in that State in the past 12 months A. II and III only B. I, II, and III only C. II, III and IV only D. I, II, III, IV
c
Which of the following investment advisers with no office in a State would be required to register in the State? A. An adviser that writes research reports distributed to customers B. An adviser whose clients consist of 8 mutual funds and 8 individuals, 5 of whom are officers of the adviser C. An adviser whose clients consist of 5 mutual funds and 8 individuals D. An adviser whose clients consists of 15 mutual funds and 3 individuals
c
Which of the following is (are) issuer transactions? I Purchase of a NASDAQ listed security II Purchase of a mutual fund share III Purchase of a limited partnership interest from the sponsor IV Purchase of an NYSE listed security A. I only B. I and IV C. II and III D. I, II, III, IV
c
Which of the following is NOT considered to be an "issuer transaction" under the Uniform Securities Act? A. Google Incorporated, selling its common shares in an initial public offering to investors via Dutch auction and then listing its shares on NASDAQ B. MM Mars Corporation, a privately held company that is proposing to go public by offering 20% of its common stock in an initial public offering and then listing its shares on the NYSE C. RJR Corporation, a publicly held company listed on the NYSE that is proposing to go "private" in a leveraged buyout transaction D. AJAX Company, a publicly held company listed on the AMEX (NYSE American), making a secondary offering of common shares that will be listed on the AMEX (NYSE American)
c
Which of the following is a federal covered adviser? A. An investment adviser with $10,000,000 of assets B. An investment adviser with $50,000,000 or less of assets C. An investment adviser with $100,000,000 of international assets D. An investment adviser to individuals that are accredited investors under Regulation D
c
Which of the following securities is (are) NOT considered to have an issuer? I Collateral trust certificate II Equipment trust certificates III Fractional interests in oil and gas programs IV Certificates of interest in a gravel mining program A. I and II only B. III only C. III and IV only D. I, II, III, IV
c
Which of the following would be defined as a broker-dealer in State A? A. The municipal bond department of a bank located in State A B. A person who gives advice about investing in securities in State A C. A broker-dealer located in State B who has an existing active customer who moves to State A D. An agent of a broker-dealer who effects trades in securities in State A
c
Which statement is TRUE about re-registration of broker-dealers in the State? A. Broker-dealers are not required to re-register in the State B. Broker-dealers must re-register in the State annually, based upon their fiscal year end C. Broker-dealers must re-register in the State annually at calendar year end D. Broker-dealers must re-register in the State bi-annually at calendar year end
c
Who must register in a State as an investment adviser? A. A person selling a subscription to a service that gives timing of buy and sell orders for specific investment company securities that are exchange traded B. An investment adviser representative who has been registered with an investment adviser for more than 5 years C. An on-line broker-dealer who offers a "no maximum number of trades" program for a 90-day period for a set dollar amount D. A bank that is offering "Raise-Your-Rate" Certificates of Deposit for a set promotional period
c
A broker-dealer is required to register with all of the following EXCEPT: A. the SEC B. FINRA C. the state where it is located or does business with the public and the SEC D. the FTC
d
A broker-dealer that has a place of business in State A would be required to register in State A if it: I sold securities to customers in State A II made an offer to sell securities to customers in State A III effects securities transactions solely with institutional investors in State A IV effects securities transactions solely with issuers in State A A. I and II only B. III and IV only C. I, II, III D. I, II, III, IV
d
All of the following are defined as investment advisers that are EXEMPT from registration in a State EXCEPT an adviser with no place of business in the State that: A. gives advice to no more than 5 clients in the State in the past 12 months B. gives advice solely to broker-dealers C. gives advice solely to registered investment companies D. distributes financial reports not based on specific client situations
d
All of the following can be filed electronically with the State EXCEPT: A. registration application information B. signature requirement C. payment of fees D. answer to a subpoena
d
An individual wishes to form a broker-dealer as a sole proprietorship. Which of the following MUST be filed with the State? I Form BD II Consent To Service of Process III Surety Bond IV Filing Fee A. I and II only B. III and IV only C. I, II, III only D. I, II, III, IV
d
For initial registration as an agent in a State, which can be required? I Consent to Service of Process II Filing Fee III Registration Application IV Fingerprints A. I and II only B. III and IV only C. I, II, III D. I, II, III, IV
d
The Uniform Securities Act covers: I Registration of securities in each State II Registration of broker-dealers in each State III Registration of investment advisers in each State IV Registration of agents of broker-dealers and investment advisers in each State A. I and II B. III and IV C. II, III, IV D. I, II, III, IV
d
Under NASAA rules, the Form ADV filed with the State must be updated: A. quarterly within 30 days of quarter end B. quarterly within 90 days of quarter end C. annually within 30 days of fiscal year end D. annually within 90 days of fiscal year end
d
Under the Uniform Securities Act, a broker-dealer that has no place of business in a state does NOT have to register if the firm: A. deals solely with the public in that state B. solicits orders for non-exempt securities in the state C. effects securities trades from its own account on a principal basis with customers in that state D. has a few clients in a state with a broker-dealer "de minimis" rule in the preceding 12 months
d
Under the Uniform Securities Act, a person could give advice about all of the following securities without having to register in the State as an investment adviser EXCEPT: A. Treasury Bonds B. Ginnie Mae Pass-Through Certificates C. Fannie Mae Debentures D. State General Obligation Bonds
d
Under the Uniform Securities Act, which of the following would be defined as an investment adviser? A. U.S. Trust Corporation B. Countywide Savings and Loan C. IZZI Advisers, which has $110 million of assets under management D. ACCO Publishers, which has a website that charges for customized financial plans based on customer input
d
Under the provisions of the Uniform Securities Act, an unregistered agent is permitted to do which of the following in the State? A. Effect transactions in exempt securities with customers B. Effect transactions in non-exempt securities with customers C. Trade securities for the broker-dealer's own account D. Report completed trades of securities to customers
d
Which individual would NOT be exempt from the definition of an "agent" under the Uniform Securities Act? A. An employee of a corporation who processes 401(k) contributions, issuing shares of the company's stock to the company's employees B. An issuer official of the City of Pittsburgh who authorizes the sale of a new issue of general obligation bonds to the public C. An officer of a privately held company who authorizes the sale of shares of the company to an underwriter D. An officer of a publicly held company who offers the company's bonds, which are rated AA by an NSRO, to the public
d
Which of the following are defined as "Investment Advisers" under the Uniform Securities Act? I Lawyers who advise customers on investments for pension planning without taking a fee II Newspapers having an "Investments" column with a general circulation III Persons who take a fee for advising clients about securities IV Publisher of an investment newsletter that provides advice based upon each client's specific investment situation A. I and II B. I and III C. II and III D. III and IV
d
Which of the following are defined as "persons" under the Uniform Securities Act? I Joint Stock Company II Partnership III Estates IV Unincorporated Organization A. II only B. I and IV only C. I, III, and IV D. I, II, III, IV
d
Which of the following investment advisers with no place of business in the State is exempt from registration? Investment Advisers whose only clients are: I other investment advisers II broker-dealers III investment companies IV insurance companies A. I only B. I and III only C. II and IV only D. I, II, III, IV
d
Which of the following is EXEMPT from the requirement to register as an investment adviser in a State? A. Federal covered adviser B. Investment adviser representative C. Trust company D. Person with no place of business in the State who renders advice solely to Federal covered advisers
d
Which of the following persons is required to register as an investment adviser under the Uniform Securities Act? A. An attorney who writes a legal opinion included in the registration statement filed with the State for a new non-exempt securities offering B. A broker-dealer who gives investment advice in the regular course of business executing transactions for customers C. An agent of a broker-dealer who gives investment advice as part of his or her regular duties and who charges a fee for such advice D. A broker-dealer that charges an annual flat fee to customers for both investment advice and portfolio trade executions
d
Which statements are TRUE regarding registration of agents? I Agents can be registered in a state without affiliating with a broker-dealer II Agents can only be registered in a state if they are affiliated with a broker-dealer III Agents must only be registered in the state where they have an office IV Agents must be registered in any state into which they direct offers of securities A. I and III B. I and IV C. II and III D. II and IV
d
