Series 63
As discussed in the Uniform Securities Act, which of the following is not a security?
$10,000 worth of gold ingots - precious metals are not securities
Under the uniform securities act, a limited offering transaction would be considered an exempt transaction if
- the offer is directed to no more than 10 individuals during any 12 month period - the issuer believes that each non institutional purchaser is buying securities for investment purposes - Commissions are not paid to agents of broker-dealers offering the securities to non-institutional clients
Under the Uniform Securities Act, which investment adviser is exempt from registration if the person has no place of business in as state and does not direct communication
- To more than 5 non-institutional clients - Within 12 consecutive months
According to NASAA rules, which conditions must be met for agent to share in profit and loses?
- agent must have written authorization from customer and employer Under no circumstances can BD, IA or IAR share in economics
A broker dealer register in states p,s, and u has several clients in state c. If the firm does not have a place of business in state c, the firm would need avoid need to register in state c if its only clients are
savings and loan association
ABC Securities is a two-office broker-dealer in Idaho that intends to underwrite an initial public offering of 1 million shares of stock for circular inc. If the issue will be offered exclusively to residents of Idaho, registration of this offering
will liekly occur by qualification
Under the uniform securities act, the administrator may deny or revoke the exemption from registration for which of the following?
- A security issued by a nonprofit organization - Investment contracts of employment benefit plans - An exemption transaction not including a federal covered covered security (not sure)
Which of the following is specifically not included in the definition of an investment adviser under the uniform securities act?
- A temporary employee hired to assist in administrative responsibilities of an advisory firm - A person who, on a regular basis for compensation, offers specific investment advice on the value of securities (not sure if this correct)
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 securities are exempt from registration requirements of the uniform securities act?
- An investment content issued in connection w/ employee pension plan - securities issued by St. Paul's catholic church - securities issued by a public utility - securities issued by candian government
Which of the following transactions would be included in the Uniform Securities Act definition of an exempt transaction?
- Isolated nonissuer transaction - The sale of preorganization certificates to 10 individuals with no commission being paid (exempt transaction per private placement can be no more than 10 investors)
BCH is a broker dealer who works across states A,B,C. Great Organics, domiciled in State D, wishes to borrow $25 mil to purchase new equipment. General Organics approaches BCA who suggests a 20 year debenture. GO agrees and BCA purchases the entire issue without a view to reselling the securities to retail customers. Based on the Uniform Securities Act, BCA
Is not a broker dealer in state D - has no place of business in State D which is a requirement of being a BD - when BCA resells the General Organic debentures, it will be reselling them to customers in States A,B,C where BD is registered
Avuncular Securities Inc (ASI) is a broker dealer registered in seven states. ASI is leading a registered offering of nonexempt security in an initial public offering in State D. As such, any advertising and sales literature
Must be filed with the administrator of State D - do not need all 7 states if solely in state D
Under what conditions would a waiver signed by a client protect an agent against civil or criminal liability?
Never
If the administration wishes to conduct an examination of a brokers books and records, how much advance notice must be given?
None
While a student Joe was convicted of misdemeanor possession of Marijuana. Joe now resides in a state where that would be a felony. Misdemeanor was 9 years ago. If Joe disclosed to ABC securities, Joe's registration may
Not be denied based on this conviction because it was a misdemeanor in the state where he was convicted - felony in the last 10 years is grounds for denying registration, not misdemeanor
Because under the uniform securities act, many different securities qualify for an exemption from registration, proof of qualification of an exemption is responsibility of
Person requesting the exception
Which of the following sales would be exempt from the antifraud provisions of the uniform securities act?
Sale of a term life insurance policy - life insurance is not a security
Under the provisions of the Uniform Securities Act, securities exempt from registration requirements include
Securities issued by the US Gov't, savings and loan associations, insurance companies - also included are credit unions authorized to do business in a given state, foreign governments with which the US has diplomatic relations
Under the Uniform Securities Act, Lauren Smith must register as an investment adviser representative unless she
Sells registered securities on solely a commission basis
Sharon smith is an agent for high water securities, a broker dealer registered in-all 50 state, Sharon receives an unsolicited order from a bank located in State X, a state in which she has no place of business. Under the uniform securities act,
Smith must be registered in State X to receive the order
Under the uniform securities act, when must a consent to service of porcess be filed with the administrator?
With the original application
When does a customer have to receive the options disclosure agreement
before the first order
The registration of an investment adviser would automatically register investment adviser representatives who are
directors, officers, partners
The administrator by rule
forbid investment advisers registered in that state from taking custody of client funds
An agenet is out of office, unregistered sales assistant gets call. What can she do?
Route call to a licensed agent in office
Under both state and federal laws, there are a number of exclusions from the definition of investment adviser. Which of the following would not qualify for an exclusion?
A publisher that is paid to make specific reports to be used in sale of specific securities - Exclusion for publishers only applies if general and not receiving comp from issuer of securities
Rule 501 of Securities Act of 1933, certain investors capable of making investment with higher risk. Term used to describe them is
Accredited Investors
which of the following statements is TRUE?
An administrator can summarily suspend a [ ] registration
According to the North American Securities Administrators (NASAA's) statement of policy on dishonest or unethical business practices of broker dealers and agents, which of the following practices is not unethical?
An agent of a broker dealer exercising discretion in deciding the time that a sale took place during the trading day without discretionary authority
In general, the administrator would require that a broker-dealer's social media policies be
Committed to writing & communicated firm wide
According to the uniform securities act, the investment adviser brochure must include the business backgrounds of
Each member of the investment committee or group that determines the general investment advice given to clients - part 2 of FORM ADDV, backgrounds of key individuals
In instances where the investment adviser has custody or possession of client funds or securities, it must comply with
NASAA model rule oncustomer protection
NASAA has created a module rule for dealing with the creation of ad delivery requirement for an investment adviser brochure. Which of the following statements correctly identify the delivery requirements?
The brochure must be delivered to prospective clients and new advisory clients no later than entering into the advisory contract
Farrier and Nail has applied for registration as a broker deal in the state. The application is required to contain
The business history of the firm's principal officers, the types of business the firm is engaged in
Under Uniform Securities Act, how long must registered broker dealer retain a copy in their records?
The original website for another year and the revision for 3 years - websites are treated like any other advertisement - original site kept for 3 years, now copy begins and retention requirement
An agent is registered in State X but not in State Y. The agent sells a resident of State X a new State Y municipal revenue bond. If the bond is not registered for sale in State X which of the following statements is true?
The sale was legal because the bond is not required to be registered in State X
What is the smallest order than can be placed for an institutional account?
There is no limit on institutional order sizes
Registration by qualification is effective
When determined by the administrator
A registration of an agent can be revoked if it is in the public interest of the registrant
has willfully violated the securities laws of foreign jurisdiction, has engaged in dishonest or unethical practices in the securities business
Purchases and sales of publicly traded unlisted securities are made
in the OTC market
Under the uniform securities act, a civil suit to recover damages may not be brought by an advisory client if
more than 2 years the client received the improper advice (need to check)
Royal securities is a broker dealer registered in Province A. Some of Royal's retail customers have made a permanent move to State M. If Royal wants to maintain the customer relationship it
must registered under the limited registration program available to Canadian broker dealers
As defined by the uniform securities act, the term used to describe the agent of the broker-dealer attempting to dispose of a security to a customer is
offer to sell
In general, the Uniform Securities Act requires broker-dealers to keep most records for
three years with two in an easily accessible location
An unsolicited customer order to buy a security is considered an exempt
transaction, whether the security is exempt or non-exempt
The uniform securities act defines a guaranteed security as one
when the payment of interest and principal (bond) or dividends (stocks) is guaranteed by a party other than the issuer
