Series 79 questions and answers graded A+ 2024

Series 79 SEC Rule 14d-10 - correct answer provides for equal treatment of shareholders in a tender offer, and is also called the best price rule. A bidder is required to treat shareholders equally by making the offer open to all of them for the same period, and at the same price. An exception or safe harbor is granted for changes in comp arrangements for executives of the company provided that the arrangements are made by a majority of independent board members. The board will perform this function and approve the additional bonuses or other employment compensation paid to the target's company’s management. Schedule 13G - correct answer usually filed by institutional investors that has acquired more than 5% of an issuer's equity securities and has no intention or controlling of the issue Schedule 13D - correct answer requires a person or group of persons that acquire more than 5% of an issuer's equity securities to notify the issuer, the exchange on which the securities are traded, and the SEC within 10 days-filed by an investor who may try to control the issuer proxy statement - correct answer A company that is planning a spinoff will hold a special meeting for shareholders to vote on the proposal. The important information relevant to the transition will be contained in the proxy statement. hedge funds - correct answer Hedge funds are investments that resemble mutual funds, but are typically only offered to wealthy investors. Hedge funds often employ aggressive financial strategies such as short selling, the use of leverage (borrowed funds), and placing large bets on individual companies or sectors of the market. These funds are not generally required to register with the SEC due to the accredited status of their investors If a registered representative terminates employment with a member firm, the jurisdiction of FINRA - correct answer retains jurisdiction over the RR for 2 years following resignation Rule 101 of Regulation M - correct answer prohibits participants in a distribution from buying or bidding for the security being distributed during the restricted period SEC rules regarding to record keeping require that broker-dealers whose primary business is investment banking - correct answer maintain all required documents in an easily accessible location for at least 2 years. All records whether maintained for a minimum of six years, or 3 years must be kept for the first 2 years in an easily accessible place preliminary proxy statement - correct answer must be filed with the SEC at least 10 days prior to the date on which the definitive proxy is sent to shareholders. Required for business combinations definitive proxy - correct answer provided to shareholders to ensure that they have the appropriate information to make an informed voting decision Unsubstantiated rumors - correct answer published in a widely circulated media may be discussed if the source of the information and the fact that they are unsubstantiated is disclosed stock sale` - correct answer the corporations shareholders are selling. In a stock sale, the selling shareholders pay a tax on the transaction based on the difference between the shareholders cost basis (not stepped up) and the sale price. responsibility of the unsecured creditors committee in a bankruptcy - correct answer committee participates in the formulation of the plan or reorganization, consults with the Debtor-In-Possession and investigates its conduct and operations of the business. The committee does not operates the business, the DIP does. It plays a major role in the bankruptcy process by acting as a fiduciary for the other unsecured creditors. s corporation - correct answer elect to be taxed like partnerships are referred to S corps requirements -no more than 100 shareholders -its shareholders must be all us citizens or resident aliens -its shareholders must all be individuals, estates, or trusts -must be a domestic corporation -it may not be part of an affiliated group of corporations -it may have only one class of stock outstanding