Exam Questions and CORRECT Answers
Notice Filing - CORRECT ANSWER - When states require the issuers of federal covered
securities to file copies of the documents that have been submitted to the SEC.
Notice filing with the state Administrator requires:
- Filing copies of any offering documents that have been filed with the SEC
- Filing a consent to service of process
- Payment of fee to the state
Securities listed under the NYSE do not have to do notice filings
*Mutual funds and private placements do have to do a notice filing
NOT A METHOD OF REGISTRATION
USA - CORRECT ANSWER - Uniformed Securities Act (Blue-Sky Laws)
Model law used by states to create their own securities laws
*updated by Administrators in NASAA
NASAA - CORRECT ANSWER - North American Securities Administrators Association
State regulator responsible for updating the Uniformed Securities Act (USA)
*Write the Series 65 exam
,NSMIA - CORRECT ANSWER - National Securities Markets Improvement Act (of 1966)
Federal law that defines where federal regulations end and state regulations begin to reduce
duplication of regulations
Created a specific category of securities that are exempt from formal state registration
- Securities listed on U.S. exchanges
- Certain Regulation D offerings
- Municipal securities issued out of state
- Securities issued by registered investment companies
SEC - CORRECT ANSWER - Securities and Exchange Commission (federal regulator)
Commissioner/Administrator - CORRECT ANSWER - State regulators for the the
Uniformed Securities Act
B/D - CORRECT ANSWER - Broker-Dealer
Someone who sells securities for a fee/commission.
Must register with the state, FINRA, and the SEC
Regulated by FINRA
Issuer - CORRECT ANSWER - Any person who issues or proposes to issue any security
,Agent of a Broker-Dealer - CORRECT ANSWER - A non-clerical individual who
represents and works on behalf of a corporation that sells other issuer's securities to individual
investors.
Represents a B/D in effecting securities transactions
IA - CORRECT ANSWER - Investment Advisor
Type of business that advises for a fee.
Must register with the state OR the SEC (federally)
A-B-C Test: Advice as a business for compensation
IAR - CORRECT ANSWER - Investment Advisor Representative
A non-clerical individual that works for an IA. Must register with the state.
- Makes recommenations
- Manages accounts
- Sells advisory services
- Supervises employees performing the above-function
- Has passed the Series 65
Agent of an Issuer - CORRECT ANSWER - An individual who effects securities
transactions that involve selling an issuer's stock to the public residents of a state.
Agent/Registered Representatives - CORRECT ANSWER - Works for a B/D, must be
registered with the state and FINRA
, Person - CORRECT ANSWER - An individual , corporation, partnership, unincorporated
organization, government or political subdivision of a government, and certain trusts.
Does not include minors, the deceased, or anyone declared mentally incompetent
IA '40 Act - CORRECT ANSWER - Investment Advisors Act of 1940
A federal law that governs IA registration
'34 Act - CORRECT ANSWER - Securities Exchange Act of 1934
A federal law that established the SEC and appointed it as the federal regulatory agency to
enforce rules, regulation, and registration of financial professionals.
Governs the secondary markets
Requires B/Ds to register with the SEC
'33 Act - CORRECT ANSWER - The Securities Act of 1933
A federal law in response to the market collapse of 1929 that requires certain securities to be
registered with the SEC in order to be offered or sold to the public.
Created to prevent fraud in the sale of new issues
The Dodd-Frank Act - CORRECT ANSWER - A law in response to the 2008-2009
recession that made changes in the American financial regulatory environment that affect all
federal financial regulatory agencies.