Questions and CORRECT Answers
Broker - CORRECT ANSWER - This means any persons engaged in the buesiness of
effecting transactions in securties for the account of others
Dealer - CORRECT ANSWER - any person regularly engaged in the business of buying
and selling securities as principal for his own account, but doesnt include a bank, insurance
copnay, or investment company
Fiduciary - CORRECT ANSWER - a person legally appointed and authorized to hold
assets in trust for another person. They managed the assets for the benefit of the other person
rahter than for his or her own profits must exercise a standard of care imposed by law. exampls
are an executor of an estate a trustee and an investment advisor
Person assosciated with an investment advisor - CORRECT ANSWER - means any
partner, officer, or director of the investment advisor or directly or indirectly controllign or
controlled by the investment adivor including any employees of the investment advisor
Supervised Person - CORRECT ANSWER - means any partner, officer, director or
employees of an envestment adviser on behalf of the investment adviser and is subject to the
supervision and control of the ivnestment adviser. includes all employees even those who
perfrom clerical functions and are not required to become registered.
Principal office and place of business - CORRECT ANSWER - the executive office of the
investment adviser from which the officers, partners, or managers of the investment adviser
direct, control, and cooridnate activities o the investment adviser
investment adviser - CORRECT ANSWER - is defined as any person who, for
compensation, engages in the business of advising others as to the value of securities or the
advisability of investing in securities or, as part of a regular business, issues analyses or reports
converning scurities
, Financial Planners - CORRECT ANSWER - persons who make recs regarding a person's
financial resources or perform analyses that concern securities are investmnet advisers if such
cservices are performed as part of a business and for compensation. SEC holds that there is no
such thing as a comprehensive financial plan that does not involve securites
pension consultants - CORRECT ANSWER - consultants who advise employee benefit
plans on how to fund their plans with securities are also considered investment advisers by the
SEC.
Compensation - CORRECT ANSWER - A person who receives any economic benefit as a
result of providing investment advice is an investment adviser. Includes advisory fees,
commissions, or other types of fees relating to the service redered. Can be payed by a third party
but always must be disclosed to the client.
Fees receied from a corporation for advice given to the corporations emlpyees or retirees are
considred compensation
Intrastate Advisers - CORRECT ANSWER - Advisers whose clients are residents of the
state in which the adviser has its principal oiffice and place of business and who do not give
advice dealing with securities listed on any national exchange are exempt
Private fund adviser exemption - CORRECT ANSWER - an exeption for advisers solely
to proivate funds with less than $150million in assets under management in the US without
regard to the number or type of private funds
foreign private adviser exemption - CORRECT ANSWER - an exeption for certain non-
UXS advisers with no place of business in the US and minimal assets under management (less
than $25m) attributable to US clients and investors
venture capital fund exemption - CORRECT ANSWER - an exerpmtion for advisers
solely to venture capital funds
3(c)1 issuer - CORRECT ANSWER - is one whose outstanding securities are beneficially
owned by not more than 100 and which is not making and does not presently propose to make a
public offering of its securities.