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The COOLING-OFF PERIOD is:
is required from the time the registration statement is filed untilthe date the registration becomes effective
The Securities Act of 1933 is exclusively for the regulation of:
- NEW ISSUES of securities
- Every corporate issue that is sold to the public on an interstate basis must be registered
PRELIMINARY PROSPECTUS is also known as:
Form 8-K is:
a current report that announces material, major events to the issuer’s shareholders
Form 10-K is:
is an Annual, Audited report that issuers of publicly traded companies are required to file with the SEC and must be sent within 90 days after the end of the company’s fiscal year
Form 10-Q is a:
Quarterly report that discloses the business and financial conditions of a company.
the 1934 Exchange Act is only for:
Under The SECURITIES EXCHANGE ACT OF 1934 the following is unlawful:
- Intending to create a false or misleading impression of active trading
- Transacting in a way that creates active trading or affects the price of a security so that other investors might purchase or sell the security — known as PAINTING THE TAPE
- Distributing and taking advantage of information regarding the market price of a security that will affect the price of the security
- Making untrue or misleading statements regarding a material fact for the purpose of inducing others to purchase or sell a security
- Transacting in a security for the purpose of PEGGING, FIXING,or stabilizing the price of a security, unless this activity is authorized by the SEC
- Attempting to manipulate the price of a security by buying and selling the same security within a group of individuals without the security truly changing ownership
- known as MATCHING ORDERS
INSIDER TRADING is the:
Act of trading on information that is not publicly known and is prohibited under the Securities Exchange Act of 1934.
FINRA Rule 3160 addresses the presence of a broker/dealer at a:
Rule 3160 states that the location of the financial institution is considered a B/D place of business if:
- Services are conducted in person, over the telephone, or through an electronic medium by a broker/dealer having a physical presence at the location, or
- Retail deposits are taken on the premises
NASAA Model Rule has since been patterned after:
FINRA Rule 3160 because the states have followed suit in defining a broker/dealer place of business
The Investment Company Act of 1940 prohibits investment companies from:
- Purchasing portfolio shares on margin
- Initiating a public offering from an investment company with a net capital of less than $1 million
- Purchasing more than 3% of the voting shares of another investment company
Failure to disclose material facts constitutes fraud under the:
The three types of persons discussed in Release No. IA-1092 are:
- • Financial planners
- • Pension consultants
- • Personal managers (most often found in the entertainment and sports industries)
Release No. IA-1092 clarifies the definition of an investment adviser through a three-part test. If the answers to all three of these questions are“yes,” the person or entity is required to register as an investment adviser:
- 1. Does the person provide “advice, reports, or analyses” concerning securities?
- 2. Is the person “in the business of” providing advice or analyses concerning securities (either part-time or full-time)?
- 3. Is the person compensated for the advice or analysis (either directly or indirectly)?