63 state registration for securities

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mommyhoman
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48047
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63 state registration for securities
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2010-11-07 21:57:57
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chapter 2 6 ?s
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  1. what does exempt mean
    not subject to registration
  2. name the non securities
    • r etirement ira keogh
    • I nsurance or endowment annuity where ins. promise to pay fixed amount or periodic or lump sum paymet
    • c ollectalbes
    • c ommodities
    • c ondo for personal residence
    • c urrency
  3. issuer transaction
    proceeds of the sale go to the issuer . all newly issued securities are issuer transactions. the proceeds of the sale go to the company itself.
  4. non issuer transaction
    proceeds do not go directely to the issuer . example sold on the NYSE or nasdaq. proceeds go to the investor.
  5. NSMIA
    • National Securites Markets Improvement Act.
    • established the sec as the regulator of nationally based secutities acivities leavin the states with aurhtority over state based secutrities . and leavin the federal covered securities to the feds
  6. Federal covered security
    • has a federally imposed exemption from the state.
    • These cannot be regulation by the states.
  7. categories of the Federal Covered securities.
    • 1. listed securites: authorized for listing on the nyse and sec registered exchanges. nasdaq
    • blue chip
    • 2. Investment company act 1940
    • unit investment trust
    • face amount ceritcate
    • closed and open end management companies
    • 3.exempt securites under reg d . muni of government ( not state muni)
  8. 3 methods of securites ussueers to register
    • 1. notification or filing
    • 2. Coordination
    • 3. qualificaton
  9. notification or filing
    securities thate are nonlisted not exempt . this filing takes place at the state level.
  10. registration by coordination
    • means coordinating a federal registration with a state registration.
    • issuers must follow additional consent to service
  11. registration by quallification
    If they can not be registered in any other way. securities sold in only one state.
  12. exemptions from registration
    • THE USA exempts both securities and transactions from registration.
    • an exempt security retains exemption on initially and subsequent trading.... BUT exemption bust be established before each transaction.
  13. exempt securities
    • US and canadian government and muni securities.
    • foreigh govt securities
    • depository institutions
    • Insurance company securites
    • public utility securities
    • federal covered secutirties
    • secutiries by non profit and cooperatives
    • securites of employee benefit plans
    • commercial paper and bankers acceptances most common
  14. Exempt TRANSACTIONS
    • isolated nonissuer transactions. One time like selling your home one time by owner.
    • Unsolicitied brokerage transaction
    • underwriter transactions ( between issuer and underwriter)
    • Bankruptcy guardian or conservtor transactions
  15. EXEMPT TRANSACTIONS
    • institutional investor
    • limited offering
    • preorganization cerificates
    • existing security holders
    • specified nonissuer transaction
  16. ACCREDITED INVESTOR
    REG D NET WORTH 1MIL AND 200 THOUSAND FOR THE PAST 2 YEARS
  17. INSITUTIONAL INVESTOR
    investor that manage large amts of money for others ....mutual funds insurance company banks or pension funds

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