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QUESTION NO: 1
Under the 2002 Uniform Securities Act, registration by coordination allows:
A. federal covered securities to be registered simultaneously with the SEC and with the states in which
the securities will be offered for sale.
B. securities that do not fall within the category of federal covered securities to be registered simultaneously with the SEC and with the states in which the securities will be offered for sale.
C. both state-registered and out-of-state investment bankers to participate in the underwriting and registration of a new security issue.
D. issuers of federal covered securities to submit only a notice filing with the Administrator of states in
which the securities will be offered for sale.
Answer: B
Explanation: Under the 2002 Uniform Securities Act, registration by coordination allows securities that are
not federal covered securities to be registered simultaneously with the SEC and with the states in which
the securities will be offered for sale. Federal covered securities are exempt from state registration and
are required to submit only a notice filing with the Administrator of the state. This is not the same as registration by coordination.
QUESTION NO: 2
Which of the following would a firm not be expected to provide to the Administrator when registering an
issue of securities with the state?
A. all sales and advertising materials that will be used in conjunction with the offering.
B. the agreement between the issuing firm and the underwriters
C. the agreement among the underwriters themselves
D. The firm will be expected to provide all of the above to the Administrator when registering an issue of
securities with the state.
Answer: D
Explanation: The firm will be expected to provide all of the above-sales and advertising materials to be
used in the offering, the agreement between the issuing firm and its underwriters, and the agreement
among the underwriters themselves.
QUESTION NO: 3
Carrie is a registered agent employed by CanDo Broker-Dealers. Her uncle is a minister who regularly
refers his parishioners to Carrie, in return for which Carrie has agreed to donate a quarter of her commissions from these transactions to the parish. Is Carrie doing anything illegal?
A. No. Carrie is just donating some of her commissions back to the church, and transactions with
B. Yes. Carrie is splitting her commissions with an entity that is not affiliated with her broker-dealer
C. It depends. As long as the church parishioners are aware of the arrangement between Carrie and
D. It depends. If the church itself is a client of CanDo's, then it is considered to be affiliated with
Answer: B
Explanation: Yes. Carrie is violating NASAA's Model Rules in splitting her commissions with an entity that
is not a registered agent affiliated with her firm. It doesn't matter that the entity is a church, even if that
church is itself a client of the broker-dealer.
QUESTION NO: 4
Shady Corporation's executives are concerned over the firm's steadily declining stock price and decide to
do something about it. They each decide to make significantly large purchases of their firm's stock in order to stabilize and hopefully even to drive up its price, reasoning that they can sell the stock for the
higher price down the road and profit from the transaction. You are a broker-dealer for the firm's executives. Are Shady's executives planning to do anything illegal?
A. No. It's a win-win. They are using their own money to buy stock of their firm, and this can help drive the
stock price up and put profits in their pockets.
B. Yes. To purchase shares of their own company is considered to be illegal insider trading.
C. No. As long as they follow the rules and report their purchases to the SEC, it is not illegal for them to
purchase shares of their firm's stock.
D. Yes. Although it is not illegal for them to purchase shares of their firm's stock, they cannot do so in order to try to manipulate the price of the stock.
Answer: D
Explanation: Yes. Although it is not illegal for Shady's executives to purchase shares of their firm's stock,
in this case they are planning to do something illegal in deciding to make significantly large purchases of
their firm's stock in order to manipulate the price. This is an example of price pegging.
QUESTION NO: 5
"T + 3" refers to
A. the form, also known as a "trade ticket," that is filled out when an order is entered into the market.
B. the form that is filled out and sent to the client confirming that the trade has been executed.
C. the fact that the settlement date will be three business days after the trade date, which is the
"regular
way settlement" for transactions involving stocks and corporate and municipal bonds.
D. a procedure to minimize the potential for money laundering.
Answer: C
Explanation: "T + 3" is an abbreviation indicating that the settlement date will be three business days after
the trade date, which is the "regular way settlement" for transactions involving stocks and corporate and
municipal bonds.
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Updated: May 26, 2022