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Series 66 Exam 3 Questions And Correct Answers Latest Update
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Series 66 Exam 3 Questions And Correct Answers Latest Update...
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Series 66 Exam 3 Questions And CorrectAnswers Latest Update
A company which has never issued securities registered with the Securities and
Exchange Commission, can register in a State by:
I. Filing
II. Coordination
III. Qualification - ANSWER Registration by Filing is only available to "seasoned"
companies that have previously registered securities with the SEC. If a company has
never issued securities before, this method cannot be used. Registration by
Coordination coordinates State registration with current Federal registration. This
method is available to a company that has never filed securities in the State, providing a
current SEC filing is being made. Registration by Qualification is a full filing in that State
for any issuer and is also available for first time registrants.
Uniform Securities Act: All of the following persons are defined as investment adviser
representatives EXCEPT the:
A. President of the advisory firm
B. Vice-President of administration of the advisory firm
C. Head word processor of the advisory firm
D. Head salesman of the advisory firm - ANSWER The Uniform Securities Act defines an
investment adviser representative as a partner, officer, director, or other individual
employed by an investment adviser who makes recommendations; renders advice;
manages accounts; solicits the sale of advisory services; or supervises employees who
perform any of these functions. Also excluded is anyone who solely performs clerical or
ministerial duties like a word processor.
For the purpose of the Uniform Securities Act, an institutional buyer means any person:
A. so designated by the Administrator by rule or order
, B. With over $100 million of assets under management
C. Defined under section 4(6) of the Securities Act of 1933
D. That only affects transactions using the mails or other means of interstate commerce
- ANSWER The Uniform Securities Act exempts from registration in a State, any
broker-dealer or investment adviser that does not have an office in the State and which
only deals with " institutional buyers." The institutional buyers include banks, savings
and loans, trust companies, insurance companies, investment companies, pension and
profit sharing plans, other financial institutions, and anyone so defined by the State
Administrator by rule or order.
There is no minimum "assets under management" level in the uniform Securities Act for
a buyer to be considered an institutional buyer.
Which of the following is an "agent" under the Uniform Securities Act?
I. A person who represents a broker-dealer and sells exempt securities to the public
II. A person who represents a broker-dealer and sells securities that are listed on a
national stock exchange
III. A person who represents an issuer in an exempt transaction
IV. A person who represents an issuer in a transaction with existing employees without
receiving a commission. -CORRECT An agent is defined as any person who represents a
broker-dealer in the selling of any type of security-whether the security is exempt or
non-exempt. Individuals representing issuers in trading of exempt securities in an
exempt transaction do not fall within the definition of an agent. An individual who
represents an issuer in a transaction with existing employees without taking a
commission is engaging in an exempt transaction since no commission is taken and, as
such would be excluded from the definition of agent.
An officer of a company that wants to register shares in a State in a "non-issuer"
distribution, would rely on which registration procedure?
A. Registration by Filing
B. Registration by Qualification
C. Registration by Coordination
D. Registration by Administration - CORRECT Registration by Filing is the method
generally used by "non-issuers" to offer shares in the State. Example An officer of a
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