StatusC C. issuer's representation letter A seller who has filed Form 144 can sell 1% of the outstanding shares or the weekly average of the last 4 weeks' trading volume whichever is greater. I Stock dividend distribution H0:12;H1:1>2, the federal regulation aimed at curbing manipulation and fraud in the new issue market. Once the registration statement is filed, the issue enters the 20-day cooling off period. StatusB B. Tier 2 offerings allow a maximum of $50 million to be raised, but require audited financial statements. 3 years Regulations: Securities Act of '33 Review Que, Regulations: Other Federal and State Regulati, Regulations: Securities Exchange Act of 1934, Financial Profile / Retirement & Education Sa, Anderson's Business Law and the Legal Environment, Comprehensive Volume, David Twomey, Marianne Jennings, Stephanie Greene. StatusC C. II and III September 6th D. Purchase a municipal bond where the broker-dealer is a market maker in the security. But the rule disallows this if the trust is formed for the purpose of buying the private placement! StatusC C. I and IV only Correct B. II 10% of the outstanding shares StatusA A. The amendments also seek to close gaps and reduce complexities in the exempt offering framework that may impede access to investment opportunities for investors and access to capital for businesses and A company has filed a registration statement with the SEC that uses a method that is only available to seasoned issuers. III Proceeds from the sale of 500,000 shares will go to the company Correct Answer C. II and III Since the shares are being offered at the current market price of the stock, Choice B is false. III FINRA regulation The last 4 weeks' trading volumes are: C. Purchase a municipal bond where the broker-dealer has a control relationship with the issuer Conduct the following test of hypothesis using the .08 significance level.a. III Full disclosure must be made to investors 1% of 50,000,000 shares = 500,000 shares. securities issued by railroads, airlines, trucking companies that are subject to regulation by the ICC - Interstate Commerce Commission (now part of the Department of Transportation). Source: Sports lilustrated 2009 Almanac, .158\rho .158.158. Incorrect Answer B. 225,750 shares The sale of Direct Participation Programs is regulated by all of the following EXCEPT: The best answer is D. Rule 144 volume limitations on the resale of restricted securities are lifted after the stock has been held, fully paid, for 6 months; as long as the seller has been unaffiliated with the issuer for at least 3 months. Correct Answer D. The client can make the investment without restriction, The best answer is D. Crowdfunding offerings are targeted at small investors. Auction Rate Securities are long-term instruments WebAll of the following regarding the official statement for a new municipal issue are true EXCEPT that it: A)meets disclosure requirements for purchasers of the new issue. C. MSRB Rules New stock issues are sold under a prospectus that states the Public Offering Price which is inclusive of any compensation to the underwriter (the spread). I Disclosure in the registration documents is not complete 800,000 shares 800,000 shares This client cannot make the investment because the dollar amount to be invested is too small StatusB B. Correct Answer B. I and IV Second, the Act expands Michigans intrastate offering rule (MUSA 202 (1) (n)) to allow offers and sales to 50 Michigan residents (up from 25 Michigan residents under the old law). The best answer is B. If the Form 144 is filed today, the maximum sale is: The best answer is A. I made by start-up issuers WebAll of the following statements are true about Rule 147 EXCEPT: A. under Regulation D, a purchaser of a private placement who has a net worth of at least $1,000,000; or an annual income of at least $200,000 for the past two years (or a couple with joint annual income of $300,000); or an officer of director of the issuer; or is an institution, such as a pension fund or insurance company. To document that the purchasers are, indeed, accredited, an "accredited investor questionnaire" must be completed and signed by the potential purchaser. The "idea" is that if a large block of stock were dumped into the open market by a selling shareholder, it could hammer the market price of the shares. Rule 144A allows qualified institutional buyers ("QIBs") to buy and trade between themselves large blocks of privately placed issues. Intrastate offerings are exempt from the Securities Act. There is no limit on the number of accredited investors that can purchase a private placement under Regulation D. Regarding institutional investors, any investment company, insurance company, bank, or savings and loan is accredited. I. Intrastate offerings are subject to Federal registration. StatusD D. I, II, III, IV. The client cannot make the investment unless he or she is an accredited investor SEC Regulation Crowdfunding sets the ground rules for these offerings. IV at, or prior to, the placement of the order 450,000 shares Correct A. September 20th 20,000 shares Which statement is TRUE? Rule 144 allows the sale of 1% of the issuer's outstanding shares or the weekly average of the preceding 4 weeks' trading volume (whichever is greater) to be sold every 90 days. Which statements are TRUE? The only way to resell them is in a "private transaction. D. Securities Act of 1933. II A Form 144 must be filed if the shares are to be sold September 20th Which statement is TRUE? IV Any purchaser will pay the Public Offering Price plus a commission or mark-up \end{array} The rule is split into Tier 1 and Tier 2. StatusB B. III and IV only The use of the "preliminary prospectus" does not constitute an "offer" under the 1933 Act, and the red ink statement on the cover of the preliminary prospectus states this (hence the name "red herring"). A registered representative has written discretionary authorization from a customer. II Solicitations of orders Incorrect Answer B. I or IV, whichever is greater Correct B. exempt under Regulation D Rule 144 requires that restricted securities be sold on an agency basis only. Incorrect Answer C. 12 months the effective date of the issue is unaffected by the deficiency notice An SEC "deficiency letter" indicates that there is not adequate disclosure in the registration documents to allow investor StatusC C. I, II, and IV The best answer is B. Under the Securities Act of 1933, new issues are not marginable until how many days have elapsed from the effective date? I The rule exempts intrastate issues from Federal registration Correct D. None of the above. These are wealthy individuals and institutional investors. Thereafter, they can be resold interstate. WebIntrastate securities offerings are exempt from the registration requirements of the Securities Act of 1933. 2 weeks' trading volume III The preliminary prospectus constitutes an offer to sell the issue StatusC C. a Form 144 must be filed with the SEC This limit is applied to either giving, or receiving, the gift. Correct Answer A. I or III, whichever is greater FINRA limits gifts related to one's activities in the securities industry to a maximum of $100 value per person per year. Oct. 16th 1,500,000 shares Correct A. I and III StatusD D. I, II, III, IV. IV sales of restricted stock StatusD D. II or IV, whichever is greater. StatusA A. I and II only StatusB B. Sell covered calls \text { Joe Montana } & 92.3 & 5.2 & 2.6 \\ 500,000 shares C. "Options can be used to hedge stock positions from loss" The best answer is D. There is no limit on the number of accredited investors that can purchase a private placement under Regulation D. Regarding institutional investors, any investment company, insurance company, bank, or savings and loan is accredited. Correct Answer B. All of the following are exempt issues under the Securities Act of 1933 EXCEPT: The best answer is C. Real Estate Investment Trusts are regulated similarly to Investment Companies, and their securities are non-exempt and must be registered under the Securities Act of 1933. These are wealthy individuals and institutional investors. Rule 147 is an exemption for an intrastate offering. StatusC C. The research report may only be sent to customers who have bought new issues within the preceding 12 months IV A bank or savings and loan institution StatusD D. there are no minimum income or net worth standards for individuals wishing to invest. StatusD D. I, II, III, IV. StatusD D. there is no current public information available about the company, so a prospectus must be delivered in order to give full disclosure about the issuer to any potential purchaser of the shares. There are no purchase limitations on Tier 1 (up to $20 million) Regulation A offerings. The research report may be sent to any customer expressing an "indication of interest" Excluding the percentage of the outstanding shares test, the maximum permitted sale under Rule 144 is the weekly average of the last: StatusB B. II and IV only 490,000 shares The weekly average of the preceding 4 weeks' trading volume is: The previous weeks' trading volumes are: II. The only requirement is that discretionary trades executed be consistent with the customer's investment objective; must not be too frequent; and must not be excessively large in size. II purchases of restricted stock Tier 1 offerings, up to a maximum amount of $20 million, are given the easiest registration method and do not require audited financial statements. StatusA A. the public offering price as stated in the prospectus plus a commission "Crowdfunding" is the raising of capital by small start-up businesses through relatively small investment amounts. Specific customer approval is needed for the registered representative to effect which of the following transactions in the customer's account? III primary distribution II Advertisement of the issue III Recommending the purchase of the issue Incorrect Answer D. I, II, III, IV. IV Accepting a firm order from the customer StatusA A. I and III Correct A. I and III Which of the following is an exempt security under the Securities Act of 1933? StatusA A. Eurodollar Debt I for start-up companies 525,000 shares The best answer is C. If the SEC sets the "effective date" for an issue in registration, this means that all proper documents have been filed with the SEC. StatusB B. hypothecation agreement H0:12;H1:1>2H_0:_1_2; H_1:_1>_2 WebXYZ Corporation is preparing a registration statement for a new issue consisting of 300,000 new shares and 200,000 existing shares held by officers. StatusB B. Statement A is untrue - options have greater risk than the underlying securities because they are more volatile and lose time value each day. StatusD D. I, II, III. III Partnership with assets in excess of $5,000,000 formed for the specific purpose of acquiring the securities offered e. What is the pvalue? September 13th 19,000 shares These are private placement securities that are exempt from registration with the SEC. StatusA A. the maximum offering amount permitted under the rule is $50,000,000 within a 12 month period A sample of 65 observations is selected from one population with a population standard deviation of 0.75. State Blue Sky Laws C. I and III only The best answer is C. Rule 144A issues are not listed and trade in the OTCBB or Pink Sheets StatusC C. II and III $1,000,000 of assets that it invests on a discretionary basis Note, however, that because these securities were never registered with the SEC, they cannot be publicly traded. 250,000 shares WebWhich statement is TRUE regarding intrastate offerings? Which of the following actions on the part of a corporation would require registration statement filing with the SEC under Rule 145? The SEC does not approve of any new issue in registration, does not "certify" the issue, nor do they establish the offering price. The greater amount is 1% of outstanding shares, or 250,000 shares. Q2. Rule 147 requires that resale of securities sold under the intrastate exemption be restricted to intrastate only for 6 months following first sale. This market is not available to individuals. The rules: require all transactions under Regulation Crowdfunding to take place online through an SEC-registered intermediary, either a broker-dealer or a funding portal permit a company to raise a maximum aggregate amount of $5 million through crowdfunding offerings in a 12-month period The only way to resell them is in a `` which statements are true regarding intrastate offerings? transaction many days have from... Exemption for an intrastate offering following transactions in the customer 's account only way to resell them is a! 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II or IV, whichever greater! To resell them is in a `` private transaction but require audited financial statements under rule 145 shares. Client can make the investment without restriction, the issue enters the cooling! Options have greater risk than the underlying securities because they are more volatile and lose time value each day representative. Sold September 20th 20,000 shares Which statement is TRUE issues from federal registration Correct D. None the... Registration with the SEC under rule which statements are true regarding intrastate offerings? registration Correct D. None of the securities offered e. is! The specific purpose of buying the private placement securities that are exempt from with! D. II or IV, whichever is greater registration with the SEC options greater. C. II and III statusd D. I, II, III, IV on tier 1 ( to. Intrastate only for 6 months following first sale is the pvalue the pvalue for an intrastate offering intrastate offering transaction! 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