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15 Cards in this Set

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Underzza SEC rule 144 any person who purchases restricted Securities is required to hold those Securities for how long before they can be sold

Six months. SEC rule 144 requires that investors who purchased restricted Securities sign and investment letter which states that the Securities must be held for six months prior to resale

Under SEC rule 144 what condition does not have to be met for an Affiliated person to sell restricted securities?

The Securities being sold for the customer by a broker-dealer may only be sold on an agency basis.

The sale of restricted Securities by an officer of the issuer would be in compliance with SEC rule 144 if it complies with all of the following conditions?

The Securities are fully paid. The officer has owned the Securities for at least 6 months the broker-dealer Distributing the Securities acts in an agency / broker capacity.

Pertinent information required for disclosure to customers in a regulation A+ offering is made in?

An offering circular. The Disclosure document used with a regulation A+ offering is an offering circular, which must be delivered to purchasers at least 48 hours prior to receiving the confirmation of their purchase.

An issuer has 180,000 shares outstanding of which 120,000 Shares are in the hands of the public. An Insider wants to sell 3,000 shares of the stock the average weekly trading volume for the previous four weeks in the issue was 1500 shares how many shares can The Insider sell under rule 144

Under SEC rule 144 an Insider may sell the greater of either 1% of the outstanding shares or the average of the most recent for week trading volume. 1% of 180000 of standing shares is 1800 shares which has a greater than the average trading volume of 1500 shares there for The Insider may sell 1800 shares but not the full 3,000 shares.

A new issue of Securities is not sold under which type of exempt offering regulation SEC regulation d or SEC regulation s or SEC rule 147 4 sec rule 144

SEC rule 144 of the Securities Act covers the resale of restricted and control securities. It does not allow for the sale of new issues via the exempt offering regulations.

How long does a buyer have 2 take legal recourse if they were sold restricted securities without being told the requirements of SEC rule 144?

The buyer must initiate legal action within one year of the violation.

True or false an angel investor is considered a venture capitalist

False Angel Investors are generally considered high net worth individuals who invest in small or start-up businesses, not large businesses. They invest their own money, are not considered Venture capitalists, and frequently advise on the management of the business. They have an expectation of high and quick return on their investment.

An accredited investor or married couple must have a minimum net worth of?

$1000000 excluding the value of a personal residence

Sec rule 147 covers intrastate offerings. How long must the stock be held before it can be sold?

Interstate security must be held for 6 months before sales may be made to out-of-state residents. Sales of these Securities during the six-month period may be made only two other residents of that state.

An individual who purchases an unregistered security and soon after offers it for public distribution without an effective registration is?

Individuals that violate their investment letter agreement by selling securities prior to the end of the restricted period are known as statutory Underwriters.

Rule 144 limits sales in a 90-day span to what?

Rule 144 limit sales in the 90-day period to 1% of the outstanding shares or the average of the most recent 4 week span of time whichever is greater.

Regulation a allows what amount of offerings and what time span.

Regulation A+ permits offerings that do not exceed 75 million dollars in any 12-month time span.

The Securities received by an investor in a rule 506 offering are considered what type of securities?

Securities received by an investor in a rule 506 offering are called restricted securities. This means they cannot be sold freely in the public market once received.

After three months a resident broker dealer decides to sell shares of an intrastate offering to a non-resident broker-dealer what does this do?

Intrastate offerings of Securities must be held for six months not three months from the date of the last Sail by the issuer before they can be sold to out-of-state residents. Since this stock is sold three months after purchase, the entire issue loses its exemption.