Use LEFT and RIGHT arrow keys to navigate between flashcards;
Use UP and DOWN arrow keys to flip the card;
H to show hint;
A reads text to speech;
20 Cards in this Set
- Front
- Back
The Securities Exam Act of 1933 (Other names)
|
Paper Act, Truth in Securities Act, and Prospectus Act)
|
|
What does the Securities Exam Act of 1933 regulate?
|
The issuing of corporate securities sold to the public...IPO's.
|
|
What does the Securities Act oof 1933 require?
|
The act requires security issuers to make full diclosure of all material information in their registration. materials in order for investors to make a fully informed decision.
|
|
Definitions of a security
(Supreme Court interpretation) |
1. The investment of Money
2. In a common enterprise (pooling) 3. An expectation of Profits. |
|
Definitions of a security
(The Basis of Howey interpretation) |
1. Stock
2. Bond 3. Debenture 4. Right of warrant 5. Note 6. Put, call, or other option. 7. Limited Partnership interest. 8. Certificate of intrest in a profit-sharing arrangement. |
|
What is an issuer?
|
Any Person who issues or proposes to issue any security. Most issuers are in business, and the term issuer would also apply to government.
|
|
What is an Underwrtitter?
|
Any person who has purchased from an issuer with a view to selling. (This term does not apply to a brokerage firm earning a commission on a reatal sale in public.
|
|
Person
|
The term pis very broad and includes an individual, person, corporation, a partnership, an association, a joint stock company, a trust, any unincorporated oorganization, or a government or political subdivision there of.
|
|
Prospectus
|
A prospectus is any notice, advertisement, letter, or communication, written or broadcast by radio or television, that offers any security for sale or confirms the sale of a security.
The term does not include oral communications. |
|
A tonbstone Advertisement
|
One that simply identifies the security, price, and the underwriters.
|
|
Sale
|
The term sale includes a contract for sale or the dispostion of a security for value.
|
|
Offer to Sale
|
refers to the attempt or offer to dispose of a security or an interest in a security for value or a solicitation of an offer to buy a security for value.
|
|
The sale of a security doeas not include
|
Preliminary Negotiations or agreements between the issuer and underwritter, or a gift oof securities.
|
|
Which of the following meets the definition of a sale as described in the Securities Act of 1933?
|
i. Your client, who owns 100 shares of xyz commmon stock, recieves an addtional 50 shares of that stock from an issuer after the declaration of 50% stock dividend.
ii. your client exercises his conversion privilege by converting 10 ABC bonds into 100 shares of ABC common stock. iii. A brokerage firm runs a speacial promotion this month giving 100 shares of Hot Shot Growth Fund to any client purchases at least $5000 worth of Stock. A. i and ii B. i and iii C. ii and iii D. i, ii and iii |
|
What does the SEC not to for registered securities?
|
They do not approve any registered securiities, they only validate if the pertinent data is disclosed in the registration statement and prospectus.
|
|
What securities are exempted under The Securities Act of 1933, plus the Uniform securities Act.
|
Any security issued or Guaranteed by the United States Government, any state, or any political subdivision of a state.
|
|
What securities are exempted under The Securities Act of 1933, plus the Uniform securities Act.
|
Any commercial papper that has a maturity at the time of issuance of no more than nine months, with the stipulation that the proceeds are to be used by the issuer for current transaction.
|
|
What securities are exempted under The Securities Act of 1933, plus the Uniform securities Act.
|
Any security issued by a relious, educational, charitable, or not for profiit institution.
|
|
What securities are exempted under The Securities Act of 1933, plus the Uniform securities Act.
|
Any security issued by a federal or state bank, savings and loan association, building and loan association, or similar institution.
|
|
What securities are exempted under The Securities Act of 1933, plus the Uniform securities Act.
|
An interest in a railroad equipment trust
|