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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