Exam 2025 With 100% Correct
Answers
Define: Issuers? Two primary methods that issuers use to raise capital? - CORRECT
ANSWER✔✔Issuers= a legal entity that sells securities in order to raise capital. Issuers include
U.S. and foreign corporations as well as governments entities. The process of matching investors
who have money with issuers that need funding is a significant purpose of the securities
industry. Ultimately, Wall Street provides the bridge between those with capital and those in
need of financing.
Primary methods that issuers use to raise capital:
1. Debt Securities (bonds)
2. Equity Securities (stocks)
Define & describe: Debt Securities? - CORRECT ANSWER✔✔Both corporations and various
government borrowers raise funds through the issuance of publicly traded loans, which are
referred to as bonds, notes, debentures, or debt instruments.
A bond is a security that evidences the amount of indebtedness (principal) of an issuer. The
investors who purchase bonds are considered creditors of the issuer and essentially lend their
funds to the issuer for a specified period (until maturity).
The issuer is required to repay the principal balance of the bond at a future date and will
typically make interest payments over the life of the loan. These principal and interest payments
are mandatory and are referred to as the issuer's debt service obligation
Define & describe: Equity Securities? - CORRECT ANSWER✔✔Traditionally, corporations raise
capital through the issuance of stock (equity). If an investor purchases stock, he has an
,ownership interest in the underlying business and, at some point, may be entitled to a portion
of the corporation's profits (through a dividend distribution).
The ownership interest typically doesn't have a maturity date and the payment of any dividends
is voluntary for the issuer.
Define & describe: Primary and Secondary Markets? - CORRECT ANSWER✔✔The primary
market is considered the market in which an issuer sells its securities to investors, such as a
corporation conducting its initial public offering (IPO). Primary Market Transaction= key point to
remember is that the securities are being sold by the issuer and the proceeds of the offering are
directed to the issuer. After the money is raised in the primary market, the resulting securities
that have been created will begin to trade in the secondary market.
Secondary Markets aka Trading Market= provide a system for trading existing financial
instruments among investors. Although this resale of securities has no direct effect on the
issuing corporation, the ability to resell a stock or bond (liquidity) increases an investor's
willingness to invest money in securities in the first place. This willingness to invest indirectly
benefits issuers that seek to raise additional capital in the future
What's a Broker-Dealer? - CORRECT ANSWER✔✔Broker-dealers are vital to the activities that
are conducted in both the primary and secondary market. They may assist issuers in their goal
of raising capital, as well as provide investors with the ability to buy or sell securities. The term
broker-dealer actually refers to the two capacities in which a firm may operate.
Broker= any person that's engaged in the business of effecting transactions in securities for the
account of others
Dealer= any person that's engaged in the business of buying and selling securities for its own
account
Analyze a typical brokerage firm by describing the different Broker-Dealer Departments? -
CORRECT ANSWER✔✔Investment Banking
,Investment banking is the area that works directly with the issuers to arrange and structure the
needed financing. For example, these financial professionals may advise an issuer that wants to
raise funds through an issuance of stocks, bonds, or a combination of both. Investment bankers
are also referred to as the underwriters of securities.
Research
In a full-service brokerage firm, the research department's analysts study both the markets and
securities in order to issue recommendations. The typical recommendations include buy, sell, or
hold.
Sales
Historically, sales personnel have been referred to as stock or bond brokers. Financial
professionals who work in the sales area typically market products to both retail investors and
institutions.
Trading
Trading professionals handle the execution of trades for both the firm's clients and the firm's
own proprietary account. These trades may occur in either electronic or hybrid marketplaces.
Operations
Operations professionals ensure that all of the paperwork, funds, and securities transfers that
are associated with a trade (or processing) are handled efficiently and according to specific
industry standards.
What are the four tiers to regulation? - CORRECT ANSWER✔✔- Federal Regulation
- SRO Regulation
- State (Blue-Sky) Regulation
- Firm Specific Written Supervisory Procedures
, Describe: Federal Regulation? - CORRECT ANSWER✔✔For broker-dealers, all of these capital
raising, sales, trading, and operations activities are heavily regulated. The primary regulation
comes from laws (also referred to as Acts) that have been passed by Congress. These Acts are
enforced by the Securities and Exchange Commission (SEC) which is part of the U.S. federal
government. A brief description of the major Acts will be provided shortly.
Describe: SRO Regulation? - CORRECT ANSWER✔✔The creation and enforcement of the day-to-
day rules that brokerage firms must follow are often handled by self-regulatory organizations
(SROs), such as the Financial Industry Regulatory Authority (FINRA) and the various exchanges
such as the NYSE. As SROs, FINRA and the exchanges are responsible for maintaining fair and
orderly securities markets, promoting best execution of trades and fair treatment of clients, and
establishing rules and regulations that protect investors.
Describe: State (Blue-Sky) Regulation? - CORRECT ANSWER✔✔Each state has the authority to
impose additional requirements for both issuers and financial intermediaries. Typically, a state
requires both broker-dealers and registered representatives to be registered in the state in
order to transact business there. Additionally, issuers are normally required to register their
securities prior to sale in a given state. These rules are established under the Uniform Securities
Act (USA). State securities laws are also referred to as the blue-sky laws due to the use of the
term in a state court decision that was made in the early 1900s
Describe: Written Supervisory Procedures? - CORRECT ANSWER✔✔Member firms are required
to establish and maintain a system to supervise the activities of their personnel. Firms clearly
outline their policies and procedures by creating their own internal Written Supervisory
Procedures (WSPs). A firm's WSP is essentially a manual that details the rules and the person
responsible for their enforcement. Within a firm, there are three different categories of
personnel—registered personal (e.g., Series 57 traders), registered principals, and unregistered
employees. The individuals who manage and supervise are the firm's principals.
In relation to federal regulations, describe: The Securities Act of 1933? - CORRECT
ANSWER✔✔The Securities Act of 1933 was the first federal legislation covering the securities
industry and, specifically, the primary market. As mentioned earlier, the primary market is
where corporations and other issuers attempt to sell securities in the form of stocks or bonds to
the investing public. The Securities Act of 1933 is concerned with providing investors full and