Correct Answers
Jurisdiction: Where is the offer made for U.S. Mail or Telephone? - CORRECT ANSWER✔✔In two
states at most.
The state from which it originated and the state to which it is directed.
(For mail, not the state to which it may be forwarded).
Jurisdiction: Where is the offer made for Television or Radio? - CORRECT ANSWER✔✔One state
only.
The state in which the camera or microphone is located)
Jurisdiction: Where is the offer made for Newspaper or Magazine? - CORRECT ANSWER✔✔One
state or no state.
The state in which the newspaper or magazine is published, unless more than two-thirds of the
circulation is outside the state.
Exempt Issuers - CORRECT ANSWER✔✔-US Government and Agencies
-Municipalities
-Non-profit, religious, educational and charitable organizations.
-Banks, Savings & Loans, and Trust companies.
-Railroads.
-Small business investment companies.
-Commercial Paper.
,Exempt Transactions - CORRECT ANSWER✔✔Reg D Rule 506 Private Placements (if):
-Only Sophisticated ivestors
-No more than 35 Non-Accredited Investors
-Buyer receives Offering Memorandum.
-Resale of security is restricted.
Rule 147 Interstate Offerings:
-100% purchasers in state.
-80% of company's assets are in state.
-80% of the company's business must be carried out in the state.
-80% of operations revenue is generated in the state.
Small-Issue Exemption- Reg A
-Less than $5 million raised during 12 month period.
*Offering Statement filed.
What is another word for tax rate? - CORRECT ANSWER✔✔Marginal Rate (after the last dollar
that you earn each year is taxed at your marginal rate).
Open-End (Mutual Fund) - CORRECT ANSWER✔✔Continuously issue new shares
-Common shares only
-Sold by prospectus.
Sold at NAV + sales charge (if any)
Sponsor stands ready to redeem shares at the next calculated NAV (forward pricing)
, Shares remain in the primary market.
Cannot be sold short.
Closed-End fund - CORRECT ANSWER✔✔Usually do a one-time issuance of common shares.
-May issue preferred stock or bonds.
Shares may trade at a discount or premium to NAV (based on supply/demand) with a
commission or markup added.
Sponsor does not stand ready to redeem shares.
Shares trade in secondary market.
May be sold short.
Trust - CORRECT ANSWER✔✔A legal arrangement in which an individual (creator) gives
fiduciary control of property to a person or institution (trustee) for the benefit of beneficiaries.
- Creator = Grantor, Donor, Trustor, Settlor, or Maker
Investment Company Act of 1940 - CORRECT ANSWER✔✔Created to reduce abuses in the sales
of investment company securities.
Assures investors receive adequate and truthful information.
Three types of investment companies:
-Face Amount Certificate Companies.