WILEY SERIES 63 EXAM REVIEW 2016 + TEST BANK THE UNIFORM SECURITIES STATE LAW EXAMINATION BY SECURITIES INSTITUTE OF AMERICA

WILEY SERIES 63 EXAM REVIEW 2016 + TEST BANK THE UNIFORM SECURITIES STATE LAW EXAMINATION BY SECURITIES INSTITUTE OF AMERICA TABLE OF CONTENTS ABOUT THE SERIES 63 EXAM ix ABOUT THIS BOOK xiii ABOUT THE TEST BANK xv ABOUT THE SECURITIES INSTITUTE OF AMERICA xvii CHAPTER 1 FEDERAL LAW REVIEW 1 The Securities Act of 1933 1 The Prospectus 2 The Final Prospectus 2 Misrepresentations 3 The Securities Exchange Act of 1934 3 Net Capital Requirement 7 Customer Coverage 7 Fidelity Bond 8 The Insider Trading and Securities Fraud Enforcement Act of 1988 8 Firewall 9 The Telephone Consumer Protection Act of 1991 9 National Securities Market Improvement Act of 1996 10 The Uniform Securities Act 11 The Uniform Prudent Investors Act of 1994 12 CHAPTER 2 DEFINITIONS OF TERMS 13 Security 13 Person 15 Broker Dealer 16 Pension Consultants 18 Investment Counsel 18 Form ADV 19 Investment Adviser Registration Database (IARD) 20 Investment Adviser Representative 20 Offer/Offer to Sell/Offer to Buy 23 Sale/Sell 23 Guarantee/Guaranteed 23 Contumacy 24 Federally Covered Exemption 24 Power of Attorney 24 Pretest 25 CHAPTER 3 REGISTRATION OF BROKER DEALERS, INVESTMENT ADVISERS, AND AGENTS 31 Registration of Broker Dealers and Agents 31 Agent Registration 32 Registering Broker Dealers 33 Financial Requirements 34 Broker Dealers on the Premises of Other Financial Institutions 34 Registering Agents 35 Canadian Firms and Agents 36 Investment Adviser Registration 37 The National Securities Market Improvement Act of 1996/The Coordination Act 37 Investment Adviser Representative 38 Investment Adviser Registration 39 Capital Requirements 39 Exams 40 Advertising and Sales Literature 41 Brochure Delivery 42 Wrap Accounts 43 Pretest 45 CHAPTER 4 SECURITIES REGISTRATION, EXEMPT SECURITIES, AND EXEMPT TRANSACTIONS 49 Exempt Securities 49 Securities Registration 50 Registration of IPOs Through Coordination 50 Registration Through Notice Filing 51 Registration of Non-Established Issuers/Registration Through Qualification 51 Exempt Securities/Federally Covered Exemption 53 Exempt Transactions 54 Pretest 59 CHAPTER 5 PROFESSIONAL CONDUCT AND PROHIBITED AND FRAUDULENT ACTIONS 65 Fraud 65 Professional Conduct 66 Suitability 66 Market Manipulation 68 Customer Complaints 69 The Role of the Investment Adviser 69 Additional Compensation for an Investment Adviser 70 Agency Cross Transactions 70 Disclosures by an Investment Adviser 70 Investment Adviser Contracts 72 Private Investment Companies/Hedge Funds 72 Fulcrum Fees 72 Soft Dollars 73 Borrowing and Lending Money 74 Pretest 75 CHAPTER 6 THE STATE SECURITIES ADMINISTRATOR AND THE UNIFORM SECURITIES ACT 83 Actions by the State Securities Administrator 83 Cancellation of a Registration 84 Withdrawal of a Registration 85 Actions Against an Issuer of Securities 85 Rule Changes 85 Administrative Orders 85 Interpretive Opinions 87 Administrative Records 87 Investigations 88 Civil and Criminal Penalties 88 Jurisdiction of the State Securities Administrator 89 Administrator’s Jurisdiction over Securities Transactions 90 Radio Television and Newspaper Distribution 92 Right of Rescission 93 Statute of Limitations 93 Pretest 95 ANSWER KEYS 101 GLOSSARY OF EXAM TERMS 109 INDEX 175