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Series 65 > Part 1 > Flashcards

Part 1 Flashcards

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1
Q

Not a person

A

Dead, Minor, mentally incompetent

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2
Q

Release IA-1092

A

Financial planners, Pension consultants, and sports/ entertainment reps

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3
Q

Exclusions for IA

A

Banks, Savings institutions, and trust companies

“LATE”

Broker-Dealers

publishers of general and regular circulation

person advising on government securities

IAR’s

Federal covered investment advisers

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4
Q

Exempt from SEC

A

Intrastate: no advise, no clients are private funds, and registered with the state

Insurance companies

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5
Q

Exempt from State

A

De Minimis: No place of business, 5 or fewer clients in 12 months

No place of business & Only deals with the institution, BD, or other advisers

Snowbird exemption

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6
Q

Who is considered under the Federal/SEC

A

federal registered, covered adviser, and federal covered advisers

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7
Q

Form ADV Part 1A

A

Business name/ form organization

past 5 years of business and current affiliations of control

edu background

nature of business

balance sheets certified by independent public accountant

scope of authority of client funds

compensation arrangement

criminal record

how much of the business is investment advise

consent to service of process

filing fee

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8
Q

Form ADV Part 1B

A

State registered advisers only

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9
Q

90 Days

A

Annual updating amendment to Form ADV

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10
Q

Annual updating amendment to Form ADV

A

90 days

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11
Q

Form ADV-W

A

withdrawl

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12
Q

discretion

A

$10,000

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13
Q

Custody

A

$35,000

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14
Q

below net worth notify the admin within how many days

A

1 Day

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15
Q

file financial report with admin within how many days

A

1 day

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16
Q

recordkeeping

A

keep at the office for two years in physical forms

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17
Q

Supervisors

A

Principle

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18
Q

IAR Exclusions

A

Clerical and administrative personal

individuals providing only impersonal investment advice

research analysts if no advisory clients

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19
Q

IAR Exemptions State

A

De Minimis rule

Snowbird rule

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20
Q

IAR Exemptions Fed

A

Covered adviser, only registered in states where the IAR maintains a place of business

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21
Q

Broker-dealer definition

A

a person engaged in the business of effecting securities transactions of accounts of others or for own account

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22
Q

Broker Dealers

A

Register with Both SEC and states in which they do business

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23
Q

helps bring new issues to issue

A

broker-dealer, underwriter, and investment banker

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24
Q

BD exclusions

A

agents

issuers

banks, savings institutions or trust companies

internet broker-dealer- general advise

BD with no office in the state who limits clients to issues of the security, other BD’s or institutional investors

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25
BD's Exemptions
USA: Canadian BD: limited registration SEC exchange Act of 1934: intrastate BD
26
Define agent
individuals representing a broker- dealer in effecting or attempting to effect purchases or sales or securities individuals representing an issuer in effecting or attempting to effect purchases or sales of securities
27
Agent exclusions (representing BD)
clerical and administrative personnel Board member or capital contribution only
28
Agent exclusions (USA- representing issuers)
an individual who represents an issuer in effecting transactions exempt under USA securities issued by one of the five specified exempt issuers employees of the issuer and no compensation is recieved
29
Agent exemptions
Bd is exempt from registration- agent doesn't register snowbird client moves- agent cannot be registered in state if broker-dealer is not no de minimis
30
registration effect date (SEC)
Noon of the 30th day
31
BD recordkeeping requirments
3 years at the principals office for 2
32
Define an investment contract
invesment of money common enterprise where a profit is anticipated efforts of a third-party management
33
Not a security
insurance, retirment plans IRA, 401K collectibles commodity futures and actual commoditites condominium for primary residence currency
34
Define Issuers
A person who issues or proposes to issue a security: Primary transaction- money goes to issuer can't be government, corporation or partnership
35
Non-issuer
person other than an issuer
36
Security exemptions
US government, state and local municipal bonds, instrastate offering
37
Exempt transactions
private placement under reg D Rule 501- accredited investor
38
USA security exemptions
short-term notes/ debt obligations promissory notes (commerical paper)
39
USA security exemptions issued by exempt issuers
us government municipalities Canadian gov't foreign national governement with diplomatic relations Banks, saving institutions, and trust companies insurance companies regulated public utilities comp charitable, religious and nonprofit exchange-listed securities nasdaq traded secutity investment companies registered under investment company act securities or transactions exempt under the Securities act of 1933
40
Private Placement
10 offers in any 12cconsecutive months other than institutional clients
41
USA methods of registration
Notice filing, coordination, and qualification
42
Coordination
Effective at the same time as the SEC
43
effective at the same time
Coordination
44
offer
attempt to solicit & dispose of the purchase
45
Offer
Sale of rights, warrants, or convertible security is an offer of the underlying stock
46
Sale
Transfer of value
47
Sale
Purported gift of assessable stock (offer and sale)
48
Gift of non-assessable stock, stock dividend or stock split, bone fide pledge or loan, an act resulting from the approved merger or business reorganization
Not a sale
49
3 years
date of violation when something happened
50
date of the violations
3 year
51
2 years
date of discovery
52
date of discovery
2 years
53
30 days
rights of rescission
54
rights of rescission
30 days
55
Rescission
Made whole
56
Rescission
if fails to accept within 30 days then may not sue
57
State Penalties
$5,000 fine and 3 years jail
58
required disclosures
acting as a broker dealer
59
required disclosures
agency cross transactions
60
required disclosures
conflict of interest for BD, investment adviser,
61
required disclosures
Fees
62
Soft dollar
the economic benefit received from any source; fees, commissions, retainer, soft dollar

Series 65 (4 decks)

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