State Registration Of Securities Flashcards

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1
Q

True or false: any security exempt under federal regulation is also exempt under the USA

A

False

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2
Q

True or false: if state rules regarding an exemption are more restrictive than federal rules, then state rules would govern.

A

True

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3
Q

True or false: federal regulations always supersede state rules

A

False

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4
Q

True or false: any security exempt end of the USA act is also exempt under federal regulations

A

False

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5
Q

What are the exempt transactions for the state registration of securities?

A
Isolated non-issuer  Unsolicited 
Bona fide gift 
Underwriter 
Financial institution 
Private placement 
Pre-org subscribe 
Fiduciary
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6
Q

According to the USA concerning private placements the offer may not be made to more than ________ persons in that state during the 12 month period.

A

10

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7
Q

Under the USA a private placement to a maximum of __________ retail investors within the state is an exempt transaction

A

10

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8
Q

True or false: a Reg D is an example of a federally exemption transaction

A

True

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9
Q

Under the USA are the issuers subject to state reporting requirements?

A

Yes

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10
Q

True or false: Under the USA the issuer must register the stock or distribute it under an exemption before the warrants can be issued.

A

True

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11
Q

What is rule 506?

A

rule 506 of regulation D is the private offering exemption

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12
Q

Under registration by coordination the issue of misfile the following with the state:

A

3x of the proposed Prospectus
A copy of the issuers articles of incorporation and bylaws
A copy of the agreement among underwriters
A copy of any indenture governing the issuance of the security
A specimen of the security to be issued.

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13
Q

Which securities can be registered by qualification in a state?

A

Any securities can be registered

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14
Q

What is the difference between an order and a trade?

A

It’s the difference between in waiter taking your order and delivering your meal.

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