Under the USA, which of the following types of transactions can be entered into legally with unregistered, nonexempt securities? A) Rights offering to existing shareholders with underwriting compensation of $.05 per share to the soliciting broker/dealers. B) Solicited transactions with individual clients located within the state. C) Private placement offered to more than 50 institutional purchasers in the state. D) Public offering of stock in a new corporation. Show
C)Private placements involve the sale of nonexempt securities to investors without the need for registration. There is no numerical limit to the number of offers that may be made to institutional buyers. Which of the following securities are exempt from the registration provisions of the USA?
Which of the following activities are prohibited practices under the Uniform Securities Act?
All of the following statements regarding the selling of private placements under the USA are true EXCEPT that: A) no commission or other remuneration may be paid for soliciting noninstitutional buyers. B) they cannot be offered to more than 35 noninstitutional persons in 12 consecutive months. C) they can be offered without limitation to institutional investors. D) the seller must reasonably believe that all noninstitutional buyers are purchasing for investment purposes only. B)Under
state law, a private placement can be offered to no more than 10 noninstitutional investors in 12 consecutive months. All of the following statements regarding the selling of private placements under the USA are true EXCEPT that: A) no commission or other remuneration may be paid for soliciting noninstitutional buyers. B) they cannot be offered to more than 35 noninstitutional persons in 12 consecutive months. C) they can be offered without limitation to institutional investors. D) the seller must reasonably believe that all noninstitutional buyers are purchasing for investment purposes only. B)Under state law, a private placement can be offered to no more than 10 noninstitutional investors in 12 consecutive months. Under the Uniform Securities Act, which of the following persons is responsible for proving that a securities issue is exempt from registration?
C)The burden of proof for claiming eligibility for an exemption falls to the person claiming the exemption. In the event the registration statement was filed by someone other than the issuer, such as selling stockholders or a broker/dealer, that person must prove the claim. Transactions involving which of the following are exempt from both the filing and anti-fraud provisions of the Uniform Securities Act?
B)Although certain securities are exempt from filing requirements under the USA, no securities are exempt from its antifraud provisions. However, since a fixed annuity is NOT a security, there is nothing to file and the anti-fraud provisions of the USA do not apply. According to the USA, the sale of a security to an insurance company is:
A)Sales of securities to financial institutions are exempt transactions. Insurance companies are a typical example of a financial institution used on the exam. The only relevance of the company being authorized to do business in this state applies to whether or not securities it issues are exempt in this state. A security that is exempt from the registration requirements of the USA is also exempt from which of the following concerning the act?
III)An exempt security is only exempt from the registration requirements and the requirements for filing advertising and sales literature. No security is exempt from the antifraud provisions of the act and the liabilities that arise from fraudulent practices. An agent is registered in State X but not in State Y. The agent sells a resident of State X a new State Y municipal revenue bond. If the bond is not registered for sale in State X, which of the following statements is TRUE?
A)Any municipal bond is considered an exempt security under the Uniform Securities Act. Therefore, the sale of an exempt unregistered security by a properly registered agent is perfectly legal. Which of the following transactions are exempt from the registration provisions of the USA?
all)Isolated nonissuer transactions, unsolicited transactions effected through a broker/dealer, and transactions between issuers and underwriters are all exempt transactions under the provisions of the USA. As long as there are no more than 10 subscribers to pre-organization certificates, the transaction is exempt. All of the following securities are exempt from state registration EXCEPT:
B)Be careful. Unsolicited orders are exempt transactions, the others are exempt securities. What is the smallest order that can be placed for an institutional account?
C)There is no upper or lower limit on the size of an order executed in an institutional account, although institutional investors typically trade very large blocks of securities. Which of the following exemptions describes the sale of securities to institutions that are regarded as professional investors?
A)Transactions with institutions are exemp
Which of the following statements regarding unsolicited orders is TRUE? A) The state Administrator may not require the client to sign an acknowledgment that the order was unsolicited. B) A client may purchase, at his own initiative, securities trading in the secondary market through an agent who otherwise is prohibited from soliciting the order. C) The state Administrator may not prohibit the solicitation of specific securities in the state. B)If a client requests the purchase of a security that an agent is prohibited from soliciting, the agent can accept the order and mark the order unsolicited. This is the most common of the exempt transactions Administrators are authorized by the USA to require agents to obtain written client acknowledgment of unsolicited transactions. An agent may accept unsolicited orders in secondary transactions in either exempt or nonexempt securities. An agent may accept unsolicited orders without prior approval of a principal; approval is necessary after the trade. Which of the following transactions is NOT exempt from registration?
Which of the following are exempt transactions under the Uniform Securities Act?Certain types of securities and certain transactions are deemed by the SEC to be exempt from registration requirements. Exempt Security - Common types of exempt securities are government securities, bank securities, high-quality debt instruments, non-profit securities, and insurance contracts.
Which of the following issues are exempt from registration under the Uniform Securities Act quizlet?Public sales (offerings) are typically subject to registration requirements. Private placements, unsolicited non-issuer transactions, and transactions with financial institutions are exempt from the registration provisions of the Uniform Securities Act.
Which of the following securities are exempt from registration because of their type?U.S. government securities — Treasuries — and municipal bonds are all exempt from registration.
Which securities are exempt from registration?The most common exemptions from the registration requirements include:. Private offerings to a limited number of persons or institutions;. Offerings of limited size;. Intrastate offerings; and.. Securities of municipal, state, and federal governments.. |
Which of the following is exempt from state registration under the Uniform Securities Act?
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