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 11
CHAPTER 2
DEFINITIONS OF TERMS 13
Security 13
Person 15
Broker Dealer 16
Pension Consultants 18
Form ADV 18
Investment Adviser Representative 19
Offer/Offer to Sell/Offer to Buy 21
Sale/Sell 22
Guarantee/Guaranteed 22
Contumacy 22
Federally Covered Exemption 23
Power of attorney 23
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 34
Canadian Firms and Agents 36
Investment Adviser Registration 36
The National Securities Market Improvement Act of 1996/The Coordination Act 37
Investment Adviser Representative 38
Investment Adviser Registration 38
Capital Requirements 39
Exams 39
Advertising and Sales Literature 40
Brochure Delivery 41
Wrap Accounts 41
Pretest 43
CHAPTER 4
SECURITIES REGISTRATION, EXEMPT SECURITIES, AND EXEMPT TRANSACTIONS 47
Exempt Securities 47
Securities Registration 48
Registration of IPOs Through Coordination 48
Registration Through Notice Filing 49
Registration of Non-Established Issuers/Registration Through Qualifi cation 49
Exempt Securities/Federally Covered Exemption 51
Exempt Transactions 52
Pretest 57
CHAPTER 5
PROFESSIONAL CONDUCT AND PROHIBITED AND FRAUDULENT ACTIONS 63
Fraud 63
Professional Conduct 64
Suitability 64
Market Manipulation 66
Customer Complaints 67
The Role of the Investment Adviser 67
Additional Compensation for an Investment Adviser 68
Agency Cross Transactions 68
Disclosures by an Investment Adviser 68
Investment Adviser Contracts 70
Private Investment Companies/Hedge Funds 70
Fulcrum Fees 70
Soft Dollars 71
Borrowing and Lending Money 72
Pretest 73
CHAPTER 6
THE STATE SECURITIES ADMINISTRATOR AND THE UNIFORM SECURITIES ACT 81
Actions by the State Securities Administrator 81
Cancellation of a Registration 82
Withdrawal of a Registration 83
Actions Against an Issuer of Securities 83
Rule Changes 83
Administrative Orders 83
Interpretive Opinions 85
Administrative Records 85
Investigations 85
Civil and Criminal Penalties 86
Jurisdiction of the State Securities Administrator 87
Administrator’s Jurisdiction over Securities Transactions 87
Right of Rescission 90
Statute of Limitations 90
Pretest 91
ANSWER KEYS 97
GLOSSARY OF EXAM TERMS 105
INDEX 171
