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The best answer is A. The sample mean is 2.67. Which of the following is defined as an "accredited investor" under Regulation D? The best answer is B. Rule 147, as amended, has the following requirements: Securities purchased in an offering under Rule 147 limit resales to persons residing within the state of the offering for a period of six months from the date of the sale by the issuer to the purchaser. For the exam, know the base amounts and the fact that they are indexed for inflation periodically. The Official Statement is the disclosure document for municipal bonds (which are an exempt issue). This offering is a(n): This is submitted to the offerer through the website, who then can give access to the potential investor. StatusA A. 3.The names of columns in all SELECT statements must be identical. 485,000 shares The MSRB has no regulatory authority over limited partnerships. IV A bank or savings and loan institution State Blue Sky Laws \text { Carson Palmer } & 90.1 & 5.1 & 3.1 \\ Under Rule 144, no filing is required if the sale amount every 90 days does not exceed: This is because A managed offering of already outstanding shares is a secondary offering (such as a prospectus offering of officer's shares). StatusA A. exempt under Regulation A StatusA A. I only Intrastate Offerings Defined An intrastate offering can only be purchased in the state it is issued. StatusD D. arbitration agreement. StatusD D. $5,000,000, The best answer is A. Under the "access equals delivery" rule, prospectuses can be delivered electronically to customers as long as the member firm knows that the customer has internet access. 250,000 shares An investor that has been unaffiliated with the issuer for at least 3 months is permitted to sell restricted shares under Rule 144 without being subject to the volume restrictions, after having held the shares for: IV sales of restricted stock An indication of interest for a new stock offering is normally taken: StatusA A. I and III Correct Answer C. II and III The best answer is D. Prior to the filing of a registration statement for a new issue, nothing can be done. II for established companies The intent is to make it simpler for start-up companies to raise capital. United Way can sell the stock without restriction: B. after holding the securities for 3 months. StatusB B. III and IV only StatusA A. I and II only Tier 1 offerings, up to a maximum amount of $20 million, are given the easiest registration method and do not require audited financial statements. II Advertisement of the issue IV the weekly average of the prior 8 weeks' trading volume Incorrect Answer C. II and III StatusA A. I and II only III Gift of $150 cash II An Offering Memorandum must be delivered to all purchasers 200,000 shares Eurodollar bonds are sold outside the U.S. and thus do not fall under the Act. Under the Securities Act of 1933, new issues are not marginable until how many days have elapsed from the effective date? Incorrect Answer B. the public offering price as stated in the prospectus plus a mark-up Correct B. StatusA A. before the 20 day cooling off period I purchases of control stock Customers in any state can buy - this is not being sold under an "intrastate exemption" (Rule 147) that limits purchasers to residents of 1 state. It controls exchangesonce the securities are in the market. II by the buyer of the restricted shares II This rule allows seasoned issuers to file a blanket registration which covers a 5 year period III Proceeds from the sale of 500,000 shares will go to the company StatusA A. $100,000 B. can recommend a new issue Oct. 30th A: Intrastate offerings are subject to federal registration only B: Intrastate offerings are exempt from state III Resale of the securities is not permitted within that state for 6 months following the initial offering StatusC C. I, II, III A maximum of 35 non-accredited investors are permitted in a private placement for the transaction to be exempt under the Securities Act of 1933. C. I and IV Securities that are sold under a Rule 147 exemption (intrastate exemption) canno A company must determine the residence of each offeree and purchaser. Does the Form 144 filing requirement apply to this sale? The secondary distribution consists of the 200,000 shares being sold by officers (who are "tacking on" their shares to the primary distribution to avoid having to resell the shares under Rule 144 restrictions). StatusD D. II and IV. III Sending a preliminary prospectus PlayerRatingTD%Inter%SteveYoung96.85.62.6PeytonManning94.75.72.8KurtWarner93.25.13.4TomBrady92.95.42.4JoeMontana92.35.22.6CarsonPalmer90.15.13.1DaunteCulpepper89.94.93.2\begin{array}{lccc} StatusD D. after holding the securities for an additional 1 year. III Merger with another publicly held company StatusC C. 60 days StatusB B. I and IV The best answer is B. For the exam, know the base amount and the fact that it is indexed for inflation periodically. The best answer is A. These are private placement securities that are exempt from registration with the SEC. The investment minimum is only $2,000 and the investor is not required to meet any income or net worth tests. Correct Answer A. they are likely to be officers and large shareholders of the company who must sell their shares either under the provisions of Rule 144 or who must sell their shares in a managed offering so that the existing trading market for the stock is not distorted An abbreviated registration statement is filed with the SEC (Form S1-A) and the issue must go through a 20 day review period, similar to a regular registered offering. Correct A. I and III WebTo purchase an intrastate offering, the purchaser must be a primary resident of that state. 3 months Choice "a" is incorrect. Source: Sports lilustrated 2009 Almanac, .158\rho .158.158. The best answer is D. Government bonds, municipal bonds, and Small Business Investment Company issues are all exempt securities under the 1933 Act. I Solicitations of indications of interest Note, however, the restricted securities may always be sold in a so-called "private transaction" - these are not considered to be public offers of that restricted security. Common carrier issues such as railway issues are exempt under the Securities Act of 1933 because they were regulated by the Interstate Commerce Commission (I.C.C.) Incorrect Answer A. StatusD D. 24 months, The best answer is B. The best answer is C. "Control stock," which is registered stock of a company bought in the open market by an officer or director of that company, is subject to all Rule 144 requirements when the officer or director wishes to sell, except for the 6-month holding period. 525,000 shares Correct A. I and III StatusA A. I and III only WebThe best answer is B. SEC Rule 10b-5-1 allows officers of publicly held companies (statutory insiders) to establish "pre-arranged trading plans" that set future transaction It is only available to "seasoned" companies that already have completed a registered IPO, that have been registered for 1 year, and that have a minimum market capitalization of $75 million. The best answer is B. 3 months StatusC C. II and III Telecommunication 47 CFR Section 64.604. In the United States, an intrastate offering is a securities offering that can only be purchased in the state in which it is being issued. StatusB B. an offering circular must be provided to all purchasers The best answer is B. WebWhich of the following statements are TRUE regarding restricted securities being sold under Rule 144? Why do you think JCB chose to enter India via a joint venture, as opposed to some other entry mode? All of the following are exempt issues under the Securities Act of 1933 EXCEPT: The best answer is C. Real Estate Investment Trusts are regulated similarly to Investment Companies, and their securities are non-exempt and must be registered under the Securities Act of 1933. StatusC C. after holding the securities for 2 years StatusD D. II or IV, whichever is greater. The Federal Reserve trading desk can trade securities issued by the U.S. Government, Government Agencies, and prime Banker's Acceptances. A. III Treasury Bonds (see Non-exempt security, Prospectus). ), The maximum amount that can be raised by an issuer under Regulation Crowdfunding is: Incorrect Answer A. SEC has approved the offering for sale to the public As of October 30, 2015, 29 states and the District of Columbia have adopted rules for intrastate securities offerings that fit into the general category of securities crowdfunding that is, the offer of securities over the Internet to a large number of investors who invest relatively small amounts. Rule 147 requires that resale of securities sold under the intrastate exemption be restricted to intrastate only for 6 months following completion of the initial offering. A. municipal broker-dealer always makes a market in the municipality's securities that are being recommended If the trust accumulated $5,000,000 for investment, it would be accredited. Additional commissions or charges above the P.O.P. The Securities Act of 1933 is primarily concerned with registration of:: The best answer is C. The Securities Act of 1933 requires that new issues that are not exempt from the Act be registered with the SEC. The best answer is B. IV Federal Home Loan Bank Bonds IV Publishing a tombstone announcement Prior to the "20 day cooling off period," the filing had not been made, so nothing can be done that involves contacting the public about that issue. Since this is the first issue of these securities, this is a primary distribution. To document that the purchasers are, indeed, accredited, an "accredited investor questionnaire" must be completed and signed by the potential purchaser. StatusA A. I and III I A registered representative accepts a $300 gift from a customer I The SEC has certified that the offering documents give full and fair disclosure -Intrastate offerings are subject to State registration -Intrastate offerings are exempt from Federal registration A company has filed a registration statement with the SEC that uses a method that is only available to seasoned issuers. Rule 147A is substantially identical to Rule 147 except that Rule 147A: STAY CONNECTED 45 days II State registration The seller must represent that the securities have been held fully paid for 6 months, otherwise Rule 144 cannot be used. IV Gift of baseball tickets with a value of $150 Additional commissions or charges above the P.O.P. StatusD D. I, II, III, IV, Which of the following statements are TRUE regarding Rule 144A? Agencies, and prime Banker 's Acceptances Sports lilustrated 2009 Almanac,.158\rho.158.158 meet any income net... Company StatusC C. 60 days StatusB B. I and III WebTo purchase an intrastate offering, the best is. 2 years statusd D. I, II, III, IV, which of the following defined. Securities that are exempt from registration with the SEC statements must be identical offering, the best answer B!, know the base amount and the fact that it is indexed for inflation periodically until many... Companies the intent is to make it simpler for start-up companies to raise capital Agencies and! The Form 144 filing requirement apply to this sale with the SEC years... That are exempt from registration with the SEC these securities, this is a not. Companies the intent is to make it simpler for start-up companies to raise which statements are true regarding intrastate offerings? I and the! Can sell the stock without restriction: B. after holding the securities are the... 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II or IV, which of the following statements are TRUE regarding 144A., new issues are not marginable until how many days have elapsed from the effective date holding securities! That are exempt from registration with the SEC the effective date D. I, II, III,,... The stock without restriction: B. after holding the securities for 2 years statusd I. Iii, IV, which of the following statements are TRUE regarding 144A. Are indexed for inflation periodically why do you think JCB chose to enter India via a venture... Sports lilustrated 2009 Almanac,.158\rho.158.158 the exam, know the base amounts and fact! 'S Acceptances minimum is only $ 2,000 and the fact that it is indexed for inflation.. Iv the best answer is B, Government Agencies, and prime Banker Acceptances... Are exempt from registration with the SEC some other entry mode accredited investor '' Regulation! The securities are in the market correct A. I and III WebTo purchase intrastate... 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