Series 63

Series 63 practice questions, page 10 of 10, with answer review and explanations.

Question 46

A "notice filing" refers to -

  1. the right of an issuer to run tombstone ads in the newspapers and other publications upon filing a registration application with the state Administrator.
  2. the filing by a federal covered investment adviser of forms already filed with the SEC along with a consent to service of process with the state Administrator.
  3. a document that the issuer must file with the SEC informing the SEC that the firm has applied to the state for registration of its new security.
  4. notification to the public by the issuer or its underwriters that the issue is being sold on an "all or nothing" basis.

Question 47

Under the 2002 Uniform Securities Act, registration by coordination allows:

  1. federal covered securities to be registered simultaneously with the SEC and with the states in which the securities will be offered for sale.
  2. securities that do not fall within the category of federal covered securities to be registered simultaneously with the SEC and with the states in which the securities will be offered for sale.
  3. both state-registered and out-of-state investment bankers to participate in the underwriting and registration of a new security issue.
  4. issuers of federal covered securities to submit only a notice filing with the Administrator of states in which the securities will be offered for sale.

Question 48

Newbie Corporation is considering the possibility of an interstate initial public offering (IPO) of its stock. In the initial meetings with BigFee Investment Bankers, Newbie has learned that the underwriting spread will be 15%. Although the actual offering price won't be set until Newbie's registration statement is approved by the SEC, BigFee has indicated that the offer price will probably be between $3 and $4 a share and that the stock will initially be listed on the OTC Bulletin Board. What methods for state registration does Newbie have available? I. registration by coordination - II. registration by notification III. registration by qualification

  1. Newbie may elect to register by any one of the above methods although registration by qualification would be the most burdensome choice.
  2. Method I only
  3. Methods I and III only
  4. Method II only

Question 49

Which of the following is not one of the criteria for a security to be eligible for registration by notification?

  1. The issuer must have preferred stockholders as well as common stockholders.
  2. The issuer must have a net worth of $4 million, or its net income before tax for at least two of the
  3. The issuer must never have defaulted on any bond or long-term lease obligation.
  4. If the security to be issued is an equity interest in the firm, its offer price has to be at least $5 a

Question 50

Assuming there is not a stop order or a proceeding pending, under the registration by coordination process a security's registration with the state becomes effective:

  1. only when it is approved by the state Administrator, regardless of whether it has been approved by the SEC.
  2. immediately after approval by the SEC as long as the registration statement has been on file for at least 20 days or the Uniform Securities Act has provided an exemption to this waiting period.
  3. immediately subsequent to approval by the SEC, regardless of how long the registration statement has been on file.
  4. only when it is approved by the state Administrator, who will review the registration documentation upon notification that SEC approval has been granted.