Once the registration statement is filed,
a preliminary prospectus can be sent; indications of interest can be accepted
; and a “tombstone” announcement can be published. Once the registration is effective, orders can be accepted if customers receive the final prospectus, at or prior to, confirmation of sale.
Which of the following activities is prohibited during the cooling off period?
Which of the following activities is prohibited during the “cooling off” period? During the cooling off period,
an offer or sale of the issue is prohibited
, as are recommendations of the issue or the advertising of the issue.
Which of the following activities are allowed prior to the filing of a registration statement?
Which of the following activities are allowed prior to the filing of the registration statement? Prior to the filing of the registration statement,
nothing can be done
. Once the registration statement is filed, a preliminary prospectus may be used to obtain indications of interest.
Which of the following is subject to the registration requirements of the Securities Act of 1933?
Which of the following is subject to the registration requirements of the Securities Act of 1933? The best answer is B
. ADRs (American Depositary Receipts)
are non-exempt securities and must be registered with the SEC under the Securities Act of 1933.
Which of the following are exempt from the registration provisions of the Securities Act of 1933?
Which of the following are non-exempt issues under the Securities Act of 1933?
Insurance company offerings
are exempt from the 1933 Act, EXCEPT for variable annuity and variable life contracts. Thus, a fixed annuity offered by an insurance co. is exempt from the 1933 Act.
What is a Reg D fund?
Regulation D (Reg D) is
a Securities and Exchange Commission (SEC) regulation governing private placement exemptions
. … The regulation allows capital to be raised through the sale of equity or debt securities without the need to register those securities with the SEC.
Which statement is false about stabilizing bids?
Which statement is FALSE about stabilizing bids?
Stabilization of new issue prices in the aftermarket is permitted under Regulation M
. The bid cannot be placed until the effective date; it is not permitted during the 20-day cooling off period. The bid must be placed at, or below the Public Offering Price – never above.
What is a reg a filing?
Regulation A is
an exemption from registration requirements
—instituted by the Securities Act—that apply to public offerings of securities that do not exceed $50 million in any one-year period. Updates to Regulation A in 2015 allow companies to generate income under two different tiers.
What is permitted during the 20 day cooling off period for an initial public offering?
During the 20-day cooling-off period for an initial public offering, all of the following are permitted EXCEPT: …
Accepting a deposit from a customer during the cooling-off period is tantamount to accepting an order
, which is prohibited until the offering is effective. Reference: 7.2.
What is a Regulation S Security?
Regulation S, which was adopted by the Securities and Exchange Commission (the “SEC”) in 1990,1
provides that offers and sales of securities that occur outside of the United States are exempt from the registration requirements of Section 5
of the Securities Act of 1933 (the “Securities Act”).
Who is required to register with the SEC?
Firms that manage more than $25 million in assets in under management
and have at least one managed account need to register with the SEC or the state(s) in which they are located and/or doing business.
Which types of companies must register with the SEC quizlet?
Which types of companies must register with the SEC?
Companies with over 500 or more owners
. Companies with total assets of $10 million. Companies with total assets exceeding $10 million and with 500 or more owners.
What is the purpose of a registration statement?
A legal document filed with the SEC to register securities for public offering that details the purpose of
the proposed public offering
. The statement outlines financial details, a history of the company’s operations and management, and other facts of importance to potential buyers.
What types of issues are exempt from the registration process?
- Private offerings to a limited number of persons or institutions;
- Offerings of limited size;
- Intrastate offerings; and.
- Securities of municipal, state, and federal governments.
What are exempt transactions?
An exempt transaction is
a type of securities transaction where a business does not need to file registrations with any regulatory bodies
, provided the number of securities involved is relatively minor compared to the scope of the issuer’s operations and that no new securities are being issued.
Which of the following securities are exempt from registration?
Under the Uniform Securities Act, all of the following are exempt from registration EXCEPT: A)
common stock only
sold intrastate. … Common stock, not listed on any regulated exchange, purchased by an open-end investment company. Preferred stock issued by an insurance company authorized to do business in this state.
