6 Sec 1933 & 34 Flashcards
Securities Act 1933
(3)
- truth in securities
- prospectus before $
- reg cool off 20 days no advertising
Exempt Issures from
Sec Act 1933
govt
bank
chartitable org
sec maturing in
Sec Act 1933
Exempt Transactions
Reg A
Rule 147
Reg D
Rule 144
Which investors
small offering < = 5MM
Jobs Act 2012 - Reg A+ - inc to 50 MM
Sec Act 1933
Exempt Transactions
Reg A
Rule 147
Reg D
Rule 144
Which investors
sell to only state residents
80% of assets there
buters can’t sell to non-resident for 9 months
Sec Act 1933
Exempt Transactions
Reg A
Rule 147
Reg D
Rule 144
Which investors
private placement
35 or less non-accredited investors
hold stock 1 year before selling
Sec Act 1933
Exempt Transactions
Reg A
Rule 147
Reg D
Which investors
sophisticated
Sec Act 1933
Exempt Transactions
Reg A
Rule 147
Reg D
Rule 144
Which investors
re-sale restricted stock held by co, affiliates or ees
Securities Exchange 1934
(3)
- broader in scope
- creates SEC - Securities Exchange Commission
- register & regulate
- brokerage firms
- transfer agents
- clearing agencies
- SROs (FINRA)
- exchanges
1934
3 items it regulates
AIM
- annual Reporting
- insider trading
- margins - oversight by Fed Reserve Board (FRB)
Trust Indenture 1939
what products must comply
public bonds
trust indentures
ERISA
inforced by
EE Ret Income Security Act
DOL
Defined Benefit Plans
promises to pay predetermined $ to retirees
EE invested in Co. stock
plan may not aquire ER sec or real estate that exceeds
what value of plan assets?
10%
FINRA bylaws
- rules of fair practice
- uniform practice code
- code of procedure
- code of arbitration
- how to deal w/ customers
- settlement dates & delivery
- conduct violations
- disputes among members
Rules for firm to join FINRA
(4)
- meet capital requirements
- 2 principals supervising
- business plan
- attend pre-membership interview