Chapter 1 - Section 3 Flashcards

0
Q

What is rule 10b-5?

A

Catch-all rule

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1
Q

What are the general provisions of 1934 Act?

A
Manipulation
Insiders
SEC created
Short sale rules
Proxy rules
Exchanges
Reports
Margin
Stabilization
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2
Q

What are prohibited manipulation activities?

A

Wash trades
Trading pools
Trading by underwriters of a primary offering before effective date
Short tendering

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3
Q

What is a 13D filing?

A

Report required to be filed by anyone who accumulates a 5% position in a company

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5
Q

What is Reg T?

A

Controls credit from broker to customer

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6
Q

What is Reg U?

A

Controls credit from bank to broker

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7
Q

What’s a 10K?

A

Audited, annual reports corporations file with SEC

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8
Q

What’s a 10Q?

A

Unaudited, quarterly reports corporations file with SEC

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9
Q

What’s an 8K?

A

Reports of special events corporations file with SEC

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10
Q

What’s rule 10b-2?

A

Prohibits issuers and underwriters from influencing the price of a new issue in the aftermarket

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11
Q

What’s the short tendering rule?

A

Tenders can only be made of net long positions of shares (no short tendering)

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12
Q

What’s an insider?

A

Officer, director, or 10% shareholder in a company

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13
Q

What are the insider rules?

A

No trades based on insider info
Short swing (6 mo) profits paid back
No selling short (but can short against the box at year-end if position closed within 20 days)
Tipper & tippee liable

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14
Q

What does the SEC regulate?

A

Securities only

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15
Q

What is Regulation SHO?

A

Every order must be marked long or shot

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16
Q

When must proxy materials be filed with SEC?

A

10 days before sent to shareholders

17
Q

What’s the net capital rule?

A

Firms must meet minimum “liquid capital” standards

18
Q

How must a firm treat fully paid customer securities?

A

Segregated and placed in safekeeping

19
Q

What are excess margin securities?

A

Those with more than 140% of debit balance

20
Q

What is a free cash balance?

A

Uninvested cash balances held at brokerage firms

21
Q

What notification is required of free credit balances?

A

Quarterly, with amount, FYI that funds available and not segregated

22
Q

What notification is required of B/D financial condition?

A

Semi-annual financial statements, including statement of financial condition & net capital computation

23
Q

What are stabilization rules?

A

One bid
At or below POP
Notice of Stabilization must appear
Bid withdrawn when syndicate disbands

24
Q

What’s rule 10b-4?

A

Short tender rule - can only tender if long position

25
Q

What’s a long position?

A

Owns stock
Owns convertible stock
Owns rights, warrants or call options

26
Q

What’s a net 0 postion?

A

No ownership; can’t tender

27
Q

What’s rule 10b-9?

A

Prohibits misrepresentation of “all or none” underwritings

28
Q

What’s rule 10b-13?

A

Prohibits purchase of security in market after tender offer is announced

29
Q

What’s rule 10b-18?

A

To buy their own shares, issuers must:
Use 1 B/D per day
No opening transactions
Not within 10 mins of close (actively traded)
Priced at current highest ind. bid OR last reported sale
Less than 25% of daily trading

30
Q

What’s Regulation M?

A

FIX