Unit 1 Flashcards
Security
1.1.3.6
Investment of money
In a common enterprise
Expectation of profit
Derived from efforts other than the investor
Any note, stock, bond, investment contract, variable annuity, profit sharing or partnership agreement, certificate of deposit, option on a security, or other instrument of investment
Equity
1.1.1
Security that represents ownership
Represented by stock
Could also be rights, warrants, and options
Used to raise Capitol
Most visible and accessible means of creating wealth
Conservative for co. , rest for investors
Debt obligation
1.1.1
Creditor relationship Represented by bonds and notes Used to raise capital Company obliged to pay investor back Conservative for investor, risky for co.
SEC
1.1.2
Securities and exchange commission
Created by security exchange act of 1934
Self Regulatory organizations
1.1.2
SRO
Maloney act of 1938
Municipal Securities Rulemaking Board (MSRB)
Chicago Board Options Exchange (CBOE)
National Association of Securities Dealers
1.1.2
NASD
Is an SRO
Comprised of member broker/dealers
Defunct, replaced by FINRA
Financial Industry Regulatory Authority
1.1.2
FINRA Registered securities association Successor of NASD Regulates OTC Regulates NYSE
Over the counter securities
1.1.2
OTC
Price established by negotiation
Market makers maintain OTC inventories and sell to brokers/dealers for asked or offering price
Primary offering
1.1.2
The market for issuing new securities. … They sell their securities to the public through an Initial Public Offering (IPO).
Secondary market
1.1.2
After the initial issuance, investors can purchase from other investors in the secondary market.
Done on stock exchanges and/or OTC
Exchange-listed Securities
1.1.2
Listed on NYSE
Priced by auction on the trading floor
Asked or offering price
1.1.2
The price a seller is willing to accept for a security, also known as the offer price.
Brokers purchase at lowest price
Established by open outcry
Market makers sell
Bid price
1.1.2
The price a buyer is willing to pay for a security. Securities sell price
Market makers buy and customers sell
Market Maker
1.1.2
maintain OTC inventories and sell to brokers/dealers for asked or offering price
Buy from broker/dealers at bid price
Ensures the customer get lowest ask price if buying
Ensures the customer gets highest bid price when selling
Associated person or member
1.1.3.1
Employee, manager, director, officer, partner of broker/dealer or another entity (bank, issuer, etc,) or any person controlling, controlled by, or in common control with that member.
Broker
1.1.3.2
Acts as the customer’s agent and is merely executing the customer’s order for a fee known as a commission.
Customer
1.1.3.3
Individual, person, partnership, corporation, or legal entity that is not a broker, dealer, or municipal securities dealer
The public
Dealer
1.1.3.4
Role of a brokerage firm when it acts as a principal in a particular trade
Acts as a dealer when it buys/sells for its own account at its own risk then charges a customer a mark up or mark down
Any person engaged in the business of buying/selling securities for their own account either directly or thru a broker that is not a bank
Member
1.1.3.5
Of FINRA
Any individual, partnership, corporation, or legal entity admitted to memberships
Sale and offer to sell
1.1.3.7
Disposition of a security or interest in a security for value
Offer to sell
Offer for sale
Offer
Includes every attempt or offer to dispose or offer to buy for value
Prospectus
1.1.3.7
Notice, circular, advert, letter, comm written or by radio or tv that offers any security for sale or confirms the sale
Balance sheet
1.1.4
Disclosure of composition of total capitalization (debt and equity)
Summarizes assets, liabilities, net worth
Asset
1.1.4
What the company owns Cash in the bank Accounts receivable (money owed) Investments Property Inventory, etc.
Liabilities
1.1.4
What the company owe some Accounts payable (current bills) Short & long term debts
Net worth
1.1.4
Shareholders equity
The excess of the value of assets over the value of liabilities
Computed: assets - liabilities = net worth
Total capitalization
1.1.4
Net worth + long term debt
1.2.1 Common Stock
company’s primary means of raising capital
investor’s share of ownership in the company’s net worth
entitles owner to a share of profits distributed as dividends (quarterly)
equal vote on directors and other important matters
Four kinds: authorized, issues, treasury an outstanding
1.2.1.1 Authorized Stock
Number of share authorized by state to issue, sell
Can sell more by way of a stockholder vote
1.2.1.2 Issued Stock
Distributed to investors
Unissued shares saved for:
raising new capital
paying stock dividends
providing stock purchase plans for employees
converting convertible bonds or convertible preferred stock
exercise of outstanding stock purchase warrants