Videos section 6 Flashcards
disclosure of capacity
BDS must disclose capacity(agent or principal)
IA acting as principal or agent in purchase or sale of recommended securities
a. written disclosure to client before completion of transaction
b. client consent before completion of transaction
Agency Cross Transaction
a. clients need written consent
b. written disclosure to client before completion of transaction
c .can’t recommend to both sides
BD conflict of interest
- owned products
- incentives(trips)
- financial interest in security
- favorable research report
have to disclose all of these things
IA conflict of interest
- disclose ownership in recommended securities
- disclose gifts or incentives
- must notify clients if they are representative of a BD and will recommend purchase of products through that BD and receive a commission
- recommending products of only BD or insurance company who they are associated
- disclose client can execute through other BD’s
- disclose amount of compensation when transaction is through BD with who the advisor is associated
- compensation when received through issuer comp from sale of non securities products
8 must disclose personal trades if advise inconsistant with clients - if advisor benefits from recommendation
need to disclose these things
Bd disclosure of fees
disclose when customer account opened
must be up to date
fee changes typically 30 days in advance
disclosure methods
chart
list
table
narrative
typical fees not included on template
markups/down
commissions
advisory fees
Guaranteed security vs performance guarantee
guaranteed means someone besides issuer guaranteeing.
CAN’t guarantee that you make a profit
IA contracts
FEDERAL AND STATE
- services to be provided
- duration of contract
- advisory fee
- formula for computing the fee
- amount of prepaid fee returned
- discretion?
- no waiver of fees for underperformance
- contract only assigned with consent of client
- Corporation has pledge of securities is assignment
- partnership change to minority interest(notice sent)
- majority change(consent needed)
cheat sheet
IA contracts and brochures written requirements
written requirement and renewal
- required under usa
- not required under IA act of 1940
- Required under Investment COMpany act 1940
Brochure rule on it and updated
ADV 2a(describes firm) ADV 2b(personnel)
Updated annually at time of updating amendment
wrap fee brochure
wrap fee brochure based on appendix 1 form adv 2a
must be provided in lieu of standard brochure and must disclose that wrap fee may cost more than purchasing services separate
must identify whether any of its related persons is a portfolio manager in the wrap fee program, and if so, describe associated conflicts
Material changes to wrap fee programs must be filed promptly with the administrator
every investment advisor(state or fed) must update the info on file within 90 days of the end of the advisor’s fiscal year.even nonmaterial info needs to be included here
What is on soliciters brochure
- soliciter name
- name of IA
- relationship between 2
- fact that soliciter will recieve compensation, terms of agreement, and whether client will pay specifc charge or a higher advisory fee because solicter recommended ia to client
regulatory concerns for social media including emails texts
content not method
broker dealer ads
can’t be deceptive or misleading
can’t highlight prospectus
IA ads identification needs
once it goes to more than one person it is considered ad
identification needs
- name
b. name of preparer if outside firm
c. date of first use
d. past performance if no assurance of future results and include all gains and losses
Testimonials
IAS and reps can’t use, BDS and agents can
free service
offers of free service is fine if its free with no obligation
no hedges unless catastrophe clause
titles
no using RIA or IAR
can put registered investment advisor
outside ads
must disclose if you get info from outside firm
charts and formulas must address limitations and difficulties
The SEC has determined that advertising regarding past recommendations made by investment advisers is misleading if
must reflect fees
state actual market conditions
disclose specific group of clients
ads must show min of 1 years past performance
Agent of Bd earning commissions on security sales is not an IAR even if
his primary tool for the brokerage business is the firms outstanding research department
USA defines guaranteed as meaning
guaranteed as to payment of principal, interest, or dividends
corporation and obligations to inform
they have none. this applies to partnerships
brochure legal and disciplinary
Everybody disclose material legal or disciplinary in past 10 years including fines 2,500 or more
brochure exemptions
no brochure if clients are
investment co
impersonal advice as long as cost under 500
that brochure must include balance sheet if
that brochure must include balance sheet if
1. advisor requires prepayment 1200 (500 usa) 6 months or more in advance or if custody(USA)
Material changes in brochure fed
Material changes in brochure, must delivery within 120 days after end of fiscal year
1. free current brochure
or summary of material changes
can be delivered electronically
if no material changes, no brochure or summary
brochure delivery state
Deliver current brochure and supplement before or at time of contract
If not delivered 48 hours in advance, client has 5 business days right to rescind without penalty.(USA)
advisor can keep annual fee/365 by amount of days.
brochure and material change
material change prompt amendment
devoting time and disclosure
There is nothing wrong with an investment adviser devoting time, even a majority of the time, to nonadvisory pursuits, as long as it is disclosed.
who has to know about a change in fee of with brochure
you have to send the new brochure to the clients effected by the change
If fed- sec would also need a copy
state- wouldn’t
What is ok in Lue of standard brochure
Form ADV Part 2A and Part 2B
What form for wrap fee programs.
Part 2, Appendix 1 is used for investment advisers who offer wrap fee programs.
