vocab

Question 1

Administrator

Answer 1

the office or agency that has the complete responsibility for administering the securities laws of the state. - has jurisdiction over almost all securities activity that emanates from his states as well as that received in his state.

Question 2

cease and desist order

Answer 2

used when it appears that any registered person has engaged or is about to engage in any act constituting a violation of any provision of this act. only applies to registered persons, not securities

Question 3

Stop order

Answer 3

deny effectiveness to, or suspend or revoke the effectiveness to any registration statement. only applies to securities.

Question 4

summary order (acting summarily)

Answer 4

acting without prior notice.

1. postponing/suspending the registration of any securities professional
2. postponing/suspending the registration of any security
3. denying or revoking a specific security or transaction exemption

Question 5

final orders

Answer 5

an order that end litigation. When the Administrator renders a judgement in an action (guilty or innocent)
must have prior notice, opportunity for a hearing, and written findings of fact and conclusions of law

Question 6

agent

Answer 6

any individual other than a broker-dealer, who represents a broker-dealer or issuer in effecting or attempting to effect purchases or sales of securities.

Question 7

investment adviser (IA)

Answer 7

any person who engages in the business of advising others as to the value of securities

Question 8

investment adviser representative

Answer 8

any individual who represents an investment adviser performing duties related to the giving of or soliciting for advisory services

Question 9

issuer

Answer 9

person who issues security. usually a corporation and government. however, under the USA oil, gas, mining titles do not have an issuer

Question 10

nonissuer

Answer 10

not directly or indirectly for the benefit or the issuer

Question 11

security

Answer 11

stocks, bonds, debentures, mutual funds, variable annuities, and also an investment contract and a pre-organization certificate

Question 12

exempt security

Answer 12

a security that does not have to registered in order to be sold

Question 13

guaranteed

Answer 13

mean guaranteed as to payment of principal, interest, or divides, but not capital gains

Question 14

exempt transaction

Answer 14

the nature of the sale is such that registration with the Administrator and filing of advertising material is not required in order for that transaction to take place

Question 15

offer/offer to sell

Answer 15

every attempt or offer to dispose of, or solicitation of an offer to buy a security or interest in a security for value

Question 16

sale

Answer 16

every contract of sale of, contract to sell, or disposition of, a security or interest in a security for value.

Question 17

fraud

Answer 17

an intentional effort to deceive someone for profit

Question 18

SRO

Answer 18

Self-Regulatory Organization. such as FINRA(Financial Industry Regulatory Authority), MSRB (Municipal Securities Rulemaking Board, CBOE (Chicago Board Options Exchange and IIRO (Investment Industry Regulatory Organization

Question 19

solicitor

Answer 19

any individual who for compensation acts as an agent of an investment adviser in referring potential clients

Question 20

accredited investor

Answer 20

a person who is not counted when computing the number of investors purchasing a private placement under Regulation D of that Act.

Question 21

registrant

Answer 21

refers to those securities professional or securities issuers who are in the process of or who have registered with the Administrator

Question 22

institution

Answer 22

includes banks, trust companies, savings and loan association, insurance companies, investment companies, employee benefit plans with assets of not less than one million dollars, and governmental agencies or instrumentalities.

Question 23

retail client

Answer 23

need more protection than institutional client

Question 24

national securities markets improvements act of 1996 (NSMIA)

Answer 24

promotes efficiency in capital formation in the financial markets

Question 25

State

Answer 25

any of the 50 states, any territory or possession of the United States (American Samoa, Guam, Virgin Islands), District of Columbia, Puerto Rico.