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on No: 9

Rich Writewell wants to begin publishing an independent weekly financial newsletter that will provide investment recommendations as well as other financial news items to the general public. Rich hopes that his newsletter will achieve nationwide circulation within a few months.

Which of the following statements is true?

A.

Rich will have to register as an investment adviser since his publication will include investment recommendations.

B.

Rich will have to register as an investment adviser only if he sells this newsletter to the public. If the publication is to be distributed free of charge, he will not have to register.

C.

Rich may be exempt from registering as an investment adviser if he is a lawyer, accountant, engineer, or teacher. Otherwise, he will have to register.

D.

Rich will not have to register as an investment adviser since he is publishing a legitimate financial newsletter for distribution to the general public.

Which of the following persons is required to maintain its records in accordance with state dictates and meet the minimum net capital requirement imposed by the state?

I. federal covered adviser

II. state-registered investment adviser III. investment adviser representative

A.

I and II only

B.

I, II, and III

C.

II and III only

D.

II only

A-2-Z Associates advertises itself as a full service brokerage firm that will buy and sell securities for its clients, as well as provide investment advice to them. Its brochure provides a variety of plans to which a client can subscribe. The basic plan is the cheapest and allows the client a maximum number of trades per month for a specified fee. Another, slightly more expensive, plan provides the client with the same maximum number of trades per month, but the client also receives a personalized quarterly review of his portfolio along with advice for restructuring his portfolio based on such factors as current market conditions and specific industry or company information. The most expensive plan is one in which the client is assigned to an individual portfolio manager, who will take total responsibility for the asset allocation of the client’s portfolio and will provide the client with monthly reports. Based on the services A-2-Z provides, it must register with the state as:

A.

a broker-dealer.

B.

an investment adviser.

C.

both a broker-dealer and an investment adviser.

D.

an investment adviser representative.

Which of the following funds can an agent indicate is “no load?”

A.

a fund with no front-end or back-end load that has 12b-1 fees equal to 0.30% of the average net assets of the fund.

B.

a fund with no front-end load that has 12b-1 fees equal to 0.10% of the average net assets of the fund and a rear-end load that varies depending on how long the investor has held the shares.

C.

a fund with no front-end or back-end load that has 12b-1 fees equal to 0.25% of the average net assets of the fund.

D.

Both A and C can be advertised as “no load” funds.

Which of the following is not a prohibited practice for a broker-dealer?

A.

waiting 36 hours before mailing a check after receiving a request for a cash withdrawal from a client if the client has that much cash available in his account

B.

requiring that a client who is engaged in margin transactions leave the securities with the broker-dealer in “street name”

C.

recommending a security to a new client without first ascertaining that client’s level of risk tolerance

D.

executing a trade for an account holder based on instructions from the account holder’s spouse

Which of the following persons falls under the definition of “broker-dealer,” as defined by the Uniform Securities Act (USA)?

A.

Marge is a loan officer at Treadwater Bank and Trust.

B.

Juan is employed by TrustUs Corporation to sell shares of the firm’s stock to the firm’s employees and receives a commission on the shares he sells.

C.

Michaela is employed by GetErDone broker-dealers and sells both exempt and non-exempt securities to GetErDone’s clients.

D.

MyTrades is a sole proprietorship owned by Nathan Newmoney, who has established the firm solely to make trades on his own account, thereby avoiding the commissions he would have to pay a middleman.

Mr. L. Ranger is an agent for a broker-dealer and has overheard “talk” that a merger between two well-known high-tech companies is about to take place. Mr. Ranger knows that, on average, in these instances the target firm’s price spikes. He calls his client and good friend, Mr. Tonto, and tells him of the rumor, suggesting that Tonto might want to buy shares in the target firm. He tells Mr. Tonto that if the rumor isn’t true, the target firm’s price may not spike at all and may, in fact, decline, and suggests that Mr. Tonto not invest any money he isn’t willing to lose. Mr. Ranger knows that his friend likes to gamble, and decided he wouldn’t be much of a friend if he didn’t inform Tonto of this potential opportunity.

Has Mr. L. Ranger violated any laws or engaged in any prohibited practices?

A.

No. Mr. Ranger and Mr. Tonto are friends, so there can be no violations of any laws or practices because of their non-business relationship.

B.

Yes. Mr. Ranger has engaged in fraud in telling Mr. Tonto about the rumor, given that the merger hasn’t been officially announced by the two companies.

C.

No. Mr. Ranger has informed Mr. Tonto that the merger is just a rumor and has informed him of the risk involved. Mr. Ranger is knowledgeable about his friend’s risk tolerance level as well and recognizes this investment as one his good friend might want to take.

D.

Yes. Mr. Ranger is privy to knowledge that is not available to the general public and both he and Mr. Tonto will be guilty of illegal insider trading if Mr. Tonto trades on Mr. Ranger’s information.

Which of the following may be given to prospective investors during the “cooling off period?”

A.

a tombstone advertisement

B.

a final prospectus

C.

a copy of the registration statement

D.

all of the above

Mr. Bigwig, CEO of HiGrowth Corporation, meets with the president of BigFee Investment Bankers and arranges for BigFee to underwrite an Initial Public Offering (IPO) for the firm. When the IPO comes to market, GetErDone Broker-Dealers is part of the selling group, which handles the sale of the stock to the public.

In this scenario, which party is the broker?

A.

HiGrowth Corporation

B.

Mr. Bigwig

C.

BigFee Investment Bankers

D.

GetErDone Broker-Dealers

Moe is a registered investment adviser doing business under the name of MoeMoney Investment Advisers, LLC. Larry, Curly, and Mary all hold positions with the firm. Larry is on the board of directors; Mary is a sales representative for the firm; and Curly is an administrative assistant, who performs clerical duties.

Given that Moe is already a registered investment adviser, which of the other three are automatically registered as investment adviser representatives?

A.

Larry only

B.

Larry and Mary only

C.

Larry, Mary and Curly

D.

Mary and Curly only