Question 1

The Dodd-Frank Act amends the 1933 and 1934 Acts to require knowledge as the mental state required for the SEC to bring aiding and abetting cases.

Accepted Answer

A) True 
 B)False

Question 2

All of the following are exempt from registration under the 1933 Act except:

Accepted Answer

A)  government bonds. 
B)  securities issued by for-profit medical facilities. 
C)  notes with a maturity of not more than nine months when issued for working capital. 
D)  state-regulated insurance company annuities. 
A)  government bonds. 
B)  securities issued by for-profit medical facilities. 
C)  notes with a maturity of not more than nine months when issued for working capital. 
D)  state-regulated insurance company annuities.

Question 3

The Securities Act of 1934 is also called the "Truth in Securities Act."

Accepted Answer

A) True 
 B)False

Question 4

The Securities Enforcement Remedies and Penny Stock Reform Act of 1990 granted the SEC power to:

Accepted Answer

A)  issue cease-and-desist orders. 
B)  impose civil penalties up to $850,000. 
C)  bring civil actions for specified violations of the 1934 Act against aiders and abettors. 
D)  All of these. 
A)  issue cease-and-desist orders. 
B)  impose civil penalties up to $850,000. 
C)  bring civil actions for specified violations of the 1934 Act against aiders and abettors. 
D)  All of these.

Question 5

Which of the following is not one of the situations in which the 1934 Securities Exchange Act requires disclosure during a "tender offer"?

Accepted Answer

A)  When a person or group acquires more than 5 percent of a class of voting securities registered under the 1934 Act. 
B)  When a person makes a tender offer for more than 5 percent of a class of registered equity securities. 
C)  When a company makes a tender offer for any voting stock in another company. 
D)  When the issuer makes an offer to repurchase its own registered shares. 
A)  When a person or group acquires more than 5 percent of a class of voting securities registered under the 1934 Act. 
B)  When a person makes a tender offer for more than 5 percent of a class of registered equity securities. 
C)  When a company makes a tender offer for any voting stock in another company. 
D)  When the issuer makes an offer to repurchase its own registered shares.

Question 6

Prohibited bribery can result in fines and imprisonment under the antibribery provision of :

Accepted Answer

A)  the Private Securities Litigation Reform Act. 
B)  the Foreign Corrupt Practices Act. 
C)  the Securities and Exchange Commission. 
D)  the US Constitution. 
A)  the Private Securities Litigation Reform Act. 
B)  the Foreign Corrupt Practices Act. 
C)  the Securities and Exchange Commission. 
D)  the US Constitution.

Question 7

SEC Rule 10b5-2 adopts what theory of liability?

Accepted Answer

A)  Misappropriation. 
B)  Strict. 
C)  Negligence. 
D)  Criminal. 
A)  Misappropriation. 
B)  Strict. 
C)  Negligence. 
D)  Criminal.

Question 8

Rule 505, as promulgated by the SEC, provides a nonexclusive safe harbor for securing the intrastate exemption.

Accepted Answer

A) True 
 B)False

Question 9

"Shelf registrations" allow delayed sales of stock.

Accepted Answer

A) True 
 B)False

Question 10

Registration under the 1933 Act calls for disclosure of which of the following?

Accepted Answer

A)  A description of the registrant's properties and business. 
B)  A description of the significant provisions of the security to be offered for sale and its relationship to the registrant's other capital securities. 
C)  Compensation paid to directors, the CEO, CFO, and the three other highest paid executive officers. 
D)  All of these. 
A)  A description of the registrant's properties and business. 
B)  A description of the significant provisions of the security to be offered for sale and its relationship to the registrant's other capital securities. 
C)  Compensation paid to directors, the CEO, CFO, and the three other highest paid executive officers. 
D)  All of these.

Question 11

A defense to an action based on material omissions and untrue statements contained in a registration statement is:

Accepted Answer

A)  innocent mistake. 
B)  due diligence. 
C)  constructive disclosure. 
D)  reasonable diligence. 
A)  innocent mistake. 
B)  due diligence. 
C)  constructive disclosure. 
D)  reasonable diligence.

Question 12

A registration statement must be signed by the issuer, its CEO, CFO, CAO, and majority of its board of directors.

Accepted Answer

A) True 
 B)False

Question 13

Most states require the registration of securities and regulate brokers and dealers.

Accepted Answer

A) True 
 B)False

Exam 39: Securities Regulation

The Dodd-Frank Act amends the 1933 and 1934 Acts to require knowledge as the mental state required for the SEC to bring aiding and abetting cases.

All of the following are exempt from registration under the 1933 Act except:

The Securities Act of 1934 is also called the "Truth in Securities Act."

The Securities Enforcement Remedies and Penny Stock Reform Act of 1990 granted the SEC power to:

Which of the following is not one of the situations in which the 1934 Securities Exchange Act requires disclosure during a "tender offer"?

Prohibited bribery can result in fines and imprisonment under the antibribery provision of :

SEC Rule 10b5-2 adopts what theory of liability?

Rule 505, as promulgated by the SEC, provides a nonexclusive safe harbor for securing the intrastate exemption.

"Shelf registrations" allow delayed sales of stock.

Registration under the 1933 Act calls for disclosure of which of the following?

A defense to an action based on material omissions and untrue statements contained in a registration statement is:

A registration statement must be signed by the issuer, its CEO, CFO, CAO, and majority of its board of directors.

Most states require the registration of securities and regulate brokers and dealers.

Introduction to Law

Business Ethics

Civil Dispute Resolution

Constitutional Law

Administrative Law

Criminal Law

Intentional Torts

Negligence and Strict Liability

Introduction to Contracts

Mutual Assent

Conduct Invalidating Assent

Consideration

Illegal Bargains

Contractual Capacity

Contracts in Writing

Third Parties to Contracts

Performance Breach and Discharge

Contract Remedies

Introduction to Sales and Leases

Performance

Transfer of Title and Risk of Loss

Product Liability Warranties and Strict Liability

Sales Remedies

Form and Content

Transfer and Holder in Due Course

Liability of Parties

Bank Deposits Collections and Funds Transfers

Relationship of Principal and Agent

Relationship With Third Parties

Formation and Internal Relations of General Partnerships

Operation and Dissolution of General Partnerships

Limited Partnerships and Limited Liability Companies

Nature and Formation of Corporations

Financial Structure of Corporations

Management Structure of Corporations

Fundamental Changes of Corporations

Secured Transactions and Suretyship

Bankruptcy

Intellectual Property

Employment Law

Antitrust

Accountants Legal Liability

Consumer Protection

Environmental Law

International Business Law

Introduction to Property Property Insurance Bailments and Documents of Title

Interests in Real Property

Transfer and Control of Real Property

Trusts and Wills

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