Exam 21: Public And Private Offerings Of Securities

CASE 21.2 In re Lehman Bros.Mortgage-Backed Securities Litigation (2011)involved a question of whether rating agencies that helped select a pool of mortgages for a mortgage-backed security were "underwriters" under the 1933 Act or "controlling persons" under section 15 of the 1933 Act.How did the court rule?

(Multiple Choice)

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Question 21

The Sarbanes-Oxley Act created the Public Company Accounting Oversight Board.

(True/False)

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Question 22

Which of the following is NOT part of the Howey test?

(Multiple Choice)

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Question 23

Required disclosures by companies making crowdfunding offerings include information about the business,the use of proceeds,and certain related-party transactions.

(True/False)

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Question 24

Under the Sarbanes-Oxley Act,which of the following actions is prohibited?

(Multiple Choice)

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Question 25

The completion of a public offering terminates the issuer's relationship with the SEC.

(True/False)

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Question 26

The definition of "offer" under the Securities Act of 1933 is much broader than that in contract law.

(True/False)

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Question 27

The Securities Act of 1934 requires continuous disclosure of certain information regarding publicly traded securities.

(True/False)

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Question 28

Which of the following is true regarding whether the "common enterprise" element of the Securities and Exchange Commission v.W.J.Howey Co.case requires horizontal or vertical commonality?

(Multiple Choice)

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Question 29

The term "security," for purposes of the Securities Act of 1933,is narrowly interpreted to include only such traditional investments as a stock or a bond.

(True/False)

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Question 30

Which of the following may be sued under Section 11 of the Securities Act of 1933,which provides a remedy for a person who purchases a security pursuant to a misleading registration statement?

(Multiple Choice)

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Question 31

A defendant using the due diligence defense against a Section 11 violation must show all of the following EXCEPT:

(Multiple Choice)

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Question 32

The __________ is the disclosure document that an issuer of securities provides to each prospective purchaser under the 1933 Act.

(Multiple Choice)

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Question 33

Which of the following is NOT considered a traditional shelf offering?

(Multiple Choice)

4.8/5

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Question 34

Because of the complexity of federal securities laws,a recognized defense to a charge of violation of federal securities laws is ignorance of the specific law or laws involved.

(True/False)

4.8/5

(75)

Question 35

CASE 21.1 Securities and Exchange Commission v.Edwards (2004)involved sales of interests in pay telephones with a question before the U.S.Supreme Court of whether a moneymaking scheme falls outside the definition of an investment contract because the promised rate of return is fixed,rather than variable.How did the Court rule?

(Multiple Choice)

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Question 36

In Lawson v.FMR,LLC (2014),the question before the U.S.Supreme Court was whether the Act's whistleblower protections extended to contractors of __ corporations.

(Multiple Choice)

4.7/5

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Question 37

Assuming requirements are met,Rule 144A permits the resale of unregistered securities to qualified:

(Multiple Choice)

4.7/5

(90)

Question 38

Which of the following is NOT true regarding the Sarbanes-Oxley (SOX)Act?

(Multiple Choice)

4.9/5

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Question 39

A subsequent offering of securities by a person other than the issuer is considered a:

(Multiple Choice)

4.9/5

(79)

Question 40

Showing 21 - 40 of 55

Exam 21: Public And Private Offerings Of Securities

The Sarbanes-Oxley Act created the Public Company Accounting Oversight Board.

Which of the following is NOT part of the Howey test?

Required disclosures by companies making crowdfunding offerings include information about the business,the use of proceeds,and certain related-party transactions.

Under the Sarbanes-Oxley Act,which of the following actions is prohibited?

The completion of a public offering terminates the issuer's relationship with the SEC.

The definition of "offer" under the Securities Act of 1933 is much broader than that in contract law.

The Securities Act of 1934 requires continuous disclosure of certain information regarding publicly traded securities.

Which of the following is true regarding whether the "common enterprise" element of the Securities and Exchange Commission v.W.J.Howey Co.case requires horizontal or vertical commonality?

The term "security," for purposes of the Securities Act of 1933,is narrowly interpreted to include only such traditional investments as a stock or a bond.

Which of the following may be sued under Section 11 of the Securities Act of 1933,which provides a remedy for a person who purchases a security pursuant to a misleading registration statement?

A defendant using the due diligence defense against a Section 11 violation must show all of the following EXCEPT:

The __________ is the disclosure document that an issuer of securities provides to each prospective purchaser under the 1933 Act.

Which of the following is NOT considered a traditional shelf offering?

Because of the complexity of federal securities laws,a recognized defense to a charge of violation of federal securities laws is ignorance of the specific law or laws involved.

In Lawson v.FMR,LLC (2014),the question before the U.S.Supreme Court was whether the __________ Act's whistleblower protections extended to __________ contractors of __________ corporations.

Assuming requirements are met,Rule 144A permits the resale of unregistered securities to qualified:

Which of the following is NOT true regarding the Sarbanes-Oxley (SOX)Act?

A subsequent offering of securities by a person other than the issuer is considered a:

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In Lawson v.FMR,LLC (2014),the question before the U.S.Supreme Court was whether the Act's whistleblower protections extended to contractors of __ corporations.