Wiley Series 63 Exam Review 2016 + Test Bank: The Uniform Securities Examination

The go–to guide to acing the Series 63 Exam!

Passing The Uniform Securities State Law Examination (Series 63) qualifies an individual to act as a securities agent. The exam covers the principles of state securities regulation as reflected in the Uniform Securities Act and its amendments and related rules, as well as ethical practices and fiduciary obligations. Many states require an agent to pass the Series 63 exam in addition to the Series 6, 7 or 62 exams to conduct securities business within the state.

Created by the experts at The Securities Institute of America, Inc., Wiley Series 63 Exam Review 2016 arms you with everything you need to pass this challenging 60–question test. Designed to help you build and fine–tune your knowledge of all areas covered in the exam and to guarantee that you′re prepared mentally and strategically to take the test, it provides:

Dozens of examples Assorted practice questions for each subject area covered in the exam Priceless test–taking tips and strategies Helpful hints on how to study for the test, manage stress, and stay focused

Wiley Series 63 Exam Review 2016 is your ticket to passing the Series 63 test on the first try with flying colors!

Visit www.wileysecuritieslicensing.com for more information.

The Securities Institute of America, Inc. helps thousands of securities and insurance professionals build successful careers in the financial services industry every year. Our securities training options include:

Onsite classes Private tutoring Classroom training Interactive online video training classes State–of–the–art exam preparation software Printed textbooks Real–time tracking and reporting for managers and training directors

As a result, you can choose a securities training solution that matches your skill level, learning style, and schedule. Regardless of the format you choose, you can be sure that our securities training courses are relevant, tested, and designed to help you succeed. It is the experience of our instructors and the quality of our materials that make our courses requested by name at some of the largest financial services firms in the world.

To contact The Securities Institute of America, visit us on the web at www.SecuritiesCE.com or call 877–218–1776.

ABOUT THE SERIES 63 EXAM ix

ABOUT THIS BOOK xiii

ABOUT THE TEST BANK xv

ABOUT THE SECURITIES INSTITUTE OF AMERICA xvii

CHAPTER 1 FEDERAL LAW REVIEW 1

The Securities Act of 1933 1

The Prospectus 2

The Final Prospectus 2

Misrepresentations 3

The Securities Exchange Act of 1934 3

Net Capital Requirement 7

Customer Coverage 7

Fidelity Bond 8

The Insider Trading and Securities Fraud Enforcement Act of 1988 8

Firewall 9

The Telephone Consumer Protection Act of 1991 9

National Securities Market Improvement Act of 1996 10

The Uniform Securities Act 11

The Uniform Prudent Investors Act of 1994 12

CHAPTER 2 DEFINITIONS OF TERMS 13

Security 13

Person 15

Broker Dealer 16

Pension Consultants 18

Investment Counsel 18

Form ADV 19

Investment Adviser Registration Database (IARD) 20

Investment Adviser Representative 20

Offer/Offer to Sell/Offer to Buy 23

Sale/Sell 23

Guarantee/Guaranteed 23

Contumacy 24

Federally Covered Exemption 24

Power of Attorney 24

Pretest 25

CHAPTER 3 REGISTRATION OF BROKER DEALERS, INVESTMENT ADVISERS, AND AGENTS 31

Registration of Broker Dealers and Agents 31

Agent Registration 32

Registering Broker Dealers 33

Financial Requirements 34

Broker Dealers on the Premises of Other Financial Institutions 34

Registering Agents 35

Canadian Firms and Agents 36

Investment Adviser Registration 37

The National Securities Market Improvement Act of 1996/The Coordination Act 37

Investment Adviser Representative 38

Investment Adviser Registration 39

Capital Requirements 39

Exams 40

Advertising and Sales Literature 41

Brochure Delivery 42

Wrap Accounts 43

Pretest 45

CHAPTER 4 SECURITIES REGISTRATION, EXEMPT SECURITIES, AND EXEMPT TRANSACTIONS 49

Exempt Securities 49

Securities Registration 50

Registration of IPOs Through Coordination 50

Registration Through Notice Filing 51

Registration of Non–Established Issuers/Registration Through Qualification 51

Exempt Securities/Federally Covered Exemption 53

Exempt Transactions 54

Pretest 59

CHAPTER 5 PROFESSIONAL CONDUCT AND PROHIBITED AND FRAUDULENT ACTIONS 65

Fraud 65

Professional Conduct 66

Suitability 66

Market Manipulation 68

Customer Complaints 69

The Role of the Investment Adviser 69

Additional Compensation for an Investment Adviser 70

Agency Cross Transactions 70

Disclosures by an Investment Adviser 70

Investment Adviser Contracts 72

Private Investment Companies/Hedge Funds 72

Fulcrum Fees 72

Soft Dollars 73

Borrowing and Lending Money 74

Pretest 75

CHAPTER 6 THE STATE SECURITIES ADMINISTRATOR AND THE UNIFORM SECURITIES ACT 83

Actions by the State Securities Administrator 83

Cancellation of a Registration 84

Withdrawal of a Registration 85

Actions Against an Issuer of Securities 85

Rule Changes 85

Administrative Orders 85

Interpretive Opinions 87

Administrative Records 87

Investigations 88

Civil and Criminal Penalties 88

Jurisdiction of the State Securities Administrator 89

Administrator s Jurisdiction over Securities Transactions 90

Radio Television and Newspaper Distribution 92

Right of Rescission 93

Statute of Limitations 93

Pretest 95

ANSWER KEYS 101

GLOSSARY OF EXAM TERMS 109

INDEX 175