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    SERIES 63 EXAM STUDY GUIDE 2022 + TEST BANK
    SERIES 63 EXAM STUDY GUIDE 2022 + TEST BANK
    SERIES 63 EXAM STUDY GUIDE 2022 + TEST BANK
    Ebook438 pages4 hours

    SERIES 63 EXAM STUDY GUIDE 2022 + TEST BANK

    By The Securities Institute of America

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    About this ebook

    Passing the Uniform Securities Agent 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 obligations. Many states require an agent to p

    LanguageEnglish
    PublisherThe Securities Institute of America, Inc.
    Release dateFeb 18, 2022
    ISBN9781937841553
    SERIES 63 EXAM STUDY GUIDE 2022 + TEST BANK

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      Book preview

      SERIES 63 EXAM STUDY GUIDE 2022 + TEST BANK - The Securities Institute of America

      sERIES_63_eCover_2022.jpg

      SECURITIES INSTITUTE SERIES

      The Securities Institute of America proudly publishes world class textbooks, test banks and video training classes for the following Financial Services exams:

      Securities Industry Essentials exam / SIE exam

      Series 3 exam

      Series 4 exam

      Series 6 exam

      Series 7 exam

      Series 9 exam

      Series 10 exam

      Series 22 exam

      Series 24 exam

      Series 26 exam

      Series 39 exam

      Series 57 exam

      Series 63 exam

      Series 65 exam

      Series 66 exam

      Series 79 exam

      Series 99 exam

      For more information, visit us at www.securitiesCE.com.

      Copyright © by The Securities Institute of America, Inc. All rights reserved.

      Published by The Securities Institute of America, Inc.

      No part of this publication may be reproduced, stored in a retrieval system, or transmitted in any form or by any means, electronic, mechanical, photocopying, recording, scanning, or otherwise, except as permitted under Section 107 or 108 of the 1976 United States Copyright Act, without either the prior written permission of The Securities Institute of America, Inc.

      Limit of Liability/Disclaimer of Warranty: While the publisher and author have used their best efforts in preparing this book, they make no representations or warranties with respect to the accuracy or completeness of the contents of this book and specifically disclaim any implied warranties of merchantability or fitness for a particular purpose. No warranty may be created or extended by sales representatives or written sales materials. The advice and strategies contained herein may not be suitable for your situation. You should consult with a professional where appropriate. Neither the publisher nor author shall be liable for any loss of profit or any other commercial damages, including but not limited to special, incidental, consequential, or other damages.

      Contents

      About the Series 63 Exam

      About This Book

      About the Test Bank

      About The Greenlight

      Guarantee

      About The Securities Institute of America

      Chapter 1

      Federal Law Review

      The Securities Act of 1933

      The Prospectus

      The Final Prospectus

      Misrepresentations

      The Securities Exchange Act of 1934

      Net Capital Requirement

      Customer Coverage

      Fidelity Bond

      The Insider Trading and Securities Fraud Enforcement Act of 1988

      Firewall

      The Telephone Consumer Protection Act of 1991

      National Securities Market Improvement Act of 1996

      The Uniform Securities Act

      The Uniform Prudent Investors Act of 1994

      The Department of Labor Fiduciary Standard

      THE PATRIOT ACT

      REGULATION S-P

      Identity Theft

      FINRA Rules on Financial Exploitation of Seniors

      Chapter 2

      Definition of Terms

      Security

      Person

      Broker Dealer

      Pension Consultants

      Investment Counsel

      Form ADV

      Investment Adviser Registration Database (IARD)

      Investment Adviser Representative

      Offer/Offer to Sell/Offer to Buy

      Sale/Sell

      Guarantee/Guaranteed

      12B-1 FEES

      Contumacy

      Federally Covered Exemption

      Power of attorney

      Escheatment

      Pretest

      Chapter 3

      Registration of Broker

      Dealers, Investment Advisers, and Agents

      Registration of Broker Dealers and Agents

      Agent Registration

      Registering Broker Dealers

      Financial Requirements

      Broker Dealers on the Premises of Other Financial Institutions

      HIRING NEW EMPLOYEES

      RESIGNATION OF A REGISTERED REPRESENTATIVE

      Registering Agents

      Canadian Firms and Agents

      Investment Adviser Registration

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

      Investment Adviser Representative

      Investment Adviser Registration

      Capital Requirements

      Exams

      Advertising and Sales Literature

      Brochure Delivery

      Wrap Accounts

      Pretest

      Chapter 4

      Securities Registration, Exempt Securities, and Exempt Transactions

      Exempt Securities

      Securities Registration

      Registration of IPO

      s

      Through Coordination

      Registration Through Notice Filing

      Registration of Non-Established Issuers/Registration Through Qualification

      Exempt Securities/Federally Covered Exemption

      Exempt Transactions

      Rule 147 Intrastate Offering

      Pretest

      Chapter 5

      Professional Conduct

      and Prohibited and Fraudulent Actions

      Fraud

      Professional Conduct

      Suitability

      Market Manipulation

      Customer Complaints

      The Role of the Investment Adviser

      Additional Compensation for an Investment Adviser

      Agency Cross Transactions

      Disclosures by an Investment Adviser

      Investment Adviser Contracts

      Private Investment Companies/Hedge Funds

      Fulcrum Fees

      Soft Dollars

      Borrowing and Lending Money

      Free Services

      Pretest

      Chapter 6

      The State Securities

      Administrator and the Uniform Securities Act

      Actions by the State Securities Administrator

      Cancellation of a Registration

      Withdrawal of a Registration

      Actions Against an Issuer of Securities

      Rule Changes

      Administrative Orders

      Interpretive Opinions

      Administrative Records

      Investigations

      Civil and Criminal Penalties

      Jurisdiction of the State Securities Administrator

      Administrator’s Jurisdiction over Securities Transactions

      Radio, Television, and Newspaper Distribution

      Right of Rescission

      Pretest

      Answer Keys

      Glossary of Exam Terms

      About the Series 63 Exam

      Congratulations! You are on your way to becoming a registered representative licensed to conduct securities business in all states that require the Series 63. The Series 63 exam will be presented in a 60-question multiple-choice format. Each candidate will have one hour and 15 minutes to complete the exam. A score of 72% or higher is required to pass.

      The Series 63 is as much a knowledge test as it is a reading test. The writers and instructors at The Securities Institute have developed the Series 63 textbook, exam prep software, and videos to ensure that you have the knowledge required to pass the test and to make sure that you are confident in the application of the knowledge during the exam.

      Taking the Series 63 Exam

      The Series 63 exam is presented in multiple-choice format on a touch-screen computer known as the PROCTOR system. No computer skills are required, and candidates will find that the test screen works in the same way as an ordinary ATM. Each test is made up of 60 questions that are randomly chosen from a test bank containing several thousand questions. The test has a time limit of one hour and 15 minutes and is designed to provide enough time for all candidates to complete the exam. Each Series 63 exam will have five additional questions that do not count towards the final score. The Series 63 comprises questions that focus on the following areas:

      How to Prepare for the Series 63 Exam

      For most candidates, the combination of reading the textbook, watching the videos, and using the exam prep software is enough to successfully complete the exam. It is recommended that the candidate spend at least 30 hours preparing for the exam by reading the textbook, underlining key points, watching the video class, and completing as many practice questions as possible. We recommend that candidates schedule their exam no more than one week after completing their Series 63 exam prep.

      Test-Taking Tips

      Read the full question before answering.

      Identify what the question is asking.

      Identify key words and phrases.

      Watch out for hedge clauses, for example, except and not.

      Eliminate wrong answers.

      Identify synonymous terms.

      Be wary of changing answers.

      Why Do I Need to Take the Series 63 Exam?

      In order to conduct securities business, most states require that an agent successfully complete the Series 63, in addition to obtaining a Series 6, 7, or 62 registration.

      What Score Is Needed to Pass the Exam?

      A score of 72% or higher is needed to pass the Series 63 exam.

      Are There Any Prerequisites for the Series 63?

      A candidate is not required to have any other professional qualifications prior to taking the Series 63 exam.

      How Do I Schedule an Exam?

      Ask your firm’s principal to schedule the exam for you or to supply you with a list of test centers in your area. If you are not with a member firm, you may obtain a Form U10 from the North American Securities Administrators Association (NASAA) to make an appointment. The Series 63 exam may be taken any day that the exam center is open.

      What Must I Take to the Exam Center?

      A picture ID is required. All other materials will be provided, including a calculator and scratch paper.

      How Soon Will I Receive the Results of the Exam?

      The exam will be graded as soon as you answer your final question and hit the Submit for Grading button. It will take only a few minutes to get your results. Your grade will appear on the computer screen, and you will be given a paper copy from the exam center.

      If you do not pass the test, you will need to wait 30 days before taking it again. If you do not pass on the second try, you will need to wait another 30 days. If you fail a third time, you are required to wait six months to take the test again.

      About This Book

      The writers and instructors at The Securities Institute have developed the Series 63 textbook, exam prep software, and videos to ensure that you have the knowledge required to pass the test, and to make sure that you are confident in the application of the knowledge during the exam. The writers and instructors at The Securities Institute are subject-matter experts as well as Series 63 test experts. We understand how the test is written, and our proven test-taking techniques can dramatically improve your results.

      Each chapter includes notes, tips, examples, and case studies with key information, hints for taking the exam, and additional insight into the topics. Each chapter ends with a practice test, to ensure that you have mastered the concepts before moving on to the next topic.

      About the Test Bank

      This book is accompanied by a test bank of hundreds of questions to further reinforce the concepts and information presented here. The test bank is provided to help students who have purchased our book from a traditional bookstore or from an online retailer such as Amazon. If you have purchased this textbook as part of a package from our website containing the full version of the software, you are all set and simply need to use the login instructions that were emailed to you at the time of purchase. Otherwise to access the test bank please email your purchase receipt to sales@securitiesce.com and we will activate your account. This test bank provides a small sample of the questions and features that are contained in the full version of the exam prep software.

      If you have not purchased the full version of the exam prep software with this book, we highly recommend it to ensure that you have mastered the knowledge required for your exam. To purchase the exam prep software for this exam, visit The Securities Institute of America online at:

      www.securitiesce.com or call 877‐218‐1776.

      About The Greenlight

      Guarantee

      Quite simply the Greenlight guarantee is as follows:

      Pass our Greenlight exam within 5 days of your actual exam, and if you do not pass we will refund the money you paid to The Securities Institute. If you only have access to the Limited Test Bank through the purchase of this textbook, you may upgrade your online account for a small fee to include the Greenlight exam and receive the full benefits of our greenlight money back pass guarantee.

      About The Securities Institute of America

      The Securities Institute of America, Inc. Helps thousands of securities and insurance professionals build successful careers in the financial services industry every year. In more than 25 years we have helped students pass more than 400,000 exams. Our securities training options include:

      Classroom training

      Private tutoring

      Interactive online video training classes

      State-of-the-art exam prep test banks

      Printed textbooks

      ebooks

      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.

      Chapter 1

      Federal Law Review

      The Securities Act of 1933

      The Securities Act of 1933 was the first major piece of securities industry regulation, which was brought about largely as a result of the stock market crash of 1929. Other laws were also enacted to help prevent another meltdown of the nation’s financial system, such as the Securities Exchange Act of 1934, which will be discussed later.

      The Securities Act of 1933 regulates the primary market. The primary market consists exclusively of transactions between issuers of securities and investors. In a primary market transaction, the issuer of the securities receives the proceeds from the sale of the securities. The Securities Act of 1933 requires nonexempt issuers, typically corporate issuers, to file a registration statement with the Securities and Exchange Commission (SEC). The SEC will review the registration statement for a minimum of 20 days. During this time, known as the cooling-off period, no sales of securities may take place. If the SEC requires additional information regarding the offering, the SEC may issue a deficiency letter or a stop order that will extend the cooling-off period beyond the original 20 days. The cooling-off period will continue until the SEC has received all of the information it has requested. The registration statement, formally known as an S1, is the issuer’s full disclosure document for the registration of the securities with the SEC.

      The Prospectus

      While the SEC is reviewing the securities’ registration statement, registered representatives are very limited as to what they may do with regard to the new issue. During the cooling-off period, the only thing a registered representative may do is obtain indications on interest from clients by providing them with a preliminary prospectus, also known as a red herring. The term red herring originated from the fact that all preliminary prospectuses must have a statement printed in red ink on the front cover stating, These securities have not yet become registered with the SEC and therefore may not be sold. An indication of interest is an investor’s or broker dealer’s statement that it may be interested in purchasing the securities being offered. The preliminary prospectus contains most of the same information that will be contained in the final prospectus except for the offering price and the proceeds to the issuer. All information contained in a preliminary prospectus is subject to change or revision. The preliminary prospectus must be delivered to investors in hard copy.

      The Final Prospectus

      All purchasers of new issues must be given a final prospectus before any sales may be allowed. The final prospectus serves as the issuer’s full-disclosure document for the purchaser of the securities. If the issuer has filed a prospectus with the SEC and the prospectus can be viewed on the SEC’s website, a prospectus will be deemed to have been provided to the investor through the access equals delivery rule. Once the issuer’s registration statement becomes effective, the final prospectus must include the following:

      Type and description of the securities

      Price of the securities

      Use of the proceeds

      Underwriter’s discount

      Date of offering

      Type and description of underwriting

      Business history of issuer

      Biographical data for company officers and directors

      Information regarding large stockholders

      Company financial data

      Risks to purchaser

      Legal matters concerning the company

      SEC disclaimer

      SEC Disclaimer

      The SEC reviews the issuer’s registration statement and the prospectus but does not guarantee the accuracy or adequacy of the information. The following SEC disclaimer must appear on the cover of all prospectuses: These securities have not been approved or disapproved by the SEC nor have any representations been made about the accuracy or the adequacy of the information.

      Misrepresentations

      Financial relief for misrepresentations made under the Securities Act of 1933 is available for purchasers of any security that is sold under a prospectus that is found to contain false or misleading statements. Purchasers of the security may be entitled to seek financial relief from any or all of the following:

      The issuer.

      The underwriters.

      Officers and directors.

      All parties who signed the registration statement.

      Accountants and attorneys who helped prepare the registration statement.

      The Securities Exchange Act of 1934

      The Securities Exchange Act of 1934 was the second major piece of legislation that resulted from the market crash of 1929. The Securities Exchange Act of 1934 regulates the secondary market, which consists of investor-to-investor transactions. All transactions between two investors that are executed on any of the exchanges or in the over-the-counter (OTC) market are secondary market transactions. In a secondary market transaction, the selling security holder receives the

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