Practice Test Geeks(CIRO) Certified Investor Relations Officer Practice Test
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Regulatory Compliance & Governance Flashcards

7 cards from real CIRO practice questions. Tap to flip, then mark Knew It or Still Learning — missed cards come back until you master them.

Read the first 7 Regulatory Compliance & Governance flashcards as text

  1. A company issues a press release containing a forward-looking earnings projection. Under the Private Securities Litigation Reform Act (PSLRA), which protection may apply?

    Answer: The Safe Harbor provision for forward-looking statements accompanied by meaningful cautionary language

    The PSLRA safe harbor protects forward-looking statements that are accompanied by meaningful cautionary language identifying risk factors.

  2. When a public company is conducting a stock buyback program, Rule 10b-18 provides a safe harbor from manipulation charges if the company:

    Answer: Uses a single broker-dealer per day and buys at or below the market bid price with volume limits

    Rule 10b-18 safe harbor conditions include using one broker per day, price restrictions tied to the prevailing bid, and daily volume limits.

  3. Which governance practice is specifically required by Dodd-Frank for U.S. public companies?

    Answer: Shareholder advisory vote on executive compensation (say-on-pay)

    Dodd-Frank mandated say-on-pay votes, giving shareholders a nonbinding voice on named executive officer compensation at least every three years.

  4. Under SEC rules, an investor who beneficially owns more than 5% of a company's voting securities must file which form within 10 days of crossing that threshold?

    Answer: Schedule 13D or 13G

    Section 13(d) and 13(g) of the Exchange Act require disclosure on Schedule 13D (or 13G for passive investors) when beneficial ownership exceeds 5%.

  5. An IR officer learns that an activist hedge fund has built a 4.9% stake and intends to cross 5% next week. The company's best immediate compliance step is to:

    Answer: Alert legal counsel and prepare for a potential Schedule 13D filing and board notification

    Legal counsel should be engaged to prepare the board and management for potential 13D disclosure and the governance response strategy.

  6. The SEC's whistleblower program established under Dodd-Frank allows eligible whistleblowers to receive awards ranging from:

    Answer: 10% to 30% of sanctions collected in actions exceeding $1 million

    Dodd-Frank whistleblowers can receive 10% to 30% of monetary sanctions collected when the SEC action results in sanctions exceeding $1 million.

  7. A company's IR team must ensure that earnings call scripts and presentations are reviewed for compliance primarily to avoid violations of:

    Answer: Regulation FD and Rule 10b-5 anti-fraud provisions

    Earnings call materials must comply with Reg FD (no selective disclosure) and Rule 10b-5 (no materially false or misleading statements).