Series 63 – Uniform Securities Agent State Law Exam Securities Registration Methods 2

Question 1

Under registration by coordination, what must the issuer file with the state administrator in addition to the consent to service of process?

Accepted Answer

A copy of the federal registration statement and all amendments filed with the SEC

Answer

Only a short-form notice summarizing the federal filing

Answer

An independent state prospectus separate from the federal filing

Answer

Audited financial statements not contained in the federal filing

Question 2

When does a securities registration by notification become effective under the Uniform Securities Act?

Accepted Answer

Upon filing if all statutory conditions are met, or after a specified waiting period if not contested

Answer

When the state administrator issues a formal written approval

Answer

Only after a public hearing before the administrator

Answer

On the same date the SEC declares the federal offering effective

Question 3

Which of the following is a prerequisite for using registration by notification under the Uniform Securities Act?

Accepted Answer

The issuer must have been a continuous SEC reporting company for at least 36 months

Answer

The issuer must be incorporated in the state where it is registering

Answer

The offered securities must be senior in priority to outstanding securities

Answer

The securities must be exempt from registration under the Securities Act of 1933

Question 4

Under the Uniform Securities Act, the state administrator may deny, suspend, or revoke a securities registration if:

Accepted Answer

The registration statement is incomplete or contains materially false or misleading information

Answer

The offering price is higher than that of comparable securities in the market

Answer

The securities are not listed on a national securities exchange

Answer

The issuer has more than 500 shareholders of record

Question 5

If the federal registration statement is withdrawn after a state registration by coordination has been filed, what happens to the state registration?

Accepted Answer

The state registration automatically terminates along with the federal withdrawal

Answer

The state registration remains effective for 30 days to allow orderly wind-down

Answer

The state registration continues independently as a registration by qualification

Answer

The administrator must hold a hearing before the state registration can be terminated

Question 6

What is the primary purpose of the 'stop order' authority granted to the state administrator under the securities registration provisions of the Uniform Securities Act?

Accepted Answer

To temporarily suspend the effectiveness of a registration while the administrator investigates potential violations

Answer

To permanently prohibit an issuer from selling securities in the state forever

Answer

To require issuers to stop all advertising and promotional materials for their securities

Answer

To prevent all broker-dealers in the state from selling the issuer's registered securities

Question 7

As a condition of approving a registration by qualification, the state administrator may require:

Accepted Answer

That an escrow account be established to hold investor proceeds until a specified condition is met

Answer

That securities be sold only to institutional investors earning over $200,000 annually

Answer

That the issuer pay a fee equal to 5% of gross offering proceeds to the state

Answer

That the issuer achieve a minimum share price within 90 days of the offering