Exam Name: Uniform Securities Agent State Law Examination
Certification Provider: FINRA
Corresponding Certification: FINRA Certification
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FINRA Series_63 Exam Syllabus Topics:
| Section | Weight | Objectives |
|---|---|---|
| Ethical Practices and Fiduciary Obligations | 40% | - Advertising and communication rules - Customer suitability and disclosure - Conflicts of interest and compensation - Anti-fraud provisions and misrepresentation - Handling of customer funds and securities - Prohibited business practices |
| Regulations of Investment Adviser Representatives | 5% | - Exclusions and exemptions - Registration and post-registration duties - Definition and activities requiring registration |
| Administrative Provisions and Remedies | 15% | - Powers of state securities administrators - Judicial review and appeals - Investigations, subpoenas, and orders - Civil and criminal liabilities |
| Regulations of Securities and Issuers | 10% | - Disclosure and anti-fraud requirements - Exempt securities and exempt transactions - Definition of securities - Registration methods: coordination, qualification, filing |
| Regulations of Agents of Broker-Dealers | 13% | - Termination and notice requirements - Registration procedures and Form U4 - Exemptions from registration - Definition and scope of activities |
| Regulations of Investment Advisers | 5% | - Registration and exemptions - Recordkeeping and reporting rules - Definition under Uniform Securities Act |
| Regulations of Broker-Dealers | 12% | - Supervision and compliance obligations - Registration and post-registration requirements - Exclusions and exemptions from registration - Definition and legal status |
FINRA Uniform Securities Agent State Law Examination Sample Questions:
Mr. Bigwig, CEO of HiGrowth Corporation, meets with the president of BigFee Investment Bankers and
arranges for BigFee to underwrite an Initial Public Offering (IPO) for the firm. When the IPO comes to
market, GetErDone Broker-Dealers is part of the selling group, which handles the sale of the stock to the
public. In this scenario, which party is the broker?
- A. BigFee Investment Bankers
- B. HiGrowth Corporation
- C. GetErDone Broker-Dealers
- D. Mr. Bigwig
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The C&S Railroad is in the process of issuing new bonds. Before these bonds can be offered for sale,
- A. they must be registered with the SEC and in each state through which the railroad passes.
- B. they must be registered in every state in which the bonds will be sold to investors.
- C. they must be registered with the SEC since railroads are involved in interstate commerce.
- D. None of the above statements is true.
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MoeMoney Investment Advisers uses the services of two broker-dealers exclusively when it executes
trades for its clients' accounts. The larger of the two broker-dealers provides MoeMoney with research
from its analyst department in return for the business and also serves as the custodian for some of
MoeMoney's clients' accounts. The smaller of the two broker-dealers picks up the utility bill for MoeMoney.
MoeMoney is careful to disclose this form of "soft dollar" compensation to its clients. Is it in violation of any
securities laws?
- A. No. Investment advisers are entitled to receive soft dollar compensation from broker-dealers with which
it has a relationship as long as they disclose this to their clients. - B. Yes. Investment advisers are prohibited from receiving any soft dollar compensation whatsoever.
- C. Yes. Although investment advisers are permitted to receive some forms of soft dollar compensation
from broker-dealers with which it has a relationship, such as research or custodial services, other forms of
soft dollar compensation, including the payment of overhead expenses,are prohibited. - D. Yes. Investment advisers are required to use more than two broker-dealers when executing trades on
its clients' accounts.
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Which of the following compensation arrangements between an investment adviser and an individual
client with a net worth of $600,000 would be disallowed?
- A. The investment adviser will receive 0.1% of the gross capital gains earned on the portfolio each
quarter. - B. The investment adviser will receive 0.1% of the total value of the client's assets under management as
of the end of each month. - C. The client agrees to pay the investment adviser an hourly fee of $60.00.
- D. All of the above are legitimate compensation arrangements between and investment adviser and an
individual client with a net worth of $600,000.
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S. White and Associates is an investment adviser registered in the state of Kentucky and, as such, is
meeting Kentucky's minimum net capital requirement for investment advisers. The firm recently registered
with the state of Virginia and has opened an office there. Virginia has a significantly higher net capital
requirement for its investment advisers. Which of the following statements is true?
- A. According to the Investment Advisers Act of 1940, S. White will have to maintain a minimum net capital
equal to the average of the net capital requirements of the two states. - B. According to the Uniform Securities Act, S. White will have to meet Virginia's higher requirement.
- C. According to the Investment Advisers Act of 1940, S. White needs only to meet the net capital
requirement of Kentucky. - D. According to the Securities Exchange Act of 1934, S. White needs to meet at least the minimum net
capital requirement specified by that Act since it is now operating in multiple states.
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