最適なSeries63試験準備問題集でFINRA Series63問題集PDFを試そう！[2023]
FINRA Series63試験受験生を確実にパスさせるSeries63学習問題集
質問 # 10
The Administrator may require a firm to supply it with any prospectus, pamphlet, advertisement, or other sales literature intended for prospective investors unless the security
I. will be sold only through an investment advisory firm.
II. is a federal covered security.
III. is issued by a state credit union.
- A. I, II and III
- B. II only
- C. I only
- D. II and III only
正解：D
解説：
Explanation
Only Selections II and III are correct. The Administrator may require a firm to supply it with any prospectus, pamphlet, advertisement, or other sales literature intended for prospective investors unless the security is a federal covered security or is issued by a state credit union, both of which are on a longer list of exempted securities. It doesn't matter whether or not the securities will be sold to clients of an investment advisory firm.
質問 # 11
In which of the following scenarios would the Administrator of a state not have jurisdiction?
I. A monthly newspaper published by a resident of the state who is not a registered investment adviser has a column in which the publisher makes specific investment recommendations for clients who write in for advice.
About 80% of the circulation of the publication is to out-of-state residents.
II. An internet blog posted by an out-of-state resident makes investment recommendations.
III. An out-of-state firm solicits buyers for its promissory notes within the state.
- A. I and II only
- B. II only
- C. I only
- D. I, II, and III
正解：A
解説：
Explanation
The administrator of a state would not have jurisdiction in the scenarios described in Selections I and II. In Selection I, more than 2/3 of the circulation of the newspaper is outside the state, which excludes it from the jurisdiction of the Administrator. Selection II describes an electronic communication that originates from outside the state, which excludes it. Selection III constitutes an offer to sell securities within the state, and this will always fall under the jurisdiction of the Administrator of the state.
質問 # 12
Mr. Sailor is cruising through the Bahamas when he learns that a healthcare company in which he owns
stock is being sued by former patients, doctors, nurses, and even the federal government. He doesn't
have his broker's number handy, and he doesn't have internet access, so he calls his son and tells him to
call the broker and instruct the broker to sell his shares. As a registered agent for his broker, you take the
call. Should you execute this transaction?
- A. Yes. This is a legitimate request from a client, and you are required to follow the client's instructions.
- B. Yes, as long as the son presents proper identification that proves his relationship to Mr. Sailor, such as
a birth certificate. - C. Yes, as long as the son is at least 21 years old and not a minor child.
- D. No, not unless you and your broker-dealer have a written document that gives Mr. Sailor's son the
power-of-attorney to trade on his account.
正解：D
解説：
No, you cannot execute this transaction unless you and your broker-dealer have a written
document that gives Mr. Sailor's son the power-of-attorney to trade on his account. Otherwise, you will be
executing an order from an unauthorized third party, which is a prohibited practice, and you can lose your
license for doing so.
質問 # 13
Under the guidelines of the Bank Secrecy Act (BSA), the Treasury Department now requires broker-dealers to obtain and keep certain information relating to clients that make or receive funds transfers that involve
- A. $5,000 or more.
- B. $10,000 or more.
- C. $100,000 or more.
- D. $3,000 or more.
正解：D
解説：
Explanation
Under the guidelines of the BSA, the Treasury Department now requires broker-dealers to obtain and keep information relating to clients that make or receive funds transfers that involve $3,000 or more. If the transaction is a cash transaction over $10,000, the same rules apply, and a Currency Transaction Report must be filed with FinCEN. Under the USA Patriot Act, if the broker-dealer thinks that a transaction of $5,000 or more is suspect, the broker-dealer must file a suspicious activity report (SAR.)
質問 # 14
Rich Quick is a broker-dealer registered in the state of Massachusetts. He occasionally trades on
abnormalities he observes in bond yield spreads for his own account, short selling a bond that appears to
be overpriced based on its yield and buying a bond that is identical in almost every respect except for the
price, which is less than that of the other bond. He has been able to earn arbitrage profits 95% of the time
when he does this. Rich Quick
- A. is trading on insider information, which is a violation of securities laws.
- B. is in violation of securities laws. Arbitrage is a prohibited activity.
- C. engaged in a fraudulent activity.
- D. is skilled if he is able to earn profits 95% of the time using this strategy.
正解：D
解説：
If Rich Quick is able to earn profits 95% of the time by trading on abnormalities he observes
in bond yield spreads, he is skilled. There is nothing illegal in what he is doing. Arbitrageurs attempt to
earn profits when they observe what they believe to be mispriced securities, and this is an accepted
activity. Rich is not using insider information; bond yields are publicly available information.
質問 # 15
Which of the following trades is illegal?
- A. a short sale
- B. a market-not-held order
- C. a margin transaction
- D. the sale of a mutual fund if the purchaser hasn't received a prospectus
正解：D
解説：
It is illegal to sell a mutual fund if the purchaser hasn't received a prospectus. The purchaser
must receive this no later than the date on which the trade confirmation is due. Short sales, margin
transactions, and market-not-held orders are all legitimate.
質問 # 16
Newbie Corporation is considering the possibility of an interstate initial public offering (IPO) of its stock. In
the initial meetings with BigFee Investment Bankers, Newbie has learned that the underwriting spread will
be 15%. Although the actual offering price won't be set until Newbie's registration statement is approved
by the SEC, BigFee has indicated that the offer price will probably be between $3 and $4 a share and that
the stock will initially be listed on the OTC Bulletin Board. What methods for state registration does
Newbie have available?
I. registration by coordination
II. registration by notification
III. registration by qualification
- A. Newbie may elect to register by any one of the above methods although registration by qualification
would be the most burdensome choice. - B. Methods I and III only
- C. Method II only
- D. Method I only
正解：B
解説：
Newbie may apply for state registration using either the registration by coordination or the
registration by qualification method, although the latter method is the most burdensome of the three. The
firm is not eligible to register by notification. To be eligible, the offer price of the IPO would have to be at
least $5, and the underwriting spread would need to be no greater than 10%.
質問 # 17
While on vacation in Colorado, Massachusetts resident Ms. Jetset meets Mr. Snow, a registered
representative with a Colorado broker-dealer, on a ski lift and accepts a dinner engagement with him later
that evening, during which he obtains her cell phone number. A week later, while she is lounging around
in her Florida beach condo, he calls and interests her in a local software company that is selling its
preferred stock to investors and encourages her to buy it. Ms. Jetset tells Mr. Snow she'll think about it
and calls him after she returns to her home in Massachusetts to tell him to buy the stock for her and sends
him a check via express mail. Later, Ms. Jetset learns that the preferred stock certificate that she received
is-and always was-a worthless piece of paper, and that, in fact, no such company ever existed. Which
state Administrator has jurisdiction in this instance?
I. the Administrator of the state of Colorado
II. the Administrator of the state of Florida
III. the Administrator of the state of Massachusetts
- A. I only
- B. I, II, and III
- C. I and II only
- D. I and III only
正解：B
解説：
All three state administrators have jurisdiction since Mr. Snow made the offer to sell from
Colorado, to a person who was in Florida at the time, and Ms. Snow accepted the offer and received the
certificate in her home state of Massachusetts. According to NASAA, an Administrator has jurisdiction
over all offers and all acceptances of offers to purchase or sell securities if they "originate from, are
directed to, or are accepted in a state.
質問 # 18
Which of the following does not describe a prohibited practice for broker-dealers under the NASAA Model Rules?
I. SecureMoney Broker-Dealers has received a request from a client who wants SecureMoney to "identify a few solid firms in the Asian market and invest up to $20,000 in them." SecureMoney executes the purchases and receives the requisite signed discretionary authorization from the client before the settlement date.
II. CanDo Broker-Dealers executes a margin transaction for a client, promptly receiving a signed, written margin agreement from the client after the transaction takes place.
III. GetErDone Broker-Dealers receives a call from a client who wants to purchase some securities on margin.
GetErDone has the client come into the office to sign a properly executed margin agreement prior to effecting the transaction.
- A. III only
- B. None of the selections are prohibited practices.
- C. II and III only
- D. I and III only
正解：C
解説：
Explanation
Neither Selection II nor Selection III describes a prohibited practice for broker-dealers under the NASAA Model Rules. Broker-dealers are permitted to execute margin transactions for clients as long as they receive a signed, written margin agreement promptly after the initial margin transaction takes place. The agreement need not be signed beforehand. Discretionary authorizations do need to be signed before the broker-dealer executes any discretionary transactions for a client, so Selection I describes a prohibited practice.
質問 # 19
Individual states are prohibited from requiring a broker-dealer or investment adviser to file financial reports more frequently than:
- A. four times a year.
- B. twelve times a year.
- C. twice a year.
- D. once a year.
正解：A
解説：
Explanation
Individual states are prohibited from requiring a broker-dealer or investment adviser to file financial reports more frequently than four times a year. Under the Securities and Exchange Act of 1934, individual states are prohibited from imposing more stringent requirements than those already required by the SEC, and the SEC requires quarterly reporting. Therefore, a state may not require that a broker-dealer or investment adviser file monthly reports with it.
質問 # 20
Erin is a registered agent who works for SecureMoney Brokers-dealers. One of her clients, Mrs. McTurk, is a recently-widowed woman who relies on Erin for advice about her investment portfolio. Mrs. McTurk reminds Erin of her own grandmother, and she is happy to provide guidance within the sphere of her own knowledge.
Based on these facts, which of the following statements is true?
- A. Erin must register as an investment adviser since she is providing investment advice.
- B. Neither SecureMoney Broker-dealers nor Erin must register as an investment adviser based on the facts provided.
- C. SecureMoney Broker-dealers must register as an investment adviser since one of its employees is providing investment advice.
- D. SecureMoney Broker-dealers must register as an investment adviser since one of its employees is providing investment advice, and Erin must register as an investment adviser representative as the firm's employee.
正解：B
解説：
Explanation
Neither SecureMoney Broker-dealers nor Erin must register as an investment adviser based on the facts provided since neither the broker-dealer nor Erin is receiving any compensation for the advice Erin is giving Mrs. McTurk. In this instance, the advice provided is considered incidental to the broker-dealer business.
質問 # 21
Today's edition of the Wall Street Journal carried a front page story regarding a federal lawsuit that has
been filed against a software manufacturer for monopolistic practices. The CFO of the company called his
broker today and sold some of the shares he owns in the company. Which of the following statements are
true?
I. The CFO is guilty of illegal insider trading.
II. If the agent who effected the transaction for the CFO knew he was CFO of the software company, the
agent is guilty of illegal insider trading.
III. The broker-dealer for whom the agent works may have its license suspended or revoked if its agent
has knowingly executed this illegal insider trade for not having supervised the agent properly.
- A. I only
- B. I and II only
- C. I, II, and III
- D. None of the statements is true.
正解：D
解説：
If the CFO called his broker and sold some of the shares he owns today, none of the
statements is true. Insider trading is only illegal if the insider trades on information that the public does not
yet have. In this case, the information has already been made publicly available, so no one has done
anything illegal. Insiders to the company are allowed to buy and sell shares of their firm's stock as long as
they are not acting on private information.
質問 # 22
Blue Sky Laws are designed to:
- A. protect agents, broker-dealers, and investment advisers and their representatives from spurious
allegations of fraudulent activity. - B. favor investment in companies that engage in environmentally friendly practices.
- C. protect investors from fraud in their securities market transactions.
- D. enhance the tourism industry within a state.
正解：C
解説：
The main purpose of Blue Sky Laws is to protect individual investors from fraud in their
securities market transactions. Requiring the registration of new security issues and the registration of
those persons who advise individual investors as well as those involved in the purchase and sale of
securities to the public are just some of the regulations designed to do this. There are no provisions
designed to protect agents, broker-dealers, or investment advisers and their representatives in any
regard.
質問 # 23
Needy Investment Advisers, LLC needs a loan. One of its wealthier clients has offered to lend the firm the money at the prime rate of interest. A promissory note is drawn up stipulating the terms of the loan. Based on these facts,
- A. Needy is not in danger of violating any securities laws since the loan was unsolicited and has been properly executed via a promissory note.
- B. Needy is in violation of securities laws by acting as an issuer of securities.
- C. Needy is in violation of securities laws only if the face value of the note is for $50,000 or more.
- D. Needy will be in violation of securities laws unless a waiver of compliance form is signed by the client and submitted to the administrator.
正解：B
解説：
Explanation
In accepting a loan from a wealthy client, Needy is in violation of securities laws by acting as an issuer of securities. Under NASAA Model Rules, investment advisers may not borrow money from clients unless the client is in the business of lending money, as would be the case if the client were a financial institution. It doesn't matter if the client is in agreement with the loan; waiver of compliance agreements is prohibited by both the NASAA Model Rules and the Investment Advisers Act of 1940. Nor does it matter that the loan was unsolicited and formalized with a promissory note.
質問 # 24
A broker-dealer is required to keep his records for how long?
- A. broker-dealer is required to keep his records for as long as he is registered in the state.
- B. at least five years
- C. at least seven years
- D. at least three years
正解：D
解説：
Explanation
A broker dealer is required to keep his records at least three years.
質問 # 25
Sam Shade had his agent's license revoked by the state of Washington for repeatedly making misleading claims about various investment to investors. He had had it with all the rain anyway and decided to move to the sunshine state of Florida. His brother-in-law was a computer whiz who made money on the side (more than his day job provided, in fact) by supplying illegal immigrants with official-looking documentation, including social security numbers. Sam Shade became Ian Creed in a few clicks of the mouse. As Ian Creed, Sam was hired by Sunny Investment Advisers, an investment adviser firm located in the Florida Keys, in a clerical role. As such, Sam/Ian had access to the confidential information of the firm's clients, which he and his brother-in-law utilized for the purpose of identity theft. Under the Uniform Securities Act guidelines, when Sam and his brother-in-law are caught in their illegal activities,
- A. Sunny Investment Advisers will be subject to civil penalties for employing an individual whose license had been revoked by the Administrator of another state.
- B. Sunny Investment Advisers will be subject to criminal prosecution for employing an individual whose license had been revoked by the Administrator of another state since it obviously did not use due diligence in hiring Ian Creed, aka Sam Shade.
- C. Sunny Investment Advisers will be subject to both criminal prosecution and civil penalties for employing an individual whose license had been revoked by the Administrator of another state since it obviously did not use due diligence in hiring Ian Creed, aka Sam Shade.
- D. Sunny Investment Advisers will not be held liable if it can prove that there was no way it could have or should have known of the revocation of Sam Shade's (aka Ian Creed) license.
正解：D
解説：
Explanation
When Sam and his brother-in-law are caught, Sunny Investment Advisers will not be held liable if it can prove that there was no way it could have or should have known of Sam Shade/Ian Creed's license revocation. The drafters of the Uniform Securities Act were cognizant of the fact that employees can be remarkably deceptive when applying for a position, and because of this the Act indicates that the investment adviser must either
"have known or should have known" of the Administrator's adverse decision against the employee in order to itself be deemed liable.
質問 # 26
Which of the following are accurate statements regarding the minimum financial requirements for investment advisers according to the NASAA Model Rules?
I. Any investment adviser who has discretionary authority over a client's assets, but who does not have actual custody of client funds or securities, is required to maintain a minimum net worth of $10,000 at all times.
II. An investment adviser who requires that a fee of more than $500 from his clients be paid six months or more in advance must maintain a positive net worth at all times.
III. Only an investment adviser who has actual custody of client assets is subject to a minimum net worth requirement, which the NASAA Model Rules specifies is $10,000.
- A. I and II only
- B. III only
- C. I only
- D. II and III only
正解：A
解説：
Explanation
Only Selections I and II are accurate statements of the NASAA Model Rules regarding minimum financial requirements for investment advisers. The NASAA rules stipulate that an adviser who has only discretionary authority, but does not take custody of a client's assets, must maintain a minimum net worth of $10,000 at all times. Furthermore, any investment adviser who requires a fee of more than $500 from his clients to be paid six months or more in advance must maintain a positive net worth at all times.
質問 # 27
While on vacation in Colorado, Massachusetts resident Ms. Jetset meets Mr. Snow, a registered representative with a Colorado broker-dealer, on a ski lift and accepts a dinner engagement with him later that evening, during which he obtains her cell phone number. A week later, while she is lounging around in her Florida beach condo, he calls and interests her in a local software company that is selling its preferred stock to investors and encourages her to buy it. Ms. Jetset tells Mr. Snow she'll think about it and calls him after she returns to her home in Massachusetts to tell him to buy the stock for her and sends him a check via express mail. Later, Ms. Jetset learns that the preferred stock certificate that she received is-and always was-a worthless piece of paper, and that, in fact, no such company ever existed.
Which state Administrator has jurisdiction in this instance?
I. the Administrator of the state of Colorado
II. the Administrator of the state of Florida
III. the Administrator of the state of Massachusetts
- A. I only
- B. I, II, and III
- C. I and II only
- D. I and III only
正解：B
解説：
Explanation
All three state administrators have jurisdiction since Mr. Snow made the offer to sell from Colorado, to a person who was in Florida at the time, and Ms. Snow accepted the offer and received the certificate in her home state of Massachusetts. According to NASAA, an Administrator has jurisdiction over all offers and all acceptances of offers to purchase or sell securities if they "originate from, are directed to, or are accepted in a state.
質問 # 28
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