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Series 63: Regulation of Broker-Dealers & Agents
Series 63 practice questionmediumState Authority over Federal Covered Securities

A broker-dealer is underwriting an IPO for a company intending to list its shares on the NYSE. The broker-dealer wishes to market the shares in multiple states. Under the USA and NSMIA, what authority does a state Administrator have over the registration of these shares?

  1. AMay require registration by qualification
  2. BMay not require registration or an ordinary notice filing for the exchange-listed shares, but retains antifraud authority✓ Correct answer
  3. CMay require registration by coordination
  4. DMay deny registration based on lack of merit
Explanation

Why BMay not require registration or an ordinary notice filing for the exchange-listed shares, but retains antifraud authority

Shares listed or approved for listing on a qualifying national securities exchange are federal covered securities. States may not require registration, coordination, qualification, merit review, or an ordinary notice filing for those shares, but they retain antifraud enforcement authority.

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