Series 63 practice questionmediumTricky Distinctions—Broker-Dealer vs. Issuer
All of the following individuals would be classified as agents, EXCEPT:
- AA junior banker at a BD who accepts customer orders for non-exempt securities.
- BAn individual representing an issuer in offering promissory notes to 5 banks in a private placement.✓ Correct answer
- CA sales assistant at a BD who effects unsolicited trades of publicly-traded stocks.
- DA BD employee executing sales of municipal securities to retail investors.
Explanation
Why B — An individual representing an issuer in offering promissory notes to 5 banks in a private placement.
USA Sec. 401(c)(2) exempts issuer reps in certain private placements and institutional transactions. All others act as agents for a BD in non-exempt scenarios and must register.
Turn it into reps
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