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Series 63: Regulation of Securities & Issuers
Series 63 practice questionmediumStop Orders — Registration Statement Defects

Which finding is a statutory ground for an Administrator to issue a stop order against a securities registration statement?

  1. AThe registration statement is materially incomplete or contains a material false or misleading statement✓ Correct answer
  2. BThe issuer declined to guarantee investors a profit
  3. CThe security's market price fell after an unrelated offering
  4. DThe issuer selected a broker-dealer the Administrator does not personally prefer
Explanation

Why AThe registration statement is materially incomplete or contains a material false or misleading statement

A materially false, misleading, or incomplete registration statement is a statutory stop-order ground when the required public-interest and procedural findings are made. Ordinary market movement or the absence of a profit guarantee is not such a ground.

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