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As part of a stock offering for Design Studio Corporation,the firm's accountant Eve intentionally misrepresents material facts in the prospectus.Fred buys the stock unaware of the misrepresentation and suffers a loss.Eve may be subject to​


A) none of the choices.
B) job termination but no other sanctions,penalties,or liability.
C) a fine,imprisonment,and damages.
D) professional censure but no criminal sanctions or civil liability.

E) A) and D)
F) A) and C)

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C

Trail Bike Corporation is a public company whose shares are traded in the public securities markets.Under the Securities Act of 1933,Trail Bike is required to​


A) contribute to the operations of national stock exchanges.
B) disclose financial and other information about its securities.
C) engage in market surveillance to deter undesirable practices.
D) all of the choices.

E) C) and D)
F) A) and D)

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Fact Pattern 28-3 Dan,an accountant for Eureka! Inc.learns of undisclosed company plans to market a new laptop.Dan buys 1,000 shares of the firm's stock.He reveals the company plans to Fay,who tells Greg.Both Fay and Greg buy 100 shares.Greg knows that Fay got her information from Dan.When Eureka! publicly announces its new laptop,Dan,Fay,and Greg sell their stock for a profit. -Refer to Fact Pattern 28-3.Under the Securities Exchange Act of 1934,Fay is most likely​


A) liable for insider trading.
B) not liable because Fay did not prevent others from profiting.
C) not liable because Fay did not misappropriate any information.
D) not liable because Fay does not work for Eureka!

E) A) and D)
F) All of the above

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Only the Securities and Exchange Commission can sue violators of Section 10(b)and Rule 10b-5.

A) True
B) False

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Under the Sarbanes-Oxley Act of 202,chief financial officers must certify the accuracy of information in corporate financial statements.

A) True
B) False

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Global Trade Corporation is a public company that is poised to issue securities that do not qualify for an exemption from registration.This means that Global Trade must​


A) file a registration statement with the SEC.
B) issue the securities through an online registration site.
C) refrain from issuing the securities to unregistered investors.
D) register the securities with a national stock exchange.

E) A) and D)
F) B) and C)

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The definition of security in the Securities Act of 1933 includes interests that involve the right to buy a security on a national security exchange.

A) True
B) False

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Rico does not work for Street Bikes Company,but wrongfully obtains inside information concerning the firm.Based on the information,Rico buys and sells Street Bikes stock for personal gain.The Securities and Exchange Commission prosecutes Rico,arguing that he is liable because he stole information rightfully belonging to another.This argument is​


A) the blue-sky theory.
B) the misappropriation theory.
C) the free-writing prospectus theory.
D) the tipper/tippee theory.

E) C) and D)
F) A) and C)

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B

Misrepresenting or omitting facts from a registration statement or prospectus is known as puffery and does not violate the Securities Act of 1933.

A) True
B) False

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Issuers of securities offerings must comply with either federal or state securities laws,but not both.

A) True
B) False

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Space Trips Inc.files a registration statement with the SEC before making an offering to the general public.The registration contains false,immaterial statements of which the investors are unaware.The firm is charged with violating the Securities Act of 1933.Its best defense is​


A) the investors were not aware of the misrepresentations.
B) the issuer reasonably believed the misstatements were true.
C) the offering was made available to the general public.
D) the untrue statements were not material.

E) A) and D)
F) A) and C)

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Under the Sarbanes-Oxley Act of 202,all members of a publicly traded corporation's audit committee must be outside directors.

A) True
B) False

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While the Securities and Exchange Commission reviews a registration statement for completeness,most issuers can distribute a free-writing prospectus.

A) True
B) False

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Guitar Factory Corporation files a registration statement and delivers a prospectus to the appropriate parties.These items are intended to enable the evaluation of certain financial risks by​


A) market professionals to explain to all investors.
B) government regulators to disclose to the general public.
C) sophisticated investors only.
D) unsophisticated investors.

E) None of the above
F) All of the above

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Leo is the chief financial officer of Moneysworth Corporation,which is required to file certain financial statements with the Securities and Exchange Commission (SEC) .Under the Sarbanes-Oxley Act of 202,Leo must personally​


A) certify that the statements are accurate.
B) delegate the responsibility for preparing the statements.
C) deliver the statements to the appropriate SEC officer.
D) prepare the statements.

E) A) and D)
F) B) and C)

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Household Products Corporation wants to make an offering of securities to the public.The offering is not exempt from registration under the Securities Act of 1933.Before the firm sells its securities,it must provide investors with​


A) a forward-looking financial forecast.
B) an investment contract.
C) a prospectus.
D) samples of its products.

E) A) and C)
F) B) and C)

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Media Marketing Corporation is required to file a registration statement with the Securities and Exchange Commission.This statement must contain​


A) a copy of prospectuses to be provided to investors.
B) a description of securities being offered for sale.
C) a record of pre-registration sales in securities.
D) all of the choices.

E) None of the above
F) All of the above

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B

Fact Pattern 28-3 Dan,an accountant for Eureka! Inc.learns of undisclosed company plans to market a new laptop.Dan buys 1,000 shares of the firm's stock.He reveals the company plans to Fay,who tells Greg.Both Fay and Greg buy 100 shares.Greg knows that Fay got her information from Dan.When Eureka! publicly announces its new laptop,Dan,Fay,and Greg sell their stock for a profit. -Refer to Fact Pattern 28-3.Under the Securities Exchange Act of 1934,Geoff is most likely​


A) liable for insider trading.
B) not liable because Geoff is only a tippee,not a tipper.
C) not liable because Geoff is too far down the chain of disclosure.
D) not liable because Geoff traded on the basis of a material fact.

E) A) and D)
F) All of the above

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Fresh Fruit Company has assets of less than $10 million and fewer than fifty shareholders.Gourmand Pastries,Inc. ,has assets of more than $50 million and more than five hundred shareholders.The Securities Exchange Act of 1934 applies to​


A) Fresh Fruit and Gourmand Pastries.
B) Fresh Fruit only.
C) Gourmand Pastries only.
D) neither Fresh Fruit nor Gourmand Pastries.

E) A) and D)
F) C) and D)

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Shoes & Sox Corporation is a public company whose shares are traded in the public securities markets.With respect to financial and other significant information concerning its securities,the Securities Act of 1933​


A) imposes increased responsibility on chief corporate executives.
B) prevents insiders from trading among themselves.
C) requires disclosure.
D) creates a "safe harbor" for companies to make forward-looking statements.

E) All of the above
F) None of the above

Correct Answer

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