Exempt Securities and Exempt Transactions: Rapid Fire
Chapters in this video
What this video covers
- The three lawful paths to sell a security in a state: registered, exempt, or federal covered; and why there is never a secret fourth option
- The distinction between an exempt security (the exemption travels with the security forever) and an exempt transaction (the exemption applies only to the specific sale)
- Which securities get the permanent VIP pass: government bonds, bank and credit union securities, insurance company stock and bonds (but not variable products), nonprofits, high-grade commercial paper, and public utilities
- Federal covered securities under NSMIA: exchange-listed securities, investment company shares, qualified purchaser sales, and Regulation D private placements; plus the notice filing requirement within 15 days
- The unsolicited order exemption: why the customer must initiate, the broker-dealer must be registered, and the issuer cannot use it
- Why the private placement limit counts offerees, not purchasers, and why institutional buyers are excluded from the 10-person cap
- The absolute rule that no exemption, security, transaction, or federal covered, ever shields anyone from antifraud enforcement
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