Definition of a Broker-Dealer

What this video covers

• The core difference between broker (agency, commission) and dealer (principal, markup or markdown), and why most firms register as both but never on the same trade
• The specific entities excluded from the broker-dealer (BD) definition entirely, including banks, savings institutions, trust companies, and issuers selling their own securities
• Why bank holding companies are NOT excluded from the BD definition even though banks are, and the registration consequence
• The critical exam distinction between "excluded" (not a BD at all) and "exempt" (a BD that need not register)
• The two-part No-Place-of-Business Exclusion: no office in the state AND transactions exclusively with institutional counterparties including the $1 million asset floor for employee benefit plans
• Why a single retail client or a single physical office destroys the No-Place-of-Business Exclusion and triggers registration
• The Canadian Broker-Dealer Limited Registration requirements and the strict limitation to existing clients temporarily in the U.S., not new client solicitation