Exam (elaborations)
LES 305 Final Exam questions with verified answers A+ rated
- Course
- Institution
LES 305 Final Exam questions with verified answers A+ rated
[Show more]
Content preview
LES 305 Final Exam questions withverified answers A+ rated
Chapter 20 flash cards are not on here - correct answer ✔✔
Asset Acquisition - correct answer ✔✔Form of takeover in which another firm buys all the assets of a
firm and gains control through control of the firm's property. If structured property, the acquirer avoid
liability for the debts of the acquired business.
Blue-Sky Law - correct answer ✔✔State law regulating sale of securities.
Comment/Deficiency Letter - correct answer ✔✔SEC response to registration filing; requires additional
information or clarification on proposed offering.
Consolidation - correct answer ✔✔A form of merger in which two firms unite and become known by a
new name.
Due Diligence - correct answer ✔✔Under the Securities Act of 1933, a defense for filing a false
registration statement that requires proof that the individuals involved did all they could to uncover the
truth and could not have discovered the false statements despite a thorough review of all relevant
information.
Exemption - correct answer ✔✔Securities and transactions that do not have to be registered with the
SEC under the Securities Act of 1933.
Foreign Corrupt Practices Act (FCPA) - correct answer ✔✔Federal law prohibiting bribes in foreign
countries and requiring the maintenance of internal controls on accounting for firms registered under
the Securities Exchange Act of 1934.
Howey Test - correct answer ✔✔Created by theU.S. Supreme Court; it defines a security as an
investment in a common enterprise that earns profits from the efforts of others
, Hostile Takeover - correct answer ✔✔A takeover not favored by the target's management.
Insider Trading and Securities Fraud Enforcement Act of 1988 - correct answer ✔✔Act increasing the
Securities Exchange Act of 1934 penalties for insider trading.
Insider - correct answer ✔✔A corporate officer or director or other executive with access to corporate
information that is not available to the public.
Material Misstatement - correct answer ✔✔A statement of fact that would influence an individual's
decision to buy or sell.
Merger - correct answer ✔✔Process of combining firms so that one firm becomes a part of the other
and only one firm's name is retained
Merit Review - correct answer ✔✔Process at the state level of reviewing securities registrations to
determine whether they are good investments.
Prospectus - correct answer ✔✔A document describing the nature of securities and the company
offering them.
Proxy Solicitations - correct answer ✔✔The process of seeking voting rights from shareholders
Red-Herring Prospectus - correct answer ✔✔A prospectus issued before the effective date of a securities
registration statement; permissible to release these before the registration statement is effective so long
as a disclaimer that it is not an offer to sell securities is noted in red on the prospectus.
Registration Statement (S-1) - correct answer ✔✔A filing with the SEC disclosing all the necessary
information about a securities offering under the 1933 Securities Act;
Rule 10b-5 - correct answer ✔✔SEC rule prohibiting fraud in relation to the sale of securities.
Section 10(b) - correct answer ✔✔Antifraud provision of the Securities Exchange Act of 1934.
The benefits of buying summaries with Stuvia:
Guaranteed quality through customer reviews
Stuvia customers have reviewed more than 700,000 summaries. This how you know that you are buying the best documents.
Quick and easy check-out
You can quickly pay through credit card or Stuvia-credit for the summaries. There is no membership needed.
Focus on what matters
Your fellow students write the study notes themselves, which is why the documents are always reliable and up-to-date. This ensures you quickly get to the core!
Frequently asked questions
What do I get when I buy this document?
You get a PDF, available immediately after your purchase. The purchased document is accessible anytime, anywhere and indefinitely through your profile.
Satisfaction guarantee: how does it work?
Our satisfaction guarantee ensures that you always find a study document that suits you well. You fill out a form, and our customer service team takes care of the rest.
Who am I buying these notes from?
Stuvia is a marketplace, so you are not buying this document from us, but from seller BravelRadon. Stuvia facilitates payment to the seller.
Will I be stuck with a subscription?
No, you only buy these notes for $11.49. You're not tied to anything after your purchase.
Can Stuvia be trusted?
4.6 stars on Google & Trustpilot (+1000 reviews)
72042 documents were sold in the last 30 days
Founded in 2010, the go-to place to buy study notes for 14 years now