11. The greatest percentage share of the U.S. securities market is held by --

a. Retail investors

b. Institutional investors

c. Mutual funds

d. Sovereign wealth funds

12. Which of the following is NOT a "Securities Law"?

a. Investment Company Act of 1940

b. Williams Act

c. Sherman Act

d. Public Utility Holding Company Act of 1935

13. The Sarbanes-Oxley Act was adopted in the wake of the ENRON and Worldcom

scandals to -

a. Regulate derivatives

b. Reduce auditor conflicts of interests

c. Regulate mortgage-backed securities

d. Establish the CFTC

14. A law suit brought under Section 12(a)(2) of the Securities Act on behalf of

many investors in a security --

a. Must allege that each investor read and relied on a false or misleading

statement

b. May never be filed more than a year after the securities offering

c. May recover only rescission damages

d. May be certified as an investor class action

15. The "Howey Test" --

a. Determines whether a fact is material

b. Determines who may be liable for a securities violation

c. Determines what is an investment contract

d. Determines whether a market is "efficient"

16. Which of the following is probably NOT a "security"?

a. A limited partnership interest

b. An interest rate swap

c. A Treasury bond

d. An LLC member interest

17. Bernie Madoff's business plan --

a. Was churning

b. Was to front run his clients

c. Was a pay for order flow scheme

d. Was a Ponzi scheme

18. A possible future event --

a. Must always be disclosed as a forward-looking statement

b. Must be disclosed if material

c. May be material if likely to occur

d. May never be disclosed in a registration statement

19. Under Section 5 of the Securities Act, an issuer may not sell securities --

a. Until a registration statement is effective

b. Until a registration statement is filed

c. Within 20 of filing a registration statement

d. Until a "red herring" is delivered

20. Under Regulation D --

a. An issuer can raise an unlimited amount of capital

b. An issuer can sell securities to no more than 100 "accredited" investors in

any twelve-month period

c. An issuer may sell securities only to accredited investors

d. An issuer can accelerate effectiveness of its registration statement