21. In a law suit filed under Section 11 of the Securities Act of 1933 --

a. It is not a defense that the buyer knew the statement was false at the

time he/she purchased the securities

b. The plaintiff may not recover more than the offering price for securities

purchased

c. Only persons who actually signed the registration statement may be sued

d. The plaintiff must prove that he read the registration statement before

buying the securities

22. Section 17 of the Securities Act of 1933 --

a. Defines "controlling person" liability for violations of the securities laws

b. Creates a private cause of action for violations of the securities laws

c. Creates an exemption from registration of securities

d. Proscribes misconduct in an offer or sale of securities

23. An investor law suit under Section 12(a)(2) of the Securities Act alleging false or

misleading statements in a prospectus --

a. May be brought whether or not the Plaintiff actually purchased securities

b. May be brought only if the plaintiff actually purchased securities

c. May be brought even if the Plaintiff knew the statements were false

d. Must be brought within five years of Plaintiff's sale of the securities

24. The "due diligence" defense is not available to --

a. Underwriters

b. Issuers

c. Experts

d. Control persons

25. "Laddering" refers to the practice of --

a. Purchasing shares during an offering to maintain the market price

b. Allocating IPO subscription offers to executives of prospective clients

c. Successively buying and selling IPO shares

d. Requiring IPO subscribers to buy additional shares at market price

26. "Paying for order flow" --

a. Is prohibited by Section 9 of the Securities Exchange Act

b. Is compensation paid by issuers to "best efforts" underwriters

c. Provides compensation for no-commission brokers

d. Is also known as a "Ponzi Scheme"

27. The standard of care applicable to broker stock recommendations in

Massachusetts is known as--

a. Fiduciary

b. Best interests

c. Suitability

d. Due Diligence

28. An investment company that constantly stands ready to redeem its shares is

called --

a. A closed-end fund

b. A unit investment trust

c. A variable annuity

d. A mutual fund

29. Professional stock brokers employed by federally registered broker dealers are

--

a. Exempt from OTC regulation

b. Required to register on Form ADV

c. Regulated by the SIPC

d. Subject to Regulation Best Interests

30. A company that manages the stock portfolio of a registered investment

company is --

a. A securities underwriter

b. A broker-dealer

c. A funding portal

d. An investment adviser