Securities Regulation Code - Definitions

Flashcards covering definitions of key terms related to securities regulation.

Securities

Shares, participation or interests in a corporation evidenced by a certificate, contract, or instrument.

Issuer

The originator, maker, obligor, or creator of the security.

Broker

A person engaged in the business of buying and selling securities for the account of others.

Dealer

Any person who buys and sells securities for his/her own account in the ordinary course of business.

Associated person of a broker or dealer

An employee who directly exercises control of supervisory authority, but does not include a salesman, agent, or clerical/ministerial person.

Clearing agency

Any person who acts as intermediary in making deliveries upon payment to effect settlement in securities transactions.

Exchange

An organized marketplace that brings together buyers and sellers and executes trades of securities and/or commodities.

Insider

The issuer; a director or officer of the issuer; a person with access to non-public material information; a government employee with access to non-public material information; or a person who learns such information from the foregoing insiders.

Pre-need plans

Contracts which provide for the performance of future services or payment of future monetary considerations at the time of actual need.

Promoter

A person who takes initiative in founding and organizing the business of the issuer and receives consideration therefor.

Prospectus

The document made by an issuer, underwriter, or dealer to sell or offer securities for sale to the public.

Registration statement

The application for the registration of securities required to be filed with the Commission.

Salesman

A natural person, employed as such or as an agent, by a dealer, issuer or broker to buy and sell securities.

Uncertificated security

A security evidenced by electronic or similar records.

Underwriter

A person who guarantees the distribution and sale of securities of any kind by another company on a firm commitment and/or declared best effort basis.