20 Days, and the SEC Can Move It

Rule 9 of 14 in this unit1.4

1.4 Offerings

SIE outline 1.4

20 Days, and the SEC Can Move It

Section 8(a): effective on day 20 after filing, or an earlier date the SEC sets. NOT a fixed, unmovable date.

The method for this kind of question

506(b) and 506(c) trade opposite things

Now answer

1 question on this screen, from this outline item's own pool, so some will test a rule you met earlier in the unit. Pick an answer, say how sure you are, then reveal. Being sure and wrong is the most useful thing that can happen here, and the coach treats it that way.

Question 1Exam level

An underwriter sells an issue as the issuer's agent for a commission and places only part of it. Who holds the unsold shares?

A. The issuer, the underwriter never bought them B. The underwriter, at its purchase price C. The syndicate manager, personally D. The SEC, until the registration lapses

How sure are you?

Sure Fairly sure Guessing

Correct: A. As agent, the underwriter never took title, so unsold shares never left the issuer.

B. Describes a firm commitment, where title actually passes.

C. Invents personal liability no underwriting agreement creates; a manager organizes and allocates, it does not own shares personally.

D. The SEC never owns a registered security; Section 23 says its process is not even an approval, let alone ownership.

Unit: SIE outline 1.4

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