样题与解析

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1. 1. Laws & Regulations

   Under the Uniform Securities Act, what is the correct order of registration for a security using the coordination method?

   • a.The state Administrator is required to personally conduct a full merit review and certify in writing that the offering price is fair and equitable before any coordinated sale may proceed
   • b.The security is registered solely at the state level under a self-contained state filing, and no registration statement is ever filed with the SEC under the Securities Act of 1933
   • c.Registration becomes effective the very instant the application is delivered to the Administrator's office, with no coordination whatsoever with the federal registration statement's effective date
   • d.A federal registration statement under the Securities Act of 1933 is filed simultaneously with the state, and state effectiveness is coordinated with the SEC

   答案: d

   解析: Registration by coordination is used when a security is registered federally under the Securities Act of 1933 at the same time as the state filing. State effectiveness is timed to coincide with SEC effectiveness. The Administrator never passes on the merits of an offering.

   依据: Uniform Securities Act

2. 2. Laws & Regulations

   Under the Uniform Securities Act, after a registrant files to withdraw its registration, the Administrator retains jurisdiction to begin a revocation or suspension proceeding for a period of:

   • a.Ninety days, matching the criminal referral window under the Act
   • b.Six months, corresponding to the record-retention period for terminated agents
   • c.One year after the withdrawal becomes effective
   • d.Thirty days from the effective date of the withdrawal and no longer

   答案: c

   解析: USA §204 gives the Administrator continuing jurisdiction for one year following the effective date of a withdrawal to revoke or suspend the former registration. This prevents a registrant from escaping discipline by withdrawing after misconduct.

3. 3. Recommendations & Strategies

   A client has a 2-year goal (a home down payment) and a 25-year goal (retirement). The MOST appropriate approach is to:

   • a.Fund only the nearer goal now and postpone any retirement investing entirely until the down payment has been spent
   • b.Match each goal to its own horizon: conservative assets for the near goal and growth assets for the far one
   • c.Hold the down-payment money in growth stocks and the retirement money in cash, so the nearer goal earns the higher return
   • d.Blend both goals into one 60% stock and 40% bond portfolio, since the two horizons average out to about 13 years

   答案: b

   解析: Goal-based planning matches each objective's assets to its own time horizon and liquidity needs: conservative assets for the 2-year down payment and growth-oriented assets for the 25-year retirement goal. Postponing retirement saving forfeits decades of compounding. Reversing the mix exposes the short-term money to market losses and starves the long-term goal of growth. Blending both goals into one portfolio on an averaged horizon fits neither goal.

4. 4. Investment Vehicles

   An investor holding a callable bond faces the greatest risk that the bond will be called when:

   • a.The issuer's credit rating has recently been downgraded
   • b.The stock market has entered a prolonged decline
   • c.Interest rates have risen above the coupon
   • d.Interest rates have declined below the coupon

   答案: d

   解析: Issuers call bonds when market rates fall below the bond's coupon, letting them refinance at a lower cost — leaving the investor to reinvest at lower prevailing rates (call and reinvestment risk). Rising rates make a call unlikely. Call features usually include a set period of call protection.

5. 5. Laws & Regulations

   An investment adviser directs client brokerage to a firm that charges higher commissions in exchange for soft-dollar benefits that do not qualify for the Section 28(e) research safe harbor. Under fiduciary principles this is:

   • a.Acceptable if the adviser discloses the arrangement on Form ADV, since disclosure alone brings any soft-dollar benefit within the Section 28(e) safe harbor
   • b.Acceptable if the higher commission is still within the range other broker-dealers charge, because best execution looks only at the commission rate and not the total cost
   • c.Permitted if the benefits are used only for the adviser's overhead, such as rent and salaries, because overhead indirectly benefits the clients who pay the commissions
   • d.A potential breach of the duty of best execution and loyalty, because paying up for benefits outside the Section 28(e) safe harbor is not protected

   答案: d

   解析: Section 28(e) of the Exchange Act protects an adviser from claims of breach for paying more than the lowest commission only when the brokerage and research services qualify and the adviser determines in good faith that the commission is reasonable. Benefits outside the safe harbor lose that protection, so paying higher commissions for them can breach the duties of best execution and loyalty. Disclosure does not bring a non-qualifying benefit within the safe harbor. Best execution looks at the total cost and quality of execution, not only the commission rate. Overhead such as rent and salaries is not research or brokerage that qualifies.

   依据: Securities Exchange Act of 1934 §28(e) (15 U.S.C. 78bb(e))

6. 6. Economics & Analysis

   A bond pays 3% nominal interest during a year in which inflation is 4%. What is the approximate real return?

   • a.+3%, the nominal return alone
   • b.+7%, the sum of both rates
   • c.+4%, the inflation rate alone
   • d.-1%, a loss of purchasing power

   答案: d

   解析: Real return is approximately the nominal return minus inflation: 3% - 4% = -1%, so purchasing power fell. The answer +3% ignores inflation altogether. The answer +7% adds inflation to the nominal return instead of subtracting it. The answer +4% reports the inflation rate itself rather than the return after inflation.

7. 7. Laws & Regulations

   A broker-dealer sells a customer 300 shares of a stock from its own inventory, and it is not a market maker in that stock. What must the written confirmation disclose about the firm's role?

   • a.That it acted as agent for the customer, with the remuneration it received
   • b.That it acted as principal, and whether it is a market maker in the security
   • c.That it acted as principal, with the name of the person it bought the shares from
   • d.That it acted as principal, with its dollar profit on the sale in every case

   答案: b

   解析: Rule 10b-10(a)(2) requires the confirmation to say whether the firm acted as agent for the customer, agent for someone else, agent for both, or as principal, and for a principal trade whether it is a market maker in the security. The firm sold from inventory, so agent-capacity disclosures such as remuneration and the name of the other party do not apply. Disclosure of the firm's compensation as a markup or difference applies only in specified principal cases, such as a contemporaneous offsetting trade, and not in every case.

   依据: 17 CFR 240.10b-10(a)(2)

8. 8. Laws & Regulations

   On Monday, March 2, 2026, a client orally authorizes an IAR to exercise discretion in her account. The IAR places the first discretionary trade on Tuesday, March 3, and no holidays fall in the period. By what date must the IAR have the client's written discretionary authority?

   • a.Tuesday, March 17, 2026
   • b.Thursday, April 2, 2026
   • c.Monday, March 16, 2026
   • d.Friday, March 13, 2026

   答案: a

   解析: NASAA's unethical-practices rule allows discretion on oral authority only if written authority is obtained within ten business days after the date of the first transaction placed under it. Counting business days from March 3, the tenth falls on March 17. March 13 counts ten calendar days, not business days. March 16 treats the trade date itself as day one. April 2 counts thirty calendar days, which is a different period from the one in the rule.

   依据: NASAA Model Rule 102(a)(4)-1(b)

9. 9. Recommendations & Strategies

   A client holds 70% of a portfolio in an index core fund charging 0.05% and 30% in active satellite funds averaging 1.00%. What is the portfolio's weighted-average expense ratio?

   • a.0.525%
   • b.1.050%
   • c.0.715%
   • d.0.335%

   答案: d

   解析: Weight each fee by its share: 0.70 x 0.05% + 0.30 x 1.00% = 0.035% + 0.300% = 0.335%. The 0.525% answer simply averages the two fees, 0.715% reverses the weights, and 1.050% adds the two fees together.

10. 10. Investment Vehicles

    A blank check company's Rule 419 offering became effective on March 1, 2026, and its proceeds are held in escrow. No qualifying acquisition has closed. By what date must the escrowed funds be returned to investors?

    • a.September 1, 2027
    • b.March 1, 2027
    • c.March 1, 2028
    • d.September 1, 2026

    答案: a

    解析: Rule 419 requires return of the escrowed funds if a qualifying acquisition has not occurred by a date 18 months after the effective date of the initial registration statement, and 18 months from March 1, 2026 is September 1, 2027. March 1, 2027 would be only 12 months, March 1, 2028 would be 24 months, and September 1, 2026 would be just 6 months. The 20 to 45 business day period in the rule is the investors' reconfirmation window after an acquisition is proposed, not the deadline.

    依据: Securities Act Rule 419