Term
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Definition
* notify fnra within 30 days of termination
* finra retains jurisdiction for two years |
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Term
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Definition
| * second anniversary and then every third |
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Term
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Definition
* file statement within one week of investigation completion
*findings to SRO by 15th of the month following calendar quarter |
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Term
| OSJs and Supervisor branch offices inspected... |
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Definition
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Term
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Definition
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Term
| Report to SRO of member violation... |
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Definition
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Term
| Response to disciplinary proceedings |
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Definition
| 25 days of receiving notice, 14 days for second time |
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Term
| Become insider (10% or more) |
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Definition
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Term
| 14c-2 Annual Proxy Statement |
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Definition
| 20 calendar days before meeting date |
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Term
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Definition
| As soon as practical on commencement date |
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Term
| S-1 Registration effective |
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Definition
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Term
| Prospectus delivery requirement |
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Definition
40 days after effective date for publicly traded securities already outstanding
*90 days for IPOs
*25 days if not reporting before but will be listed after |
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Term
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Definition
| generally 6 months but can be longer |
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Term
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Definition
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Term
| S-K, proxy statement regarding BOD |
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Definition
| report those who attended less than 75% of meetings |
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Term
| Stale financial statements |
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Definition
| 130 days for WKSI, 135 for everyone else |
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Term
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Definition
| simultaneously if intentional, within 24 hours if unintentional |
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Term
| Sarbanes-Oxley (insider transactions) |
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Definition
| reported by end of second day following date of transaction |
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Term
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Definition
considered qualified on 20th CALENDAR day after filing unless there is delaying action or suspension
* 20 days between testing the waters (solicitation statement) and first sale |
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Term
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Definition
Resale into US:
40 days for debt
1 year for equities |
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Term
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Definition
Restricted stock held for 6 months before resale.
no holding period for estate of a deceased person
no holding period for control stock but volume limit applies |
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Term
| 144 Brokers transaction Solicitation allowed... |
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Definition
* customer who has indicated interest in the past 10 business days
* another broker who has indicated interest in preceding 60 days |
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Term
| Form 144 effective for... |
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Definition
90 days
* for not required for sales under 5,000 shares and less than $50,000 |
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Term
| Research Report restrictions following offering (quite period0 |
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Definition
* 40 calendar days for managers/co managers
* 10 calendar days for secondary offerings
* 25 for broker-dealer other than manager or co manager |
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Term
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Definition
| prohibited 15 days prior to or after expiration of lock up periods |
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Term
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Definition
* Registration: one business day following registering with SEC
*if exempt from SEC registration: 15 business days prior to anticipated offering |
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Term
| Regulation M restricted period |
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Definition
* 5 business days prior to pricing or whenever broker dealer becomes a participant
* If ADTV is at least 100,000 or public float value is 25 million or more, 1 business day |
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Term
|
Definition
| stabilization, short covering, penalty bid must retain records for 3 years |
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Term
| Stabilization by non manager |
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Definition
| notify manager within 3 business days |
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Term
| Fairness opinions must disclose material relationship between bd and issuer in the past |
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Definition
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Term
| Chapter 7 trustee may attempt to recover payments made by debtor during the _ day period preceding bankruptcy filing |
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Definition
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Term
| chapter 7 employee back wages for the past _ days gets paid |
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Definition
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Term
| Chapter 11 reorg, debtor has_ days |
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Definition
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Term
| TO: shareholders notified within... |
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Definition
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Term
| TO: held open for at least |
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Definition
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Term
| TO: if increase or decrease offer |
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Definition
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Term
| TO: offer extension public announcement |
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Definition
| no lager than 9 EST on next business day after scheduled expiration date or the opening of the exchange on the next business day |
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Term
| Filing TO in issuer buyback |
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Definition
| as soon as practical on commencement date of TO |
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Term
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Definition
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Term
| rule 145, resale of shares as result of M&A, allowed for person that has not been affiliated for _ months and held securities for at least _ year |
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Definition
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