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Zorluk: Çok zorMarket Participants and Investor Classifications

A senior compliance analyst is reviewing market participant classifications, institutional qualifying thresholds, and clearing facility functions across US capital markets. Which of the following statements correctly state regulatory rules regarding market participants and investor classifications under SEC regulations? (Select ALL that apply.)

  1. An institutional entity that owns and invests at least $100 million in securities of non-affiliated issuers on a discretionary basis qualifies as a Qualified Institutional Buyer (QIB) under SEC Rule 144A.Cevap
  2. B
    A natural person with a net worth exceeding $5 million automatically qualifies as a Qualified Institutional Buyer (QIB) under SEC Rule 144A.
  3. A natural person holding a Series 7, Series 65, or Series 82 credential in good standing qualifies as an Accredited Investor under Regulation D, regardless of their income or net worth.Cevap
  4. D
    The Depository Trust Company (DTC) serves as the central counterparty providing trade clearance and multilateral netting services, while the National Securities Clearing Corporation (NSCC) maintains custody and book-entry recordkeeping of securities.

Cevap

The statements identifying the $100 million discretionary securities portfolio threshold for institutional entities under Rule 144A and professional credential status (Series 7, 65, or 82) for Accredited Investor status under Regulation D are correct.
The correct options properly state SEC definitions: Rule 144A QIB status requires an institutional entity to own and invest $100M+ in non-affiliated securities on a discretionary basis, and Regulation D Accredited Investor status extends to natural persons holding specific FINRA/NASAA credentials (Series 7, 65, or 82) in good standing.

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1
Evaluate institutional qualification rules under SEC Rule 144A.
Confirm that Qualified Institutional Buyers (QIBs) must be institutions owning/investing at least $100 million in non-affiliated securities on a discretionary basis, while natural persons cannot be QIBs regardless of wealth.
Rule 144A restricts private placement resales to sophisticated institutional entities with substantial asset portfolios.
2
Evaluate individual investor classification criteria under SEC Regulation D.
Confirm that holding active professional licenses (Series 7, 65, or 82) confers Accredited Investor status independent of net worth or income tests.
SEC rules recognize professional knowledge and financial sophistication as alternative criteria to wealth thresholds.
3
Differentiate clearing and depository functional entities within the clearing framework.
Identify that NSCC performs trade netting and clearance as a central counterparty, whereas DTC acts as a custodian maintaining depository book-entry records.
DTCC operates separate operational subsidiaries for clearing/netting (NSCC) and custody/settlement (DTC).

Anahtar Kavram

Distinguishing market participant eligibility thresholds (Accredited Investor vs QIB) and functional roles of clearing agencies (NSCC vs DTC)
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