• Shuffle
    Toggle On
    Toggle Off
  • Alphabetize
    Toggle On
    Toggle Off
  • Front First
    Toggle On
    Toggle Off
  • Both Sides
    Toggle On
    Toggle Off
  • Read
    Toggle On
    Toggle Off
Reading...
Front

Card Range To Study

through

image

Play button

image

Play button

image

Progress

1/43

Click to flip

Use LEFT and RIGHT arrow keys to navigate between flashcards;

Use UP and DOWN arrow keys to flip the card;

H to show hint;

A reads text to speech;

43 Cards in this Set

  • Front
  • Back
Explain to me what Rule 144A is...
LAYMANS TERMS:
Rule 144A is the exemption from the 33 act. The exemption provides Qualified
Institutional Buyers (QIB’s) with a portfolio of 100 million or more to be exempt from
registering their securities with the SEC.
Please explain Regulation S?
LAYMANS TERMS:

Regulation S of the 33rd act is a safe harbor for securities not registered with the SEC.
These foreign private securities are for sale to QIB’s in off shore transactions. They are
restricted from sale to any US person or corporation in or outside of the United States.
Private and off shore!
What is Rule 12G?
LAYMANS TERMS:
12G is an exemption from the 34 Act that maintains the security as a 'foreign private
issue' not listed on any national exchange and is exempt from reporting to the SEC.
A very simple recap of the 3 exemptions(144A, Regulation S, 12G) are….
A very simple recap of the 3 exemptions are….
I am operating as a QIB buying or selling to other QIBs (144a) foreign private securities
(Reg. S), which are unlisted on any national exchange (12G). These transactions are
private transactions being conducted between competent parties that have no need of the
protections of the SEC. These three exemptions are provisions to help the QIB’s stay
foreign, restricted, unregistered and exempt.
Can you please tell me what CUSIP means?
LAYMANS TERMS:
The acronym CUSIP stands for “Committee on Uniform Security Identification
Procedures”. It is a 9-digit security identifier that is used on all North American securities
for the purposes of facilitating clearing and settlement of trades. (Security ID).
What does UNCITRAL mean?
LAYMANS TERMS:
United Nations Commission of International Trade Law. All the International Bills of
Exchange that we write are under that convention and on the face of the IBOE’s we have
the following articles. (UNCITRAL CONV.) 1-7, 11-13, 46(3), 47(1), and 53.
ARE YOU A BANK?
Yes, I am a bank as defined in UCC article 4-A-105. Bank means a person engaged in the
business of banking. My bank Charter is the Birth Certificate as defined in Rule 12b-2
Definitions. The term Charter includes incorporation, declaration of trust, articles of
association and the organization or creation of an incorporated or unincorporated person.
Extra answer- Blacks law – An institution of great value in the commercial
world empowered to issue notes and bills.
Eligibility Questionnaire questions

"Please Check one of the following: -ABS -CMO -Corporate"
LAYMANS TERMS:

Corporate. The name on the Birth Certificate is a person. Blacks Law stipulates that a
person is an entity such as a corporation that is recognized by law to have the rights and
duties of a human being.
EQ questions

"How is the Birth Certificate deemed a security?"
LAYMANS TERMS:
A security as defined in Article 8-103 of the New York Uniform Commercial Code is
a share or similar interest issued by a corporation, business trust, joint stock company, or
similar entity. My security is evidenced by the issuance of the security certificate (BC) in
registered form.
***Please read Article 8-102 the definition section for more clarity.
EQ questions

"Please Indicate whether or not the issuer is a United Kingdom
Entity"
Yes - The USA/Canada (Inc) are registered in the UK and we are registered with those
corporations. All the laws we operate under are copyrighted in the U.K.
EQ questions

"Is this a Book-Entry-Only issue (represented by a global
certificate
with no certificates available to individual holders.)"
Yes, the birth certificate
EQ questions

Does this issue contain a put feature. (yes) (if yes, for certificated issues
a Tender Letter of Representation is required.
Blacks Law. Put option. An option to sell something especially securities at a fixed price
even if the market declines; the right to require another to buy. Often shortend to
“put”.
Also,
We are the Tender Agents on the EQ.
Blacks Law. TENDER OFFER- A public offer to buy a minimum number of shares
directly from a corporations shareholders at a fixed price at a substantial premium over
the market price in an effort to take control of the corporation.
so we are the tender agent - making a tender offer (from our BC value)

LAYMANS TERMS:
The DTC is required to buy the issue because it contains a put/tender feature. More
explanation needed.
EQ questions

"Lead Underwriter – can you tell me why you are listed here?"
LAYMANS TERMS:
I have been underwriting for the surety all my life but I didn’t know it. My signature as a
living man brings the charge and life to any document that I have underwritten.
EQ questions

"What is a Surety?"
LAYMANS TERMS:
A surety is a security against the fulfillment of an obligation, pledge, guarantee or bond.
I am operating in my private capacity as the authorized representative for the Surety. I am
the Private Trustee of my security Birth Certificate.
EQ questions

"Clearing DTC Participant – who is this and why?"
Tony King – this is because as the Lead Underwriter since I am not a DTC
Participant…yet.
Transfer Agent - who is this and why?
Answer: IBA Bank – they are Transferring the 250K FDIC bond for my entrance fee
Paying Agent - who is this and why?
Me
I am the paying agent as the funds are coming from my account at the DTC, and I will be
writing the IBOE’s off the account.
Issuer’s Counsel - who is this and why?
Answer: Tony King, and we will be under him for 2 years.
Remarketing Agent (provide if applicable to the issue) - who is this
and why?
Answer: Me.
A dealer or dealer bank responsible for the pricing of variable-rate demand bonds. The
remarketing agent periodically sets and resets the interest rate of a VRDN. If bonds are
tendered, the remarketing agent will use his/her best efforts to sell tendered bonds to
another purchaser. (We can use this to continually trade with other QIB’s with other
securities).
Tender Agent (provide if applicable to the issue) - who is this and
why?
Answer: Me – as I am the Drawer
Will the securities be eligible as a FAST (Fast Automated
Securities Transfer) issue? Yes No
Answer: Yes
Please explain what DTC is.
The DTC, is the world’s largest securities depository. It is a limited-purpose trust
company organized under the New York Banking Law, a “banking organization” within
the meaning of the New York Banking Law, a member of the Federal Reserve System, a
“clearing corporation” within the meaning of the New York UCC, and a “clearing
agency” registered pursuant to the provisions of Section 17A of the Securities Exchange
Act of 1934.
YOU SIGNED THIS DOCUMENT AS AUTHORIZED
REPRESENTATIVE.WHAT MAKES YOU AUTHORIZED TO SIGN?
LAYMANS TERMS:
As the living man and the spiritual creditor, I am the ONLY one who has the
authority and the ability to sign for the surety. When I sign in this capacity, I
am identifying myself as the living man and the underwriter for the legal
fiction.
Are you holding stock? What stock is it that your are holding?
Yes, since the US and Canada are bankrupt they issued stock of the corporation
to the people that were pledged as securities for the debt. My BC is the stock, and I am
cashing it in for the full face value
YOU SIGNED THIS DOCUMENT AS AUTHORIZED
REPRESENTATIVE.WHAT MAKES YOU AUTHORIZED TO SIGN?
LAYMANS TERMS:
As the living man and the spiritual creditor, I am the ONLY one who has the
authority and the ability to sign for the surety. When I sign in this capacity, I
am identifying myself as the living man and the underwriter for the legal
fiction.
Wizard Forms
“D/A” – International Documentary Collection Against Acceptance
Is a formal request for
payment made by a bank on behalf of its customer.
Is completed in upper case letters only. Identification of the living man is conveyed by the
signature
Is this John Smith?
This is the non-corporate man sometimes referred to as John Jason Smith
What is your name?
What is not my name, but my name is John Smith.
Do you think you’re a bank?
Yes.
Do you think you can write a check against the United States Treasury?
As the source of
the credit, I believe I can draft against funds and instruments of which I’m the beneficial
owner which are on deposit with Treasury
Do you know how to draw a bill of exchange?
Yes.
What is an international bill of exchange?
A three party instrument which lists the location of
at least two of the parties and where the drawer orders the drawee to pay the payee
What is it used for?
To transfer funds privately.
What is DTC?
The Depository Trust Company – a securities depository, commercial bank
and clearing agency.
What is DTCC?
The Depository Trust Clearing Corporate – a clearing agency for
securities.
Banker’s Acceptance?
A banker’s acceptance is a draft drawn on a bank which has been accepted by a bank thereby
becoming a negotiable unconditional promise to pay which can be traded on such markets.
They were commonly used in earlier times to facilitate international commerce.
What is a Banker's acceptance?
It is a draft drawn on a bank, which when accepted by the bank,
constitutes the bank's obligation to pay the draft writer's bills from a specified creditor when
the bills are due. The bank literally stamps "Accepted for payment by (name of bank) on
(date)" across the face of the draft. Acceptance converts a depositor's "order to pay" into
an unconditional "promise to pay" by the accepting bank. Bankers acceptances are
effectively a guaranty of payment for a purchase and are usually used in financing the import,
export, transfer or storage of goods, and qualify as liquid assets when held by a thrift
institution.
What is a Bankers Acceptance?
A draft calling for payment at a future date on which the drawee is a
bank, and the bank has agreed to pay by signing "accepted" on the draft.
What is a draft?
Draft A written order for the payment of money, such as a check. The person who
writes the draft is called the drawer, the person who holds the money -- for
example, the bank -- is called the drawee, and the person who ultimately receives
the money is called the payee. After receiving the draft, the payee can demand
payment at any time unless the draft specifies a particular time for payment. Also
called a bill of exchange.
What is a Bill of Exchange?
A bill of exchange (BOE) is an order from party A (drawer) to party B (drawee) to pay party C
(payee) upon presentment (upon “demand” or “at sight” – “sight draft”) or at some future time
(time draft). It is a three party instrument. Unlike a typical check, the drawee is usually
enumerated as:
To: Jack Johnson or To: Any Bank
1 Main Street 1 Main Street
Anywhere, XX Anywhere, XX
rather than listing the bank as a routing number on the bottom of the instrument.
If a BOE is drawn on a bank as in the second sample above, it is called a bank draft. If it is
drawn on another person, it is called a trade draft.
What is an IBOE?
And international bill of exchange is a bill of exchange that crosses international borders such
as from Canada to the U.S., but from the perspective of the living man or woman being foreign
to, or “without” the united States Federal corporation and wideworld of legal fiction entities, it
would cross the boundary from private-on-the-land in the presence of Nature’s God, into the
land of dead corporate legal fiction ens legis entities. From the real to the imagined. That
crossing is in fact the crux of the DTC process: portaling hidden public funds back to our private
account through the Fed, for beneficial uses for mankind.
What is a Bill of exchange?
Bill of Exchange A written order from one person (the payor) [drawer] to another, signed by
the person giving it, requiring the person to whom it is addressed [drawee] to pay on demand
Private non-commercial record, page 6 of 55
or at some fixed future date, a certain sum of money, to either the person identified as payee
or to any person presenting the bill of exchange. [NOTICE: THE PERSON TO WHOM IT
IS “ADDRESSED” IS NOT NECESSARILY THE PARTY WHO IS NAMED ON THE
“PAY TO THE ORDER TO” LINE. This is because a BOE is traditionally addressed to a
third party, the drawee, in addition to being made payable to a party, the payee.
A bill of exchange, also commonly known as a draft, is an unconditional order in writing.
The bill of exchange is signed by the person giving it, requiring the person to whom it is
addressed to pay (on demand or on a fixed and determinable due date) a sum certain in
money to a specified person or his order, or to bearer. The person drawing up the bill is called
the "drawer", and the instrument is addressed to the "drawee" (the person who needs to pay
the amount stipulated). It is important to remember that the drawee needs to accept the bill,
and this acceptance constitutes acknowledgement of debt and makes the bill of exchange a
legal instrument.
Securities Exchange Act of 1934
“The Securities Exchange Act of 1934 is a law governing the secondary trading of securities
(stocks, bonds, and debentures) in the United States of America. The Act, 48 Stat. 881 (enacted
June 6, 1934), codified at 15 U.S.C. § 78a et seq., was a sweeping piece of legislation. The Act
and related statutes form the basis of regulation of the financial markets and their participants in
the United States. It is commonly referred to as the "Exchange Act", the "'34 Act", and the "Act
of '34".
Companies raise billions of dollars by issuing securities in what is known as the primary market.
Contrasted with the Securities Act of 1933, which regulates these original issues, the Securities
Exchange Act of 1934 regulates the secondary trading of those securities between persons
often unrelated to the issuer. Trillions of dollars are made and lost each year through trading in
the secondary market.” Wikipedia