Introduction

Welcome to Regulation of Securities and Issuers - the foundation of the Series 66 Laws section, where you'll learn how securities are defined, registered, and exempted under both federal and state law.

Exam Weight: Part of 45 questions

What You'll Learn

In this unit, you'll cover:

• Key Definitions: What counts as a security, the Howey Test, federal covered securities, and key terms like "offer," "sale," "issuer," and "non-issuer transaction"
• Securities Registration Process: How securities are registered at both the federal and state level, including the three state registration methods
• Registration Exemptions: Which securities and transactions are exempt from registration requirements
• Accredited Investor Definition: The income, net worth, and professional credential thresholds under SEC Rule 501
• Investment Company Definitions: The three types of investment companies under the Investment Company Act of 1940, plus key exemptions
• State Antifraud Authority: Why antifraud provisions always apply, even to exempt securities and transactions

Why This Matters

This unit introduces the vocabulary and framework you'll use throughout the entire Laws, Regulations & Ethics chapter. Every subsequent unit on investment advisers, broker-dealers, and ethical practices builds on the definitions and registration concepts covered here. Understanding what qualifies as a security and when registration is required (or not) matters for both the exam and day-to-day compliance.

Let's start with the key definitions that form the foundation of securities regulation.