Administrative Provisions and Other Remedies - Rescission
If an agent/person discovers a violation the USA, a letter of rescission (containing an offer to buy back the security in question) may be tendered. Of course, the letter of rescission must also take into consideration (and make an offer for) any interest potentially gained or lost.
In short, the above formulas for civil losses apply equally to letters of rescission -- with the exception that the party issuing the letter is generally trying to avoid legal fees. In addition, it is important to note that once a rescission offer is tendered, the buyer of the securities is required to respond in 30 days. Otherwise, he/she gives up all rights to future legal action.
Billy, an agent of Bad Boy Brokers, Inc., discovers that he has violated the USA by misquoting dividend information that led to the purchase of a security by a customer. Although Billy's firm has a reputation for a few run-ins with the Administrator, he is trying to help re-establish the firm's reputation as a reliable business. He realizes that his client invested $1,000, expecting a 10% dividend. Billy immediately offers to repurchase the securities, expressly through a letter of rescission. From the time that Billy sends the letter and his client agrees to sell the securities (three days), the stock appreciates $5. Billy's client sells the securities to Billy for a $5 profit Assuming no commissions are paid, what is the total amount Billy owes his client?
First, Billy owes his client $995, as the client already received $5 in capital gains.
Second, Billy rescinded the offer in three days, but had guaranteed 10%, which would equate to $3.65 a day. Thus, Billy owes his client $10.95 in interest. Thus, Billy's total tally is $995 + $10.95, working out to $1,005.95 (assuming that the client already received an additional $5). For the sake of this example, we are not considering commissions either.
Note: "C"omputing the dollar amounts of awards under the provisions of the civil liabilities section of the USA is not a usual type of question on the Series 63. Just remember that under the USA, the maximum liability payment to the buyer by the seller is:
The original investment
+ The state's legal rate of interest
- Any income received from the investment
+ Court costs and attorney's fees
= Total potential payment to client by seller to the buyer.
Exam Tips and Tricks
Note: If the seller offers a refund of the original investment at the state's legal rate (less any income) and the client does not accept the offer within 30 days, the buyer may not sue. This concept is frequently reported by persons who have taken the Series 63 exam.
Criminal Penalties and Other Provisions