
Series63 Exam Information and Outline
Uniform Securities Agent State Law - Series 63
Series63 Exam Syllabus & Study Guide
Before you start practicing with our exam simulator, it is essential to understand the official Series63 exam objectives. This course outline serves as your roadmap, breaking down exactly which technical domains and skills will be tested. By reviewing the syllabus, you can identify your strengths and focus your study time on the areas where you need the most improvement.
The information below reflects the latest 2026 course contents as defined by NASAA. We provide this detailed breakdown to help you align your preparation with the actual exam format, ensuring there are no surprises on test day. Use this outline as a checklist to track your progress as you move through our practice question banks.
Below are complete topics detail with latest syllabus and course outline, that will help you good knowledge about exam objectives and topics that you have to prepare. These contents are covered in questions and answers pool of exam.
Exam Code: Series63
Exam Name: Uniform Securities Agent State Law - Series 63
Vendor: NASAA
Number of Questions: 65 multiple-choice questions (60 scored; 5 unscored pretest questions). The pretest questions are indistinguishable and may appear anywhere in the exam.
Time Limit: 75 minutes.
Passing Score: 72% (correctly answer at least 43 of the 60 scored questions).
Regulations of Investment Advisers- Including State-Registered and Federal Covered Advisers
- Definition of an Investment Adviser: Persons or entities providing advice on securities for compensation; exclusions (e.g.- banks- lawyers- accountants under certain conditions); distinction from broker-dealers.
- State Registration Requirements: Application process via IARD (Investment Adviser Registration Depository); minimum financial requirements (e.g.- net capital- surety bonds); recordkeeping obligations (e.g.- maintaining books and records for 5 years); brochure rule (delivery of Form ADV Part 2).
- Federal Covered Advisers: Definition (advisers registered with SEC under Investment Advisers Act of 1940); state notice filing requirements (e.g.- submitting Form ADV- fees); anti-fraud provisions applicable via state laws; exemptions from state registration.
- Exemptions and Exclusions: De minimis exemption (limited clients in state); private fund advisers; exemptions for advisers to venture capital funds.
- Post-Registration Obligations: Renewals- amendments to Form ADV; custody rules (e.g.- qualified custodians- surprise audits); proxy voting policies; code of ethics.
- Prohibited Practices: Fraud- misrepresentation; conflicts of interest (e.g.- disclosure of affiliations); excessive fees.
- State vs. Federal Coordination: NSMIA (National Securities Markets Improvement Act) preemption; state authority over anti-fraud and notice filings.
Regulations of Investment Adviser Representatives
- Definition of Investment Adviser Representative (IAR): Solicitors or those giving advice for compensation; supervisory roles.
- Registration Requirements: Filing Form U4 via IARD; competency exams (e.g.- Series 65 or equivalent); fingerprinting and background checks; continuing education (CE) requirements (e.g.- 12 hours annually- including ethics).
- Exemptions: Clerical/ministerial employees; out-of-state representatives under de minimis rules.
- Supervision and Compliance: Responsibility of IA firm; written supervisory procedures; personal trading restrictions.
- Prohibited Conduct: Borrowing from/lending to clients; commingling funds; guaranteeing returns; unfair dealing.
- Termination and Reporting: Form U5 filing; reporting disciplinary events to regulators.
Regulations of Broker-Dealers
- Definition of Broker-Dealer (BD): Entities effecting securities transactions for others or own account; exclusions (e.g.- banks- issuers).
- State Registration Requirements: Application via CRD (Central Registration Depository); net capital requirements (FINRA Rule 15c3-1 integration); fidelity bonds; audited financial statements.
- Exemptions: Intrastate BDs; those dealing only in exempt securities (e.g.- government bonds).
- Federal Coordination: SEC-registered BDs and state notice filings; FINRA membership requirements.
- Business Practices: Recordkeeping (e.g.- order tickets- confirmations for 6 years); customer account statements; anti-money laundering (AML) programs.
- Supervision: Office inspections; written procedures; qualification of principals (e.g.- Series 24 exam).
- Prohibited Activities: Churning; unauthorized trading; market manipulation.
Regulations of Agents of Broker-Dealers
- Definition of Agent: Individuals soliciting or effecting transactions; exclusions (e.g.- clerical staff- partners in certain cases).
- Registration Requirements: Form U4 filing; qualifying exams (e.g.- Series 7 + Series 63); background checks; state-specific fees.
- Exemptions: Agents dealing only in exempt transactions (e.g.- unsolicited orders); out-of-state agents under Rule 15a-6.
- Continuing Education: FINRA/state requirements (e.g.- annual compliance training).
- Compensation and Conflicts: Sharing commissions; disclosure of referral fees.
- Conduct Rules: Suitability (know your customer); fair dealing; no misleading statements.
- Termination: Form U5; reporting to SIPC if applicable; "statutory disqualification" for certain violations.
Regulations of Securities and Issuers
- Definition of Security: Stocks- bonds- investment contracts (Howey test); exempt securities (e.g.- U.S. government- municipal bonds).
- Registration Methods: By coordination (with SEC); by qualification; by filing/notification (for established issuers).
- Exempt Transactions: Private placements (Rule 506); intrastate offerings (Rule 147); unsolicited transactions.
- Issuer Requirements: Disclosure documents (prospectus); anti-fraud rules (full and fair disclosure).
- Merit Review: Some states evaluate fairness (e.g.- excessive promoter compensation).
- Variable Annuities and Contracts: Treated as securities; agent qualifications.
- Reporting: Post-registration filings (e.g.- sales reports- amendments).
Remedies and Administrative Provisions
- Administrative Actions: Denial- suspension- revocation of registration; cease and desist orders; investigations (subpoenas- testimony).
- Civil and Criminal Remedies: Restitution- rescission offers; fines (up to $10-000 per violation); imprisonment for willful violations.
- Statute of Limitations: Time frames for actions (e.g.- 3-5 years).
- Hearings and Appeals: Due process rights; judicial review.
- Sharing Information: Cooperation with SEC- FINRA; NASAA protocols.
- Investor Protection: Bonding requirements; fidelity funds.
Communication with Customers and Prospects
- Definitions: Retail vs. institutional communications; correspondence- sales literature.
- Approval and Recordkeeping: Pre-use approval by principal; retention for 3 years.
- Prohibited Practices: Misleading statements; past performance guarantees; unsubstantiated claims.
- Recommendations and Suitability: Disclosure of risks; suitability standards (e.g.- customer-specific).
- Electronic Communications: Emails- social media rules; NASAA statements on digital ads.
- Testimonials and Endorsements: Restrictions (e.g.- no compensation disclosure omissions).
- Performance Reporting: Uniform standards (e.g.- GIPS for advisers).
Ethical Practices and Obligations
- Fiduciary Duty: Acting in client's best interest; loyalty- care.
- Conflicts of Interest: Disclosure and management (e.g.- soft dollars- affiliated transactions).
- Insider Trading: Prohibitions under state laws; misuse of material nonpublic information.
- Gifts and Gratuities: Limits (e.g.- $100 annual cap under FINRA).
- Privacy and Confidentiality: Safeguarding customer information (Reg S-P integration).
- Fair Dealing: No front-running; equitable allocation of trades.
- Reporting Violations: Duty to report unethical conduct; whistleblower protections.