Clerical Or Ministerial

Which employee of a broker-dealer is EXCLUDED from the definition of agent?

1. A.A registered salespersonThis is the definition rather than an exclusion from it. Someone who sells securities for the firm is the central case of an agent, which is why the registration exists in the first place.
2. B.A purely clerical or ministerial employeeCorrect - clerical staff are not agents.
3. C.A branch manager who sellsA supervisory title does not change what the definition looks at. The stem says this manager sells, and effecting transactions is the activity that makes someone an agent no matter where he sits on the organization chart.
4. D.Anyone who takes ordersTaking orders is transacting business in securities, so this describes people squarely inside the definition. The exclusion runs to employees whose work is clerical or ministerial, the ones who process and file rather than deal with customers about trades.

Why: Clerical or ministerial employees are excluded from the agent definition.

A purely clerical assistant in an agent's office who only processes paperwork:

1. A.Must register as a broker-dealerA broker-dealer is a firm effecting securities transactions for customers or its own account. A clerk processing paperwork does neither, and is not an entity in the first place.
2. B.Must register as an IARIAR registration attaches to individuals who give securities advice for compensation. Filing and processing forms is ministerial work that involves no advice at all.
3. C.Must register as an agentThe most tempting choice, since the assistant sits in an agent's office. But the Act excludes clerical and ministerial personnel from the agent definition, and registration follows the function performed, not the desk you occupy.
4. D.Need not register as an agentCorrect - clerical staff are excluded.

Why: Clerical or ministerial personnel are excluded from the definition of agent and do not register.