Annual Disclosure

LBMZ Securities, Inc.
Customer Information Annual Disclosures
March, 2017

LBMZ Securities, Inc. (“LBMZ” or the “Firm”) would like to take this opportunity to thank you for your continued business and we look forward to continuing to provide the highest level of service in the future. This letter is being provided in order for LBMZ to remain compliant with a number of customer account disclosures required by the Financial Industry Regulatory Authority (“FINRA”). This notification is for informational purposes and does not require any action on your part.

FINRA Rule 2266 and NYSE Rule 409A

LBMZ is a member of the Securities Investor Protection Corporation (“SIPC”). FINRA Rule 2266 and NYSE Rule 409A require LBMZ to disclose SIPC Contact Information. SIPC plays an important role in the overall system of investor protection in the United States by, in certain specified situations, restoring funds to investors with assets in the hands of bankrupt and otherwise financially troubled brokerage firms. When a brokerage firm is closed due to bankruptcy or other financial difficulties and customer assets are missing, SIPC steps in as quickly as possible and, within certain limits, works to return customers’ cash, stock, and other securities. You may obtain more information about SIPC, including a brochure entitled How SIPC Protects You, by contacting SIPC at:

Securities Investor Protection Corporation
805 15th Street, N.W. Suite 800
Washington, D.C. 20005-2215
phone: (202) 371-8300
Email: [email protected]
You may also visit SIPC’s website at
www.sipc.org

FINRA Regulation Public Disclosure Program

LBMZ is required by FINRA Rules to provide you with information about the availability of information through FINRA’s Public Disclosure Program. The investor brochure may be obtained via the FINRA Web Site (www.finra.org) or through the FINRA Public Disclosure Program Hotline Number at (800) 289-9999.

FINRA Rule 2261 Disclosure of Financial Condition to Customers

LBMZ will make available, upon request, a statement of financial condition as disclosed in its most recent balance sheet prepared either in accordance with the firm’s usual practice or as required by any state or federal securities laws, or any rule or regulation thereunder.

Important Information about New Account Opening Procedures / Customer Identification Program (CIP)

The USA PATRIOT Act (Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism) was enacted to strengthen the United States government’s ability to combat terrorist financing and money laundering. An essential component of the USA PATRIOT Act requires financial institutions to obtain, verify and record information that identifies each person or entity with an account relationship at a financial institution.

If you are an individual and open an account or carry out transactions with LBMZ, LBMZ collects the following information:

• Name
• Date of birth
• Address
• Identification number:

o U.S. citizen: taxpayer identification number (Social Security number or employer identification number)

o Non-U.S. citizen: taxpayer identification number; passport number and country of issuance; alien identification card number; or government-issued identification showing nationality, residence and a photograph of you.

You may also need to show your driver’s license or other identifying documents.

If you are a corporations, partnerships, trusts or other entity opening accounts with LBMZ, LBMZ asks for (i) name, (ii) street address (either principal place of business, a local office or other physical location), (iii) a U.S. taxpayer identification number, or if not organized or a resident in the United States or filing U.S. income tax returns, the number and country of issuance of any other government-issued document certifying the existence of the organization, and (iv) such other information or documents that we consider necessary to verify the entity’s identity. Examples of additional information include articles of incorporation, a government-issued business license, a partnership agreement or a trust instrument. We may also verify the entity’s identity through other means.

If the above information is not provided, LBMZ may not be able to open an account or carry out transactions for you. If LBMZ has already opened an account for you, they may have to close it.

Business Continuity Planning

LBMZ has an established Business Continuity Plan (“BCP”) that includes systems and procedures for backup and recovery of mission critical systems / data, alternate communications with customers / employees and alternate physical locations. LBMZ’s BCP is designed to address the effects of various significant business disruptions (“SBDs”), whether internal (e.g., affecting an LBMZ building) or external (e.g., affecting a business district, city or region in which LBMZ conducts business), that may be caused by a number of foreseeable scenarios. LBMZ’s BCP includes a crisis management framework as well as a number of contingency sites and plans to address both internal and external SBDs. Secondary phone: 312-630-9880. All LBMZ operational facilities are equipped for resumption of business. Regarding all circumstances within our control, LBMZ’s recovery time objective for business resumption is six (6) hours, depending upon the availability of external resources. In the event that your firm experiences a significant business interruption, you may contact LBMZ directly to process limited trade-related transactions, cash disbursements, and security transfers. Instructions to LBMZ must be in writing and transmitted via facsimile to: 312-265-9547 or by postal service as follows:

LBMZ Securities, Inc.
Attn. ZacksTrade
10 S. Riverside Plaza
Suite 1600
Chicago, IL 60606
Tel: 312-265-9406

LBMZ’s policy is to respond to all SBDs by focusing on:

• Safeguarding employees’ lives, customer assets and Firm property

• Making timely and prudent financial and operational assessments

• Quickly recovering and resuming essential business operations within hours, and if not feasible, the next business day

• Protecting the Firm’s books and records

• Allowing LBMZ customers to transact businessIf you would like a copy of the full plan, please contact your LBMZ representative.

Complaints

Complaints concerning services provided by LBMZ may be directed to:

LBMZ Securities, Inc.
Attn. Complaints
10 S. Riverside Plaza
Suite 1600
Chicago, IL 60606
Tel: 312-265-9406

Payment for Order Flow Practices SEC Rule 607

As a matter of policy LBMZ does not receive payment in return for directing customer equity order flow to particular market centers. LBMZ sends certain equity orders to exchanges, electronic communication networks, or broker-dealers during normal business hours. Some of these market centers provide credits to LBMZ or charge access fees depending upon the characteristics of the order and any subsequent execution. In addition, LBMZ may execute certain equity orders as principal. The details of these payments and fees are available upon written request. Disclosure of order flow can be provided by your LBMZ representative.

SEC Rule 606 Disclosure of Order Routing Practices

SEC Rule 606 requires all broker-dealers (including introducing firms) that route customer orders in equity and option securities are required to make publicly available quarterly reports that, among other things, identify the venues to which customer orders are routed for execution and also disclose the material aspects of the broker-dealer’s relationship with such venues. In compliance with Rule 606, LBMZ provides a summary of order routing activity at https://www.interactivebrokers.com/en/index.php?f=563.

Confidentiality

LBMZ’s policy is to maintain the confidentiality of client order and transaction information. Please be assured that LBMZ has strict policies and procedures in place on confidentiality of client information, as well as, sophisticated and secure trading and operational technology to provide superior protection of our clients’ portfolio holdings and related trading activity.

LBMZ’s Privacy Policy

GRAMM-LEACH BLILEY ACT AND SEC REGULATION S-P and REGULATION SAM requires LBMZ to disclose its privacy policy.

    Types of Nonpublic Personal Information We Collect

We collect nonpublic personal information about you that is either provided to us by you or obtained by us with your authorization.

    Parties to Whom We Disclose Information

For current and former clients, we do not disclose any nonpublic personal information obtained in the course of our business except as required or permitted by law. Permitted disclosures include, for instance, providing information to our employees and, in limited situations, to unrelated third parties who need to know that information to assist us in providing services to you. In all such situations, we stress the confidential nature of information being shared. LBMZ may also share information with its affiliate.

    Protecting the Confidentiality and Security of Current and Former Client’s Information

We retain records relating to professional services that we provide so that we are better able to assist you with your professional needs and in some cases, to comply with professional guidelines. In order to guard your nonpublic personal information, we maintain physical, electronic and procedural safeguards that comply with our professional standards.

Please call if you have any questions, or want to opt out of our information sharing, because your privacy, our professional ethics, and the ability to provide you with quality financial services are very important to us.

If there is anything that has not been addressed by the above, please contact Zacks Trade at: 312-265-9406.

Account Agreement Disclosure

A copy of the account agreement can be obtained by logging into Account Management or through opening a new Zacks Trade account during the application process. Client acknowledges that Zacks Trade may revise this Agreement by sending notice of the revised Agreement by e-mail or upon Client log in.

Extended Hours Trading Risk Disclosure

You should consider the following points before engaging in extended hours trading. “Extended Hours Trading” means trading outside of “Regular Trading Hours.” “Regular Trading Hours” generally means the time between 9:30 a.m. and 4:00 p.m. Eastern Standard Time.

Risk of Lower Liquidity. Liquidity refers to the ability of market participants to buy and sell securities. Generally, the more orders that are available in a market, the greater the liquidity. Liquidity is important because with greater liquidity it is easier for investors to buy or sell securities, and as a result, investors are more likely to pay or receive a competitive price for securities purchased or sold. There may be lower liquidity in extended hours trading as compared to regular trading hours. As a result, your order may only be partially executed, or not at all.

Risk of Higher Volatility. Volatility refers to the changes in price that securities undergo when trading. Generally, the higher the volatility of a security, the greater its price swings. There may be greater volatility in extended hours trading than in regular trading hours. As a result, your order may only be partially executed, or not at all, or you may receive an inferior price when engaging in extended hours trading than you would during regular trading hours.

Risk of Changing Prices. The prices of securities traded in extended hours trading may not reflect the prices either at the end of regular trading hours, or upon the opening the next morning. As a result, you may receive an inferior price when engaging in extended hours trading than you would during regular trading hours.

Risk of Unlinked Markets. Depending on the extended hours trading system or the time of day, the prices displayed on a particular extended hours trading system may not reflect the prices in other concurrently operating extended hours trading systems dealing in the same securities. Accordingly, you may receive an inferior price in one extended hours trading system than you would in another extended hours trading system.

Risk of News Announcements. Normally, issuers make news announcements that may affect the price of their securities after regular trading hours. Similarly, important financial information is frequently announced outside of regular trading hours. In extended hours trading, these announcements may occur during trading, and if combined with lower liquidity and higher volatility, may cause an exaggerated and unsustainable effect on the price of a security.

Risk of Wider Spreads. The spread refers to the difference in price between what you can buy a security for and what you can sell it for. Lower liquidity and higher volatility in extended hours trading may result in wider than normal spreads for a particular security.

Margin Trading Risk Disclosure

Zacks Trade, a division of LBMZ Securities, is furnishing this document to you to provide some basic facts about purchasing securities on margin, and to alert you to the risks involved with trading in a margin account. “Margin trading” can mean engaging in a transaction in which securities are purchased partially through a margin loan extended to you by Zacks Trade, for which the securities act as collateral. Margin trading can also mean trading investment products such as futures or options in which an initial “margin” deposit is made to secure your obligations and further margin may be required to secure your obligations as the value of your positions changes.

This document also describes special risks associated with trading on margin in an IRA account, as described below.

Before trading stocks, futures or other investment products in a margin account, you should carefully review the margin agreement provided by Zacks Trade and you should consult Zacks Trade regarding any questions or concerns you may have with your margin accounts.

When you purchase securities, you may pay for the securities in full or you may borrow part of the purchase price from Zacks Trade. If you choose to borrow funds from Zacks Trade, you will open a margin account with the firm. The securities purchased are Zacks Trade’s collateral for the loan to you. If the securities or futures contracts in your account decline in value, so does the value of the collateral supporting your loan, and, as a result, Zacks Trade can take action, such as sell securities or other assets in any of your accounts held with Zacks Trade or issue a margin call, in order to maintain the required equity in the account.

You should understand that pursuant to the Zacks Trade’s Margin Agreement, Zacks Trade generally will not issue margin calls, that Zacks Trade will not credit your account to meet intraday margin deficiencies, and that Zacks Trade generally will liquidate positions in your account in order to satisfy margin requirements without prior notice to you and without an opportunity for you to choose the positions to be liquidated or the timing or order of liquidation.

In addition, it is important that you fully understand the risks involved in trading securities or futures contracts on margin. These risks include the following:

  • You can lose more funds than you deposit in the margin account. A decline in the value of securities or futures contracts that are purchased on margin may require you to provide additional funds to Zacks Trade or you must put up margin to avoid the forced sale of those securities or futures contracts or other assets in your account(s).
  • Zacks Trade can force the sale of securities or other assets in your account(s). If the equity in your account falls below the maintenance margin requirements, or if Zacks Trade has higher “house” requirements, Zacks Trade can sell the securities or futures contracts or other assets in any of your accounts held at the firm to cover the margin deficiency. You also will be responsible for any shortfall in the account after such a sale.
  • Zacks Trade can sell your securities or other assets without contacting you. Some investors mistakenly believe that a firm must contact them for a margin call to be valid, and that the firm cannot liquidate securities or other assets in their accounts to meet the call unless the firm has contacted them first. This is not the case. As noted above, Zacks Trade generally will not issue margin calls and can immediately sell your securities or futures contracts without notice to you in the event that your account has insufficient margin.
  • You are not entitled to choose which securities or futures contracts or other assets in your account(s) are liquidated or sold to meet a margin call. Zacks Trade has the right to decide which positions to sell in order to protect its interests.
  • Zacks Trade can increase its “house” maintenance margin requirements at any time and is not required to provide you with advance written notice. These changes in firm policy often take effect immediately. Your failure to maintain adequate margin in the event of an increased margin rate generally will cause Zacks Trade to liquidate or sell securities or futures contracts in your account(s).
  • If Zacks Trade chooses to issue a margin call rather than immediately liquidating under margined positions, you are not entitled to an extension of time on the margin call.

Special Risks of Trading on Margin in an IRA Account:

  • Margin Trading in an IRA Account May Not Be Suitable Depending on Your Financial Circumstances. Trading requiring margin (including futures trading and short option trading) involves a high degree of risk and may result in a loss of funds greater than the amount you have deposited in your IRA account. You must determine whether trading on margin in an IRA account is advisable based on your financial circumstances, your tolerance for risk, the number of years until your retirement, and other factors. You should consult a professional financial advisor to determine if margin trading in your IRA account is consistent with your financial goals.
  • You Must Closely Monitor Your Account and Your Trading to Avoid Adverse Tax Consequences. Trading requiring margin (including futures trading and short option trading) may require the deposit of additional funds to your account to maintain sufficient margin. At the same time, provisions of the Internal Revenue Code place limits on the amount of funds that can be deposited to an IRA account. Deposits to the account in excess of such limits may cause adverse tax consequences, including but not limited to, forfeiture of the tax-advantaged status of the IRA account and/or penalties. As described above, Zacks Trade will liquidate positions in your account in the event that you cannot or do not deposit sufficient funds to satisfy margin requirements.

Day Trading Risk Disclosure

Day Trading Risk Disclosure

This Day Trading Risk Disclosure Statement is being provided to you in the event your Zacks Trade margin account becomes, or already is, classified as a Pattern Day Trader account. As required by current SEC and SRO rules and regulations, Zacks Trade will classify an account that creates three (3) day trades within a five (5) day period as a Pattern Day Trader account. (A day trade is a buy and sell of the same security on the same day). The regulations prohibit Zacks Trade from permitting a Pattern Day Trader account from effecting any transactions unless such account maintains a Minimum Equity Requirement of at least $25,000.

  • You should consider the following points before engaging in a day-trading strategy. For purposes of this notice, a “day-trading strategy” means an overall trading strategy characterized by the regular transmission by a client of intra-day orders to effect both purchase and sale transactions in the same security or securities.
  • Day trading can be extremely risky. Day trading generally is not appropriate for someone of limited resources and limited investment or trading experience and low risk tolerance. You should be prepared to lose all of the funds that you use for day trading. In particular, you should not fund day-trading activities with retirement savings, student loans, second mortgages, emergency funds, funds set aside for purposes such as education or home ownership, or funds required to meet your living expenses. Further, certain evidence indicates that an investment of less than $50,000 will significantly impair the ability of a day trader to make a profit. Of course, an investment of $50,000 or more will in no way guarantee success.
  • Be cautious of claims of large profits from day trading. You should be wary of advertisements or other statements that emphasize the potential for large profits in day trading. Day trading can also lead to large and immediate financial losses.
  • Day trading requires knowledge of securities markets. Day trading requires in-depth knowledge of the securities markets and trading techniques and strategies. In attempting to profit through day trading, you must compete with professional, licensed traders employed by securities firms. You should have appropriate experience before engaging in day trading.
  • Day trading requires knowledge of a firm’s operations. You should be familiar with a securities firm’s business practices, including the operation of the firm’s order execution systems and procedures. Under certain market conditions, you may find it difficult or impossible to liquidate a position quickly at a reasonable price. This can occur, for example, when the market for a stock suddenly drops, or if trading is halted due to recent news events or unusual trading activity. The more volatile a stock is, the greater the likelihood that problems may be encountered in executing a transaction. In addition to normal market risks, you may experience losses due to systems failures.
  • Day trading will generate substantial commissions, even if the per trade cost is low. Day trading involves aggressive trading, and generally you will pay commission on each trade. The total daily commissions that you pay on your trades will add to your losses or significantly reduce your earnings. For instance, assuming that a trade costs $16 and an average of 29 transactions are conducted per day, an investor would need to generate an annual profit of $111,360 just to cover commission expenses.
  • Day trading on margin or short selling may result in losses beyond your initial investment. When you day trade with funds borrowed from a firm or someone else, you can lose more than the funds you originally placed at risk. A decline in the value of the securities that are purchased may require you to provide additional funds to the firm to avoid the forced sale of those securities or other securities in your account. Short selling as part of your day trading strategy also may lead to extraordinary losses, because you may have to purchase a stock at a very high price in order to cover a short position.
  • Potential Registration Requirements. Persons providing investment advice for others or managing securities accounts for others may need to register as either an “Investment Advisor” under the Investment Advisors Act of 1940 or as a “Broker” or “Dealer” under the Securities Exchange Act of 1934. Such activities may also trigger state registration requirements.

Portfolio Margin Risk Disclosure

OVERVIEW OF PORTFOLIO MARGINING

1. Portfolio margining is a margin methodology that sets margin requirements for an account using a “risk-based” pricing model that calculates the largest potential loss of all positions in a product class or group across a range of underlying prices and volatilities. This model, known as the Theoretical Intermarket Margining System (“TIMS”), is applied each night to U.S. stocks, OCC stock and index options, and U.S. single stock futures positions by the federally-chartered Options Clearing Corporation (“OCC”) and is disseminated by the OCC to participating brokerage firms each night. Zacks Trade evaluates margin compliance throughout the trading day based on the current positions in the account and current market prices, but the margin calculations are based on TIMS parameters received the prior evening.

2. The goal of portfolio margining is to set levels of margin that more precisely reflect actual net risk. The client may benefit from portfolio margining in that margin requirements that are calculated based on net risk are generally lower than alternative “position” or “strategy” based methodologies for determining margin requirements. Lower margin requirements allow the client more leverage in an account.

CLIENTS ELIGIBLE FOR PORTFOLIO MARGINING

3. To be eligible for portfolio margining, clients (other than broker-dealers or members of a national futures exchange) must be approved for writing uncovered options. If a client (other than a broker-dealer or member of a national futures exchange) wishes to trade in unlisted derivatives, the client must have and maintain at all times account equity of not less than five million dollars, aggregated across all accounts under identical ownership at the carrying broker-dealer and/or its United States regulated affiliated broker-dealers or Futures Commission Merchants. This identical ownership requirement excludes accounts held by the same client in different capacities (e.g., as a trustee and as an individual) and accounts where ownership is overlapping but not identical (e.g., individual accounts and joint accounts). In addition to the requirements of the self-regulatory organization rule, carrying broker-dealers may have their own minimum equity requirement and possibly other eligibility requirements.

POSITIONS ELIGIBLE FOR A PORTFOLIO MARGIN ACCOUNT

4. All margin equity securities (as defined in Section 220.2 of Regulation T of the Board of Governors of the Federal Reserve System), warrants on margin equity securities or on eligible indices of equity securities, equity-based or equity-index based listed options, and security futures products (as defined in Section 3(a)(56) of the Securities Exchange Act of 1934) are eligible to be margined in a portfolio margin account. In addition, a client that has an account with equity of at least five million dollars may establish and maintain positions in unlisted derivatives (e.g., OTC swaps, options) on a margin equity security or an eligible index of equity securities that can be priced by a theoretical pricing model approved by the Securities and Exchange Commission (“SEC”).

SPECIAL RULES FOR PORTFOLIO MARGIN ACCOUNTS

5. A portfolio margin account may be either a separate account or a sub-account of a client’s standard margin account. In the case of a sub-account, equity in the standard account may be available to satisfy any margin requirement in the portfolio margin sub-account without transfer to the sub-account.

6. A portfolio margin account or sub-account will be subject to a minimum margin requirement of $.375 for each listed option, unlisted derivative and security futures product, multiplied by the contract’s or instrument’s multiplier, carried long or short in the account. Other eligible products are not subject to a minimum margin requirement.

7. A margin deficiency in the portfolio margin account or sub-account, regardless of whether due to new commitments or the effect of adverse market movements on existing positions, must be met within three business days. Failure to meet a portfolio margin deficiency by the end of the third business day will result in a prohibition on entering any new orders, with the exception of new orders that reduce the margin requirement. Failure to meet a portfolio margin deficiency by the end of the third business day will result in the prompt liquidation of positions on the fourth business day, to the extent necessary to eliminate the margin deficiency.

8. Any shortfall in aggregate equity across accounts, when required, must be met within three business days. Failure to meet a minimum equity deficiency by the end of the third business day will result in a prohibition on entering any new orders, with the exception of new orders that reduce the margin requirement, beginning on the fourth business day and continuing until such time as the minimum equity requirement is satisfied, or if applicable, all unlisted derivatives are liquidated or transferred out of the portfolio margin account.

**Please note that pursuant to the Zacks Trade Account Agreement, Zacks Trade reserves the right to liquidate positions prior to the fourth business day. **

SPECIAL RISKS OF PORTFOLIO MARGIN ACCOUNTS

9. Portfolio margining generally permits greater leverage in an account, and greater leverage creates greater losses in the event of adverse market movements.

10. Because the maximum time limit for meeting a margin deficiency is shorter than in a standard margin account, there is increased risk that a client’s portfolio margin account will be liquidated involuntarily, possibly causing losses to the client.

11. Because portfolio margin requirements are determined using sophisticated mathematical calculations and theoretical values that must be calculated from market data, it may be more difficult for clients to predict the size of future margin deficiencies in a portfolio margin account. This is particularly true in the case of clients who do not have access to specialized software necessary to make such calculations or who do not receive theoretical values calculated and distributed periodically by an approved vendor of theoretical values.

12. Trading of margin equity securities, warrants on margin equity securities or on eligible indices of equity securities, listed options, unlisted derivatives on margin equity securities or an eligible index of equity securities, and security futures products in a portfolio margin account is generally subject to all the risks of trading those same products in a standard securities margin account. Clients should be thoroughly familiar with the risk disclosure materials applicable to those products, including the booklets entitled “Characteristics and Risks of Standardized Options” and “Security Futures Risk Disclosure Statement”. Because this disclosure statement does not disclose the risks and other significant aspects of trading in security futures and options, clients should review those materials carefully before trading these products in a portfolio margin account.

13. Clients should consult with their tax advisers to be certain that they are familiar with the tax treatment of transactions in margin equity securities, warrants on margin equity securities or on eligible indices of equity securities, listed options, unlisted derivatives on margin equity securities or an eligible index of equity securities, and security futures products, including tax consequences of trading strategies involving both security futures and option contracts.

14. The descriptions in this disclosure statement relating to eligibility requirements for portfolio margin accounts, and minimum equity and margin requirements for those accounts are minimums imposed under the self-regulatory organization rules. Time frames within which margin and equity deficiencies must be met are maximums imposed under the self-regulatory organization rules. Broker-dealers may impose their own more stringent requirements.

15. Clients should bear in mind that the discrepancies in the cash flow characteristics of security futures and certain options are still present even when those products are carried together in a portfolio margin account. In addition, discrepancies in the cash flow characteristics of certain unlisted derivatives may also be present when those products are carried in a portfolio margin account. Both security futures and options contracts are generally marked to the market at least once each business day. Similarly, certain unlisted derivatives may also be marked to the market on a daily basis. However, there may be incongruity between the marking to the market of each eligible product in that marks may take place with different frequency and at different times within the day. For example, when a security futures contract is marked to the market, the gain or loss is immediately credited to or debited from, respectively, the client’s account in cash. While a change in the value of a long option contract may increase or decrease the equity in the account, the gain or loss is not realized until the option is liquidated, exercised, or assigned. Accordingly, a client may be required to deposit cash in the account in order to meet a variation payment on a security futures contract even though the client is in a hedged position and has experienced a corresponding (but yet unrealized) gain on an option. Alternatively, a client who is in a hedged position and would otherwise be entitled to receive a variation payment on a security futures contract may find that the cash is required to be held in the account as margin collateral on an offsetting option position.

The general provisions governing portfolio margining (including definitions used in this document) are set forth in NYSE Rule 431(g) and FINRA Rule 4210(g), which can be found at www.finra.org.

  • Potential Registration Requirements. Persons providing investment advice for others or managing securities accounts for others may need to register as either an “Investment Advisor” under the Investment Advisors Act of 1940 or as a “Broker” or “Dealer” under the Securities Exchange Act of 1934. Such activities may also trigger state registration requirements.