Clerical staff are excluded from the definition of Agent unless they perform security-related functions.

• A. True
• B. False
• C. They must always register
• D. They are never excluded

Answer: (A)

Clerical staff are excluded from the definition of agent unless they perform security-related functions. In securities law, an agent is someone who represents a broker-dealer in effecting or attempting to effect securities transactions or who participates in selling securities. Routine clerical tasks—filing, data entry, answering phones—are considered clerical or ministerial and do not make someone an agent, so they’re exempt from registration. If a clerical worker starts performing security-related duties, such as soliciting or negotiating securities transactions, they would then be regarded as an agent and must register. So the statement is true; the other options misstate the registration requirement or the exclusion.