SEC Announces Major Revisions to Registration Exemptions Aimed at “Harmonizing” Regulation A Offerings, Regulation D Private Placements, and Crowdfunding

On November 2, the SEC announced a collection of rule changes meant to, in the announcement’s words, “harmonize, simplify, and improve” its “overly complex exempt offering framework.” Continue reading

On November 2, the SEC announced a collection of rule changes meant to, in the announcement’s words, “harmonize, simplify, and improve” its “overly complex exempt offering framework.” The changes affect Regulation A, which governs small public offerings; Regulation D, which governs private placements; and Regulation CF, which governs crowdfunding. This system of exemptions allows various small offerings to avoid the normal registration process required by the Securities Act.  
 
The rule changes should provide a clearer choice as to which exemption is most appropriate to an issuer, based on how much the issuer needs to raise and other factors.
 
The changes also seek to clarify how issuers can avoid “integration” of exempt offerings. Integration is the risk that exempt offerings will be considered a single offering by the SEC, because the offerings are too similar.
 
Highlights of the changes include:
 
  • If two exempt offerings are conducted more than 30 days apart, they are almost always protected from integration.
  • An issuer can “test the waters” with potential investors before deciding which exemption it will use for an offering. Test-the-waters communications solicit interest in a potential offering before the issuer has filed anything with the SEC. Previously, an issuer could only test the waters after deciding that its potential offering would take place under Regulation A.
  • Caps on the amount that may be raised through these exemptions have been increased:
    • Crowdfunding: from $1.07 million to $5 million
    • Regulation A, Tier 2: from $50 million to $75 million 
    • Regulation D, Rule 504: from $5 million to $10 million
  • Make “bad actor” exclusions more consistent across different exemptions.
The rule changes will take effect early next year. Until the changes take effect, securities exam questions will continue to be based on the old rules. FINRA Exams affected by these rule changes include the SIE, Series 6, Series 7, Series 14, Series 22, Series 24, Series 65, Series 66, Series 79, and Series 82.

November Study Question of the Month

This month’s study question from the Solomon Online Exam Simulator question database is now available. Continue reading

This month’s study question from the Solomon Online Exam Simulator question database is now available.

***Comment below or submit your answer to info@solomonexamprep.com to be entered to win a $20 Starbucks gift card.***

This question is relevant for the SIE and Series 7, 14, 24, 26, 27, 28, 51, 53, 65, 66, and 99 exams.

Question:

Which situation would a CTR need to be filed?

Answer Choices:

A. When a customer regularly, but on different days, deposits $9,900 into their account in cash.

B. When a person deposits checks for $11,000 every week.

C. A customer withdraws $10,500 from their account in cash.

D. A customer makes a $20,000 Venmo transaction.

Passing Your Securities Exam May Now Make You an Accredited Investor

On Wednesday, the SEC finalized rule changes that will broaden its definition of “accredited investor” to encompass industry professionals who have earned certain FINRA licenses. Continue reading

On Wednesday, the SEC finalized rule changes that will broaden its definition of “accredited investor” to encompass industry professionals who have earned certain FINRA licenses.
 
An accredited investor is an investor considered sophisticated enough to weigh an investment’s merits independently. Accredited investors have easier access to certain types of investments, such as private equity offerings.
 
Under the newly expanded definition, General Securities Representatives (Series 7), Private Securities Offerings Representatives (Series 82), and Licensed Investment Adviser Representatives (Series 65) are now accredited investors. The SEC indicated that it may add other FINRA licenses later.
 
The rule change also allows “spousal equivalents” such as domestic partners to qualify as accredited investors based on the total income and assets of both partners, a benefit previously limited to couples who are legally married. Native American tribes and foreign governments now qualify as accredited investors as well.
 
The Solomon Exam Prep team is always on the lookout for how current developments affect the securities industry. For more updates from our Industry News blog, use the subscribe form on this page.

If you have ADHD and you are studying for the SIE exam or the Series 7 or the Series 65 … Solomon Exam Prep can help

It’s no small feat to study for and pass a securities licensing exam, especially if you have ADHD. With that in mind, Solomon has compiled a list of skill-based strategies to support ADHD learners through the process of studying for their securities licensing exams. Continue reading

Studying for a knowledge test, like a securities licensing exam, requires significant effort over time. Solomon offers some helpful tips for studying and passing your securities licensing exam(s).

Study Strategies for People with ADHD

It’s no small feat to study for and pass a securities licensing exam, especially if you have ADHD. Two areas that can be especially challenging for people with ADHD are time management skills and study skills. Time management can be difficult because it requires a person to prioritize tasks, organize their day, and plan for short- and long-term goals, all of which are potential stumbling blocks for those with ADHD. And when it comes to studying, people with ADHD often have trouble concentrating and haven’t acquired effective study habits.

However, studies suggest that people can learn specific behaviors and strategies that help them work around ADHD symptoms and succeed in their studies. With that in mind, Solomon has compiled a list of skill-based strategies to support ADHD learners through the process of studying for their securities licensing exams.

Time Management

If you’re planning to study for a securities licensing exam, such as the Securities Industry Essentials exam or the Series 7 or the Series 65, managing your time effectively is crucial. Depending on the exam, Solomon Exam Prep recommends studying for between 30 to 100 hours over the course of ten days to several weeks. It’s a daunting prospect for anyone. How can someone with ADHD get better at managing his or her time?

Use schedules and planners to stay on track. Whether you use a paper or digital planner, the following tips will help you use it to your advantage:

  • Refer to the Solomon Exam Prep study schedules located in the resources folder of your online Solomon account to help create an effective study plan.
  • Fill in your planner with study targets for each week and smaller goals for each day. People with ADHD often get overwhelmed when confronted with a large task, so breaking the task up into smaller pieces will make it more approachable.
  • Be realistic about how long things take for you and build in some breathing room for when things takes longer than expected. Also build in time for frequent short study breaks.
  • Begin the day by checking your planner to see which activities you need to do. Try to complete each day’s to-do list, but don’t panic if you don’t finish everything – you built in extra time, remember?

Build structure into your day with consistent routines and rituals.

  • Figure out your best time for study. Are you more alert in the morning, afternoon, or evening? Try to study at your optimal time as much as possible.
  • Use alarm clocks, timers, and alerts to help you structure your time, build routine, and remind yourself of important tasks. This article has some great tips on how to use your smartphone to stay organized.
  • Give yourself small rewards as you study and complete tasks. This article recommends people with ADHD improve their focus by routinely rewarding themselves for achieving small goals. A reward can be as simple as taking a 10–15 minute break to have a snack or take a walk around the block, which also helps prevent fatigue and loss of concentration.
Study Skills

Studying for a securities licensing exam can make you feel like you’ve landed back in high school or college, when you were forced to study and retain large amounts of information with the end goal of passing a test. If you were a successful student, the strategies that worked for you then will probably work for you now. But individuals without prior academic success, and those with ADHD, can increase the effectiveness of their study time by applying the strategies that follow.

Make note-taking a core aspect of your studying. Studies suggest that becoming a better note-taker can increase concentration and help learners make better use of their time by learning actively rather than passively. Here are some specific ways to boost your studying with note-taking:

  • If you have a hardcopy of your Solomon Exam Prep Study Guide, then highlight, underline, and write notes and questions in the margins as you read. If you are reading your Study Guide online or listening to your Audiobook, take notes on paper using a note-taking system that works for you, such as the Cornell, outlining, or mapping method, all described here.
  • Use color-coding to organize your notes. Invest in colored pens, highlighters, and sticky notes and use them strategically.
  • Return to your notes frequently: review them several times; rewrite them; read them aloud; create possible test questions from them.

Do A LOT of self-testing. Studies have found that incorporating more self-testing, or retrieval practice, into a study routine can significantly improve retention of material, especially for people with ADHD. The Solomon Exam Prep study system has two features specifically designed for self-testing:

  • Solomon Exam Prep Online Exam Simulator: with a large question bank and tools that help you identify areas that require more study, the Solomon Exam Simulator is the perfect way to incorporate self-testing into your study time.
  • Solomon Exam Prep Digital Flashcards: interactive true/false and definitions flashcards that can be organized by chapter and customized to target the terms and concepts you need to study more.

Teach the content to someone else. To be well-prepared for a securities licensing exam, candidates must truly understand the content. What better way to check your understanding than to teach the content to another person? Becoming the teacher to a friend or family member is a highly effective learning technique. This list of study tips for learners with ADHD includes talking about the concepts aloud to yourself or others. Even if you don’t have a study buddy or captive family member to lecture to, imagine that you’re teaching a course on the material and write up a lesson plan. Deliver your lesson to an empty room if need be, but the act of trying to explain the material out loud is a great way to confirm which areas you have a strong command of and which you need to study further.

Pandemic Study Tip: Practice With a Mask

Since Prometric test centers now require test-takers to wear a mask when taking a securities exam Continue reading

Since Prometric test centers now require test-takers to wear a mask when taking a securities exam, Solomon Exam Prep recommends that individuals studying for a securities licensing exam — such as the SIE, the Series 7 or the Series 65 — take at least one practice exam at home wearing a mask. Solomon Exam Prep’s Exam Simulator offers quizzes and timed and untimed practice exams. Wearing a mask while using the Solomon Exam Simulator will better simulate the pandemic test center experience and help you prepare for your exam.

Solomon Exam Prep, a leader in FINRA, MSRB, NASAA and NFA securities licensing exams, has helped thousands pass the SIE and the Series 3, 6, 7, 14, 22, 24, 26, 27, 28, 50, 51, 52, 53, 54, 63, 65, 66, 79, 82 and 99.

Solomon Live Web Classes Coming Soon….

Solomon Exam Prep’s Live Web Classes give you the opportunity to learn from and interact with an instructor in real time, from the comfort of your own home or office. Our instructors are experts and focus their classes on the aspects that will be most valuable in helping you pass your exam.

Classes are taken online via computer, tablet or smart phone. Internet access is required. The sessions are recorded and made available for later viewing if your schedule prevents you from attending all of the sessions.

Classes coming up in March and April:
Series 7 Top-Off: March 28th & 29th, 10:30 am – 3 pm ET
Series 24: March 30th – April 3rd, 2:30 – 4:30 ET
Series 63: April 2nd, 2 – 3:30 pm ET & April 3rd, 12:00 – 3:30 pm ET
Series 65: March 30th – April 3rd, 12:00 – 3:30 pm ET
Series 66: March 30th – April 3rd, 12:00 – 3:30 pm ET