Solomon Exam Prep Launches Investment Adviser Representative CE

Solomon’s NASAA-approved IAR CE courses are now available for investment adviser representatives who must complete the new CE requirement for 2022. Continue reading

Solomon Exam Prep is excited to announce the launch of its Investment Adviser Representative Continuing Education (IAR CE). All Solomon IAR CE courses are approved by the North American Securities Administrators Association (NASAA) and earn credit to fulfill the new, annual CE requirement for IARs (Investment Adviser Representatives).

About Solomon IAR CE

As a leader in securities exam prep, including the NASAA Series 63, Series 65, and Series 66, Solomon brings the same level of expertise to creating high quality IAR CE content. Course content is delivered in self-paced online modules accessible on any web-enabled device, so you can study when and where you like. Short, engaging modules use a read-and-quiz format that results in higher retention for better learning. Plus, the user-friendly platform allows you to easily jump into the course and start learning.  
 
Solomon’s on-demand courses can be purchased individually, or through a membership to the entire course library to complete all your IAR CE in one place. The Solomon IAR CE platform helps guide course selection for you so that you know you are taking the right number of credits in the required course categories.  
 
Curious about Solomon’s IAR CE courses? Explore the Solomon IAR CE course library.

Solomon investment adviser representative CE course platform
Solomon IAR CE course platform

IAR CE FAQs (frequently asked questions)

Solomon has compiled some of the most common frequently asked questions about the new IAR CE requirement and how Solomon IAR CE works: 

Why is there a new CE requirement for IARs? 

CE courses are designed to keep a financial professional up to date on industry developments, current regulations, and ethical standards. NASAA received support from state regulators and the securities industry for the creation of a CE program to ensure that IARs, like broker-dealer agents, insurance agents, certified financial planners, and real estate agents, maintain or expand their level of knowledge and competence throughout their careers. 

Who must complete IAR CE? 

Every investment adviser representative (IAR) registered in a jurisdiction that adopts the NASAA model rule is subject to the CE requirement. The requirement applies to all registered IARs of both state-registered and federal-covered investment advisers. IARs must meet the CE requirements of any state in which the IAR is registered. 

When do IARs need to start complying with the CE program? 

Compliance starts in the 2022 calendar year in states that have adopted the model rule with an effective date of January 1, 2022. To view the states that adopted the new CE requirement, see the NASAA website or the Solomon IAR CE webpage. CE credits must be reported by the end of each calendar year. Newly registered IARs must meet the annual IAR CE requirement by the end of the first full calendar year following the year in which they first become registered. 

How many courses do I have to take? 

You have to complete 12 credits of CE coursework per year. Six of the 12 credits must be in the Products and Practices category. The other six credits must be in the Ethics and Professional Responsibility category, at least three of which must specifically be about ethics. The category that each course belongs to is indicated in the Solomon IAR CE course library. All Solomon courses are at least one credit. 

Where can I take NASAA-approved courses? 

NASAA has approved several vendors to provide IAR CE courses, including Solomon Exam Prep. All of the courses in the Solomon IAR CE library have passed an approval process with NASAA and Prometric, the course management vendor. 

How are the courses delivered? 

Solomon Exam Prep’s IAR CE courses are delivered online and are self-paced, so students can study when and where they like. 

Do I have to pass an assessment to complete a course? 

Yes, every course has an assessment that is at least 10 questions in length. In Solomon IAR CE courses, the assessment is broken up into shorter assessments that appear throughout the course, instead of a single assessment at the end of the course. You must pass assessments with a score of 100%, and you have an unlimited number of attempts. You may also be asked to complete a satisfaction survey as part of the course activities.

If I earn more than 12 IAR CE credits in a calendar year, can I carry over extra credits to the next year? 

No, credits earned beyond the 12 required credits do not carry over into a subsequent year. 

What happens if I do not complete the IAR CE requirement by the end of the calendar year? 

You will be required to pay the registration renewal fee, and CRD will set your IAR CE status to “CE Inactive.” This status will appear in the Investment Adviser Public Disclosure (IADP) and in BrokerCheck. You can continue to do business; however, if IAR CE is not completed by the end of the subsequent year, you will not be able to renew your registration. An IAR that is CE Inactive will hold that status in all states where the CE rule is effective following adoption of the model. If a state has not yet adopted the CE model rule, the CE program will have no impact on the registration status of the IARs registered with that state – the current registration practices will remain the same. 

Do I need to make up missed CE credits? 

Yes. If you complete courses in the current year, those credits will first apply to the previous year if you hadn’t completed 12 credits in the previous year. Once the missing credits for the previous year have been completed, then additional courses taken in the current year will apply to the current year’s requirement. Remember that any excess credits completed in a year will not carry forward to the next year. 

Who reports course completion? 

The course provider (i.e. Solomon Exam Prep) reports course completion to FINRA, NASAA’s vendor for program tracking. IARs should still keep a record of their completed courses for their own records. Solomon Exam Prep will distribute a course completion notice, once credits are reported, for this reason. 

Is there a reporting fee? 

Yes, the reporting fee, also known as the roster fee, is $3 per credit hour. For Solomon IAR CE courses, the reporting fee is included in the cost of the course or membership. Solomon submits the reporting fee and course completion information to FINRA, the manager of NASAA’s CE reporting database. 

How do I make sure my completion of the annual IAR CE requirement is shown in FINRA’s CE reporting database? 

The course provider (i.e. Solomon Exam Prep) is responsible for reporting successful completion information to both the IAR and to FINRA. To do this, Solomon must collect the IAR’s CRD number, and first and last names. The IAR is responsible for communicating this information to Solomon when prompted. The IAR is also responsible for ensuring they receive documentation of courses completed and keeping track of the number of CE credits awarded for each course. 
 
For more information about IAR Continuing Education, visit the NASAA FAQs page.

Disclaimer: NASAA does not endorse any particular provider of CE courses. The content of the course and any views expressed are our own and do not necessarily reflect the views of NASAA or any of its member jurisdictions.

How to answer state registration questions on the Series 63, Series 65, and Series 66

Read Solomon Exam Prep’s expert guide for answering state registration questions on the Series 63, Series 65, and Series 66 exams. Continue reading

If you’re planning to take the NASAA Series 63Series 65, or Series 66 exam, you can expect to see questions about when broker-dealers and their securities agents need to register in a particular state. You can also expect to see questions about when investment advisers and investment adviser representatives need to register in a state. Instead of feeling intimidated when confronted with such questions, you should relax, smile, and feel confident. That’s because if you follow the simple rules that we’re about to describe, you should get each of these questions right.

Broker-Dealers and Their Agents

First let’s deal with questions about state registration for broker-dealers (BDs) and their agents. Rule number one here is that when a U.S.-based BD or one of its agents has an office located in a state, that BD or agent must register in the state. It does not matter which types of clients a BD or BD agent with an office in a state has or what types of securities those clients buy from the BD or agent. A BD or agent with an office in a state must register in that state. Period.  

What about a BD or BD agent that doesn’t have an office in a state? If a BD or BD agent without an office in a state has any non-institutional clients in that state, the BD or agent must register there. However, if the BD or agent without an office in a state has only institutional clients in the state, no registration in that state is required. Institutional clients include the issuers of securities involved in a specific transaction; other broker-dealers; and institutional buyers, which are big-money entities such as banks, insurance companies, mutual funds, and pension and profit-sharing plans.   

Key takeaway:

So when presented with a question about whether a specific broker-dealer or one of its agents must register in a given state or states, there are two potential questions to ask yourself. The first question is: “Does the broker-dealer or BD agent have an office in the state?” If the answer is yes, it’s simple: the BD or agent must register in that state. End of questions. However, if the answer is no, move on to the second question: “Does the BD or BD agent have any non-institutional clients in the state?” If the answer is yes, the BD or agent must register in the state; if the answer is no, they do not need to register in the state.

Here’s a flowchart to help you remember the question-answering process:

Investment Advisers and Their Representatives

Now let’s look at the state registration requirements for investment advisers that do not register with the SEC. If the investment adviser has an office in the state, it must register there. If the investment adviser doesn’t have an office in the state but has had more than five non-institutional clients in the state during the past twelve months, it also must register there. The rules are the same for investment adviser representatives who work for an investment adviser that does not register with the SEC.

Investment adviser representatives who work for investment advisers that register with the SEC — also known as federal covered advisors — may need to register with the state if they have an office in the state.

Key takeaway:

So if you see a question about state registration requirements for non-SEC registered investment advisers or their investment adviser representatives, the first question to ask yourself is: “Does the IA or IAR have an office in the state?” If the answer is yes, you know the IA or IAR must register there. If the answer is no, move on to the second question: “Has the IA or IAR had more than five non-institutional clients in the state during the preceding twelve months?” If the answer is yes, they must register in the state; if the answer is no, they don’t need to register in the state.    

Here’s another flowchart to help you with this type of question:

Remember that if an investment adviser registers with the SEC, it is a federal covered adviser and does not need to register in any state. Instead, a federal covered adviser must notice file to provide investment advice to residents of that state. When it comes to notice filing requirements for federal covered advisers, follow the same thought process as that described above. If the federal covered adviser has an office in a state, it must notice file there. If it has no office in the state but it has had more than five non-institutional clients in the state in the past twelve months, the firm must also notice file there.  

Practice question

Simple, right? So let’s put the suggested thought process into practice by looking at a question like one you may see on your exam.  

XYZ Broker Dealer has its main office in State A. It also has offices in States B and C. ABC has non-institutional clients in states A and B, but it only has institutional clients in State C. It does not have an office in State D, but it has three non-institutional clients there. In which states does XYZ need to register? 

A. State A only  

B. States A and B only  

C. States A, B, and C only  

D. States A, B, C, and D  

Remember the process to follow when you see questions about where a BD must register. There are two possible questions to address as part of that process.  

First question: Does the broker-dealer have an office in a state? Answer: XYZ has offices in each of States A, B, and C. Recall that if the answer the first question is “yes, the BD has an office in the state”, then the BD must register in that state. So XYZ needs to register in States A, B, and C.   

If the answer to the first question is no, as it is for State D, you move on to the second question: Does the BD have any non-institutional clients in the state? XYZ has non-institutional clients in State D, so the answer is yes to that question. If the answer to the second question is yes, this means the BD must register in the state. Thus, XYZ has to register in State D as well as States A, B, and C. So Choice D is the correct answer.  

So now you’re an expert, and you’re one step closer to passing your Series 63, Series 65, or Series 66 exam!

Want more exam tips?

Watch a video version of “How to Answer State Registration Questions on the Series 63, Series 65, and Series 66” on the Solomon YouTube channel, where you’ll find even more exam and study tips!

Solomon Exam Prep has helped thousands pass their securities licensing exams, including 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.

Broker-Dealer vs. Investment Adviser: What’s the Difference?

Do your customers know the difference between an IA and BD? Do you know the importance of this distinction and how it may affect your registration status? Continue reading

Do your customers know the difference between an investment adviser and broker-dealer? Do you know the importance of this distinction and how it may affect your registration status? 

Investment Adviser or Broker-Dealer at work.

For many retail customers, the difference between an investment adviser (IA) and a broker-dealer (BD) may not seem important. A customer may have received an investment recommendation from a BD, or owned securities through an IA account. However, which kind of firm you work for is important for knowing which services you may provide, how you may provide them, and which qualification exams you must pass.

Investment Advisers

Investment advisers are usually firms, though they can be an individual operating as a sole proprietor, whose primary business is providing investment advice, and who are paid for the advice itself. Investment adviser representatives (IARs) are individuals who work for IAs and advise the IA’s clients on the IA’s behalf. IAs and IARs are not “stockbrokers” and cannot directly buy or sell securities for their customers. While many have IA accounts through which they own stocks, mutual funds, and other securities, in fact these are accounts an IA opens on the customer’s behalf with a BD. 

Broker-Dealers

Broker-dealers are usually firms, though they can be an individual operating as a sole proprietor, that execute securities transactions for customers. An individual who is employed by a BD to handle customer accounts is called an “agent of a broker-dealer” on some exams, or a “registered representative” (RR) on others. BDs can offer investment advice incidental to their work with customers but cannot be compensated for the advice itself. If a BD acts as an intermediary between a buyer and a seller, then the BD can charge a commission on the trade. If a BDs buys or sells from its own inventory, then the BD makes money by charging a markup on securities that they sell and taking a markdown on securities that they buy.

So, if you’re an IAR, you… 
  • …can provide advice
  • …can be paid for that advice
  • …cannot execute trades
  • …cannot charge commissions or markups on your customer’s trades
If you’re a BD agent (also known as a registered representative), you…
  • …can provide advice
  • …cannot be paid for that advice
  • …can execute trades
  • …can charge commissions or markups on your customer’s trades

Testing and Licensing

Finally, many firms, especially larger ones, maintain both IA and BD registrations. When working for these “dual registrants,” you may be asked to qualify as an IAR, BD agent, or both, depending on your role.

In fact, an increase in dual registrations is one of the note-worthy trends Solomon discusses in our recent white paper, “Optimizing On-Boarding in 2021: 7 Key Trends for the Securities Industry,” available for download from this blog post

To become an agent of a broker-dealer (registered representative), you must pass the Securities Industry Essentials (SIE), and a “top-off” exam such as the Series 6 or Series 7, and for state registration usually the Series 63. To become an IAR, you must pass either the Series 65, or, if you work for a dually registered firm, the SIE, the Series 7, and the Series 66.

Understanding Trading Halts

The market’s intense reaction to the coronavirus has caused something not seen since 1997: trading halts. Continue reading

Understanding Trading Halts

The market’s intense reaction to the coronavirus has caused something not seen since 1997: trading halts. If you’re studying for the FINRA Series 7 General Securities Representative exam or the FINRA Series 24 General Securities Principal exam, FINRA may test you on the subject. Rest assured, Solomon Exam Prep’s Series 7 and Series 24 study materials cover the topic in detail. Here’s a little background on trading halts.
 
Sometimes called “circuit breakers,” these trading halts were first put in place after the 1987 stock market crash known as Black Monday. Part of the reason the Black Monday crash was so bad was the panic selling that happened once the market started dropping. A trading halt is meant to prevent this panicked free fall.
 
A trading halt may apply to the entire market, or a single security.
 

Market-Wide Trading Halts

A market-wide trading halt will be triggered when the S&P 500 drops sharply from where it was the day before. A Level 1 halt is triggered by a 7% drop and lasts for 15 minutes. If the drop reaches 13%, it triggers a Level 2 halt. A level 2 halt also lasts 15 minutes. Finally, a 20% drop in the S&P 500 triggers a Level 3 halt, which stops trading for the rest of the day. These kind of halts stop securities and options trading on all the exchanges, as well as the OTC markets.  
 
Trading Pauses in a Single Security
 
When a company makes a major announcement, it’s stock price may move dramatically. Pausing trading of a particular stock or security protects smaller investors who generally cannot react as quickly to the news as larger investors. If the price of a security drops a certain amount below what it normally trades at, the security is said to be “limit down.” If it stays limit down for 15 seconds, then trading in that security is paused for 5 minutes. Unlike market-wide trading halts, the same goes if the price of a single security rises rapidly. If a security is “limit up” for 15 seconds, trading pauses for 5 minutes. How much a security has to move to be limit up or limit down depends on the type of stock and its normal price range.
 
Your Securities Exams
 
Trading halts are topics on the FINRA Series 7 and Series 24 exams. Solomon Exam Prep covers trading halts in Solomon study guides, audio guides, video lectures, exam simulators and digital flashcards. For more information, go to www.SolomonExamPrep.Com or call 503.601.0212.
 

Exam Alert: FINRA Establishes Exemption from Spinning Rule for Certain Funds of Funds

Effective February 3, 2014, FINRA has put in place a modification to its issue allocation rules. The change provides an exemption from the “anti-spinning” provision of FINRA Rule 5131. Continue reading

Effective February 3, 2014, FINRA has put in place a modification to its issue allocation rules. The change provides an exemption from the “anti-spinning” provision of FINRA Rule 5131.

Spinning refers to the practice of a firm allocating shares of a new issue to an investor’s account in exchange for that investor directing their company’s investment banking business to the firm. Spinning is generally prohibited.

The new exemption allows for a firm to allocate shares of a private fund (such as a fund of funds) to an account (such as a hedge fund) if both the account and the fund meets certain conditions. These conditions include that the fund:
-is managed by an investment adviser;
-has assets greater than $50 million;
-owns less than 25 percent of the account;
-is not a fund in which a single investor has a beneficial interest of 25 percent or more; and
-was not formed for the specific purpose of investing in the account.
The account must not look through to the beneficial owners of unaffiliated private funds invested in the account, except for beneficial owners that are control persons of the investment adviser managing the fund.

In addition, the adviser managing the account must be unaffiliated with the investment adviser managing the fund.

Source: FINRA Regulatory Notice 13-43: SEC Approves a Limited Exception From FINRA Rule 5131(b) to Permit Firms to Rely Upon a Written Representation From Certain Unaffiliated Private Funds

Further reading: Mondaq.com: FINRA Amends Its Rule 5131 To Ease “New Issues” Compliance Related To Certain Funds-Of-Funds

This alert applies to the Series 7 and Series 55.

Exam Alert: SEC rule excludes home value from net worth calculation for “qualified clients”

An SEC rule change announced on February 15, 2012, will exclude the value of an investor’s home from the “qualified client” net worth calculation. Continue reading

A qualified client is a client that may be charged performance-based fees by an investment adviser.  The threshold for determining whether a client is a qualified client is if they have at least $1 million in assets under management with the adviser or if they have a net worth of at least $2 million.  An SEC rule change announced on February 15, 2012, will exclude the value of an investor’s home (primary residence) from the net worth calculation.  The rule amendment will take effect 90 days after publication in the Federal Register.

Source: SEC Release 2012-29

This alert applies to the Series 63, Series 65, Series 66, and Series 24.

Exam Alert: SEC alters investment adviser registration and reporting requirements

The SEC has adopted changes to the registration and reporting requirements that private fund advisers face. Unless the private fund adviser meets Continue reading

The SEC has adopted changes to the registration and reporting requirements that private fund advisers face.  Unless the private fund adviser meets an exemption, they must register with the SEC.  Exemptions from registration are provided for venture capital fund advisers and private fund advisers with less than $150 million in assets under management in the U.S., though these advisers must still report certain business information.  Foreign private advisers are exempt from the registration and reporting requirements.

Source: SEC Release 2011-133

Exam Alert: SEC approves exemption from investment adviser registration for “family offices”

On June 22, 2011, the SEC approved an exclusion for “family offices” from the regulations of the Investment Adviser Act of 1940. The new exemption applies Continue reading

On June 22, 2011, the SEC approved an exclusion for “family offices” from the regulations of the Investment Adviser Act of 1940.  The new exemption applies to a company that only provides advice to “family clients,” is wholly owned by “family clients,” and does not hold itself out to the public as an investment adviser.  “Family clients” include family members, key employees, and certain other clients.

Family offices were typically covered under the exemption for advisers with fewer than 15 clients, but that exemption will be removed under Dodd-Frank changes.

Relevant to the Series 7, 6, 65, 66, 63, 24 and Series 26 exams.

Source: SEC Release 2011-134

Exam Alert: Private advisers must register with the SEC

Effective July 21, 2011, investment advisers to most private funds (hedge funds and private equity funds) must register with the SEC. Previously, these Continue reading

Effective July 21, 2011, investment advisers to most private funds (hedge funds and private equity funds) must register with the SEC.  Previously, these advisers had been exempt due to the “private adviser”” exemption.  The Dodd-Frank Act replaces this exemption with narrower exemptions for certain advisers, including advisers that exclusively advise venture capital funds and private fund advisers with less than $150 million in assets under management in the United States.

http://www.sec.gov/spotlight/dodd-frank/hedgefundadvisers.shtml