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 SECannounceda 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.
Solomon Exam Prep is delighted to announce a partnership with Claflin University and Lincoln Financial Advisors. Continue reading
Solomon Exam Prep is delighted to announce a partnership with Claflin University and Lincoln Financial Advisors. With sponsorship from Lincoln Financial, Claflin University students taking a new Claflin investment course will receive the Solomon study materials they need to pass the FINRA Securities Industry Essentials (SIE) exam.
To read the official press release, please click on the download link below.
FINRA partner Prometric has developed ProProctor for online, remote test taking. Here are some takeaways about the process. Continue reading
In person licensing exams have been a staple in the securities industry for decades, but with the novel Coronavirus COVID-19, FINRA has been tasked with providing a safer method for testing. Given this, FINRA partner Prometric has developed a new product titled ProProctor for online, remote test taking. Prometric is a giant in the testing industry, and operates hundreds of testing centers.
With all this as the backdrop, one month ago I was tasked with studying for and taking the SIE as a junior associate at Solomon Exam Prep. Using the ProProctor product seemed like the most convenient way to take the exam, and proved easy enough. However, for the benefit of Solomon exam takers, I would like to share some takeaways about the process.
I registered for the test three weeks ahead of time on the Prometric website, and there were still many time slots available, but the most convenient ones had been taken. The most feasible slot for me ended up being at 7:45 AM, so if you prefer to test later in the day, register ahead of time!
I immediately received a confirmation email detailing all of the procedures that I would need to follow for test day. It was a lengthy email. This is due to Prometric’s desire to avoid cheating and duplication of the test, so they are rightfully cautious. The full procedures can be found in this PDF. That being said, there are a few procedures that are very important to understand ahead of time. First is your testing environment. Ideally one is able to test in a bare, white room, at a desk, with no decorations of any kind. However, this is not always possible, so it is helpful to have a bed sheet or tarp on hand to cover anything that your proctor determines to be unacceptable. Furthermore, you cannot have any interruptions during the test, so it is imperative to notify your office mates! Prometric also recommends having a mirror on hand for the check in process. Ultimately, this is simply for the purpose of inspecting your laptop keyboard/screen if you cannot remove your webcam, so a medium sized mirror is fine. The more easily you can position it in front of your screen the better (I did not take my own advice here and had a giant mirror, which was tough to position so that my proctor could see my keyboard).
Leading up to the exam day, you should do one of Prometric’s system readiness checks, test your microphone specifically, and download/install their application. On exam day, you will be asked to follow a unique web link that is in your confirmation email to launch your exam. Once there, you will input user specific information, and it will automatically launch the application. Be warned, once you launch the exam application, you cannot access any other settings or applications on your computer, so adjust your volume or microphone controls ahead of time. Once there, you will be asked to photograph yourself, take a picture of your photo ID, and you will be sent to the security proctor.
Ultimately two different proctors will communicate with you. The process for meeting with them is seamless, and they will answer any questions you may have. The first will conduct the security checks and you will have a webcam view of them. The security checks are detailed on the ProProctor website, as well as in the confirmation email, but here are a few tips. I wore pants with lots of pockets, which was a mistake. Wearing as few items of clothing as possible, with as few pockets as possible, is helpful because they will ask you to empty them. Additionally, they advise no jewelry. Ideally, the only things in the testing room are you, your photo ID, and your computer. There is nothing else allowed (with the exception of tests that have certified testing materials).
The security checks also include room checks, which necessitates either an external webcam or an easily portable laptop. The fewer furniture items in the room, the easier the check will be. Finally, the security proctor will detail their break policy. I did not use the break, and it should ultimately be seen as an emergency asset. The test time does not stop while you take it, and you will have to redo all security checks upon returning.
Once all of the security protocol is over with, your security proctor will pass you on to another proctor. The new proctor will greet you via the application chat, but you will not see them on screen. They will, however, see your video and hear your audio. Additionally, they prohibit you from speaking out loud during the exam. You may mouth or whisper the words, but they do not allow you to speak. Once the exam commences, it is straightforward. There is a calculator in the application, as well as a “scratch pad” where you may type things. Be warned, you may not go back to questions once you move on.
When I was taking the SIE, I felt confident once I got to this point, since I was mostly worried about complying with the security checks. However, there is protocol from Prometric should you be disconnected from the application for any reason. I was disconnected with just six questions left (!), so it would have been helpful to know this ahead of time. Needless to say, I panicked. Prometric recommends a wired internet connection for this reason, but I gambled with wifi. Ultimately this was not the reason I was disconnected (my internet connection was fine), but the application automatically closed and I was forced to consult the FAQ.
From here, Prometric recommended that I check my internet connection, wait three minutes, restart my computer, and relaunch the exam. This proved to be perfect advice, and I was readmitted to the system. I had to re-do the entire security check with a new set of proctors, but my test time was paused and my progress had been saved. I finished my last six questions without a hitch. In other words, if you are disconnected, do not panic and simply follow their directions on the FAQ. If the issue persists, they recommend that you contact support.
As with the in person exams, my preliminary results were shown at the conclusion of the exam, and I was free to continue with my work day. All in all, the process was relatively user-friendly, and well worth it since I was able to avoid going to a testing center.
Get both general home-study tips and specific home-study tips for securities exams. Continue reading
GENERAL HOME-STUDY TIPS
Find a quiet place that you feel comfortable in – try to study in this same place every day
Unless you’re using your phone to study with, put the phone in another room.
Wake up early – getting started is the hardest part, and starting in the morning will make studying easier. You will get in several hours before you know it.
Make small goals.
Reward yourself – try to get up and walk around at least every 30 minutes. This will rest your eyes and mind.
If you start to feel anxious – take a deep breath, counting to four as you inhale, then slowly exhale, counting to seven as you exhale. Repeat. This will lower your anxiety. This is a good strategy to use before your exam.
Ask for help being accountable: find someone in your life to query you every day about what you have accomplished.
Go for a walk in a natural or green setting. Studies show that your mind relaxes and you remember more if you take regular walks in a natural or green setting.
Get a good night’s sleep – try to go to sleep at the same time each night and wake up at the same time.
SPECIFIC HOME-STUDY TIPS FOR SECURITIES EXAMS
Read the Solomon Study Guide. Remember: the number one reason people fail their securities exam is they didn’t read the Study Guide.
If you’re having trouble reading the Study Guide, listen to the Solomon Audio Guide while you read the Study Guide.
Read Exam Notes in the Resources folder.
If you don’t understand a question or concept, email Solomon’s Ask the Professor.
If you’re having trouble with something, create note cards and try to teach it to someone else. Becoming the teacher is the most effective tool to learn something you find challenging or difficult.
After reading the Solomon Study Guide, take at least six practice exams in the Solomon Exam Simulator.
Use Interactive Review to review the Exam Simulator questions you get incorrect.
Solomon Exam Prep 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. For more information, go to www.SolomonExamPrep.Com or call 503.601.0212.
A FINRA spokesperson at the 2015 ARM Annual Education Conference recently proposed some important changes to securities exams. FINRA recently released the accompanying PowerPoint slides that cover the upcoming changes and outline other plans for the coming year. Continue reading
A FINRA spokesperson at the 2015 ARM Annual Education Conference recently proposed some important changes to securities exams. Solomon Exam Prep previously covered the main points made in FINRA’s address in our original blog post: FINRA Says Big Changes Coming to Securities Exams.