NRS Course Catalog

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Outside Business and Personal Trading Activities

Course Code: CE_OBPTA


Because all individuals associated with a FINRA member firm are required to comply with FINRA Rule 3280, Private Securities Transactions of an Associated Person, and FINRA Rule 3210, Transactions for or by Associated Persons, this course is intended for all employees of broker/dealers.

In addition, registered persons are also required to comply with FINRA Rule 3270, Outside Business Activities of Registered Persons, and will therefore, also benefit from the section of the course dealing with outside business activities.

Supervisors and compliance personnel may find this course beneficial in developing firm policies and procedures, and in ensuring all employees are in compliance with the rules.

Course Description

This course explains the requirements of three rules:

  • FINRA Rule 3270 - Outside Business Activities of Registered Persons
  • FINRA Rule 3280 - Private Securities Transactions of an Associated Person
  • FINRA Rule 3210 - Transactions for or by Associated Persons

Students enrolled in this course will take away a solid understanding of what is required when they work outside their firm, deal in securities for others outside their firm, or invest for their own accounts outside their firm. The course also provides case studies of individuals who failed to adhere to the rules and the disciplinary proceedings brought against them.

CFP Program ID: 237736     CFP Credit Hours: 0.50

Preventing Illegal Resales of Restricted & Unregistered Stocks

Course Code: CE_PIR


Preventing Illegal Resale of Restricted and Unregistered Stocks is an intermediate level course specifically designed for retail and institutional sales representatives, their supervisors, and sales support staff. It is also appropriate for other financial service industry professionals interested in the sales practices and regulatory issues related to the unregistered resale of restricted stock. The course presumes a solid understanding of SEC Rule 144, 144A, and its resale provision for restricted stocks.

Course Description

Where SEC Rule 144 and 144A covers the proper resale of restricted stock, this course illustrates a firm's obligations to detect and investigate abusive practices related to the unregistered resale of restricted stock.

This course looks at the types of activities that are considered a "red flag" for suspicious activity that should prompt an investigation. Under SEC Rule 144, firms have specific investigation obligations determining when the firm knows or should have known about suspicious activities. Finally, the adoption of adequate policies, procedures, and supervisory controls help in preventing a firm from unwittingly becoming a participant in the illegal distribution of unregistered and restricted stock into the public markets.

CFP Program ID: 237737     CFP Credit Hours: 0.50

Preventing Sexual Harassment in the Workplace

Course Code: CE_PSHIW


This course is intended for registered representatives and supervisors who wish to understand legal prohibitions against sexual harassment in the workplace and the limits of acceptable workplace behavior.

Course Description

Sexual harassment in the workplace is an issue every employer and every employee must address. It is also an issue that is pervasive, yet difficult to define. This course discusses the rules and cases that define sexual harassment, and includes some specific cases to illustrate each definition. Additionally, it describes the different types of sexual harassment as well as the subjective nature of sexual harassment law. The course will help supervisors identify the essential elements of a sexual harassment policy and demonstrate why a comprehensive, written, and universally understood sexual harassment policy is necessary for the workplace. Finally, the course outlines how a sound sexual harassment policy is best followed and enforced when people at all levels of a company are involved, and how it protects a both the individual employee and the employer.

Privacy Protection Rules

Course Code: CE_PPR


The Privacy Protection Rules course is a useful tool for all employees of firms required to comply with the Gramm-Leach-Bliley Act, Regulation S-P, Regulation S-AM, the Fair Credit Reporting Act, and the FACT Act Red Flags Rule.

Course Description

Privacy Protection Rules detail primary rules and best business practices that all employees of a financial services firm should adhere to in order to maintain the confidence of their clients by protecting their financial information.

This course identifies rules outlined under the Gramm-Leach-Bliley Act, the SEC's Regulation S-P, and Regulation S-AM that specifically apply to financial services firms. Details of these rules are discussed and include the process for notifying clients of the firm's privacy policies, how to explain the "opt-out" feature of the privacy rules, and the employee's role in protecting client information.

CFP Program ID: 234910     CFP Credit Hours: 1.00

Private Placement Securities

Course Code: CE_PPS


Private Placement Securities is intended for registered representatives, investment adviser representatives, their supervisors, and others interested in learning about private placements.

Course Description

This course familiarizes you with private placements offered under Regulation D. It describes the three different exemptions that may be used to issue private placements, defines an accredited investor, and looks at factors that should be taken into account when dealing in private placements.

Private Placement Securities also delves into the requirements a broker/dealer must fulfill before offering private placements to prospective investors, and how private placements may be marketed. It also provides insight into the private placement memorandum that is delivered to clients in some offerings, and the investment letter that clients are required to sign.

Finally, the course looks at some of the current concerns of investors, broker/dealers, and the regulators regarding private placements.

NOTE: FIRE Solutions has developed companion courses, Private Placements Underwriting and Rule 144, both of which provide further insight into the offering of restricted securities.

CFP Program ID: 234912     CFP Credit Hours: 1.00

Private Placement Underwriting

Course Code: CE_PPU


Private Placement Underwriting is intended for financial services professionals interested in learning about the issuance of private placements. Students taking this course should have a general understanding of private placements and the standards that define an accredited investor. This foundation information is covered in our companion course, Private Placement Securities.

Course Description

Although underwriting is a complex process, it is also a rewarding one that deserves exploration. By participating in the underwriting process, you can raise much-needed capital that helps small businesses get off the ground or expand.

This course breaks down the private placement underwriting process. We first look at what constitutes a private placement and explore Regulation D. "Underwriting" is then described along with some underwriting methods. Finally, we explore the steps involved in underwriting an issue, including the marketing and handling of offering materials.

CFP Program ID: 237738     CFP Credit Hours: 0.50

Public and Private Offerings - Regulatory Concerns

Course Code: CE_PPORC


Public and Private Offerings - Regulatory Concerns is intended for registered representatives, investment advisers, investment bankers, underwriters, and institutional representatives and their corresponding supervisors. Since this course is a review of the most recent rule updates related to new offerings, it presumes the student has a basic understanding of the new issue process for both public and private offerings.

Course Description

FINRA has recently implemented various rule changes that clarify and outline firm obligations for the distribution of new issues, both public and private. Public and Private Offerings - Regulatory Concerns details these concerns to reduce the risk of improperly offering these securities to public or private investors.

The course begins with a review of the SEC sweep results that exposed abuses in broker/dealer self-offerings and discusses the resulting FINRA Rule 5121 - Public Offerings of Securities with Conflicts of Interest. The course then covers the recent changes in Rule 5110, Compensation to Underwriters, and the amended rule to FINRA Rule 5131. FINRA Rule 5141, which seeks to protect the integrity of the fixed price offering process, is also reviewed, as well as the new FINRA Rule 5123 regarding private placements. Finally, this course defines the term "private placement" and describes when a firm is obligated to investigate a private placement issuer.

CFP Program ID: 234924     CFP Credit Hours: 1.00

Registered Representative Obligations

Course Code: CE_RRO


Registered Representative Obligations is intended for registered representatives of FINRA member broker/dealers. Much of this course is also pertinent for representatives of investment advisory firms.

Course Description

FINRA Rule 2111, Suitability, states:
"Implicit in all member and associated person relationships with customers and others is the fundamental responsibility for fair dealing."

FINRA Rule 2010, Standards of Commercial Honor and Principles of Trade reminds us:
"A member, in the conduct of its business, shall observe high standards of commercial honor and just and equitable principles of trade."

Registered Representative Obligations provides Series 6 and Series 7 registered representatives with an overview of their ongoing obligations. This includes the need to maintain their registration status, disclose material information, and remain current with continuing education requirements. The course reminds students of the suitability analyses that must be completed when making recommendations to clients, including the requirements under new FINRA Rule 2111. Students will also review some of the professional standards to be maintained, including the need to act professionally and handle customer accounts in an ethical manner.

CFP Program ID: 234925     CFP Credit Hours: 1.00

Regulation NMS

Course Code: CE_REGNMS


This course is intended for registered representatives, mutual fund managers and representatives, floor traders, specialists, market makers, and anyone else interested in how Regulation NMS impacts the way quotes and transaction information in exchange-traded equities are consolidated and communicated for display. This course provides a basic overview of Regulation NMS.

Course Description

Regulation NMS represents a major overhaul of the structure of the securities markets. The basic intent of Regulation NMS is to strengthen and modernize the system by which the equity markets are regulated to ensure that investors receive the best possible execution under current market conditions.

This course specifically discusses the rules related to the dissemination and reporting of quotes under Regulation NMS, as well as the anticipated impact of these rules on the exchanges, markets, and electronic communications networks (ECNs). In addition to the rule requirements, this course presents an overview of how NMS provides transparency of last-trade information and how it provides investors with the best possible executions based on current market conditions.

CFP Program ID: 234926     CFP Credit Hours: 1.00

Regulatory Actions Against Firms and Supervisors

Course Code: CE_RAAFS


Regulatory Actions Against Firms and Supervisors is intended for all FINRA member firms and their registered supervising principals. This course would also be beneficial for compliance professionals and management level officers.

Course Description

Regulatory Actions Against Firms and Supervisors raises awareness of the FINRA disciplinary process and the degree to which firms and supervisors can be punished for making bad decisions. Lesson 1 reviews the disciplinary process and relevant statistics. The lesson is summarized with a look at the motivating factors behind bad decisions in an effort to redirect the potential for unethical behavior.

Lesson 2 provides an opportunity for firms and supervisors to anticipate what sanctions might be levied for various rule violations.
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