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Knowledge of Capital Markets

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CHEAT SHEET: KNOWLEDGE OF CAPITAL MARKETS (SIE Exam)

> Exam weight (sourced from FINRA 2025 outline): Section 1 = 16% of scored items = 12 out of 75 questions. > The SIE totals 80 items (75 scored + 5 unscored pretest), 1 hour 45 minutes, governed by FINRA Rule 1210.03.

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REGULATORY BODIES & AUTHORITY

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Governing statutes (directly cited in the FINRA 2025 SIE outline):

  • Securities Act of 1933 — registration of new securities offerings
  • Securities Exchange Act of 1934 — ongoing market regulation; created the SEC; Section 15 governs broker-dealer registration; Section 15A governs registered securities associations (SROs like FINRA)
  • Investment Company Act of 1940 — regulates mutual funds and other investment companies
  • Investment Advisers Act of 1940 — regulates investment advisers
  • Securities Investor Protection Act of 1970 (SIPA) — created SIPC

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CRITICAL DISTINCTIONS

SEC Review vs. Approval

  • SEC review of IPO = Disclosure verified, NOT merit approved
  • SEC does NOT recommend or endorse investments

FINRA vs. MSRB Enforcement

  • FINRA enforces MSRB rules for broker-dealers
  • Banking regulators enforce MSRB rules for banks
  • MSRB itself = rulemaking only (operates EMMA for muni data; MSRB Rule G-32 governs primary offering disclosures)

SIPC Coverage

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SIPC covers broker-dealer FAILURE only — not market losses or fraud. Statutory authority: Securities Investor Protection Act of 1970 (SIPA).

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MARKET PARTICIPANTS & ROLES

Broker-Dealer Dual Capacity

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Broker-dealer must disclose which capacity in each transaction.

Investment Adviser vs. Broker-Dealer

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$100M–$110M AUM band = can register either way

> Reg BI cite: Exchange Act Rule 15l-1 (Regulation Best Interest) establishes the best interest standard for broker-dealer recommendations to retail customers. The SIE outline tests awareness of Reg BI obligations; the full standard is tested on the Series 7.

Registered Representative Path

  • Associate with FINRA member firm
  • Pass SIE (governed by FINRA Rule 1210.03)
  • Pass top-off exam (Series 7, 6, etc.)
  • Register with FINRA & states
  • Leave firm → registrations become inactive
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    MARKET STRUCTURE (Section 1.2 of SIE outline)

    The SIE outline explicitly requires knowledge of four market tiers:

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    ECONOMIC FACTORS (Section 1.3 of SIE outline)

    The SIE outline cites the Federal Reserve Board's impact on business activity:

    • Monetary policy: Fed controls money supply and interest rates
    • Open market operations: Fed buys/sells Treasuries to inject or drain liquidity
    • Rates tested: Federal funds rate, discount rate, general interest rates

    Business cycle phases (SIE outline explicitly lists): contraction, trough, expansion, peak

    Economic indicators: leading, lagging, coincident, inflation

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    SETTLEMENT & CLEARING

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    REGULATION T (Fed Margin Requirement)

    Minimum equity required: 50% of purchase price

    • Customer must deposit at least 50% to buy on margin
    • Corollary: Can borrow max 50%
    • Set by the Federal Reserve Board (cited in Section 3 of the SIE outline as "Regulation T")

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    HIGH-YIELD TRAPS

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    BodyRoleAuthorityRegulates
    SECTop federal regulatorOversight of all SROs, broker-dealers, IAs, exchangesMarkets, firms, people
    FINRALargest SROExamines broker-dealers; enforces rulesBroker-dealers & reps (NOT IAs)
    MSRBMuni rulemakerWrites rules only—does NOT enforceMuni dealers & advisors
    SIPCBackstop for failed firmsProtects customer assets under the Securities Investor Protection Act of 1970 (SIPA)Customers of failed B-Ds
    Federal ReserveMonetary policySets rates, controls money supplyMargin requirements (Reg T)
    CoverageAmountExclusions
    Per customer$500,000Market losses
    Cash claims max$250,000Bad advice/fraud
    Commodity futures
    CapacityActs AsEarnsDisclose?
    BrokerAgentCommissionYES
    DealerPrincipalMarkup/MarkdownYES
    FeatureIAB-D
    Duty standardFiduciary (highest)Best Interest (Reg BI) — SEC Rule 15l-1
    Registered bySEC (≥$110M AUM) or StateSEC & FINRA
    Regulates IAsSEC & StatesNOT FINRA
    MarketDescription
    Primary marketNew securities issued; issuer receives proceeds (IPO, new bond offering)
    Secondary marketExisting securities trade between investors (NYSE, NASDAQ, OTC, electronic)
    Third marketExchange-listed securities traded OTC between institutional parties
    Fourth marketDirect institution-to-institution trading without a broker (dark pools, ECNs)
    TermDefinition
    T+1Standard U.S. equity settlement: trade settles 1 business day after trade (governed by SEC Rule 15c6-1)
    DTCCDepository Trust & Clearing Corp; handles clearing & settlement via NSCC (equities), FICC (bonds), DTC (depository)
    Transfer AgentHired by issuer; maintains shareholder records, processes ownership transfers, manages dividends
    CustodianHolds & safeguards securities for investors (NOT issuer)
    TrapCorrect Answer
    Customer loses money from bad advice → SIPC claim deniedSIPC ≠ insurance for losses; only covers failed firms (authority: SIPA 1970)
    MSRB enforcement questionFINRA enforces for B-Ds; banks' regulators enforce for banks
    SEC approves IPO registrationSEC verifies disclosure only; NO merit approval (Securities Act of 1933, Section 7–8)
    FINRA regulates IAsFALSE; SEC/States regulate IAs
    Broker-dealer leaves SIPCMembership required; cannot opt out
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    KEY FORMULAS & THRESHOLDS

    • IA registration threshold: $110M AUM = SEC; <$100M = State; $100M–$110M = Either
    • SIPC customer coverage: $500K total; $250K cash max (authority: SIPA 1970)
    • Regulation T requirement: 50% minimum deposit
    • Settlement standard: T+1 (SEC Rule 15c6-1)

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    QUICK REFERENCE: Who Regulates Whom?

    `` SEC (created by Securities Exchange Act of 1934) ├─→ FINRA (SRO — enforces rules for broker-dealers & reps) │ └─→ Also enforces MSRB rules for broker-dealers ├─→ Investment Advisers (if ≥$110M AUM) └─→ MSRB, Exchanges, Custodians

    State Regulators └─→ Investment Advisers (<$100M AUM) └─→ MSRB rules (for banks; FINRA enforces for B-Ds)

    Federal Reserve └─→ Margin requirements (Reg T — 50% initial requirement)

    SIPC (authority: Securities Investor Protection Act of 1970) └─→ Customer protection when B-D fails ``

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    EXAM FOCUS: Understand regulatory jurisdiction, SIPC's statutory limits, settlement cycle (T+1 / Rule 15c6-1), and dual-capacity disclosure. Trap questions exploit confusion between SEC/FINRA authority and SIPC's scope.

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    Sources

    All facts in this lesson are grounded in primary, public-domain sources (verified 2026-06-29):

    • [FINRA SIE Content Outline 2025](https://www.finra.org/sites/default/files/2025-10/SIE_Content_Outline.pdf) — exam structure (75 scored / 80 total / 1h45m), section weights, rule citations (FINRA Rule 1210.03; Rule 15l-1; Rule 4210; Rule 3310; SIPA 1970; Reg T; Rule 15c6-1)

    Aligned to the FINRA SIE content outline.

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