Guide for brokers and trading apps

Knowledge test for private markets and pre-IPO investments

Last reviewed: October 29, 2026

Platforms that give retail investors access to unlisted companies, pre-IPO shares, crowdfunding or long term funds face specific rules on investor knowledge. This guide collects the main ones with their official texts.

MiFID II: unlisted shares are not execution-only

Article 25(4)(a)(i) of Directive 2014/65/EU allows execution-only only for shares admitted to trading on a regulated market, an equivalent third country market or a multilateral trading facility. Shares of unlisted companies fall outside it, so an appropriateness assessment based on knowledge and experience applies when they are offered without advice.

Crowdfunding in the EU: the entry knowledge test

Regulation (EU) 2020/1503 on European crowdfunding service providers, applicable since 10 November 2021, sets in article 21 an explicit entry knowledge test for non-sophisticated investors. Providers must:

assess whether and which offered services and projects are appropriate, based on the investor's basic knowledge, past investments and understanding of risk;
ask investors to simulate their ability to bear loss, calculated as 10% of their net worth;
review the assessment every two years;
give a risk warning and obtain explicit consent when an investment exceeds 1,000 euros or 5% of net worth.

ELTIF 2.0 and United States

Regulation (EU) 2023/606, applicable since 10 January 2024, revised the European long term investment funds (ELTIF) framework; marketing an ELTIF to retail investors requires a suitability assessment under MiFID II.

United States: under Regulation Crowdfunding (17 CFR 227.303), an intermediary must obtain from each investor a questionnaire showing that the investor understands the restrictions on cancelling an investment commitment, the difficulty of reselling the securities and the risks of the investment.

What a private markets knowledge test usually covers

how funding rounds work, and dilution;
valuation of unlisted companies and why it may differ from a later IPO price;
share classes, preferences and transfer restrictions;
holding periods and the limited ways to sell before an exit;
the information available on private companies compared with listed ones;
fees and costs of private market vehicles.

How Unicorn Academy for Business works

You choose the product category, the number of questions (5 to 40), the pass mark, the number of attempts and the waiting time between attempts.
You add the test to your app or website with one script, a signed link or the REST API, with your name, logo and colors, in 16 languages.
Every attempt draws random questions from the Unicorn Academy courses and shuffles the answers. Users who do not pass get the lessons linked to the questions they missed.
You receive the result by signed webhook or API. Every attempt is stored with date, questions, answers, score, test version and language in a tamper evident hash chain, exportable to CSV or JSON, with an optional PDF certificate.

The assessment stays yours

Unicorn Academy for Business is a knowledge assessment tool that you use inside your own processes. It does not decide whether a product is appropriate for a client and it does not by itself ensure compliance with MiFID II, MiCA or any other rule. How you use the results, and the appropriateness or suitability assessment, remain your responsibility.

Try the demo test See pricing

Every account starts with a test environment: sample data, test keys, no time limit, no card.

Questions

Can the test match the ECSP entry knowledge test?

You choose the category, the number of questions and the pass mark; the private markets bank covers the basic knowledge described above. The design of your entry test and the loss simulation remain your responsibility.

How often can we ask investors to repeat the test?

As often as your policy requires. Results are kept for the retention period you set, from 30 to 3,650 days.

Can investors see the correct answers?

It is a setting: you decide whether answers are shown after the attempt.

Official sources

This page is general information, not legal advice. Rules change and apply differently by country, licence and client type: check the current official texts and the guidance of your regulator.