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Amendments to the Corporate Financing Rule

The NASD, through its wholly owned subsidiary, NASD Regulation, Inc., is filing with the SEC a proposed rule change to Conduct Rule 2710. The proposal will provide greater clarity and predictability regarding when securities acquired by members and their affiliates in private placements will be deemed to be underwriting compensation. While securities acquired by an underwriter within 180 days before the date an offering is filed generally are treated as compensation, the proposal would provide an exemption for securities acquired in transactions that meet one of four "safe harbors" described in the proposal.

Text of Proposed Rule Change PDF 227 KB

Amendment No. 1 to Proposed Rule Change PDF 125 KB

Amendment No. 2 to Proposed Rule Change PDF 16 KB

Amendment No. 3 to Proposed Rule Change PDF 16 KB

Amendment No. 4 to Proposed Rule Change PDF 456 KB

Amendment No. 5 to Proposed Rule Change PDF 208 KB

Federal Register Notice PDF 164 KB

Extension Letter PDF 9 KB

Extension No. 2 PDF 9 KB

Federal Register Notice of Filing of Amendment No. 5 PDF 131 KB

Amendment No. 6 to Proposed Rule Change PDF 117 KB

Amendment No. 7 to Proposed Rule Change PDF 7 KB

Approval Order PDF 116 KB