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Corporate Financing

The Corporate Financing Department assists FINRA-regulated firms in complying with FINRA rules and federal securities laws by reviewing documents related to firms' capital-raising activities and arrangements. These services provide protections to investors and issuers by regulating underwriting terms and arrangements and addressing conflicts of interest when underwriters are affiliated with an issuer or receive significant portions of the proceeds in an offering. 

Public Offerings

FINRA's review of public offerings complements the SEC’s registration process for issuers and provides firms with guidance on fair and reasonable underwriting arrangements.

Private Placements

The private placements review program provides added regulatory oversight when firms participate in offerings of unregistered securities to individual investors.


Corporate Financing also provides general annual statistics on the number of regulatory filings submitted for issuers accessing the public or private capital markets.

Contact OGC

FINRA's Office of General Counsel (OGC) staff provides broker-dealers, attorneys, registered representatives, investors and other interested parties with interpretative guidance relating to FINRA’s rules. Please see Interpreting the Rules for more information.

OGC staff contacts:
Paul Mathews and Jim Wrona
1735 K Street, NW
Washington, DC 20006
(202) 728-8000

  • FINRA Amends the FINRA Corporate Financing Rule
  • FINRA Requests Comment on FINRA Rules Impacting Capital Formation
  • FINRA Requests Comment on Proposed Amendments to the FINRA Corporate Financing Rule
  • FINRA Filing Requirements and Review of Regulation A Offerings
  • FINRA Updates Form for Filing Private Placements of Securities Pursuant to FINRA Rules 5122 and 5123
  • SEC Approves New FINRA Rule 5123 Regarding Private Placements of Securities
  • New Electronic Filing System for Public Offering Filings
  • Obligation of Broker-Dealers to Conduct Reasonable Investigations in Regulation D Offerings
  • SEC Approves New FINRA Rule 5122 Relating to Private Placements of Securities Issued by a Member Firm or a Control Entity
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