Overview – The following is a guide to assist applicants as they prepare and submit information and documentation for FINRA Form New Member Application (NMA) or Form Continuing Member Application (CMA) regarding new private placement business. This checklist is designed to help applicants provide basic information FINRA staff may ask them to submit in order to begin a meaningful review and to aid
FINRA Updates Private Placement Filer Form Pursuant to FINRA Rules 5122 and 5123
FINRA Requests Comment on Proposed Amendments to FINRA Rule 5122 to Address Member Firm Participation in Private Placements
(a) Filing Requirements
Each member that sells a security in a non-public offering in reliance on an available exemption from registration under the Securities Act ("private placement") must: (i) submit to FINRA, or have submitted on its behalf by a designated member, a copy of any private placement memorandum, term sheet or other offering document, including any materially amended
(a) Filing Requirements
Each member that sells a security in a non-public offering in reliance on an available exemption from registration under the Securities Act ("private placement") must: (i) submit to FINRA, or have submitted on its behalf by a designated member, a copy of any private placement memorandum, term sheet or other offering document, and any retail communication (as
FINRA Updates Form for Filing Private Placements of Securities Pursuant to FINRA Rules 5122 and 5123
REQUEST FOR COMMENT
SUGGESTED ROUTING
KEY TOPICS
Corporate FinancingExecutive
RepresentativesLegal & ComplianceSenior
ManagementOperations
AffiliatesControl EntityInstitutional
AccountsMember Private OfferingsPrivate PlacementsPrivate Placement MemorandumRegulation D
Member Private Offerings
Executive Summary
NASD is issuing this Notice to Members to solicit comments from
FINRA Rule 5123(a) requires firms that sell a private placement to file a copy of any offering document with FINRA within 15 calendar days of the first sale, subject to certain exemptions. FINRA Rule 5122(b)(2) requires firms that sell a private placement of unregistered securities issued by a member or a control entity to file a copy of any offering document
SEC Approves New FINRA Rule 5123 Regarding Private Placements of Securities
The Series 82 exam — the Private Securities Offerings Representative Exam — assesses the competency of an entry-level registered representative to perform their job as a private securities offerings representative.
