(a) ApplicationThis Rule shall apply exclusively to the activities of members in connection with the securities of companies registered under the Investment Company Act; provided however, that Rule 2320 shall apply, in lieu of this Rule, to members' activities in connection with "variable contracts" as defined therein.(b) Definitions(1) The terms "affiliated member,"
FINRA members that trade securities listed on the NYSE ("Tape A"), Amex and regional exchanges ("Tape B"), or Nasdaq ("Tape C") in over-the-counter transactions reported to the FINRA/Nasdaq Trade Reporting Facility may receive from the FINRA/Nasdaq Trade Reporting Facility transaction credits based on the transactions attributed to them. A transaction is attributed
(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) Definitions
(1) Member Private Offering
A "member private offering" means a private placement of unregistered securities issued by a member or a control entity.
(2) Control Entity
A "control entity" means any entity that controls or is under common control with a member, or that is controlled by a member or its associated persons.
(3) Control
The term "control
(a) Requirements for Participation in Certain Public Offerings
No member that has a conflict of interest may participate in a public offering unless the offering complies with subparagraph (1) or (2).
(1) There must be prominent disclosure of the nature of the conflict of interest in the prospectus, offering circular or similar document for the public offering, and one of the following
Unless otherwise defined in the Code, terms used in the Code and interpretive material, if defined in the FINRA By-Laws, shall have the meaning as defined in the FINRA By-Laws.
(a) Arbitrator and Mediator Portal
The term "Arbitrator and Mediator Portal" means the web-based system that allows invited arbitrators and mediators to access a secure section of FINRA's website to submit
(a) Fees for Claims Filed by Customers, Associated Persons and Other Non-Members
(1) Customers, associated persons, and other non-members who file a claim, counterclaim, cross claim or third party claim must pay a filing fee in the amount indicated in the schedule below. The Director may defer payment of all or part of the filing fee on a showing of financial hardship. If payment of the fee is
(a) Applicability of Rule
A claimant may request default proceedings against any respondent that falls within one of the following categories and fails to file an answer within the time provided by the Code:
(1) A member whose membership has been terminated, suspended, canceled, or revoked;
(2) A member that has been expelled or barred from FINRA;
(3) A member that is otherwise defunct; or
(
(a) Before a claim has been answered by a party, the claimant may withdraw the claim against that party with or without prejudice.
(b) After a claim has been answered by a party, the claimant may only withdraw the claim against that party with prejudice unless:
(1) the panel decides otherwise;
(2) the claimant and that party agree otherwise; or
(3) a customer filed a claim and the
(a) Postponement of Hearings
(1) When a Hearing Shall Be Postponed
A hearing shall be postponed:
(A) by agreement of the parties; or
(B) if FINRA notifies a customer that a member or an associated person has become inactive as set forth in Rule 12202, the scheduled hearing date is within 60 days of the date the customer receives the notice from FINRA, and the customer chooses to postpone the
