Proposed Rule Change to Adopt New FINRA Rule 5123 (Private Placements of Securities)
Financial Industry Regulatory Authority, Inc. ("FINRA") is filing with the Securities and Exchange Commission ("SEC" or "Commission") proposed changes to the Private Placement Filer Form ("Filer Form") that members complete when submitting private placement filings under FINRA Rules 5122 (Private Placements of Securities Issued by Members) or 5123 (Private
This reference guide covers a range of private placement topics, from the basic question of "What is a private offering?" to more technical discussions on broker-dealer compliance with FINRA's private placement rules.
Investors looking for different ways to diversify their portfolio by providing access and exposure to illiquid strategies or alternative assets may look to interval funds, but these come with unique risks and characteristics and have a fee structure that may be higher than those charged by other types of funds.
Suitability for Retail Customers
Fixed Income Mark-up Disclosure
Reasonable Diligence for Private Placements
Abuse of Authority
GUIDANCE
Private Placements of Tenants-in-Common Interests
SUGGESTED ROUTING
KEY TOPICS
Corporate Finance
Internal Audit
Legal & Compliance
Registered Representatives
Retail
Senior Management
Broker-Dealer Registration
Due Diligence
Non-Conventional Investments
Private Placements
Real Estate
Rule 2420
Suitability
Executive Summary
This Notice addresses Section 1031 tax-
Obligation of Broker-Dealers to Conduct Reasonable Investigations in Regulation D Offerings
Proposed Rule Change Relating to Members’ Filing Obligations Under FINRA Rule 5123 (Private Placements of Securities)
The Outside Business Activities and Private Securities Transactions section of the 2021 Report on FINRA’s Risk Monitoring and Examination Activities (the Report) informs member firms’ compliance programs by providing annual insights from FINRA’s ongoing regulatory operations, including (1) relevant regulatory obligations and related considerations, (2) exam findings and effective practices, and (3) additional resources.
The following are rulemaking items the FINRA Board of Governors will consider at its December 2010 meeting - this information is being published to provide additional transparency in the rulemaking process.
