Guidance for Private Placements
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 the applicant in understanding the information and documentation needed as part of the application process. However, the specific information and documentation staff may request will be based on facts and circumstances presented in each filing. Firms should review FINRA Rule 1014 (Department Decision) and our Standards of Admission for guidance and information regarding FINRA’s membership requirements.
FINRA Compliance Tool Disclaimer – This optional tool is provided to assist member firms in fulfilling their regulatory obligations. This tool is provided as a starting point, and you must tailor this tool to reflect the size and needs of your firm. Using this tool does not guarantee compliance with or create any safe harbor with respect to FINRA rules, the federal securities laws or state laws, or other applicable federal or state regulatory requirements. This tool does not create any new legal or regulatory obligations for firms or other entities.
Updates – This tool was last updated on April 7, 2023. This tool does not reflect any regulatory changes since that date. FINRA periodically reviews and updates these tools. FINRA reminds member firms to stay apprised of new or amended laws, rules and regulations, and update their WSPs and compliance programs on an ongoing basis. Member firms seeking additional guidance on certain regulatory obligations should review the Broker-Dealer Registration Topic Page, Private Placements Topic Page and other relevant FINRA Topic Pages.
Staff Contact(s) – 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, Minh Le and Jim Wrona
FINRA, OGC
1700 K Street, NW
Washington, DC 20006
(202) 728-8000
MAP staff contacts:
Jante Turner
(202) 728-8317
MAP Group
(212) 858-4000 (Option 5 – Membership Applications)