FINRA proposed amendments to its Private Placement Filer Form (the "Form"), which members are required to complete upon submission of private placement filings under FINRA Rules 5122 ("Private Placements of Securities Issued by Members") and 5123 ("Private Placements of Securities").
FINRA stated that the amendments, among other things, supply additional questions or clarification in the "Offering Information" section of the Form to provide FINRA with (i) "more focused and complete" information that would reduce the need for follow-up inquires by FINRA staff and (ii) better information regarding private placement transactions which present the greatest risk. The proposed changes specifically address information regarding (i) contingent offerings, (ii) the disciplinary history of involved parties and (iii) use of proceeds. Additionally, the proposed amendments would add a new question in relation to FINRA Rule 3280 ("Private Securities Transactions of an Associated Person").
Comments on the proposed amendments must be submitted within 21 days following their publication in the Federal Register.
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