• FINRA reminds broker-dealers of obligations in Regulation D offerings
  • July 1, 2010 | Author: Craig F. Zappetti
  • Law Firm: Saul Ewing LLP - Philadelphia Office
  • In the notice, broker-dealers are reminded that although the offering is exempt from the registration requirements of Section 5 under the Securities Act of 1933, the antifraud provisions of the federal securities laws still apply to the offering of such securities. Moreover, recommendations of securities offered under Regulation D must meet the suitability requirements of NASD Rule 2310 (Recommendations to Customers - Suitability) and comply with NASD Rules 2210 (Communications with Customers and the Public) and 3010 (Supervision). Whether you are a registered broker-dealer acting as a placement agent in a Regulation D offering, or an issuer planning to engage a broker-dealer, attention should be paid to FINRA’s reminder.