July 22, 2019

July 19, 2019

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FINRA Reminds Firms of Obligations Under Rule 15c2-11(a)(4)

On March 20, the Financial Industry Regulatory Authority, Inc. (FINRA) released Regulatory Notice 19-09, which reminds members of their obligations under Securities Exchange Act Rule 15c2-11 and FINRA Rule 6432 (Compliance with the Information Requirements of Rule 15c2-11). Rule 15c2-11 prohibits a broker-dealer from publishing (or submitting for publication) a quotation in an unlisted security on a quotation medium unless the broker-dealer has reviewed current information regarding the issuer of the security. With respect to quotes in the security of a foreign private issuer, Rule 15c2-11(a)(4) requires a broker-dealer to review and make reasonably available upon request certain information published by the issuer since the beginning of its last fiscal year. In Regulatory Notice 19-09, FINRA informed members that linking to an issuer’s website that requires the investor to attest that he or she is a resident of a non-US jurisdiction or that prohibits US persons from accessing the website will not satisfy the Rule 15c2-11(a)(4) requirements (or the related FINRA Rule 6432 requirements) as such information is not considered to be “reasonably available” to US persons.

More information is available in Regulatory Notice 19-09.

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About this Author

Michael T. Foley, Katten, Lawyer, Finance, FINRA, Chicago
Special Counsel

Michael Foley represents broker-dealers, investment advisers and other financial services industry participants with respect to a broad spectrum of legal and regulatory matters arising under the federal securities laws.

Michael has nearly 20 years of experience in private practice and in-house at both a large, full-service broker-dealer and at an online discount broker-dealer, advising broker-dealers and other financial institutions regarding compliance with the federal securities and commodities laws, and with the regulations of the US Securities and Exchange...

Laura Krcmaric, Financial Services Attorney, Katten Law Firm

Laura Krcmaric represents clients in the financial services industry, focusing on regulatory and compliance work. Prior to joining Katten, Laura served as counsel for Credit Suisse, where she provided advice to the private banking and wealth management division. She also was an honors intern with the Securities and Exchange Commission.

While in law school, Laura served as a staff member and symposium editor for the North Carolina Law Review. She also was a member of the Community Development Law Clinic, representing nonprofit organizations.