FINRA Private Placement Rules (5122 and 5123)

Overview

FINRA Rule 5122 (re Conflicts in Private Placements) and FINRA Rule 5123 (re Filing Requirements in Private Placements) govern the activities of FINRA members in connection with private offerings of securities. Rule 5122 is somewhat parallel to FINRA Rule 5121, which governs conflicts in public offerings (see related page); and Rule 5123 is likewise parallel to FINRA Rule 5110 (the "Corporate Financing Rule—Underwriting Terms and Arrangements"), which, among other things, establishes filing requirements and fee limits in connection with public offerings (see related page).

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