Securities Law

Written by Terry R. Weiss and Matthew S. Johns

In the wake of recent cybersecurity breaches, the SEC and FINRA simultaneously issued reports this week to the securities industry summarizing cybersecurity examination findings and to investors recommending certain precautions to safeguard online investment information.

In its Risk Alert – Cybersecurity Examination Sweep Summary, the SEC describes the results from examinations of more than 100 broker-dealers and investment advisors, the relative split between the two being unspecified. Nevertheless, the findings reveal that the vast majority of broker-dealers and investment advisors have made cybersecurity a priority and implemented appropriate cybersecurity policies and programs. The findings also suggest that broker-dealers have more thorough cybersecurity policies and programs in place than investment advisors.Continue Reading SEC, FINRA Issue Reports on Cybersecurity

Section 15(b) of the Securities Exchange Act of 1934 (the Act) requires registration of any broker-dealer effecting securities transactions by means of interstate commerce unless an appropriate exemption is available. In order to register as a broker-dealer in the United States, an application for registration—called Form BD—must be made to the SEC and a self-regulatory organization (SRO), which, in most instances, will be the Financial Industry Regulatory Authority (FINRA).

Form BD asks questions about the background of the broker-dealer and its principals, controlling persons, employees, affiliates, parent entities and subsidiaries. The broker-dealer must meet the statutory requirements to engage in a business that involves high professional standards, and quite often includes the more rigorous responsibilities of a fiduciary. Form BD is filed on FINRA’s Central Registration Database, an online system designed by FINRA and the state regulators to centralize broker-dealer registration. Once filed, the SEC has 45 days to issue an order granting registration or institute a proceeding to determine whether registration should be denied. The SEC does not charge a fee for filing Form BD.Continue Reading Steps to Becoming a Broker Dealer

The Financial Industry Regulatory Authority, Inc. (FINRA) regulates member brokerage firms and exchange markets in the United States.

FINRA is a not-for-profit non-governmental organization that acts as a self-regulatory organization (SRO). SROs were created by the Securities Exchange Act of 1934 to enforce certain industry standards and requirements related to securities trading and brokerage. FINRA is subject to the oversight of the Securities and Exchange Commission (SEC).

FINRA licenses individuals and admits firms to the industry, writes rules to govern their behavior, examines them for regulatory compliance, and disciplines registered representatives and member firms that fail to comply with federal securities laws and FINRA’s rules and regulations. FINRA maintains the Central Registration Depository, a database of all registered individuals and firms. In addition, FINRA provides education and qualification examinations for securities industry professionals.Continue Reading What is FINRA?