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New FINRA Rule 5123Notice Filing Obligations for Private Placements

July 03, 2012

By THE SECURITIES & CAPITAL MARKETS PRACTICE GROUP

On June 7, 2012, the SEC approved on an accelerated basis proposed FINRA Rule 5123. Rule 5123 will require FINRA member firms that participate in certain private placements of securities to make notice filings (which must include a copy of the offering document used in the private placement, if any) with FINRA, subject to certain exceptions, the effect of which is to require compliance for mainly retail investor marketed offerings.