Private Placements of Securities

FINRA Regulatory Notice

FINRA is requesting comment on a new proposal to amend its Rule 5122, which requires certain disclosures to be made in private placements issued by broker-dealers. The amendments would expand the rule to reach all private placements in which a broker-dealer participates (i.e. not just those in which it is an issuer), and would eliminate a current exemption in the rule for broker-dealers acting in a "wholesaling" capacity.

Please contact any of the following Cadwalader attorneys if you have any questions about this item:

Steven Lofchie; steven.lofchie@cwt.com

Jeffrey Robins; jeffrey.robins@cwt.com

Maurine Bartlett; maurine.bartlett@cwt.com

Glen Barrentine; glen.barrentine@cwt.com

Document Number

FINRA RN 11-04

Date

January 11, 2011

Cross References (links may require a Cabinet subscription)

FINRA Rule 5122