FINRA Rule 2210 governs broker dealers' communications with the public including communications with retail and institutional investors. The rule provides standards for the content, approval, recordkeeping and filing of communications with FINRA.
Firms, in general, must comply with FINRA Rule 2210 when communicating with the public, including communications with retail and institutional investors. The rule establishes standards for the content, approval, recordkeeping and filing of communications with FINRA.
There are three categories of firm communications defined and regulated by FINRA Rule 2210.
- Retail communication - Any written communication, including electronic, distributed or made available to more than 25 retail investors within any 30 calendar-day period
- Correspondence - Similar to retail communication, but is limited to 25 or fewer retail investors
- Institutional communication - Any written communication, including electronic, distributed or made available only to institutional investors, such as banks, insurance companies and registered investment companies, among others. A firm’s internal communications are not covered by this definition.
FINRA’s Advertising Regulation Department reviews firms’ advertisements and other communications with the public to ensure they are fair, balanced, not misleading and comply with the standards of the SEC, MSRB and SIPC advertising rules. The department reviews more than 100, 000 communications every year that are submitted either as required by FINRA’s rules or voluntarily by firms.
After reviewing the communications, the department provides firms with written commentary and if it finds egregious violations of the rules, the staff will instruct a firm to cease using the communication and may refer the matter for disciplinary action.
How to Submit Communications for Review
Firms can file communications for review via Advertising Regulation Electronic Files (AREF), an online application. In addition, firms can use AREF to view, print and save the department’s review letters. The vast majority of communications are filed electronically through AREF. However, firms still wishing to submit hard copies must use the Filing Cover Sheet. Effective September 28, 2015, FINRA migrated the AREF system to a new platform that allows firms to submit advertising-related files through a wide variety of formats and to submit larger files. For more details about the system, please see the Advertising Regulation Electronic Files page.
Through this fee-based program, the department reviews communications broker-dealers file primarily in response to the requirements set forth in FINRA's rules. The department reviews the communications and provides written commentary to the firms, and if the department finds egregious violations, the staff will instruct a firm to cease using the communication and may refer the matter for disciplinary action.
FINRA’s Advertising Regulation Department periodically reviews communications that have not been previously filed or subject to the filing requirements from select groups of firms. These targeted exams, or sweeps, generally target areas of regulatory concern, such as a new type of product, or an investor protection issue such as how a firm is using social media (e.g. Facebook, Twitter, LinkedIn, blogs) in the conduct of its business. If a review reveals any rule violations, the department will provide a written Review Letter to the firm and look into the preparation and use of the material. It also may refer the matter for disciplinary action.
FINRA's educational materials highlight news, regulatory updates and other compliance topics. You can find advertising-related education using the following links.