The Financial Industry Regulatory Authority (“FINRA”) is requesting comments on proposed changes to FINRA Rule 5110 (the “Corporate Financing Rule”) that would address certain deferred compensation arrangements for financial advisory services in connection with public offerings. The proposed changes principally modify Rule 5110(f), the provision that sets out the list of prohibited compensation to underwriters in connection with public offerings. If adopted, the proposed rule changes would liberalize the use of termination fees, known as tail fees, and rights of first refusal. The proposed rule changes would also eliminate the existing filing requirement for exchange-traded funds that are structured as statutory or grantor trusts and makes certain ministerial amendments to, among other things, reflect the acceptance by FINRA of filings made electronically. In addition, FINRA has adopted an increase of the FINRA corporate finance filing fees, which will become effective July 2, 2012.
View full memo, "FINRA Proposes Important Changes to Corporate Financing Rule to Permit the Receipt of Tail Fees and Rights of First Refusal; Separately Files to Implement an Increase in Corporate Finance Filing Fees"