Series 14 study materials
Series 14 study resources

Series 14 key terms

Series 14 · Get comfortable with the vocabulary.

Chief Compliance Officer (CCO)

The senior officer a broker-dealer designates to run its compliance program, allocate compliance resources, and certify certain filings to regulators. The person needs real authority to enforce policies and report to senior management.

Related: Code of Ethics, Regulatory Examination
Code of Ethics

A firm's written standards of conduct covering employee behavior, conflicts of interest, and personal trading. It must be distributed, acknowledged, and enforced through supervision and training so the standards are actually followed.

Related: Personal Account Dealing, Chief Compliance Officer (CCO)
Anti-Money Laundering (AML) Program

A required written program to detect and deter money laundering, including internal policies, a designated compliance officer, ongoing training for employees, and independent testing of how well the program works.

Related: Suspicious Activity Report (SAR), Independent Testing, Customer Identification Program (CIP)
Independent Testing

A periodic review by someone outside the AML function, such as internal audit or an outside firm, that checks whether the anti-money-laundering program is effective and actually followed in practice.

Related: Anti-Money Laundering (AML) Program, Suspicious Activity Report (SAR)
Statutory Disqualification

A legal condition, such as certain criminal convictions or regulatory actions, that bars a person from working with a broker-dealer unless FINRA grants relief after reviewing the matter.

Related: Form U4, Form U5
Regulatory Examination

A review by FINRA, the SEC, or a state regulator of a firm's compliance, books, records, and supervisory practices. Findings can lead to a deficiency letter, a fine, or formal disciplinary action.

Related: Deficiency Letter, Books and Records Rule (Rule 4511)
Deficiency Letter

Written notice from a regulator listing rule violations or control weaknesses found during an examination and requiring the firm to fix them within a stated period.

Related: Regulatory Examination
Written Supervisory Procedures (WSP)

A firm's written description of how it supervises employees and activities to comply with securities laws and FINRA rules. The procedures must fit the firm's actual business and be updated as that business changes.

Related: Supervision Rule (FINRA Rule 3110), Designated Supervisory Principal
Supervision Rule (FINRA Rule 3110)

FINRA's supervision rule, requiring firms to maintain a system with written procedures, designated supervisors, review of transactions and correspondence, and regular inspections of offices and activities.

Related: Written Supervisory Procedures (WSP), Branch Office Inspection
Designated Supervisory Principal

A registered person the firm assigns to supervise particular offices, activities, or representatives. The assignment and its scope must be documented so responsibility is clear to everyone involved.

Related: Written Supervisory Procedures (WSP), Principal Approval
Annual Compliance Meeting

A yearly meeting where registered representatives and supervisors review compliance policies, regulatory changes, and conduct expectations. The firm keeps records showing who attended and what topics were covered.

Related: Continuing Education, Written Supervisory Procedures (WSP)
Branch Office Inspection

A periodic on-site review of a branch's books, records, and activities by firm personnel to confirm compliance with procedures. Offices of supervisory jurisdiction must be inspected at least annually.

Related: Supervision Rule (FINRA Rule 3110), Designated Supervisory Principal
Principal Approval

Review and sign-off by a registered principal before a communication, transaction, or account is used or opened, confirming it meets firm standards and applicable rules.

Related: Retail Communication, Correspondence
Heightened Supervision

A more intensive monitoring plan imposed on a representative, office, or activity with a history of problems, with closer review of trades, correspondence, and customer contact than usual.

Related: Supervision Rule (FINRA Rule 3110), Personal Account Dealing
Continuing Education

Ongoing required training for registered persons: a regulatory element set by FINRA covering rules and ethics, and a firm element the member firm designs to fit its own business.

Related: Annual Compliance Meeting
Personal Account Dealing

Employees trading in their own accounts, which firms monitor through pre-clearance, holding periods, and periodic review to prevent conflicts and misuse of inside information.

Related: Code of Ethics, Information Barrier
Outside Business Activity

Any paid or business-related activity a registered person conducts away from the firm, beyond passive investments. The person must give written notice to, and get approval from, the firm first.

Related: Private Securities Transaction
Private Securities Transaction

A securities transaction outside the normal course of the firm's business, such as selling a private placement to a customer. The representative must notify the firm in writing and get approval before proceeding.

Related: Outside Business Activity
Know Your Customer (KYC)

Collecting and verifying information about a customer, including identity, financial situation, and investment goals, so the firm can serve the account properly and meet its regulatory duties.

Related: Suitability, Customer Identification Program (CIP)
Suitability

The duty to recommend only securities or strategies that fit a customer's investment profile, including objectives, risk tolerance, time horizon, financial situation, and needs, based on reasonable diligence.

Related: Know Your Customer (KYC), Regulation Best Interest
Regulation Best Interest

SEC rule requiring broker-dealers to act in a retail customer's best interest when recommending securities or strategies, through obligations of care, disclosure, conflict management, and a written compliance policy.

Related: Suitability, Communications with the Public (Rule 2210)
Communications with the Public (Rule 2210)

FINRA rule governing advertising, sales literature, and other public communications by firms. It sets content standards, principal approval requirements, and filing obligations that vary by communication type.

Related: Retail Communication, Correspondence, Principal Approval
Retail Communication

Written or electronic material distributed to more than 25 retail investors within 30 days. It needs principal approval before use and may have to be filed with FINRA.

Related: Correspondence, Communications with the Public (Rule 2210)
Correspondence

Written or electronic communication between the firm and 25 or fewer retail investors within 30 days. Firms must review and supervise it under their written procedures.

Related: Retail Communication, Principal Approval
Information Barrier

Policies that restrict how material nonpublic information moves between departments, such as investment banking and research, to prevent misuse and manage conflicts of interest.

Related: Insider Trading, Personal Account Dealing
Insider Trading

Buying or selling securities while holding material nonpublic information, or passing such information to someone who trades, in breach of a duty. Federal securities law prohibits it.

Related: Information Barrier
Best Execution

The duty to seek the most favorable terms reasonably available for customer orders, weighing price, speed, likelihood of execution, order size, and other relevant factors.

Related: Suitability
Gifts and Entertainment

Firm limits and rules on giving or receiving items of value with clients and business partners, designed to prevent improper influence and to require disclosure or pre-approval.

Related: Regulation Best Interest, Code of Ethics
Suspicious Activity Report (SAR)

A confidential report filed with FinCEN when a firm suspects a transaction involves illegal activity or money laundering. The firm must not tell the customer that a report was made.

Related: Anti-Money Laundering (AML) Program, Customer Identification Program (CIP)
Customer Identification Program (CIP)

Procedures to verify each new customer's identity, typically using name, address, date of birth, and an identification number, before or soon after the account is opened.

Related: Know Your Customer (KYC), Anti-Money Laundering (AML) Program
Books and Records Rule (Rule 4511)

FINRA rule requiring firms to make and keep books and records that accurately reflect their business, and to retain them for the periods SEC rules set.

Related: Regulatory Examination
Complaint (Rule 4530)

A written grievance from a customer or other person alleging misconduct by the firm or an associated person. Firms must report certain complaints to FINRA and keep related records.

Related: Books and Records Rule (Rule 4511), Regulatory Examination
Form U4

The uniform application used to register associated persons, covering employment history, qualifications, and disciplinary events. It must be amended when the information changes.

Related: Form U5, Statutory Disqualification
Form U5

The uniform termination notice filed when a registered person leaves a firm, stating the reason for termination and any conduct concerns. It is generally due within 30 days.

Related: Form U4, Statutory Disqualification
Net Capital Rule (Rule 15c3-1)

SEC rule requiring a broker-dealer to keep a minimum amount of liquid capital in relation to its liabilities and the risk of its business, so customers are protected if the firm fails.

Related: Customer Protection Rule (Rule 15c3-3), FOCUS Report
Customer Protection Rule (Rule 15c3-3)

SEC rule requiring firms to safeguard customer securities and free credit balances by segregating them and keeping a special reserve bank account for the benefit of customers.

Related: Reserve Bank Account, Net Capital Rule (Rule 15c3-1)
Reserve Bank Account

A special account a broker-dealer holds for the exclusive benefit of customers, funded by the amount of customer credits the firm owes, calculated under the customer protection rule.

Related: Customer Protection Rule (Rule 15c3-3)
FOCUS Report

The Financial and Operational Combined Uniform Single report, a periodic regulatory filing showing a firm's financial condition, net capital, and key operational data.

Related: Net Capital Rule (Rule 15c3-1), Customer Protection Rule (Rule 15c3-3)
Business Continuity Plan

A written plan for how a firm will keep operating and protect customer assets during disruptions such as disasters, system failures, or the loss of key people.

Related: Customer Protection Rule (Rule 15c3-3)