Series 24 key terms
Series 24 · Get comfortable with the vocabulary.
- Form U4
- Related: Form U5, Statutory disqualification
A uniform form used to register an associated person with FINRA and states. It collects employment history, qualifications, and disciplinary disclosures, and must be kept accurate and amended when facts change.
- Form U5
- Related: Form U4, Continuing education
A uniform termination notice a member firm files when a registered person leaves. It states the reason for termination and discloses reportable events, starting the clock on registration retention and disclosure.
- Statutory disqualification
- Related: Form U4, Fingerprinting requirement
A legal condition, such as certain criminal convictions, court injunctions, or regulatory orders, that bars a person from association with a member firm unless the firm obtains relief or approval.
- Fingerprinting requirement
- Related: Form U4, Statutory disqualification
A rule requiring most associated persons to be fingerprinted soon after hire so the FBI can check criminal history; firms must file the results with the designated agency.
- Office of Supervisory Jurisdiction (OSJ)
- Related: Written supervisory procedures (WSPs)
A branch location where the firm conducts key supervisory functions, such as reviewing orders, hiring, or structuring offerings. It must be registered and inspected at least annually.
- Outside business activity
- Related: Private securities transaction, Written supervisory procedures (WSPs)
Compensated employment or a business activity outside the member firm that an associated person must disclose. The firm reviews it for conflicts, time demands, and supervisory concerns.
- Private securities transaction
- Related: Outside business activity, Written supervisory procedures (WSPs)
A sale of securities by an associated person outside the firm. The person must give prior written notice, and the firm may approve, reject, or require the deal to go through the firm.
- Continuing education
- Related: Written supervisory procedures (WSPs)
Ongoing training for registered persons. The Regulatory Element is prescribed and taken periodically; the Firm Element is an annual needs-based program set by the member firm.
- Written supervisory procedures (WSPs)
- Related: Supervisory control system, Books and records
The firm's written policies and procedures describing how it supervises each business line to comply with applicable rules. They must be maintained, updated, and reasonably designed.
- Supervisory control system
- Related: Annual CEO certification, Written supervisory procedures (WSPs)
The firm's internal framework of policies, reviews, and controls used to supervise its businesses. It must be reasonably designed to achieve compliance with securities laws and rules.
- Annual CEO certification
- Related: Supervisory control system, Written supervisory procedures (WSPs)
A yearly certification by the firm's CEO, under FINRA Rule 3130, that the supervisory control system is reasonably designed to achieve compliance; it must describe the system and any changes.
- Books and records
- Related: Written supervisory procedures (WSPs)
Records a broker-dealer must create and keep under SEC Rules 17a-3 and 17a-4, such as blotters, ledgers, confirmations, and correspondence, for specified retention periods.
- Business continuity plan
- Related: Written supervisory procedures (WSPs)
A written plan for continuing operations and recovering from disruptions such as disasters or system failures. It must be reviewed and updated at least annually.
- Anti-money laundering program
- Related: Suspicious Activity Report (SAR), Customer Identification Program (CIP)
A required program with written policies, a designated AML compliance officer, ongoing training, and independent testing, designed to detect and report money laundering and suspicious activity.
- Suspicious Activity Report (SAR)
- Related: Anti-money laundering program, Customer Identification Program (CIP)
A confidential report filed with FinCEN when a firm knows, suspects, or has reason to suspect illegal activity. The firm may not tell the customer that a report was filed.
- Customer Identification Program (CIP)
- Related: Anti-money laundering program, Know Your Customer (KYC)
Procedures required by the USA PATRIOT Act to verify a customer's identity, keep records of the verification, and check government lists before opening an account.
- Regulation Best Interest (Reg BI)
- Related: Know Your Customer (KYC)
An SEC rule requiring a broker-dealer to act in a retail customer's best interest when recommending securities, with care, disclosure, conflict, and compliance obligations.
- Know Your Customer (KYC)
- Related: Regulation Best Interest (Reg BI), Customer Identification Program (CIP)
The firm's duty to learn essential facts about each customer, including identity, finances, and investment goals, so it can supervise the account and make suitable recommendations.
- Discretionary account
- Related: Third-party trading authorization, Know Your Customer (KYC)
An account for which the customer gives written authority allowing a representative to choose securities or timing. The firm must approve the account and supervise its activity.
- Third-party trading authorization
- Related: Discretionary account
Written authority letting someone other than the account holder place trades or withdraw assets. The firm reviews the document, often a power of attorney, before allowing activity.
- Options account approval
- Related: Know Your Customer (KYC)
Before options trading, the firm must collect customer financial and experience information, approve the account under its procedures, and deliver the Options Disclosure Document.
- Confirmation
- Related: Books and records, Best execution
A written notice sent at or before settlement that states the security, price, commission, and other key terms of a transaction, as required by SEC Rule 10b-10.
- Customer complaint
- Related: Written supervisory procedures (WSPs)
A written grievance from a customer about the firm's activities. Firms must log and investigate complaints and report certain ones to FINRA under Rule 4530.
- Market maker
- Related: Best execution, Order routing disclosure (Rule 606)
A firm that continuously quotes bid and ask prices in a security and stands ready to buy and sell for its own account. It must honor its quotes and meet related obligations.
- Best execution
- Related: Manning rule (trading ahead), Order routing disclosure (Rule 606)
The duty to seek the most favorable terms reasonably available for customer orders, considering price, speed, and likelihood of execution under current market conditions.
- Manning rule (trading ahead)
- Related: Best execution, Market maker
A FINRA rule that generally bars a firm from trading ahead of a customer's marketable order in the same security, protecting customer orders from being disadvantaged.
- Markup/markdown
- Related: Best execution, Market maker
The difference between the price a firm pays or receives in a principal trade and the price charged to the customer. It must be fair and reasonable, not excessive.
- Short sale locate
- Related: Threshold securities
A requirement before a short sale that the firm identify shares available to borrow or document a reasonable basis to believe they can be borrowed, under Regulation SHO.
- Threshold securities
- Related: Short sale locate
Securities with persistent failures to deliver. Regulation SHO imposes close-out and pre-borrow requirements on short sales in these securities to reduce settlement problems.
- Limit up/limit down (LULD)
- Related: Market maker
Exchange price bands that pause trading in an individual stock when it moves outside specified percentages in a short period, helping limit extreme volatility.
- Order routing disclosure (Rule 606)
- Related: Best execution
SEC Rule 606 requires firms to publish quarterly reports showing where customer orders are routed, including venues and any payment for order flow.
- Underwriting
- Related: Syndicate, Due diligence
The process of raising capital by selling a company's securities to investors. An underwriter buys the securities or sells them for the issuer and performs due diligence.
- Syndicate
- Related: Underwriting, Due diligence
A group of underwriters that jointly distribute a securities offering and share the risk. The managing underwriter typically allocates securities and sets the offering terms.
- Due diligence
- Related: Underwriting, Syndicate
The reasonable investigation an underwriter and its counsel conduct into an issuer, its business, and the offering to confirm that disclosure is accurate and complete.
- Quiet period
- Related: Research report, Information barrier
A period after an IPO when research coverage is restricted. FINRA Rule 2241 limits publishing research and communications by managers and participating analysts for set periods.
- Research report
- Related: Quiet period, Information barrier
A written communication that analyzes a security or issuer and usually includes a recommendation. It is subject to FINRA Rule 2241 content, approval, and disclosure rules.
- Information barrier
- Related: Research report, Underwriting
Policies and physical or electronic controls that stop confidential investment banking information from reaching research or trading staff who could misuse it.
- Fairness opinion
- Related: Due diligence, Information barrier
An opinion that the consideration in a transaction is fair from a financial point of view. FINRA Rule 5150 requires disclosure of the opinion and conflicts.