
[Federal Register: April 24, 2009 (Volume 74, Number 78)]
[Notices]               
[Page 18767]
From the Federal Register Online via GPO Access [wais.access.gpo.gov]
[DOCID:fr24ap09-106]                         

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-59789; File No. SR-FINRA-2009-009]

 
Self-Regulatory Organizations; Financial Industry Regulatory 
Authority, Inc.; Order Approving Proposed Rule Change To Adopt FINRA 
Rule 1122 (Filing of Misleading Information as to Membership or 
Registration) in the Consolidated FINRA Rulebook

April 20, 2009.
    On March 3, 2009, the Financial Industry Regulatory Authority, Inc. 
(``FINRA'') (f/k/a National Association of Securities Dealers, Inc. 
(``NASD'')), filed with the Securities and Exchange Commission 
(``Commission'' or ``SEC''), pursuant to Section 19(b)(1) of the 
Securities Exchange Act of 1934 (``Act'') \1\ and Rule 19b-4 
thereunder,\2\ a proposed rule change to adopt NASD IM-1000-1 as FINRA 
Rule 1122 in the consolidated FINRA rulebook (``Consolidated FINRA 
Rulebook'') \3\ without material change. The proposed rule change was 
published for comment in the Federal Register on March 19, 2009.\4\ The 
Commission received no comment letters in response to the proposed rule 
change. This order approves the proposed rule change.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
    \3\ The current FINRA rulebook consists of two sets of rules: 
(1) NASD Rules and (2) rules incorporated from NYSE (``Incorporated 
NYSE Rules'') (together referred to as the ``Transitional 
Rulebook''). The Incorporated NYSE Rules apply only to those members 
of FINRA that are also members of the NYSE (``Dual Members''). Dual 
members must also comply with NASD Rules. For more information about 
the rulebook consolidation process, see FINRA Information Notice, 
March 12, 2008 (``Rulebook Consolidation Process'').
    \4\ See Securities Exchange Act Release No. 59563 (March 12, 
2009), 74 FR 11792.
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    NASD IM-1000-1 provides that the filing of membership or 
registration information as a Registered Representative with FINRA 
which is incomplete or inaccurate so as to be misleading, or which 
could in any way tend to mislead, or the failure to correct such filing 
after notice thereof, may be deemed conduct inconsistent with just and 
equitable principles of trade and may be subject to disciplinary 
action. The proposed rule change renumbers NASD IM-1000-1 as FINRA Rule 
1122 in the Consolidated FINRA Rulebook and clarifies its applicability 
to members and persons associated with members by specifying that ``no 
member or person associated with a member'' shall file incomplete or 
misleading membership or registration information. FINRA also 
eliminates the reference to the filing of registration information ``as 
a Registered Representative'' to clarify that the rule applies to the 
filing of registration information regarding any category of 
registration. In addition, FINRA deletes the reference that the 
prohibited conduct may be deemed inconsistent with just and equitable 
principles of trade and subject to disciplinary action as unnecessary 
and to better reflect the proposed adoption of the NASD IM as a stand-
alone FINRA rule.
    After careful review, the Commission finds that the proposed rule 
change is consistent with the requirements of the Act, and the rules 
and regulations thereunder that are applicable to a national securities 
association,\5\ and in particular, with Section 15A(b)(6) of the 
Act,\6\ which requires, among other things, that FINRA rules be 
designed to prevent fraudulent and manipulative acts and practices, to 
promote just and equitable principles of trade, and, in general, to 
protect investors and the public interest. FINRA's adoption of NASD IM-
1000-1 as FINRA Rule 1122 in the Consolidated FINRA Rulebook clarifies 
its applicability and provides notice to members of behavior that 
violates just and equitable principles of trade.
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    \5\ In approving this proposal, the Commission has considered 
the proposed rule's impact on efficiency, competition and capital 
formation. See 15 U.S.C. 78c(f).
    \6\ 15 U.S.C. 78o-3(b)(6).
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    It is therefore ordered, pursuant to Section 19(b)(2) of the 
Act,\7\ that the proposed rule change (SR-FINRA-2009-009) be, and 
hereby is, approved.
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    \7\ 15 U.S.C. 78s(b)(2).

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\8\
Florence E. Harmon,
Deputy Secretary.
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    \8\ 17 CFR 200.30-3(a)(12).
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[FR Doc. E9-9386 Filed 4-23-09; 8:45 am]

BILLING CODE 8010-01-P
