Description

A focused course, tailored for you

The Broker-Dealer Legal Counsel Reg BI and Marketing Rule Review Course

A working method for legal review of broker-dealer disclosures, marketing pieces, and Reg BI Form CRS updates, with templates a litigator and an examiner can both defend.

Marketing review is the bottleneck. Reg BI is the trapdoor. Both sit on the desk of in-house Legal Counsel at the broker-dealer, and the business expects same-day turnaround on pieces that name share classes, fees, performance scenarios, and advisory comparisons.

$199 one-time

Tailored to your situation. Access within 24 hours. 30-day money-back.

Includes a hand-built implementation playbook delivered alongside course access, generated for your specific situation.

Why this course

In-house Legal Counsel at a US broker-dealer carries three queues that the rest of the legal function does not always see. Queue one is marketing review under SEC Rule 206(4)-1 (the Marketing Rule) and FINRA Rule 2210, where retail communications, correspondence, and institutional communications each carry different filing, review, and supervisory expectations, and the business team treats every review cycle as an emergency. Queue two is Regulation Best Interest, where Form CRS amendments, the care obligation file, the disclosure obligation language in account documents, and the conflicts inventory all have to stay aligned, and where examiners now ask for the specific evidence that the firm considered reasonably available alternatives. Queue three is the running drip of FINRA sweep letters, SEC Risk Alerts, examination requests, and enforcement matters that arrive without notice and pull capacity away from the first two queues. Without a working method, every piece of marketing review becomes a custom redline, every Reg BI update is reinvented, and every sweep letter consumes the week. This course gives the Legal Counsel role the working method, the templates, the standing comment library, and the decision trees that turn the three queues into a managed function rather than a fire drill.

What you walk away with

Turn around retail marketing review in hours instead of days using a standing comment library tied to Rule 2210 and Marketing Rule language.
Defend the Reg BI care obligation file with documented reasonably available alternatives analysis that an examiner can follow.
Run the Form CRS amendment trigger checklist on every material change without missing the 30-day update window.
Cut the sweep-letter response cycle by half using a pre-built evidence map keyed to common FINRA and SEC request lines.
Maintain a disclosure language inventory across account agreements, fee schedules, and retail communications that survives quarterly product changes.

The 12 modules

Module 1. The Three Queues a Broker-Dealer Legal Counsel Actually Runs

Maps the day-to-day work of an in-house Legal Counsel at a broker-dealer into three running queues: marketing review, Reg BI maintenance, and the regulatory inbound stream of FINRA sweep letters and SEC exam requests. Establishes the cadence and decision points for each queue, names the artefacts each one produces, and shows the working method the rest of the course builds out. Includes a queue diagnostic worksheet.

Module 2. Marketing Rule 206(4)-1 Review for Dual-Registered Broker-Dealers

Walks through the Marketing Rule definition of an advertisement, the seven prohibitions, testimonial and endorsement requirements, third-party rating rules, and the performance presentation standards. Provides a per-category review checklist for testimonials, hypothetical performance, predecessor performance, and case studies, with worked-example redlines on the most common borderline pieces, and templates for the substantiation file the rule requires the adviser to maintain.

Module 3. FINRA Rule 2210 Categorisation and Filing Decisions

Distinguishes retail communications, correspondence, and institutional communications under Rule 2210, including the filing requirements for new member firms, the categories of retail communications that require pre-use filing, the supervision standards that apply to each category, and the recordkeeping the rule expects. Includes a categorisation decision tree, a filing-required reference card, and example redlines on pieces that sit on the borderline between retail and institutional treatment.

Module 4. The Standing Comment Library That Cuts Marketing Review to Hours

Builds the central deliverable of the course: a standing comment library of pre-approved redline language, disclosure footers, performance disclaimers, comparison-chart language, and risk warnings that a Legal Counsel can drop into a marketing redline rather than draft from scratch. Shows how to maintain the library across product changes, fee changes, and rule updates, and how to socialise it with Compliance and Supervision so the same language survives the supervisory review step.

Module 5. Regulation Best Interest Care Obligation and Reasonably Available Alternatives

Covers the four Reg BI obligations with a working focus on the care obligation and the reasonably available alternatives analysis examiners now ask for in writing. Provides the documentation template for the care file, the comparison worksheet for share classes, and the evidence package a legal team needs to defend a recommendation under the care obligation. Includes the SEC staff statements and FINRA guidance that frame what examiners expect to see in the file.

Module 6. Form CRS Amendment Triggers and the Thirty-Day Window

Goes through every material-change trigger that requires a Form CRS amendment under SEC Rule 17a-14 and the parallel adviser rule, the thirty-day filing window, the redlining and posting workflow, and the recordkeeping. Includes a trigger checklist tied to the typical product, fee, and conflict events that produce Form CRS amendments at retail broker-dealers, and a worked example of a clean amendment cycle from event to posted document.

Module 7. Reg BI Disclosure Obligation in Account Documents and Retail Communications

Walks through the disclosure obligation requirements that sit inside new-account documentation, fee schedules, conflicts disclosures, and retail-facing marketing. Shows how to keep the disclosure language inventory in sync across documents, how to handle layered disclosure with cross-references, and how to coordinate the disclosure refresh with the Form CRS amendment cycle. Includes the inventory template and a coordination checklist for Legal, Compliance, and Marketing.

Module 8. FINRA Sweep Letter and SEC Risk Alert Response Playbook

Provides a pre-built evidence map keyed to the most common FINRA sweep and SEC exam request lines (Reg BI implementation, marketing review, complex products, off-channel communications, cash sweep practices). Shows how to triage the inbound, identify the right business owner for each request line, package the production with the right legal cover, and close the loop with the regulator. Includes a response-letter template and an internal owner-assignment worksheet.

Module 9. Complex Product Review for Retail Distribution

Focuses on the legal review of complex product disclosures, retail communications, and Reg BI evidence files for non-traditional ETFs, structured products, alternatives, and managed account programmes where the business pushes for retail distribution. Provides the disclosure language standards, the suitability documentation, and the marketing-piece red lines a Legal Counsel can use without having to rebuild the analysis for each new product launch.

Module 10. Off-Channel Communications and the Recordkeeping Footprint

Covers the recordkeeping obligations under SEC Rule 17a-4 and the FINRA supervisory expectations around off-channel communications, including text, personal email, and messaging platforms. Provides the policy language, the attestation cadence, the surveillance workstream a Legal Counsel coordinates with Compliance, and the enforcement-response playbook for the now-routine off-channel matters that arrive after every wave of industry actions.

Module 11. Cybersecurity and Customer Data Disclosure Obligations

Walks through SEC Regulation S-P, the amendments that introduced customer notification requirements, the cyber incident disclosure rules, and the privacy disclosure language broker-dealers maintain. Provides the disclosure-language inventory addition, the incident-response legal checklist, the customer-notification template, and the coordination workflow with Compliance, Operations, and the firm's privacy function.

Module 12. Running the Legal-Counsel Desk as a Managed Function

Closes by combining the eleven prior modules into a running operating model for the Legal Counsel desk: weekly cadence for marketing review, monthly cadence for Reg BI and Form CRS, quarterly cadence for disclosure refresh, and an always-on lane for sweep letters and exam requests. Includes a one-page operating model the learner can hand to a new General Counsel, a Compliance Officer, or a successor in the role, plus the metrics that show the function is under control.

How this addresses your situation

Specific modules that map to what you said you are dealing with.

Marketing piece sits in queue with same-day expectation: modules 2, 3, 4 give the standing comment library and the categorisation decision tree that turn the redline around in hours.

Reg BI care file gets a question from Compliance or an examiner: modules 5, 7, 9 give the reasonably available alternatives template and the disclosure inventory.

Product change triggers a Form CRS question: module 6 gives the amendment trigger checklist and the thirty-day workflow.

FINRA sweep letter or SEC exam request lands in the inbox: modules 8, 10 give the evidence map, the owner-assignment worksheet, and the response template.

What you get with this course

Twelve text-based modules in the Art of Service learning environment, each with a downloadable template, decision tree, or redline example.
The standing comment library starter set keyed to Marketing Rule 206(4)-1 and FINRA Rule 2210.
The Reg BI care obligation documentation template and the reasonably available alternatives worksheet.
The Form CRS amendment trigger checklist and the disclosure language inventory template.
The FINRA sweep and SEC exam response evidence map, owner-assignment worksheet, and response-letter template.
The hand-built implementation playbook for the Legal Counsel desk, delivered alongside course access.

What you will have in hand by Day 1, Week 1, Month 1

Hour 1: Run the queue diagnostic from module 1 against the actual desk.

Week 1: Stand up the standing comment library from modules 2, 3, 4 and replace the first three custom redlines with library language.

Week 2: Build out the Reg BI care obligation file and the reasonably available alternatives worksheet from module 5.

Week 3: Run the Form CRS amendment trigger checklist from module 6 against the current product and fee inventory.

Week 4: Drop the FINRA sweep and SEC exam response evidence map from module 8 into the legal-inbound workflow.

Ongoing: Maintain the disclosure language inventory and the operating model cadences from modules 7, 11, 12.

Before and after

Before

Marketing review is a custom redline every time, the Reg BI care file is rebuilt from memory for each examiner question, Form CRS amendments are scrambled together when somebody notices a material change, sweep-letter responses consume the week, and the disclosure language drifts across account documents and retail communications.

After

Marketing review turns around in hours against a standing comment library, the Reg BI care file is a maintained artefact with a documented reasonably available alternatives analysis, Form CRS amendments run on a checklist tied to material-change triggers, sweep-letter responses come out of a pre-built evidence map, and the disclosure language inventory stays in sync across every document the firm puts in front of a retail customer.

What happens if you do not address this

Without the working method, the Legal Counsel desk stays in fire-drill mode. Marketing turnaround is the constant complaint from the business, the Reg BI care file is the first thing an examiner asks for and the first thing the firm cannot produce on the spot, Form CRS amendments slip the thirty-day window because the trigger event was not flagged, and the next sweep letter consumes the quarter. The risk is not a single failure. The risk is that the desk never moves from reactive to managed, and the person sitting at it becomes the bottleneck the business team works around.

Who it is for

An in-house Legal Counsel at a US broker-dealer or dual-registered broker-dealer and investment adviser, sitting in the legal function and accountable for marketing review, Reg BI compliance support, Form CRS amendments, sweep-letter responses, and the disclosure language in account agreements and retail-facing communications. Likely two to ten years post-bar, with securities-law background, working alongside Compliance, Supervision, Product, and Marketing teams. The course is built for the person who actually sits with the redlines and the Form CRS draft, not the General Counsel signing off at the end.

Who this is NOT for. Not for outside counsel running broker-dealer regulatory practices on the litigation or enforcement side, not for Compliance Officers whose remit is supervision and surveillance rather than legal review, not for retail registered representatives, and not for institutional sales counsel whose work centres on capital markets transactions rather than retail disclosures.

How it arrives

Text-based course in the Art of Service learning environment, plus downloadable templates and worked examples for every module, plus the hand-built implementation playbook delivered alongside course access.

Time investment. About twenty to twenty-five hours total across the twelve modules, paced over four weeks if the learner is also running the desk in parallel. Each module sits at ninety minutes to two hours of read-and-apply, plus the template work that produces the artefact the module is built around.

Why $199 is the right number

Outside counsel produces excellent bespoke advice at a multiple of this price and on a custom timeline, and is the right choice for novel enforcement matters. Compliance-association webinars cover the rules at a conceptual level without the working templates a Legal Counsel can apply to a redline on a Tuesday afternoon. CLE programmes refresh the legal framework without producing the standing comment library. This course sits in the gap where the in-house Legal Counsel actually works: rule fluency assumed, the deliverable is the running method.

FAQ

Does this assume the firm is a broker-dealer only, or also an investment adviser?

The course is built for the dual-registered context most retail broker-dealers operate in, with the Marketing Rule 206(4)-1 material covering the adviser side and the FINRA Rule 2210 material covering the broker-dealer side. A pure broker-dealer learner can skip the Marketing Rule depth in module 2; a pure adviser learner can skip the Rule 2210 depth in module 3. The rest of the course applies to both.

Is the implementation playbook generic or built for my desk?

It is hand-built for the buyer's desk after purchase. The course content is the same for every learner, but the implementation playbook is sized to the buyer's product mix, examiner posture, sweep-letter history, and the seat the learner sits in.

How current is the Reg BI and Marketing Rule material?

The material reflects the SEC staff statements, FINRA guidance, and recent exam priorities that drive what examiners ask for in writing today. The standing comment library is built to be maintained against rule and guidance updates, and the implementation playbook flags where the buyer's firm should refresh the disclosure language inventory on the next quarterly cycle.

Can the standing comment library be used directly, or is it a starting point?

A starting point. The library is built as a starter set of language, redlines, and decision trees that the in-house team adapts to the firm's product mix, supervisory standards, and house style. The implementation playbook walks the buyer through the first three adaptation cycles.

30-day money-back guarantee. If after a week of working through the materials this is not what you needed, reply to the receipt email and a full refund is processed. No questions, no forms.

Within 24 hours your account in the learning environment is provisioned and the tailored implementation playbook is delivered alongside it.