FINRA Communications Filing and Pre-Approval Requirements

To meet FINRA communications filing and pre-approval requirements requirement expectations, you must classify each public-facing message, route covered retail communications through registered principal pre-approval before first use, and retain version-controlled review records that show the basis for claims and required disclosures. Your WSPs must operationalize review, escalation, and supervision under FINRA Rules 2210 and 3110.

Key takeaways:

• Build an intake-to-approval workflow that prevents “first use” until principal sign-off is recorded (FINRA Rule 2210).
• Treat substantiation as a deliverable: every performance/feature/benefit claim needs backup in the review file (FINRA Rule 2210).
• Align marketing supervision, surveillance, and record retention under your broader supervisory system (FINRA Rule 3110).

“Communications with the public” is one of the fastest ways a broker-dealer can create regulatory exposure because marketing teams move quickly, channels multiply, and small wording choices can change whether a statement becomes misleading. FINRA’s baseline expectation is straightforward: communications must not be false or misleading, must not omit material facts, and must provide a sound basis for evaluating what you’re saying (FINRA Rule 2210). Operationally, that means you need a controlled process that (1) identifies what type of communication you are dealing with, (2) applies the right review standard, and (3) documents principal approval and the support for claims before the piece goes live.

This page focuses on “filing and pre-approval” as an operator would use those terms day-to-day: gating release until a qualified principal approves, and maintaining a review file that would stand up in an exam. Even if a specific communication is not filed to FINRA in your fact pattern, your control design should assume examiners will test the same fundamentals: classification, principal pre-approval for retail communications, and supervision via WSPs (FINRA Rule 2210; FINRA Rule 3110).

Plain-English interpretation (what the requirement means)

You may not distribute retail communications or correspondence that contain an untrue statement of material fact, are false or misleading, omit material facts/qualifications, or otherwise fail to give a fair basis for evaluation (FINRA Rule 2210). In practice, this is a “truth-in-advertising plus supervision” requirement:

• Content standard: what you say must be accurate, balanced, and not misleading by omission (FINRA Rule 2210).
• Process standard: you must have a supervisory system, typically memorialized in WSPs, that governs how communications are reviewed, approved, distributed, and retained (FINRA Rule 3110).
• Pre-approval expectation for retail communications: retail communications generally require registered principal approval before first use; your workflow should enforce that gate (FINRA Rule 2210).

Who it applies to (entity and operational context)

Entities: FINRA member broker-dealers (FINRA Rule 2210).

Operational contexts where this shows up:

• Marketing campaigns (web pages, social posts, emails, videos) targeted to retail investors.
• Sales materials used by registered reps (one-pagers, pitch decks, seminar invitations).
• Product communications (new account offers, feature descriptions, risk/benefit comparisons).
• Third-party or co-branded materials distributed by your firm (you still own the compliance outcome once you adopt and distribute).

Functions involved: Compliance/Advertising Review, Supervision, Marketing, Product, Legal, and frontline sales management. Your supervisory system should make it clear who can approve, who can publish, and what happens when teams disagree (FINRA Rule 3110).

Regulatory text

“No member may make any retail communication or correspondence that contains any untrue statement of a material fact, or is otherwise false or misleading. Communications must provide a sound basis for evaluating the facts and must not omit material facts or qualifications.” (FINRA Rule 2210)

Operator translation:

• You need a documented review that tests for accuracy, balance, and omissions.
• You need substantiation in the file for material claims (performance, costs, comparisons, “safe,” “guaranteed,” “best,” “no fees,” and similar).
• You need a release gate so retail communications do not go out until a principal approves them, with the approval recorded (FINRA Rule 2210).
• You need WSPs and supervisory oversight that show how the firm enforces these requirements across channels (FINRA Rule 3110).

What you actually need to do (step-by-step)

1) Build a communication inventory and classification decision tree

Create a simple triage form that forces the requestor to identify:

• Audience (retail vs institutional)
• Channel (web, social, email, print, seminar, app)
• Purpose (brand, product, education, event, offer)
• Whether it will be reused (template vs one-off)
• Whether it includes performance, rankings, comparisons, testimonials, or projections

Output: a classification label (“retail communication,” “correspondence,” or “institutional communication”) consistent with your FINRA Rule 2210 approach (FINRA Rule 2210).

2) Enforce principal pre-approval before first use (retail communications)

Operationalize pre-approval as a system control, not a policy statement:

• Only publish from a controlled repository (CMS, email marketing tool, social scheduler) that requires an “Approved” status.
• Restrict publish permissions to a small group, separate from content creators.
• Require the approving principal’s name, approval date/time, and the exact version/hash approved.

If your process allows “temporary posting” while review is pending, you have already lost the control objective. Design the workflow to prevent first use without recorded approval (FINRA Rule 2210).

3) Standardize the content review checklist (what reviewers test)

Use a reviewer checklist that maps directly to the rule excerpt:

• Accuracy: Are any statements factually wrong or unsupported? (FINRA Rule 2210)
• Misleading by omission: Are key risks, costs, limits, or conditions missing? (FINRA Rule 2210)
• Sound basis: Would a retail investor have enough context to evaluate the claim? (FINRA Rule 2210)
• Internal consistency: Does the piece align with your product terms, disclosures, and account agreements? (FINRA Rule 3110)
• Supervisory flags: Does the piece trigger heightened review (new product, complex strategy, or novel channel) under your WSPs? (FINRA Rule 3110)

4) Treat substantiation as required work product

For each material claim, require an attachment or link in the review ticket:

• Source document (fee schedule, prospectus/term sheet, internal product spec, approved risk disclosure)
• Calculation support if you quote numbers (internal worksheet and assumptions)
• Approval for any third-party content you are adopting (the final content you will distribute, not just the vendor’s draft)

Your goal is simple: an examiner should be able to pick a sentence and find the backup in the file (FINRA Rule 2210).

5) Control edits and re-approvals (versioning)

Define what changes require re-approval:

• Any change to performance/fees/risks/eligibility criteria
• Any new claim, comparison, or superlative
• Any change in intended audience or channel

Implement version control so “approved v3” cannot be silently replaced with “edited v3” in the CMS (FINRA Rule 3110).

6) Implement surveillance and exception handling

Pre-approval is necessary, not sufficient. Add detective controls:

• Periodic sampling of live pages/social feeds against the approved repository
• Monitoring for “off-platform” posts by associated persons that appear firm-sponsored
• Exception workflow: takedown, correction, customer remediation analysis when needed, and supervisory follow-up (FINRA Rule 3110)

7) Write it into WSPs and train to it

Your WSPs should state:

• Definitions/classification approach (Rule 2210 categories)
• Who can approve (title/registration, delegation limits)
• What evidence is required in the approval file
• How long records are retained and where
• Escalation path for disputes and time-sensitive campaigns (FINRA Rule 3110; FINRA Rule 2210)

Required evidence and artifacts to retain

Keep a “communication approval file” per item (or per template family) with:

• Final approved communication (PDF/screenshot/HTML export) and unique version ID
• Principal approval record (name, date/time, approval comments)
• Completed review checklist mapped to FINRA Rule 2210 content standards (FINRA Rule 2210)
• Substantiation package for each material claim (sources, calculations, assumptions)
• Required disclosures as delivered (not just referenced)
• Distribution record (channels used, launch date, audience parameters if targeted)
• Exception records: rejections, edits requested, and re-approval history (FINRA Rule 3110)

Common exam/audit questions and hangups

Expect questions like:

• “Show me your WSP section for communications review and who is approved to sign off.” (FINRA Rule 3110)
• “Pick three retail communications from last quarter; show principal approval before first use.” (FINRA Rule 2210)
• “Where is the backup for this claim? Who verified it?” (FINRA Rule 2210)
• “How do you control last-minute edits after approval?” (FINRA Rule 3110)
• “How do you supervise social media and web updates?” (FINRA Rule 3110)

Hangups that slow teams down: unclear classification, missing substantiation, and marketing tools that allow publishing outside the compliance workflow.

Frequent implementation mistakes (and how to avoid them)

1. Approval captured in email, not in a system of record. Fix: require approvals inside your ticketing/workflow tool with immutable attachments (FINRA Rule 3110).
2. Substantiation lives in someone’s desktop folder. Fix: make substantiation a mandatory field/attachment before a ticket can move to “Ready for Review” (FINRA Rule 2210).
3. Version drift after approval. Fix: lock approved content; require a new ticket for edits; publish only from the approved repository (FINRA Rule 3110).
4. Teams treat “educational” pieces as outside scope. Fix: classify by audience and distribution, not intent; apply the same “not misleading” standard (FINRA Rule 2210).
5. Third-party content adopted without full review. Fix: require review of the exact final artifact distributed under your name (FINRA Rule 2210; FINRA Rule 3110).

Enforcement context and risk implications

The direct risk is distributing misleading communications to retail customers, which can drive regulatory findings, mandated remediation, and reputational damage. FINRA also evaluates whether failures reflect broader supervisory weaknesses, which pulls FINRA Rule 3110 into scope (FINRA Rule 3110). Even when the problematic content is a single piece, the exam focus often becomes: “Was this a one-off miss, or a broken control environment?”

Practical execution plan (30/60/90)

You asked for speed to operationalize; use phases without assuming calendar-day precision.

First 30 days (Immediate stabilization)

• Inventory live retail-facing content and identify owners by channel.
• Stand up a single intake workflow for new/changed communications with mandatory fields for audience, channel, and substantiation.
• Freeze ad hoc publishing rights; restrict to approved publishers tied to the workflow (FINRA Rule 3110).
• Publish a one-page reviewer checklist aligned to FINRA Rule 2210’s “not false or misleading” standard (FINRA Rule 2210).

By 60 days (Control hardening)

• Implement version control and “approved-only publishing” across CMS/email/social tools.
• Update WSPs to reflect roles, approval gates, evidence requirements, and exception handling (FINRA Rule 3110).
• Train marketing and sales managers on classification and substantiation expectations; require attestations of process adoption.

By 90 days (Sustainment and testing)

• Start a surveillance cadence: sample live content and reconcile to approvals; document exceptions and corrective actions (FINRA Rule 3110).
• Run a tabletop exam: pick a set of communications and prove principal pre-approval, substantiation, and final-as-used retention (FINRA Rule 2210).
• If you use Daydream, configure control checklists and evidence requests so each communication ticket produces an exam-ready file without manual chasing.

Frequently Asked Questions

Do all retail communications require principal pre-approval?

Your control design should assume retail communications require principal approval before first use, and your workflow should enforce that gate (FINRA Rule 2210). If you treat any category differently, document the rationale in WSPs and be ready to evidence it (FINRA Rule 3110).

What counts as “misleading by omission” in practice?

If a statement about benefits, features, or outcomes lacks the risks, limits, costs, or conditions needed for a fair evaluation, reviewers should treat it as a likely omission issue (FINRA Rule 2210). Build a checklist that forces explicit consideration of what a retail investor would need to know.

How do we handle last-minute marketing edits before launch?

Require edits to flow back through the ticket and create a new version for approval; do not allow “post-approval tweaks” in the publishing tool (FINRA Rule 3110). If the change touches a material claim or disclosure, treat it as a full re-approval event (FINRA Rule 2210).

Can we rely on a third-party marketing firm’s review or templates?

You can accept drafts from third parties, but you still need your own supervisory review and principal approval of the exact content you distribute (FINRA Rule 3110; FINRA Rule 2210). Keep the third party’s support in the file, but do not substitute it for your approval record.

What evidence do examiners expect if we cite product features or fee savings?

Keep a substantiation package tied to the specific sentence: product documentation, fee schedules, and any internal calculations with assumptions (FINRA Rule 2210). Store it with the approved artifact so it is retrievable without relying on employee memory.

How should WSPs address communications supervision without becoming a binder no one uses?

Write WSPs to match the actual tools and gates your teams use: intake, review checklist, principal approval, publishing permissions, record retention, and surveillance (FINRA Rule 3110). If the WSP describes steps that do not exist in systems, exams will surface the gap fast.