On October 18th, the SEC approved FINRA's proposed adoption of FINRA Rule 5123, which requires that members and associated persons that offer or sell applicable private placements provide relevant disclosures to each investor describing the anticipated use of offering proceeds, and the amount and type of offering expenses and offering compensation. FINRA Rule 5123 also would require that the private placement memoranda, term sheets or other disclosure documents, and any exhibits thereto, be filed with FINRA no later than fifteen calendar days after the date of the first sale, and any material amendments to such document, or any amendments to the disclosures mandated by the Rule, be filed no later than fifteen calendar days after the date such document is provided to any investor or prospective investor. Comments should be submitted within twenty-one days after publication in the Federal Register, which is expected during the week of October 24. SEC Release No. 34-65585.