The purpose of this Notice is to inform small FINRA member firms1 of the upcoming Small Firm Advisory Committee (SFAC) election. One seat on the SFAC is up for election, representing the New York region.
The SFAC provides guidance to FINRA staff, particularly regarding the potential impact of proposed regulatory initiatives on FINRA’s small firm members. The SFAC meets four times a year, in-person or virtually, prior to FINRA Board of Governors (FINRA Board) meetings. Potential candidates should ensure that their other commitments will allow for their full participation during all SFAC meetings.
Any eligible candidate who wants to be included on the ballot must submit the relevant information via the candidate profile form to FINRA’s Office of the Corporate Secretary by Thursday, October 6, 2022, at [email protected]. The candidate profile form is available online here and as an attachment to this Notice.
On or about Monday, October 24, 2022, FINRA will mail the official Election Notice and ballots to the executive representatives of eligible small firms in the New York region. Voting will conclude in November 2022. The term for the newly elected New York region representative will begin in January 2023.
Questions regarding this Election Notice may be directed to:
Jennifer Piorko Mitchell, Vice President – Corporate Governance and Deputy Corporate Secretary, at (202) 728-8949 or via email to [email protected]; or
Kayte Toczylowski, Vice President, Member Relations and Education, at (215) 209-7087 or via email at [email protected]
Composition of the SFAC
The SFAC comprises 10 members, as follows:
five regional members elected by small firms in the five FINRA regions (one member is from each region); and
five at-large members appointed by FINRA.
Additionally, the FINRA Board’s Small Firm Governors2 serve as ex-officio, non-voting SFAC members.
The five regional members represent the following geographic regions:
Midwest Region: Illinois, Indiana, Iowa, Kansas, Kentucky, Michigan, Minnesota, Missouri, Nebraska, North Dakota, Ohio, South Dakota and Wisconsin (Districts 4 and 8)
New York Region: New York (Nassau and Suffolk Counties, Bronx, Brooklyn, New York County, Queens and Staten Island) (District 10);
North Region: Connecticut, Delaware, the District of Columbia, Maine, Maryland, Massachusetts, New Hampshire, New Jersey, New York (except for the counties of Nassau and Suffolk, and the five boroughs of New York City), Pennsylvania, Rhode Island, Vermont, Virginia and West Virginia (Districts 9 and 11);
South Region: Alabama, Arkansas, Florida, Georgia, Louisiana, Mississippi, North Carolina, Oklahoma, Puerto Rico, Panama, South Carolina, Tennessee, Texas, and the Virgin Islands (Districts 5, 6 and 7); and
West Region: Alaska, Arizona, California, Colorado, Hawaii, Idaho, Montana, Nevada, New Mexico, Oregon, Utah, Washington, Wyoming and the former U.S. Trust Territories (Districts 1, 2 and 3).
Any senior member of a small firm whose primary place of business and whose firm has its main office (as indicated in FINRA records) in the New York region is eligible to have his or her name placed on the SFAC ballot. Senior members of firms include owners, Chief Executive Officers, Presidents, Chief Compliance Officers, Chief Operating Officers, the firm’s Financial and Operations Principal (FINOP), or individuals of comparable status. There may be only one candidate from any firm on a ballot.
Interested individuals must complete the SFAC candidate profile form and submit it to the Office of the Corporate Secretary at [email protected] by Thursday, October 6, 2022.
FINRA’s Corporate Secretary will confirm each prospective candidate’s eligibility and will include all eligible certified candidates on the ballot. Individuals have a continuing obligation to satisfy all eligibility requirements on the date the candidacy is certified by the Corporate Secretary and the date the ballots are mailed. Individuals who fail to meet the eligibility requirements throughout the election process will be disqualified from the election.
SFAC members must also continue to meet the qualification requirements for election at all times during their terms of office.
FINRA small firms are eligible to vote for candidates running for the SFAC seat representing the region corresponding to the district to which they are assigned in FINRA’s Central Registration Depository (CRD®) system. Only those small firms eligible to vote for the New York region representative will receive ballots to vote in this election. Firm voting eligibility will be verified on the day the ballots are mailed.
Firms may vote for only one candidate listed on a ballot.
Terms of SFAC Member
The successful candidate will be the individual who receives the most votes and will be elected to serve a three-year term beginning January 1, 2023, and expiring on December 31, 2025.
The term of an SFAC member shall terminate immediately upon a determination by the SFAC, by a majority vote of the remaining members, that the member no longer satisfies the eligibility criteria. Additionally, the FINRA Board may remove an SFAC member who is unable or fails to discharge the member’s duties or violates SFAC policies.
Once an individual has completed a full three-year elected term on the SFAC, he or she is ineligible to run for re-election to the SFAC for another three years.
1A small firm is defined as a firm that employs at least one and no more than 150 registered persons. See Article I (ww) of the FINRA By-Laws.
2A Small Firm Governor is defined as a member of the FINRA Board of Governors elected by small firm members. In order to be eligible to serve, a Small Firm Governor must be registered with a member that is a small firm and must be an Industry Governor. See Article I (xx) of the FINRA By-Laws.