FINRA Rule 2210: A Compliance Guide

Rule 2210 sorts every communication into one of three categories: correspondence, retail communications, and institutional communications. The category determines how much review it needs before it goes out. The deciding factor is the audience and how many people in it will see the message.

Correspondence and FINRA Correspondence Rules

Correspondence is any written communication distributed or made available to 25 or fewer retail investors within any 30 calendar-day period. Think one-to-one emails and texts. Under FINRA correspondence rules, no pre-use approval is needed, but messages must be supervised under Rules 3110(b) and 3110.06 through .09.

Retail Communications

Once a message reaches more than 25 retail investors in 30 days, it becomes a retail communication. This usually includes websites, newsletters, social profiles and email campaigns. The count is cumulative and is based on how many different retail investors receive the message, not how many times it is sent.

For example, a template sent to 10 different clients each week for three weeks reaches 30 retail investors and becomes a retail communication. Today, retail communications need principal approval before use, excluding interactive forum posts and content that neither recommends nor promotes a product.

Institutional Communications

Institutional communications go only to institutional investors such as banks, insurers and plans with 100 or more members. They need written review procedures, not approval of every piece. But a firm may not treat a communication as institutional if it has reason to believe it will be forwarded to a retail investor.

Public Appearances

Live, unscripted events such as seminars, podcasts, webinars and media interviews count as public appearances. No principal has to approve them beforehand, but what is said still has to meet Rule 2210’s content standards. The firm has to supervise these events under its written procedures. Once someone posts the replay, emails the slide deck or shares the script, that material becomes a written communication, classified by who receives it.

Approval happens inside the firm, filing sends the piece to FINRA, and recordkeeping proves both happened. Many communications trigger all three.

Retail Communication Approval Requirements

An appropriately qualified registered principal must approve each retail communication before the earlier of its use or filing. The principal must hold the right registration for the product, and even voluntary filings need approval first.

Filing Requirements for New Member Firms

New members must file retail communications used in public media at least 10 business days before first use during their first year. Fund communications with self-created rankings and security futures communications also need pre-use filing. Communications promoting a specific fund, public DPPs, CMOs and registered derivative products must be filed within 10 business days of first use.

New member firms struggled most: about 69% of their first-year filings were noncompliant. An approved communication can still violate Rule 2210.

The good news is that FINRA is reviewing filings faster. The average review time for communications filed before use fell from 40 business days in 2023 to 17 in 2025, so firms get feedback sooner. Even so, approved pieces still fail review often enough that the evidence behind each approval matters as much as the approval itself.

Recordkeeping and Archiving Requirements

FINRA recordkeeping requirements under Rule 2210(b)(4) are specific. Retail and institutional communications must be kept for the period in SEC Rule 17a-4(b), in a format that complies with Rule 17a-4. Each record must include the communication, dates of first and last use, the approving principal and approval date, and the source of any chart or statistic.

Newer channels like social media, texting and AI are where Rule 2210 is under the most strain, and they’re a big reason FINRA proposed updating the rule in Regulatory Notice 26-14.

FINRA Rule 2210 Social Media and Text Messaging Requirements

Under the current rules, social media content is treated differently depending on how it’s used. Anything that sits on a profile waiting to be read (a bio, a banner image, a post pinned to the top) is a retail communication, so a principal has to approve it before it goes live. Live back-and-forth in comments or chat is handled more like correspondence: supervised, but not pre-approved.

A business text is a business communication, whether it’s sent from a work phone or a personal one. When a firm pays someone to promote it, FINRA treats the resulting post as if the firm had published it, with the same review and retention duties attached. FINRA fined M1 Finance $850,000 in 2024 after influencer posts promoting the firm were never reviewed or saved and didn’t present a balanced picture.

Texting remains one of the biggest blind spots for firms, largely because messages are easy to send and easy to lose. A reliable SMS archiving system helps make sure every business text is captured and retained.

How Regulatory Notice 26-14 Would Change Communications Supervision

FINRA has acknowledged that the line between fixed posts and live online conversations is no longer clear, so it proposes dropping that distinction entirely. Instead, firms would decide how closely to review each communication based on its risk. Factors would include how complex the product is, who created the content, whether it promotes a product or includes performance figures, and the firm’s own compliance track record.

The tradeoff is that firms skipping pre-use review would need to prove their procedures were actually followed. In other words, one approval signature would be replaced by an ongoing need to keep records and evidence.

FINRA Rule 2210 and AI-Generated Content

FINRA treats its rules as technology neutral, so using an AI drafting tool doesn’t change who answers for the output: the firm does. The reverse also holds. Firms can build AI into how they review communications, as long as they have vetted the tool, tested it and keep monitoring how it performs. In practice, firms should know which AI tools are drafting client content, who approved what those tools produce, and where those communications are stored.

FINRA is also looking at automated messages, such as balance alerts, margin notices and order updates. Guidance on how these should be supervised and retained is likely coming, so firms should make sure their archive can capture them.

The “Fair and Balanced” Standard in FINRA Advertising Rules

Rule 2210 requires every communication to be fair and balanced and to give readers a sound basis for evaluating the facts. Examiners commonly flag benefits presented without an equal discussion of risk, disclosures buried in footnotes, promissory words like “guaranteed” or “safe,” and omitted facts that make an otherwise true statement misleading.

Certain types of content carry additional requirements. Comparisons must disclose all material differences between the things being compared. Testimonials need clear disclosures, including a notice when the person giving the testimonial was paid. Retail websites must also include an easy-to-find link to FINRA’s BrokerCheck.

Projections and Performance Amendments

Right now, the rule generally prohibits firms from projecting future performance, with only a few narrow exceptions. FINRA has tried several times to loosen this restriction. FINRA’s latest proposal would align more closely with the SEC Marketing Rule, which allows projections when they’re appropriate for the intended audience. At the time of writing, the SEC was still deciding whether to approve it.

FINRA has also proposed simplifying how firms present past recommendations. Instead of following a detailed disclosure checklist, firms would simply be barred from presenting past recommendations in a way that isn’t fair and balanced.

Build a program that works under today’s rule and the proposed one. Both reward clear classification, documented review, complete capture and retrievable evidence.

Five Steps to FINRA 2210 Compliance

1. Map every channel. List email, SMS, iMessage, WhatsApp, Teams, social platforms, websites, chatbots, and AI tools. Any approved channel without automatic capture is a gap.
2. Tier content by risk. Treat performance data, complex products, influencer and AI generated product content as high risk with pre-use approval. Use sampling and surveillance for low-risk educational content.
3. Update written supervisory procedures. Define who classifies, approves and files, how social, texting and AI are supervised, and how training is documented.
4. Automate capture and supervision. Use tamper-evident archiving and lexicons tuned to promissory language and performance claims.
5. Test production readiness. Run a mock exam twice a year. If pulling one rep’s product communications with approvals takes more than an afternoon, you are not exam-ready.

Rule 2210 sets the standards for what your communications say and how they’re reviewed.

Intradyn handles what comes next: capturing every message, storing it securely and making it easy to find when FINRA asks.

Email and Social Media Archiving Built for Broker-Dealers

Intradyn’s financial email archiving solution is designed to help FINRA member firms meet SEC Rules 17a-3 and 17a-4 and FINRA’s communications requirements. Every email is captured automatically and stored in a tamper-proof format, with custom retention policies, keyword-based supervision and a complete audit trail.

For social media, Intradyn’s social media archiving solution captures posts, comments and interactions in near real time. Records are preserved in a format that holds up as evidence and can be searched from the same interface as the rest of your archive.

• FINRA Rule 2210 governs every written communication a broker-dealer sends to the public, from one-to-one emails and texts to social media posts, newsletters and AI-drafted content.
• Every communication falls into one of three categories (correspondence, retail or institutional). Sending only to institutions makes it institutional. Otherwise, reaching more than 25 retail investors in 30 days is what turns correspondence into a retail communication.
• Retail communications currently need a principal’s approval before use, but approval alone doesn’t guarantee compliance, since FINRA still finds problems in many approved pieces.
• Every communication must be fair and balanced, and performance projections remain prohibited while FINRA’s proposal to allow them is still pending.
• Texts on personal devices, paid influencer posts and AI-generated content are all the firm’s responsibility and must be supervised and retained like any other business communication.
• Regulatory Notice 26-14 would shift firms toward risk-based review, which makes complete capture and archiving even more important for proving compliance.

What is FINRA Rule 2210 in simple terms?

It is the rule governing how broker-dealers communicate with the public. It classifies communications as correspondence, retail or institutional, sets approval, filing and recordkeeping duties, and requires everything to be fair, balanced and not misleading.

Has FINRA eliminated principal pre-use approval?

Not yet. FINRA has proposed changes in Regulatory Notice 26-14, and the public comment period has closed. But FINRA still needs to submit a final proposal to the SEC, which will take its own comments before deciding.

Does Rule 2210 apply to texts on personal phones?

Yes, if the text is a business communication. The firm must supervise and retain it regardless of device.

Can a firm blame an AI tool if a client message breaks the rules?

No. Accountability stays with the firm no matter who, or what, drafted the message. An AI-written email or post is held to the same fair-and-balanced standard as one a rep typed, and it has to be supervised and retained the same way.

How long must FINRA Rule 2210 records be kept?

SEC Rule 17a-4(b) sets the clock for retail and institutional communications: three years in total, and for the first two the records must be immediately accessible. A business correspondence is generally kept for three years as well. FINRA Rule 4511’s six-year default applies only to records that have no retention period set by the SEC or another FINRA rule.