How we work under the SEC Marketing Rule
Nothing on this page is legal advice. Your firm sets its own procedures and follows what it writes down. What follows is how we build our side of the work so your side is straightforward, and where you can check each statement for yourself.
If you only read one paragraph
We produce educational video for independent, fee-only RIAs. We never script hypothetical performance and we do not produce performance advertising. We do not produce testimonial or endorsement content at all. We assemble a substantiation file for every factual claim before anything is published, and any disclosure we are asked to carry is built into the frame rather than into a link. We are a flat-fee production vendor and are never compensated for referring or endorsing your firm, which keeps us outside Rule 206(4)-1(b). Your written policies govern the review process; we build to whatever you write down.
First, the thing most marketing vendors get wrong
Vendors routinely tell advisory firms that every video needs a registered principal's approval before use, citing FINRA Rule 2210.
That rule does not apply to a standalone, fee-only, SEC-registered investment adviser.
FINRA Rule 0140(a) begins: "The Rules shall apply to all members and persons associated with a member."
And Rule 2210(b)(1)(A) requires that "An appropriately qualified registered principal of the member must approve each retail communication…" — approval by a principal of the member. A firm that is not a FINRA member has no member and no registered principals.
We work only with advisers that have no broker-dealer registration and no broker-dealer affiliation. If your firm is dual-registered or BD-affiliated, FINRA's communications rules do apply to you, we are the wrong vendor, and we will say so on the first call rather than the fourth.
What does apply
Rule 206(4)-1, the Marketing Rule, is a content and disclosure rule, not a pre-clearance rule. The Commission proposed an internal review-and-approval requirement, took comment, and did not adopt it. From the adopting release, under the heading "Review and Approval of Advertisements": the final rule "will not require investment advisers to review and approve their advertisements prior to dissemination."
The rule became effective 4 May 2021 with a compliance date of 4 November 2022.
Rule 206(4)-7 requires written policies and procedures reasonably designed to prevent violations, an annual review, and a designated chief compliance officer. Your firm designs its own marketing review process. We build to it, whatever it says. If your procedures require pre-approval, ours will too — that is a choice your firm makes, not one the rule makes for you.
Rule 204-2 requires advertisements to be retained. We hand over as-published captures for every platform and aspect ratio, not just source files, because each published cut is its own advertisement.
Where the risk actually sits
Not every piece of content carries the same burden. We grade it before we script it.
Content type
Hypothetical performance
Performance advertising
Testimonials and endorsements
Third-party ratings
Educational content
Our approach
We never script it. Ever.
We do not produce it. If you want performance in a video, your CCO drives the disclosure and the calculation, and we will decline to script anything we are not shown the basis for.
We don't produce them. See "What we never do" below.
Only where your firm supplies the rating and its basis, with a substantiation file assembled before publication.
The great majority of what we make.
On that last row. The Commission addressed educational communications in the adopting release, and whether a particular piece constitutes an advertisement at all is a judgement for your CCO on the facts of the piece. We do not make that call for you, and we do not treat "it's educational" as a shortcut. What we can say is that the moment a piece ends with an offer of advisory services, it is plainly an advertisement, and we script accordingly.
Where enforcement has actually landed
On 11 September 2023 the SEC announced settled charges against nine registered investment advisers for advertising hypothetical performance on their websites without adopting or implementing the policies and procedures the Marketing Rule requires. Combined penalties were $850,000, ranging from $50,000 to $175,000 per firm.
Note what that action was actually about: not the absence of a pre-approval process, and not video. It was hypothetical performance without policies — and, for two of the nine firms, record-keeping.
That second part is worth dwelling on. One of the firms had believed its advertisements were being archived by an outside service provider. They were not, and it could not produce them when the Commission asked. Outsourcing production or hosting does not outsource your retention obligation, which is why we hand you as-published captures every month rather than keeping them ourselves. You remain the system of record. We simply make sure you have everything you need to be.
What examiners have been looking at
On 16 December 2025 the SEC's Division of Examinations published a Risk Alert on advisers' compliance with the Marketing Rule. It addresses disclosure requirements and oversight and compliance practices under the testimonials and endorsements provisions, and due diligence and disclosure requirements under the third-party ratings provisions.
We would rather you read it than take our summary of it.
The staff has also added to its Marketing Rule FAQs since — two more on 15 January 2026, covering net performance where actual fees differ from anticipated fees, and compensated endorsements involving a self-regulatory organisation order. Neither touches what we produce, but they are the most recent staff guidance and they are linked below.
What we build into production
Everything in this section is our design, not a regulatory requirement. We expect your CCO to change it, and where your procedures differ from ours, yours win.
In the frame
Disclosure burned into the video itself, not placed in a description or an end card. A viewer on a phone with the description collapsed should still see it.
At least the same size and weight as the video's own captions.
Checked in every aspect ratio we export. A disclosure that is legible in 16:9 can be cropped out of a vertical cut, and each cut is a separate advertisement.
Before we record
Every script goes to you and your CCO before a camera is switched on, never after.
A substantiation file travels with the script — primary source evidence for every factual claim, cross-referenced to the line it supports. Your CCO reviews evidence someone else assembled.
We rewrite until the script is right, at no charge and as many times as it takes. That covers voice as well as compliance. Nothing gets filmed that you and your CCO haven't already read.
After publication
Any completed rating questionnaire retained, not merely relied upon.
As-published captures per platform and per cut, handed to you for your records.
A written note to you if a deliverable introduces third-party ratings, performance results or hypothetical performance, so your Form ADV disclosure can reflect it.
A takedown map: every asset, every platform it sits on, and how to remove it quickly.
What we never do
Script hypothetical or projected performance
Produce performance advertising
Write anything that predicts, implies or characterises investment results
Produce testimonial or endorsement content
Take a fee tied to assets raised, introductions made, or clients gained
On testimonials specifically. The Marketing Rule permits them. We still don't make them, for practical reasons rather than legal ones: most CCOs in this market decline to approve them, the written agreements, compensation tracking and disqualification screening all land on your desk rather than ours, and we would rather spend your compliance capital on work that gets published. If testimonials are what you want, we are the wrong vendor for that.
A vendor compensated for referring or endorsing an adviser can become a promoter under Rule 206(4)-1(b), which brings its own disclosure, agreement and disqualification obligations. We are paid a flat fee for production work and nothing else — no revenue share, no per-introduction payment, no success fee. It keeps us outside that provision entirely and keeps one more written agreement off your desk.
Two things we want to be straight about
Our production controls are our reasoning, not a regulatory mandate. Published guidance on the Marketing Rule addresses advertising generally; it does not prescribe how a disclosure should be composited into a video frame. What is written above is how we have chosen to extend the principles to video, and we present it as our approach rather than as the SEC's. Your CCO should adjust it, and we will build to whatever they specify.
We are a production vendor, not a compliance consultant. We will not tell you whether a piece is an advertisement, whether a disclosure is adequate, or whether your procedures are sufficient. Those are your firm's determinations. What we will do is make the production side legible enough that your CCO can make them quickly.
Sources
Every statement above traces to one of these. All are primary.
FINRA Rule 0140 — Applicability
FINRA Rule 2210 — Communications with the Public
Investment Adviser Marketing — adopting release, Federal Register, 5 March 2021
Investment Adviser Marketing — adopting release, Release No. IA-5653 (PDF)
SEC Division of Investment Management — Marketing Compliance FAQs
SEC Press Release 2023-173 — Marketing Rule sweep, 11 September 2023
Division of Examinations Risk Alert, 16 December 2025 — announcement
This page is written to be forwarded. Send it to your Chief Compliance Officer.