FINRA Rule 3270 OBA Review for Registered Representatives
A plain-English guide to outside business activity notice requirements under FINRA Rule 3270: what has to be disclosed, what's excluded, and how firms evaluate a request before it becomes a compliance problem. Educational, not legal advice.
Educational guide · Last reviewed July 31, 2026
By Dontay Phillips, Founder & Principal Attorney, ClearScope Counsel
Rule 3270 governs one of the more common friction points between registered representatives and their firms: what a rep is allowed to do outside their job, and who gets to decide. The rule itself is short. The judgment calls underneath it — what counts as a business activity, what's genuinely passive, what looks like it could be confused with the firm's own business — are where most of the real work happens.
Reps want the flexibility to pursue outside opportunities. Firms need visibility into those opportunities to protect customers and meet their own supervisory obligations. Rule 3270 is the mechanism that's supposed to reconcile the two.
What Rule 3270 requires
Before participating in an outside business activity, a registered person must provide prior written notice to their member firm. The framework is notice-based rather than a formal permission slip, but in practice it functions like an approval gate: the firm reviews the notice and can approve it, approve it with conditions, or deny it.
What counts as an outside business activity
The definition is intentionally broad — any business activity outside the scope of the relationship with the member firm. That reaches further than most reps expect:
- Outside employment or self-employment, including part-time or seasonal work.
- Serving as an officer, director, partner, or manager of another entity.
- Consulting or advisory work, paid or unpaid.
- Real estate activity, coaching, or other side businesses.
- Compensated content creation or social media activity, including "financial influencer" work.
- Board seats, including for nonprofits with any investment-related dimension.
What's typically excluded
Some activity generally falls outside the notice requirement — genuinely passive investments, and certain civic, religious, or fraternal activity that isn't investment-related. These exclusions are narrower than they sound and turn on the specific facts. Activity that involves raising money or selling securities usually isn't a 3270 question at all; it's more likely to fall under FINRA's private securities transaction rule, which carries its own, stricter approval process. When there's genuine doubt about which category an activity falls into, the safer path is to disclose it and let the firm make the call.
How firms evaluate a notice
Once a firm receives notice, it generally weighs two questions: will the activity interfere with or compromise the rep's responsibilities to customers and the firm, and could the activity reasonably be viewed by customers or the public as part of the firm's own business, given its nature or the rep's association with the firm. Based on that review, the firm can approve, impose conditions such as monitoring or disclosure requirements, or deny the activity outright.
“Could a customer reasonably mistake this activity for something my firm is doing or endorsing?”
Building a clean OBA notice
- Describe the activity in plain terms — what it is, not just what it's called.
- Disclose how you're compensated, including equity, referral fees, or in-kind arrangements.
- Estimate the time commitment realistically.
- Flag any customer-facing element, even indirect ones like social media.
- Note whether the activity touches investment-related products or advice in any way.
- Include the entity's name and your role, and update the firm if either changes.
Where this gets tested in practice
Gig work, content creation, and social-media side income have made OBA review more complicated than it used to be, because they often don't look like a traditional "outside job." Firms increasingly ask reps to disclose paid social media activity, coaching or consulting work booked through third-party platforms, and family-business involvement that touches money in any way. Undisclosed OBAs, not properly-disclosed ones, are what tends to draw regulatory attention.
Frequently asked questions
The framework is notice-based, but the firm can impose conditions or deny participation based on its evaluation, which functions like an approval gate in practice.
Genuinely passive investments are generally excluded, but "passive" has a narrower meaning than most people assume. When in doubt, disclose it and let the firm make the call.
That likely falls under FINRA's private securities transaction rule, a separate and generally stricter approval process, not just Rule 3270 notice.
Yes, if the firm determines the activity interferes with your responsibilities or could reasonably be confused with the firm's own business.
Undisclosed outside business activity is a common source of both regulatory scrutiny and internal disciplinary action, more so than activity that was disclosed and simply managed with conditions.
Primary sources and further reading: FINRA Rule 3270 and FINRA guidance on outside business activities and private securities transactions.
OBA programs that hold up to review.
Flat-fee help building or reviewing your Rule 3270 notice-and-evaluation process, from intake forms to the conditions your firm actually enforces.