Table of Contents
SERIES 24 | FINANCIAL REGULATION COURSES
FINRA Rule 9343 establishes the framework for disposing of NAC appellate proceedings without conducting oral argument — the mechanism through which the Subcommittee or Extended Proceeding Committee reviews and recommends a disposition based solely on the written record and associated materials when oral argument either was not requested, was not ordered by the Subcommittee on its own initiative, or was waived by the non-appearing party under FINRA Rule 9342.
The rule provides that if oral argument is not held, the matter shall be considered by the Subcommittee or Extended Proceeding Committee on the basis of the record as defined in FINRA Rule 9267, supplemented by any written materials submitted to or issued by the Subcommittee, the Extended Proceeding Committee, or the National Adjudicatory Council in connection with the appeal, cross-appeal, or call for review. This single sentence defines both the standard — the FINRA Rule 9267 official record — and the supplemental materials that expand the base for the Subcommittee's review beyond the OHO proceeding record alone.
FINRA Rule 9343 is the default appellate review mode in the majority of FINRA disciplinary appeals — most are decided on the papers rather than through oral argument — making it operationally one of the most frequently applied rules in the 9300 series.
FINRA Rule 9343 sits within the 9340 Proceedings subsection of the 9300 Review of Disciplinary Proceeding series. It was adopted by SR-NASD-97-28 effective August 7, 1997, amended by SR-NASD-97-81 effective January 16, 1998, and last amended by SR-FINRA-2008-021 effective December 15, 2008 as part of the consolidated FINRA rulebook transition announced in Regulatory Notice 08-57. One selected notice is associated with the rule — 08-57.
FINRA Rule 9343's reference to the record as defined in FINRA Rule 9267 establishes the evidentiary foundation of every paper-only appellate review.
FINRA Rule 9267's official record comprises eight categories of materials assembled during the OHO disciplinary proceeding: the complaint, answers, hearing notices, pre-hearing orders, and amendments; all motions, submissions, and objections; all pre-hearing conference and hearing transcripts and admitted evidence; accepted written communications; disqualification affidavits and rulings; post-hearing submissions and briefs; all written rulings and decisions; and any other items accepted into the record.
The Subcommittee's paper-only review is therefore grounded in the same complete evidentiary and procedural record that the Hearing Panel used to reach its first-level decision — ensuring that the appellate review is conducted on a foundation of exactly the same materials that produced the outcome being reviewed.
This record foundation is critical to the integrity of appellate review. The NAC's review standard for factual findings — substantial evidence in the record as a whole — requires the Subcommittee to assess whether the Hearing Panel's factual conclusions are supported by the evidence actually in the record.
A Subcommittee that cannot access the complete record cannot properly apply the substantial evidence standard. The FINRA Rule 9267 cross-reference ensures that both the content and the boundaries of the record are precisely defined — nothing outside the eight categories is part of the record that the Subcommittee reviews, and nothing within the eight categories is excluded.
FINRA Rule 9343's expansion of the review basis to include written materials submitted to or issued by the Subcommittee, Extended Proceeding Committee, or NAC in connection with the appeal, cross-appeal, or call for review is the provision that incorporates the parties' appellate briefs and other submissions into the Subcommittee's review framework.
These supplemental materials are not part of the FINRA Rule 9267 official record — they were prepared after the OHO proceeding concluded and constitute the parties' appellate advocacy rather than the evidentiary record from which the advocacy draws.
Three categories of supplemental written materials are encompassed within FINRA Rule 9343's scope. First, the parties' appellate briefs filed pursuant to FINRA Rule 9347 — the appellant's opening brief, the appellee's answering brief, and any authorized reply brief.
These briefs are the primary vehicles through which the parties argue that the Hearing Panel's findings of fact are or are not supported by substantial evidence, that the legal conclusions are or are not correct under the applicable standards, and that the sanctions imposed are or are not appropriate under the March 2024 Sanction Guidelines.
Second, any additional written materials submitted by the parties to the Subcommittee in connection with the appeal — such as responses to Subcommittee requests for supplemental briefing on specific issues under FINRA Rule 9313(a)(7). Third, any written materials issued by the Subcommittee, Extended Proceeding Committee, or NAC itself in connection with the appeal — such as scheduling orders, procedural rulings, and any written questions or issues the Subcommittee circulates to the parties before or after the briefing process.
The practical predominance of paper-only appellate review under FINRA Rule 9343 in FINRA's disciplinary system reflects the nature of the appellate issues that most NAC appeals present. Many FINRA appeals involve predominantly legal questions — whether the Hearing Panel applied the correct legal standard for suitability, whether the supervisory failure analysis properly assessed the respondent's reasonable supervision system, whether the sanctions are consistent with the Sanction Guidelines' principal considerations and aggravating factors. These legal questions can be fully analyzed from the written record and briefs without the added value of live oral argument — the record speaks for itself, and the parties' written advocacy is typically sufficient for the Subcommittee to understand and assess the contested issues.
Oral argument adds the most value when the appeal involves significant factual disputes about credibility, competing interpretations of ambiguous documentary evidence, novel legal theories that benefit from interactive examination, or cases where the Subcommittee has specific questions that would be efficiently addressed through direct dialogue rather than additional briefing. In cases without these characteristics, FINRA Rule 9343's paper-only review mode provides an efficient and fully adequate basis for the Subcommittee's recommended decision.
The three consecutive rules in the 9340 Proceedings subsection covering oral argument — FINRA Rule 9341 governing the holding of oral argument, FINRA Rule 9342 governing failure to appear at oral argument, and FINRA Rule 9343 governing disposition without oral argument — together define the complete framework for whether and how oral argument occurs in any given appeal. FINRA Rule 9341 governs the cases where oral argument is ordered; FINRA Rule 9342 governs what happens when a party who requested oral argument fails to appear; and FINRA Rule 9343 governs all remaining cases — those where oral argument was not requested, not ordered by the Subcommittee on its own initiative, or effectively waived through non-appearance under FINRA Rule 9342's discretionary consideration provision.
The practical relationship among the three rules creates a complete decision tree for the oral argument dimension of every NAC appellate proceeding. Did any party request oral argument and did the Subcommittee grant it or order it on its own initiative? If yes — FINRA Rule 9341 governs the proceedings. Did any party who requested oral argument fail to appear? If yes — FINRA Rule 9342's waiver and record-based consideration provisions govern. Was no oral argument held? Then FINRA Rule 9343 governs the Subcommittee's review.
While FINRA Rule 9343 establishes the record and supplemental materials as the review basis for paper-only appellate proceedings, FINRA Rule 9346 — Evidence in National Adjudicatory Council Proceedings — addresses the specific evidentiary questions that arise in the appellate context. FINRA Rule 9346 provides that the record before the Hearing Panel constitutes the record on appeal and specifies the narrow circumstances under which the NAC may accept additional evidence not in the OHO record — upon motion and for good cause shown, and only if the additional evidence is material and was not available at the time of the OHO proceeding. FINRA Rule 9343's reference to the FINRA Rule 9267 record as the review basis must be read in conjunction with FINRA Rule 9346's evidence provisions — the Subcommittee reviews the OHO record, and may also consider additional evidence if the FINRA Rule 9346 standards are met.
Whether the Subcommittee conducts oral argument under FINRA Rule 9341 or proceeds on the written record under FINRA Rule 9343, its output is always the same — a written recommended decision pursuant to FINRA Rule 9345 submitted to the full NAC for formal consideration and final determination under FINRA Rule 9349. The paper-only review mode under FINRA Rule 9343 does not produce a different type of output or a lesser level of analytical rigor — the Subcommittee is expected to prepare the same quality of recommended decision whether it has had the benefit of oral argument or not. The recommended decision under FINRA Rule 9345 must address the factual findings, the legal conclusions, and the sanctions in the same comprehensive manner regardless of whether oral argument supplemented the written record review.
FINRA Rule 9343 connects to FINRA Rule 9267 — whose official record definition establishes the evidentiary foundation of every paper-only appellate review. It connects to FINRA Rule 9341 — as the alternative to oral argument proceedings. It connects to FINRA Rule 9342 — as the effective outcome for non-appearing parties whose appeals are considered on the record without oral argument. It connects to FINRA Rule 9344 — distinguishing paper-only review from abandonment of appeal where the distinction turns on whether any written materials were filed. It connects to FINRA Rule 9345 — as the output-governing rule for the recommended decision that paper-only review produces. It connects to FINRA Rule 9346 — whose evidence provisions define what materials beyond the OHO record may supplement the Subcommittee's paper review. And it connects to FINRA Rule 9347 — whose briefing provisions govern the written materials that become the primary supplemental basis for paper-only review.
FINRA Rule 9343 is tested on the Series 24 General Securities Principal examination as the disposition without oral argument rule — the default appellate review mode governing the majority of FINRA disciplinary appeals.
The key points to retain are these: FINRA Rule 9343 provides that when oral argument is not held the Subcommittee or Extended Proceeding Committee shall consider the matter on the basis of the official record as defined in FINRA Rule 9267, supplemented by written materials submitted to or issued by the Subcommittee, Extended Proceeding Committee, or NAC in connection with the appeal, cross-appeal, or call for review; the FINRA Rule 9267 official record encompasses the complete OHO proceeding record including all pleadings, transcripts, admitted evidence, motions, rulings, and the Hearing Panel decision; the supplemental written materials include the parties' appellate briefs filed pursuant to FINRA Rule 9347, supplemental briefing requested under FINRA Rule 9313(a)(7), and materials issued by the appellate bodies themselves; paper-only review is the default appellate mode applying when oral argument was not requested, not ordered by the Subcommittee on its own initiative, or effectively waived by non-appearance under FINRA Rule 9342; the Subcommittee produces the same recommended decision output under FINRA Rule 9345 in paper-only proceedings as in oral argument proceedings — the same analytical rigor and comprehensive coverage of factual findings, legal conclusions, and sanctions is required regardless of the review mode; FINRA Rule 9346's evidence provisions govern what additional materials beyond the OHO record the Subcommittee may consider; and the rule was adopted in 1997 and last amended December 15, 2008 through SR-FINRA-2008-021.
