The Truth About the Role of Financial Industry Regulatory Authority (FINRA) in Your EB-5 Journey

SEC and Finra with EB-5 Visa

Executive Summary

When someone says “EB-5 investment,” most people think about immigration, job-creation, regional centers, USCIS, etc. But there’s a critical piece of the puzzle that often gets overlooked: securities regulation. That’s where FINRA comes in. Understanding FINRA’s role can give you a sharper edge—whether you’re advising EB-5 investors, structuring deals, or exploring how to scale your EB-5 business consultancy under your Bullish on Business platform.

Why FINRA matters in EB-5

• The United States Securities and Exchange Commission (SEC) and the EB-5 world have repeatedly made clear: many EB-5 offerings are securities, not just immigration investments. (carofin.com)

• FINRA is the self-regulatory organization (SRO) that oversees broker-dealers and registered representatives in the U.S. securities industry. (Wikipedia)

• When an EB-5 project uses a U.S. broker-dealer or engages solicitation of U.S. persons, FINRA rules apply—and not just technically, but in ways that affect due diligence, suitability, disclosures, supervision, and more. (carofin.com)

Key Roles & Responsibilities of FINRA in the EB-5 Process

Here are some of the major functions that FINRA or FINRA-regulated broker-dealers bring to the table in an EB-5 deal:

1. Due diligence & suitability of the investment Broker-dealers must assess whether the product is suitable for the investor, given their financial status, risk tolerance, investment objectives. For EB-5, that means deeper than usual: immigration risk + capital at risk + regulatory risk. (Canam Enterprises)

2. Supervision and oversight of the offering/distribution process For example, under FINRA Rule 3110 a member must have supervisory systems designed to achieve compliance with applicable securities laws and FINRA rules. (FINRA) In an EB-5 context that means monitoring how marketing is done, how foreign solicitations happen, how U.S. person solicitations are structured. (carofin.com)

3. Disclosure and transparency FINRA rules require accurate, balanced disclosure of material risks. In the EB-5 world, that means spelling out immigration risks, capital at risk, project risks, job-creation risk, currency or cross-border issues, etc. (EB5Investors.com)

4. Regulation of foreign solicitations and avoidance of unregistered broker activity If a foreign intermediary solicits U.S. persons, the selling arrangement must comply with SEC/FINRA rules (e.g., Rule 15a-6). Without proper structure, the deal can be deemed unregistered and subject to significant liability. (carofin.com)

5. Enforcement and discipline FINRA has previously taken action in the EB-5 context for mis-conduct of broker-dealers or registered representatives. That shows that EB-5 is not exempt from securities scrutiny. (Invest In the USA)

Why you – as the consultant, regional center advisor, attorney or investor – should care - Your EB-5 Journey

• For investors: If you don’t check whether the broker-dealer is FINRA-registered, you may be exposed to unregulated intermediaries, poor disclosures, or worse. FINRA registration can be a signal of structural integrity.

• For regional center sponsors/issuers: Partnering with a FINRA-member broker-dealer adds a layer of legitimacy and helps meet securities compliance standards, which helps with investor confidence and regulatory risk mitigation. (Canam Enterprises)

• For immigration professionals: Understanding the securities layer allows you to advise clients more holistically. Immigration rights are only one side—the capital side (with its risks and regulatory overlay) is equally important.

• For your brand and platform (Bullish on Business): You can position yourself not just as an immigration expert, but as someone who understands the capital migration ecosystem, bridging immigration + finance + compliance. That’s a powerful niche.

Actionable Steps & Checklist

Here’s a quick checklist to integrate into your EB-5 consulting toolkit (or to share with your clients) regarding FINRA’s role:

• ✅ Confirm whether the offering is being distributed by a FINRA-registered broker-dealer.

• ✅ Review the broker-dealer’s records: are they registered, what licenses do they hold (Series 79, 82, 22, 39 if applicable). (carofin.com)

• ✅ Ask for evidence of due diligence the broker did on the EB-5 project (financial, immigration risk, structural).

• ✅ Evaluate the disclosure documents: Are the risks clearly spelled out? Is it transparent about fees/commissions and capital at risk? Your EB-5 Journey

• ✅ For offerings soliciting U.S. persons: determine whether solicitation was offshore vs onshore, how Rule 15a-6 applies, and whether appropriate broker-dealer or exemption was used. (carofin.com)

• ✅ Monitor continuous communications: Does the broker-dealer provide ongoing updates? Are they supervising after the initial sale?

• ✅ If you’re a regional-center sponsor: structure the offering with compliance in mind (Reg D, Reg S possibilities) and ensure alignment with a competent broker-dealer.

• ✅ Keep in mind: even though the EB-5 avenue is immigration-driven, it still can trigger full securities regulatory regimes. No shortcuts. (carofin.com)

Big Picture & Why This Matters for 2025 and Beyond

• The recent reforms in the EB-5 world (e.g., the EB-5 Reform and Integrity Act of 2022) emphasize integrity, transparency, and compliance. The securities-regulation piece is now front-and-center. (carofin.com)

• As cross-border capital flows and investor sophistication rise the expectation from investors and regulators will be higher.

• For your brand: you can become the authority that bridges immigration (visa path) + finance (capital migration) + compliance (securities/regulatory) — that elevates you, not just as “immigration lawyer/advisor” but as strategic advisor to high-net-worth investors and regional centers.

• FRAUD risk remains real: Many EB-5 issues have arisen from mis-conduct, unregistered brokers, weak disclosures. FINRA’s oversight helps mitigate those, and being able to articulate and manage that risk is a differentiator. (SEC)

Final Thought

If you tell a client “you’re just investing into EB-5 to get a green card,” you’re doing them a disservice. The deal is dual-purpose: immigration and investment. That means you have two parallel tracks, and one of them is very much regulated like a financial product in the U.S. When you bring FINRA into the conversation early, you’re not complicating things — you’re elevating things. You’re positioning your clients (and yourself) above the noise. You’re sending the message: We do this the right way. The capital migration process deserves as much rigour as the visa strategy.

Resources & Authority Links

• Today’s Authority Sources: Carofin whitepaper “U.S. Security Law Compliance for EB-5 Offerings” (carofin.com); IIUSA blog “Regulatory Bodies & Oversight of EB-5 Investment” (Invest In the USA); Article “The Effects of FINRA Rule 2040 on the EB-5 Market” (EB5AN)

• Books with links: Charge Like a Bull: https://a.co/d/hF64gYh, Lead Like a Lioness: https://a.co/d/hwEIYnk

• Masterminds with links: Freedom Circle Mastermind: https://the-freedom-circle-z2x92y5.gamma.site/, EB-2/EB-5 Business Immigration Mastermind: https://www.bullishonbusiness.com/pricing-plans/list

• Podcast link: Bullish on Business Podcast: https://youtube.com/playlist?list=PLArqnhD6mjUatxYtD81uHVrqK-U-fMtEfN&si=YXqprr8KHHu2tBvL