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Riley and Smith, a broker-dealer, is bringing to market a secondary offering for All Pro Company. One of the reasons All Pro selected the firm to lead the offering is because Riley and Smith has been a market maker for All Pro's stock for the past five years. The firm is in possession of material nonpublic information relevant to All Pro's offering. To be in compliance with the Code and Standards, Riley and Smith:

A should continue to serve as market maker but take only the contra side of unsolicited customer trades.

The firm should continue making a market but should only carry out unsolicited transactions for clients. A complete withdrawal from market-making activities could be a signal to outsiders that a significant transaction is underway.

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