On July 26, a financial firm accepted a Letter of Acceptance, Waiver, and Consent (AWC) from FINRA for allegedly charging unfair prices in corporate and municipal bond transactions and for allegedly failing to establish a...more
In the first half of 2024, the Financial Industry Regulatory Authority (FINRA) issued several fines and suspensions against participants in the municipal market, including for violations of its registration, reporting,...more
2023 MID-YEAR REVIEW - In the first half of 2023, several rule changes have been proposed by the Municipal Securities Rulemaking Board (MSRB) and the U.S. Securities and Exchange Commission (SEC), including changes to...more
In December of 2022, Congress enacted the Financial Data Transparency Act (the “FDTA”), legislation intended to modernize and improve the organization, readability and availability of financial information collected by...more
The Financial Data Transparency Act of 2022 (FDTA), enacted by Congress as Title LVIII of the National Defense Authorization Act for Fiscal Year 2023, was signed into law by President Biden on December 23, 2022. The FDTA is...more
The Financial Data Transparency Act of 2022 (Act) will change the way issuers and obligors of municipal securities report required disclosure information on the Municipal Securities Rulemaking Board’s Electronic Municipal...more
In an unprecedented move, the Securities and Exchange Commission (the “SEC”) recently filed litigation against one underwriter of municipal securities and announced settlements with three others. The litigation and...more
Commercial banks and other financial institutions (“lender” or “lenders”) have historically provided financing to both governmental entities and nonprofits on a tax-exempt basis through loans and direct purchases of municipal...more
The municipal securities market carried its momentum from the first half of 2021 into a strong finish for the year against the backdrop of continued regulatory and enforcement actions. Despite new variants of COVID-19...more
The focus on quantifying LIBOR exposure and related disclosure requirements may be a ‘red herring.’ The real issues are (i) whether the LIBOR transition is merely an excuse to change the effective interest rates of financial...more
On May 4, 2020, the U.S. Securities and Exchange Commission (the “SEC”) released a public statement from Chairman Jay Clayton and Rebecca Olsen, Director of the SEC’s Office of Municipal Securities (“OMS”), titled, “The...more
The Securities and Exchange Commission’s (SEC) Fixed Income Market Structure Advisory Committee (FIMSAC) held its latest meeting on February 10, 2020. The SEC formed FIMSAC to provide advice to the SEC on the efficiency and...more
In the third quarter of 2019, the municipal securities industry saw new regulatory activity relating to underwriters’ disclosure obligations, new enforcement matters, and the private placement of municipal securities. Below,...more
In the second quarter of 2019, the municipal securities industry saw new regulatory activity relating to disclosures at primary offering, new enforcement matters, and the adoption of Regulation Best Interest. Below, we have...more
Since 1995, states and local governments have been subject to Rule 15c2-12 (the “Rule”), promulgated by the U.S. Securities and Exchange Commission (the “SEC”). Under the Rule, governmental entities that issued securities...more
Beginning February 27, 2019, municipal market issuers and obligated persons must add the following two new events—relating to their indebtedness and financial health—to the list of reportable events in their continuing...more
On August 20, 2018 the Securities and Exchange Commission (“SEC”) adopted amendments to 17 CFR 240.15c2-12, commonly referred to as “Rule 15c2-12”, which deals with continuing disclosure obligations. According to the SEC’s...more
On February 15, 2018, the Municipal Securities Rulemaking Board (“MSRB”) published Notice 2018-03, requesting comment on draft frequently asked questions and proposed responses (“FAQs”). The draft FAQs address duties of...more
The impact of tax reform is on the minds of many. While there are currently many unknowns, municipal issuers and conduit borrowers (collectively, “obligated persons”) should consider whether changes in tax law could impact...more
On September 13, 2017, the Municipal Securities Rulemaking Board (the “MSRB”) published a market advisory on selective disclosure (the “Notice”). The stated purpose of the Notice is to “increase awareness” of selective...more
Last week, the MSRB issued “guidance” on the application of Rule G-42 conduct standards for Municipal Advisors in conduit issues. The “guidance” highlights ambiguities from the “for or on behalf” language in the MA Rule when...more
The Sixth Circuit Court of Appeals dismissed a suit by the Tennessee, Georgia and New York Republican parties challenging the constitutionality of an MSRB extending pay-to-play prohibition to municipal advisors. The Court...more
SEC Proposed Amendments to Rule 15c2-12 - On March 1, 2017, the Securities and Exchange Commission (SEC) proposed amendments to Rule 15c2-12 under the Securities Exchange Act of 1934 that would add two new events that...more
On March 1, 2017, the Securities and Exchange Commission (SEC) published for comment proposed amendments to Rule 15c2-12 under the Securities Exchange Act of 1934 (Exchange Act) that would expand the list of events triggering...more
SEC Enforcement Action against Private Equity Fund Adviser - On June 1, 2016, the SEC announced that a private equity fund adviser and its principal owner agreed to pay more than $3.1 million to settle SEC charges that,...more