On July 10, FINRA accepted a Letter of Acceptance, Waiver, and Consent against a broker-dealer related to missing information on transaction confirmations. From June 2020 to September 2023, the broker-dealer allegedly failed...more
SEC Rule 10b-5(b) makes it unlawful, in connection with the offer and sale of securities, for any person to make any untrue statement of material fact or omit to state a material fact when the omission renders any statements...more
SEC’s View of Disclosure Obligations Over the last fifteen years, the Securities and Exchange Commission (SEC) has increased its focus on inadequate disclosure relating to governmental debt issues. Although municipal bond...more
Sometimes the first step to solving (or mitigating or avoiding) problems is to identify what the problem may be to, among other things, put time on one’s side. For issuers of tax-exempt municipal bonds, there tend to be...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
The Florida Division of Bond Finance published a notice (the Notice) on June 29, 2023, providing guidance on Florida House Bill 3 (HB 3), which was signed into law on May 2, 2023, by Gov. Ron DeSantis. HB 3, in part,...more
As is widely known, the new issue market slowed down in 2022 due to a variety of factors, including rising interest rates, reduced institutional demand resulting from municipal bond fund outflows, inflation and recession...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 (the “Act”), which was included as part of the National Defense Authorization Act, was signed into law on December 23, 2022. The Act requires that various federal regulatory...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
On September 14, 2022, the SEC announced a settled administrative order, also dated September 14 (“Order”), imposing penalties, including a $100,000 fine, on a registered broker (the “Broker”) for failing to (1)...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
Last week, the SEC entered orders against three underwriters for failing to comply with Securities Exchange Act of 1934 (“Exchange Act”) Rule 15c2-12. These actions serve as a good reminder for compliance checks and...more
The SEC recently brought fraud charges against Sterlington, Louisiana and its former mayor and separately against Rochester, New York and its former executives and Rochester’s municipal advisors and principals/owners...more
The Public Finance Abuse Unit of the U.S. Securities and Exchange Commission (the “SEC”) had a busy first half of 2022, bringing forth four enforcement cases alleging substantial violations of federal securities laws. Unlike...more
Since September 2021, the United States Securities and Exchange Commission (the SEC) has brought five enforcement actions regarding municipal bond financings. The issuers of these bonds are Sweetwater Union High School...more
In March 2022, the U.S. Securities and Exchange Commission (“SEC”) released proposed rules that would require public companies to include certain climate-related disclosures in their registration statements and periodic...more
It came as no surprise that FINRA’s 2022 Examination and Risk Monitoring Program Report highlighted communications with the public as a continued area of focus. The primary theme across this focus area relates to the...more
Governmental entities have increasingly experienced cybersecurity incidents impacting their operations and finances over the last few years, with some breaches costing upwards of $40 million. Many issuers and borrowers of...more
During the 2022 Legislative Session, the General Assembly passed, and the Governor signed into law, HB 5506, commonly referred to as the Implementer (the “New Law”). For municipalities issuing bonds and refunding bonds,...more
Public Agencies Should Immediately Review Continuing Disclosure Agreements for Any Publicly Offered Municipal Securities - Issuers of publicly offered municipal securities — including bonds, certificates of participation,...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
As a major LIBOR transition milestone approaches, a Staff Statement provides key considerations for market participants regarding their obligations. On December 7, 2021, the Staff of the Securities and Exchange...more