While the SEC’s MCDC initiative concluded in 2016, its shadow continues to lurk over the municipal bond market. For those issuers that have come to market since the SEC issued Cease and Desist Orders (“Orders”), you undoubtedly have experienced increased scrutiny of your material event and continuing disclosure filings. The Orders and MCDC have caused many issuers to reassess their policies, procedures and controls around filing obligations, filing history and disclosure management prospectively. This article will highlight some of what the market has learned from, and since, the MCDC initiative and how issuers have responded.
Read more here.
While many would prefer the SEC’s MCDC Initiative be a distant memory, on August 23, the SEC’s Chief of the Enforcement Division’s Public Finance Abuse Unit reminded issuers and underwriters alike that “[i]ssuers and underwriters will continue to be held accountable when they fail to provide investors with an accurate picture of past compliance with continuing disclosure obligations.”
Read more here.
On June 21st 2017, Lumesis and Ballard Spahr co-hosted a webinar with the Bond Buyer. Topics covered include both the Issuer’s continuing disclosure obligations in a post-MCDC world and the impact of MSRB rule G-42 on Municipal Advisors.
To watch the replay click here.
As featured in the Bond Buyer: In the aftermath of the SEC’s MCDC initiative, the municipal market has taken notice of the requirements of 15c2-12 and the anti-fraud provisions of the Securities Exchange Act. In many instances, Underwriters are spending more time and resources conducting their “reasonable diligence” and Issuers are taking a closer look at their filing history to ensure not only that disclosure in the POS/OS is accurate but also to provide Underwriters the comfort they need that the Issuer will meet their obligations prospectively.
To read the full article click here.
Recently, the MSRB and FINRA provided reminders regarding the municipal market’s time of trade disclosure rule (MSRB Rule G-47). The MSRB, by way of a Regulatory Notice, reminded market participants that a “Market Discount” is material and needs to be disclosed and, in the case of FINRA, findings of violations of failure to disclose, at or before the time of trade, amounts below minimum denominations and that the bonds contained a resale restriction that could impact liquidity.
To read the full article click here.
Originally recorded on November 9, 2016 in conjunction with The Bond Buyer: Join muni industry veterans Gregg Bienstock from Lumesis, Inc., Kim McManus from Alternative Regulatory Solutions and Mary DiMartino from J.P. Morgan for a web seminar on Muni Compliance aimed at both compliance and business professionals.
Moderated by Ms. DiMartino, discussion topics will include a 15c2-12 and MCDC recap that reviews best practices emerging across the industry and what may be coming next from the SEC and FINRA. They will also cover the Municipal Advisor Rule and how to solve for G-42 requirements, the latest on Best Execution and an important link between best practices in Underwriting and Time-of-Trade compliance.
To watch a replay, click here.
The SEC’s MCDC initiative is causing many Municipal Issuers and Underwriters to change the way they do things. Underwriters are scrutinizing Issuer disclosures, and the representations made about those disclosures, for accuracy and clarity. 71 Issuers have entered into Cease and Desist Orders with the SEC and must update past delinquent disclosure filings and improve their processes to ensure timely and complete disclosure going forward. These realities, and the introduction of MSRB Rule G-42, provide Municipal Advisors with an opportunity to support their Issuer clients in meeting these requirements and the demands of the market.
To read the full article, click here.
This article, written By Gregg Bienstock explores FINRA priorities for 2016. To read the full article, click here.
This article, written By Gregg Bienstock, Tim Stevens and Mike Craft offers perspective regarding the importance of proper identification of the Continuing Disclosure Obligated Party(s) when conducting Muni Bond Underwriting diligence and a look at the issue of misclassified filings with the MSRB. To read the full article, click here.
This paper written by Gregg Bienstock explains the new MSRB rules that received SEC approval on March 7, 2014. To read the full article, click here.
This paper written by Gregg Bienstock in May 2015 is a follow- up to the Municipal Time of Trade Disclosure article. To read the full article, click here.
This paper written by Gregg Bienstock in October of 2014 covers municipal Time-of-Trade Disclosure for primary market offerings. To read the full article, click here.
This paper written by Gregg Bienstock and published in December 2014 looks at the SEC’s increased focus on the municipal market. To read the full article, click here.
Listen Now to Lumesis’ CEO discussing current trends in the Muni Bond industry.
Listen Now to Lumesis’ CEO discussing the effects of new regulations on the Muni industry.
Read about how DIVER Underwriter helps with Post-MCDC underwriting.
DIVER Underwriter for Issuers
Are you an Issuer interested in DIVER Underwriter? Please click here to contact us about a special offer.
FINRA released its 2016 Regulatory and Examination Priorities Letter highlighting firm culture as a priority and states that “Firm culture has a profound influence on how a firm conducts its business and manages its conflicts of interest.” To read the full article, click here.
“It is hard to fathom a market as large and integral to our lives –schools, hospitals, utilities, roads and so much more – where the subject of required disclosure and diligence is still an unsettled issue. ” To read the full article, click here.