Securities Law and Disclosure Committee
This Committee shall (a) advise the Board regarding developments in federal securities laws (including developments pertaining to the governmental agencies that regulate securities and/or enforce securities laws, rules and regulations), (b) advise the Board regarding developments pertaining to disclosure practices relating to municipal securities, (c) prepare on behalf of NABL or such committee, at the direction of the Board or the President, comment letters, informative memoranda, and other written materials pertaining to securities laws and/or disclosure practices pertaining to municipal securities, and (d) undertake such projects as may be assigned from time to time to such committee by the Board.
Web Page Overview
This web page provides information on active projects of the Securities Law and Disclosure Committee of the National Association of Bond Lawyers. This web page also provides information on recently completed committee projects. NABL members interested in becoming involved in committee projects should contact one of the members of the committee leadership noted below.
Active Projects
Volcker Rule Project
Project Leader: Jodie Smith
Project Description: The SEC and several other federal agencies recently requested comment on a proposed rule that would implement Section 619 of the Dodd-Frank Act, which, among other things, contains prohibitions and restrictions on the ability of a bank to engage in proprietary trading. The prohibition on proprietary trading contained in the proposed rule does not apply to the purchase or sale of “[a]n obligation of any State or any political subdivision thereof”. The committee, along with NABL’s Municipal Law Committee, is preparing a comment letter on this proposed rule.
Status: Ongoing (expected completion date of January 31, 2012)
Fundamentals Treatise Peer Review Project
Project Leader: Jodie Smith
Project Description: The committee is undertaking a peer review of the securities law section of the Fundamentals of Municipal Bond Law treatise that NABL publishes each year in connection with the Fundamentals of Municipal Bond Law Seminar.
Status: Ongoing (expected completion date of January 31, 2012)
Securities Law Deskbook Revision Project
Project Leader: Jodie Smith
Project Description: In recent years, NABL’s Securities Law Editorial Board has worked with Lexis/Nexis to produce the Securities Laws of Municipal Bonds Deskbook. The Deskbook was last published in 2009. The Securities Law Editorial Board currently consists of John McNally, Sandy MacLennan, and Jodie Smith. The Securities Law Editorial Board is getting started on a project to revise the Deskbook and expects to enlist the help of several members of the Securities Law and Disclosure Committee on this revision project.
Status: Ongoing (expected completion date of July 31, 2012)
GASB Financial Projections Project
Project Leader: To be determined
Project Description: The Governmental Accounting Standards Board recently requested comments on its Publication No. 13-3, which expresses GASB’s preliminary views on economic condition reporting/financial projections. The committee is preparing a comment letter on this GASB project.
Status: Ongoing (expected completion date of February 29, 2012)
Recently Completed Projects
MSRB Bank Loan Disclosure Project
Project Leader: Jodie Smith
Project Description: NABL’s leadership recently requested the assistance of the Securities Law and Disclosure Committee in connection with the annual MSRB Industry Roundtable. This annual event provides a forum for representatives of several municipal market stakeholder groups to meet, share their groups’ agendas for the year, and discuss topics of mutual interest. This year the MSRB, which has been focused recently on the implications of bank loans made to issuers of bonds, sent NABL some advance questions relating to disclosure practices pertaining to bank loans. NABL’s leadership sought input from the Securities Law and Disclosure Committee on the questions so that NABL could come up with a “NABL consensus” on these questions. In response to this request, committee members were polled and a summary of responses was prepared. Most of the responses came through the committee’s new LinkedIn Discussion Group.
Status: Complete
NABL Securities Law LISTSERV Project
Project Leader: Jeff Peelen
Project Description: The committee has established a NABL LISTSERV dedicated to securities law questions. The LISTSERV is called the “NABL Securities Law and Disclosure Group” and is hosted on the web site LinkedIn. The committee launched the LISTSERV on or about December 15, 2011.
Status: Complete
Comment Letter on SEC Release 34-63576 (Registration of Municipal Advisors)
Project Leader: Teri Guarnaccia
Project Description: The committee prepared a comment letter on SEC Release No. 34-63576 (pertaining to registration and definition of Municipal Advisors pursuant to the Dodd-Frank Wall Street Reform and Consumer Protection Act).
Status: Complete
NABL Statement on Update to SEC 1994 Interpretive Release
Project Leader: Jodie Smith
Project Description: The committee submitted two separate statements to the SEC relating to the SEC’s anticipated update to SEC Release No. 33-7049 (the “1994 Interpretive Release”), which addressed municipal securities disclosure. The statements were structured in a question and answer format and identified issues NABL believed would benefit from SEC clarification and suggested guidance regarding such issues that NABL believed would be helpful and appropriate.
Status: Complete
Committee Leadership