Investor Communications Project
In 2000 NABL published a white paper entitled “Providing Information to the Second Market Regarding Municipal Securities.” The dynamics of investor communication have evolved, and it is time to update this paper. The following are some of the topics that Dan Deaton anticipates that the paper would address : (i) a clear encouragement that free-flowing communications with investors, both during and outside of the offering process, are valuable to both investors and issuers, (ii) what the law requires and does not require; (iii) how the Federal antifraud laws apply to investor communications; (iv) the applicability or non-applicability of selective disclosure and insider trading laws; (v) the clear fairness considerations that may be implicated with sensitive new information if just disclosed to a limited number of investors; (vi) what steps are advisable for issuers to take in connection with investor communications; (vii) identifying a person or persons to communicate through; (viii) dealing with questions; (ix) investor relations website; (x) dealing with requests that elicit material nonpublic information.
Electronic Media and Disclosure Project
The Committee will draft a white paper to discuss the available guidance regarding electronic media and disclosure and considerations for bond counsel when discussing electronic media and disclosure with issuer clients. Phase I, the summary of the available guidance regarding electronic media and disclosure, is complete. An outline has been prepared for Phase II, identifying considerations for bond counsel when discussing electronic media (EMMA issuer homepages, investor relations sites, and social media channels) and disclosure with issuer clients. The project is a companion piece to the academic paper on investor communications and will focus on practice pointers.
Model Letter of Disclosure Counsel Project
Draft a Model Letter of Disclosure Counsel. A second draft of the model letter, incorporating group comments and a historical introduction written by Dean Pope, was distributed to the group on January 9, 2017. Work on a third draft, incorporating group comments and applicable portions of the new Model Letter of Underwriter’s Counsel, is ongoing.
Review of the Securities Law Section of the "Blue Book"
NABL Policy requires that each of the major sections of the “Blue Book” used at the Fundamentals of Municipal Bond Law Seminar be revised triennially. This year is the year scheduled for review of the section on securities law.