NABL U's The Institute is the only conference of its kind offering sessions focused on advanced topics that are structured to appeal to experienced professionals. The conference builds on foundational matters addressed in NABL U’s The Essentials and general knowledge at NABL U’s The Workshop. Topics discussed here will enhance your practice and keep you abreast of what's happening in the field.

 

The Institute 2020 Chair

Matthias M. Edrich
Kutak Rock LLP
Denver, CO 

The Institute 2020 Vice-Chair 

Deanna L.S. Gregory 
Pacifica Law Group LLP
Seattle, WA 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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The Institute is a NABL members-only event. All Institute attendees must be paid NABL members at the time of the event. NABL membership is by individual, not by firm. Learn more about the benefits of NABL membership.

Attendance & Registration
The Institute is designed for individuals with at least 5 years of experience in the municipal finance area who desire a deep examination of the tax, securities, and state laws that impact bond transactions. The number of registrants is limited, determined on a first-come, first-served basis.

Registration Fees 

Members: $895 
Non-members: $1390 Note: The non-member rate of $1390 includes the cost of the event and a paid membership through 2020.

Cancellation Refund Policy

Cancellations must be received in writing via fax or mail.  Substitutions of attendees are permitted up to the first day of The Institute.                 

                         

Until 2/19- full refund
2/20-3/5- 50% refund
After 3/5- no refund

 

 

 

 

 

 

 

Marriott Marquis San Diego Marina

333 West Harbor Drive, San Diego, CA 92101 
P: (619) 234-1500

The Marriott Marquis San Diego Marina is on  the waterfront overlooking a private marina and is near numerous attractions including Seaport Village and the Gaslamp Quarter.

The group guestroom rate is $309.00 per night single/double occupancy, which includes complimentary guestroom internet for Marriott Bonvoy members as well as fitness center access.

Register first for the conference, and NABL will send a confirmation email with a link to reserve your accommodations. The hotel reservation deadline is Friday, February 21, 2020.

 

  • Due to high guestroom demand over our meeting dates, NABL requests that only one hotel reservation be made per conference registration.
  • A one-night nonrefundable deposit will be charged to your credit card at the time of reservation.
  •  An early departure fee will apply to guests that check into the hotel and decide to leave early. Please ensure your reservation arrival and departure dates are correct prior to checking in.
  • Check in is at 4:00 PM, and check-out is at 11:00 AM. NABL will have complimentary luggage storage available on Friday from 10:00 AM - 1:30 PM.

 

Air Travel & Ground Transportation

  • Flights: It is recommended that you fly into San Diego International Airport (SAN) which is 3.3 miles from the hotel. 
  • Taxi: The rate for a one-way taxi ride from the airport to the hotel is approximately $18.00
  • UberX: The rate for a one-way UberX ride from the airport to the hotel is approximately $9.00 – $12.00.
  • Hotel Parking: The on-site parking fee is $9.00 hourly and $35.00 daily. The valet parking fee is $50.00 daily.

 

General Session 1
The Evolving Role of Taxable Bonds in the Muni Market | Thursday, 8:00 AM - 9:15 AM

 

 

Chair

Faith Li Pettis
Pacifica Law Group LLC
Seattle, WA

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Co- Chair

Kristin H.R. Franceschi
DLA Piper LLP (US)
Baltimore, MD

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The elimination of advance refundings, changes in marginal tax rates, reduced spreads between tax-exempt and taxable bonds, and the maturation of an international market have combined to fuel a surge in taxable municipal bond issues. Panelists will examine this trend with an eye toward identifying tax and securities law practice pitfalls and tips. The broad discussion will include topics such as an analysis of the complications relating to taxable refundings of tax-exempt bonds and structuring taxable bonds to be able to refund tax-exempt bonds. Panelists will also discuss securities law and disclosure questions specific to taxable bond issuances and will touch on how the market for taxable bonds differs from the tax-exempt market and the potential future of that market.

 

 

New Roundtable Discussion Sessions 

*These sessions have reached capacity*

For the first time at The Institute, there will be two exclusive roundtable discussion sessions on Thursday. Each roundtable will include an introduction and guided discussion by the moderator and materials laying out important legal points. A significant focus of each roundtable will be on fostering candid discussion among attendees to share opinions and experiences. The point of each roundtable is to have a meaningful exchange of ideas among experienced professionals. To encourage an open dialogue and facilitate this new format, attendance is limited to the first 40 participants and will be open to practitioners only. The sessions will close when they reach capacity.


Roundtable Topics:

 

 

Drafting Disclosure Policies and Procedures | Thursday, 4:15 PM - 5:30 PM

Moderator: Sam M. Gill
McCall, Parkhurst & Horton L.L.P.
Dallas, TX

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Join participants for a discussion-based analysis of best practices and the “ins and outs” of drafting meaningful disclosure policies and procedures. Recognizing that a one-size fits all approach may not always work, attendees will be encouraged to share experiences with producing tailored policies. With the help of the session moderator, discussion will also center around a potential materiality standard for dealing with the new listed events in Rule 15c2-12, the advantages and disadvantages of including such a standard in policies and procedures, and tools to advise issuers with developing policies and procedures. The moderator will encourage contributions, suggestions, and real-life examples and situations from attendees.

 

 

Tax Structuring of Financings for Airports, Docks and Wharves and Other Exempt Facilities | Thursday, 2:45 PM - 4:00 PM

Moderator: Michela Daliana
Hawkins Delafield & Wood LLP
New York, NY

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This roundtable discussion session will focus on tax structuring of financings for airports, docks and wharves and other exempt facilities and will be moderated by a leading tax attorney with recognized national experience in exempt facility transaction structures. Discussion will focus on applying current rules to transactions and evaluating new tax law guidance and new structuring approaches. The moderator will encourage contributions, suggestions, and real-life examples and situations from attendees.

 

 

 

15c2-12 Amendments – One Year Later

Brandon C. Pond  
Clark Martin & Peterson P.S.
Seattle, WA

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A year after the effective date of the ongoing disclosure rules, this panel will discuss how municipal securities issuers, underwriters, and municipal advisors and their counsels have adjusted and implemented the amendments. Panelists will discuss industry trends and hot topics related to the amendments and how to work with clients to adopt meaningful policies and procedures. 


 

Advanced Tax Topics Regarding Qualified 501(c)(3) Bonds

Andrea M. Ball 
Orrick, Herrington & Sutcliffe LLP
New York, NY

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This panel will review and discuss the roles of borrower’s counsel and bond counsel relating to diligence concerning 501(c)(3) opinions and the analysis of unrelated trade or business activities occurring in bond-financed property. Panelists will also address topics such as entities that have not yet received determination letters or entities classified as “private foundations,” diligence relating to “charity care” standards applicable to hospitals, and matters relating to partnerships involving 501(c)(3) organizations.

 

Computing Private Business Use and Private Payments

Perry E. Israel 
Law Office of Perry Israel
Sacramento, CA

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This panel will focus on the rules for calculating and measuring private business use and private payments. Discussions will address common situations for which application of the rules has proven challenging, such as measuring private business use and applying equity allocations in refunding situations, measuring the amount of nonqualified bonds in remedial action scenarios, applying multipurpose issue allocations, and separate issue elections in calculations as well as curing private business use issues through combining new money with refunding bonds. The panel discussion will also address related issues in calculating private payments and will include detailed computations. 

 

 

Electronic Disclosure

David Y. Bannard 
Kaplan Kirsh & Rockwell LLP
Boston, MA

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This session will discuss electronic disclosure by state and local municipal bond issuers – use of websites, social media, investor roadshows, and other electronic communications that may be considered to be communications to the market. This session follows on the heels of the new NABL publication “Practical Considerations in Electronic Disclosure by State and Municipal Bond Issuers” to be published in the Municipal Finance Journal. Questions and participation by audience members is welcomed.

 

 

Ethical Considerations in Public Finance

Ryan K. Callender 
Squire Patton Boggs (US) LLP
Cleveland, OH

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This ethics panel will take an in-depth look at the historical evolution of bond counsel, current practice, the ABA Model Rules of Professional Conduct and industry guidance with regard to the role of bond counsel as gatekeeper to the transaction and the fiduciary duty owed to clients. Panelists will discuss ethical issues relating to client confidentiality and client communications with a public client, the tension between the duty of confidentiality and having a client that is otherwise subject to FOIA, with an emphasis on the use of social media, blogs and technology. 

 

 

Forward Deliveries – Structuring and Disclosure Issues 

Christine Reynolds
Orrick, Herrington & Sutcliff LLP
Portland, OR

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This panel will explore forward deliveries. Issues to be discussed include: the basic mechanics to a forward delivery (what it is and how it works), documentation pitfalls and other matters to look out for, disclosing information about the purchase agreement and associated risks.

 

Practical Issues Involving Tax Audits, VCAPs and Ruling Requests 

Carol L. Lew
Stradling Yocca Carlson & Rauth
Newport Beach, CA

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Attend and learn about recent tax audit experiences and practical issues encountered in VCAP and ruling requests, and share your experiences concerning these topics. Also, hear from Internal Revenue Service representatives concerning administrative developments. Questions and participation by audience members is welcomed.

 

 

Primary Disclosure Trends – From Green Bonds to Calamity, Climate Change, and Lahars

Jade Turner-Bond  
Nixon Peabody LLP
Los Angeles, CA

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During this panel session, panelists will address best practices relating to specific disclosure topics, red flags to keep an eye out for, and other key considerations when drafting primary disclosure for hot topics, including, for example, green bonds and risks and other considerations such as cybersecurity, climate change, calamity, and bankruptcy. Audience participation is welcomed.

 

 

Proposed LIBOR Regulations and Other Reissuance and Refunding Matters

Christie L. Martin
Mintz Levin Cohn Ferris Glovsky and Popeo P.C.
Boston, MA 

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Join this panel for an in-depth look at the proposed LIBOR transition regulations. Panelists will review practical tax issues arising under the proposed regulations and potential approaches to solving these issues as well as comments provided by NABL to the Treasury Department. Panelists will also discuss other topics concerning reissuances and advance refundings, including matters relating to qualified tender bonds, taxable advance refunding bonds, and documentation practices.


 

Public Finance Opportunities with Opportunity Zones

Brian P. Teaff 
Bracewell LLP
Houston, TX 

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Designed for public finance attorneys and their clients, this panel will address tax and non-tax aspects of Opportunity Zone financings relevant to the bond community. Learn the basics of Opportunity Zone structures and how to talk with municipal clients about transactions that may involve Opportunity Zones. Hear about structures that have been implemented thus far (and some that haven’t), work and don’t work with tax-exempt bond financing, and come with questions you may have.

 

 

Roles and Responsibilities Series – Disclosure Counsel

Barron F. Wallace
Bracewell LLP
Houston, TX

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This panel will review the role of disclosure counsel including: due diligence responsibilities, working with other deal team members, client expectations, industry trends, holding a meaningful due diligence call, ongoing disclosure and other post issuance expectations (such as client trainings), and certain components of NABL's Model Letter of Disclosure Counsel. This is one session in a two-session series focusing on roles and responsibilities of counsel in the disclosure area – see “Roles and Responsibilities Series – Underwriter’s Counsel” for the second session in this series.

 

 

Roles and Responsibilities Series – Underwriter’s Counsel

Michael P. Botelho
Updike, Kelly & Spellacy, P.C.
Hartford, CT 

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This is one session in a two-session series focusing on roles and responsibilities of counsel in the disclosure arena. Roles may overlap when it comes to disclosure due diligence and expectations, but each role is distinct and has unique characteristics. This panel will review the role of underwriter’s counsel including: due diligence responsibilities, working with in house counsel, working with guidelines for outside counsel, client expectations, industry trends, holding a meaningful due diligence call, drafting and key considerations for the bond purchase contract, and certain components of NABL's Model Letter of Underwriter's Counsel Second Edition, including the negative assurance and 15c2-12 opinion. See “Roles and Responsibilities Series – Disclosure Counsel” for the second session in this series.

 

To Lien or Not to Lien – Discussion of the Lien in the Context of Municipal Bonds

Kris A. Moussette
Hinckley, Allen & Snyder LLP
Boston, MA

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This panel will discuss the nature of statutory liens in the context of municipal bonds and structuring approaches to addressing such liens. Panelists will also address potential risks to investors and related disclosure considerations relating to liens.  

 

 

Yield Restriction and Arbitrage Rebate for Professionals

Rebecca L. Harrigal 
Greenberg Traurig, LLP
Philadelphia, PA

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Discussions during this panel will focus on advanced arbitrage rebate matters frequently encountered by issuers and their arbitrage analysts. Topics will include issues that are not being consistently interpreted by the bond counsel community, such as single issue treatment and yield blending. Discussions will also address general yield calculation matters and universal cap, among other matters. Panelists are experts at yield restriction and arbitrage rebate matters and will provide for a thought provoking and practical discussion of these often complex tax issues.

 

 

 

 

 

General Session 2
Election News 2020 |  Thursday, 11:00 AM- 12:00 PM

Featured Speaker: Jonathan Capehart 

Pulitzer Prize-winning journalist Jonathan Capehart is a member of The Washington Post editorial board, writes about politics and social issues for the PostPartisan blog, and hosts the Post’s “Cape Up” podcast. He is also an MSNBC Contributor who regularly serves as a substitute anchor. Known for his insightful, hard-hitting reporting and writing, as well as his eloquent, witty, and thought-provoking commentary, Capehart discusses cultural shifts happening domestically and globally, and the issues that matter now and will matter in the months and years to come. He is also revered for his abilities as an expert panelist and moderator, who is particularly skilled at directing and navigating honest, meaningful conversations with high-level personalities. Capehart will share with The Institute attendees his insights on the political news of the day and perspectives on the 2020 presidential election, just two weeks after Super Tuesday. 

 

Welcome Reception | Thursday, 5:30 PM - 6:30 PM

On Thursday evening, NABL will host a reception for all attendees. The Welcome Reception provides a great opportunity to strengthen connections among colleagues and foster invaluable off-line discussion.

 

 

 

Committee Breakfasts | Friday, 7:30 AM - 8:30 AM

All NABL members are invitited to attend committee meetings during Friday morning's Continental Breakfast. Please check in at the registration desk onsite for a list of committee meetings and their locations. 

 

 

 

2020 Institute Sponsors 

 

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The Institute offers the ability to earn over 10 hours of CLE credit, which includes 1.25+ hours of ethics credit. In states with a 50-minute CLE hour, up to 12 hours of credit is anticipated, including 1.5 hours of ethics credit. 

NABL’s new automated CLE system allows you to login to your online profile and update your registration form to reflect the sessions you actually attended by April 3, 2020. Members can download their own state CLE certificates after April 10, 2020.