Beginning on October 1, 2010, it will be unlawful under the Dodd-Frank Wall Street Reform and Consumer Protection Act for a municipal advisor to provide certain advice to or solicit municipal entities or obligated persons, unless the advisor is registered with the Securities and Exchange Commission. Earlier today, the SEC announced that it has adopted a temporary rule establishing a means for municipal advisors to comply with this requirement.
For purposes of the SEC rule, a municipal advisor is a person who provides advice to or on behalf of a municipal entity or obligated person with respect to municipal financial products or the issuance of municipal securities, or undertakes a solicitation of a municipal entity. This includes financial advisors, guaranteed investment contract brokers, third-party marketers, placement agents, solicitors, finders, and swap advisors who provide such municipal advisory services. The term does not include municipal entities or their employees; brokers, dealers, or municipal securities dealers serving as underwriters; investment advisers registered under the Investment Advisers Act of 1940; or certain others.
Under the temporary rule, before October 1, municipal advisors must access and complete a temporary registration form online at http://sec.gov/info/municipal/form_ma-t.htm. The form cannot be filed in hardcopy form. Before registering, advisors must establish an account and obtain a username and password with the SEC. The form requires that municipal advisors provide identifying and contact information, pick from a list of advisory activities in which they engage, and provide disciplinary history for the municipal advisors and all associated municipal advisor professionals. The information filed will be made available on the SEC's website.
It is important that municipal advisors obtain confirmation of filing, as regulations provide that municipal advisors who complete the formand receive confirmation from the SEC that the form was filedwill be temporarily registered.
Precisely who must sign the registration form on behalf of the municipal advisor depends on the corporate (or equivalent) form of the organization. There is no filing fee.
This registration rule is a temporary rule, set to expire on December 31, 2011. The SEC plans to release a permanent rule later this year.
The members of Day Pitney's municipal finance team listed on the side of this alert would be pleased to help you navigate this and the other provisions of the Dodd-Frank Act.
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