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The Municipal Securities Rulemaking Board, or MSRB, has requested comment on extending the MSRB’s rule on advertisements to cover municipal advisors and on a draft interpretive notice covering other forms of marketing communications.  It also requested comment on a new rule requiring municipal advisors to evidence their engagements in writing, as well as to make certain required disclosures.

The MSRB’s existing rule on advertising, Rule G-21, applies to advertisements by municipal securities dealers. The MSRB is requesting comment on extending this rule to cover advertising by municipal advisors.  The rule would prohibit municipal advisors from publishing or disseminating advertisements related to municipal securities, municipal financial products or third-party services the municipal advisors knows or has reason to know are materially false or misleading. This would include any written or electronic promotional materials, such as a circular, report or press release.   The MSRB recognizes that many of the communications municipal advisors have with municipal entities and obligated persons are not advertisements.  The MSRB, therefore, is also requesting comment on an interpretive notice under Rule G-17, which would provide that all written and oral sales or marketing communications and correspondence (e.g., pitch books and responses to request for proposals) must not be materially false or misleading.  

The MSRB is also requesting comment on a new rule for municipal advisors—draft MSRB Rule G-46—which would require municipal advisors to evidence in writing a municipal advisory relationship with a municipal entity client or obligated person client at the time the municipal advisor provides advice or agrees to provide advice. The rule would require the writing to include the basis of compensation; the disclosures required by the MSRB’s fair dealing and fiduciary duty rules; the affiliates that will provide advice, services or products related to the municipal advisor engagement; and whether the municipal advisor is registered with the MSRB and the SEC.  In certain cases, municipal advisors would also be required to disclose those affiliations to investors.

Check frequently for updates on the Dodd-Frank Act and other important securities law matters.

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