Amendments to Municipal Securities Rulemaking Board ("MSRB") Rule G-32 and its accompanying Form G-32 became effective Monday, February 14, 2011. The amendments require that underwriters, placement agents and remarketing agents provide additional information to the MSRB's Electronic Municipal Market Access system ("EMMA") in connection with primary offerings of securities. Rule G-32 requires that, in connection with a primary offering of securities, the underwriter, placement agent or remarketing agent for such offering submit to EMMA (i) an electronic copy of the official statement with respect to such offering (or, if no official statement is being delivered, certain other documentation) and (ii) Form G-32, which is completed and submitted electronically using the EMMA interface. These submissions must be initiated by the first date of execution by the underwriter of transactions in securities sold in the offering and must be completed no later than the closing date of the offering.
The recent amendments require additional information to be provided by the underwriter, placement agent or remarketing agent in Rule G-32 submissions. Such items of information are now included in the electronic Form G-32 on EMMA and include:
- Whether the issuer or other obligated persons have agreed to provide continuing disclosure pursuant to Securities and Exchange Commission Rule 15c2-12;
- The names of any obligated persons, other than the issuer, that have agreed to provide continuing disclosure; and
- The timing set forth in the continuing disclosure undertaking for the submission of annual financial information by the issuer and/or any obligated persons to EMMA, either as a specific date or as the number of days or months after a specified end date of the issuer's or obligated person's fiscal year.
Once submitted, the information described above will be available on EMMA to investors and others viewing the official statement and other transaction details.