MSRB Requests Comments on Proposed Notice Regarding Underwriter Consent to Document Amendments

    February 2012
    The Municipal Securities Rulemaking board published Notice 2012-04 asking for comments on its February 7 draft interpretive notice. The notice concerns the MSRB’s interpretation that an underwriter consenting to amendments to bond documents may be in violation of the underwriter’s “fair dealing” duties under MSRB Rule G-17. If this notice becomes final, it would interpret Rule G-17 to prohibit an accepted market practice and would likely restrict the ability of governmental issuers and conduit borrowers to use a cost-effective method of amending bond indentures and bond resolutions. Squire Sanders public finance lawyers have reviewed the notice and address potential consequences of its adoption.