Continuing Disclosure

SEC Rule 15c2-12

Securities and Exchange Commission (SEC) Rule 15c2-12 requires dealers, when underwriting certain types of municipal securities, to ensure that the state or local government issuing the bonds enters into an agreement to provide certain information to the Municipal Securities Rulemaking Board (MSRB) about the securities on an ongoing basis. Such continuing disclosure agreements for new issues after December 2010 normally require the following:

Annual Financial Information

  • Financial information and operating data provided by state or local government or other obligated persons
  • Audited financial statements for state or local government or other obligated persons, if available

Event Notices

  • Principal and interest payment delinquencies
  • Non-payment related defaults
  • Unscheduled draws on debt service reserves reflecting financial difficulties
  • Substitution of credit or liquidity providers, or their failure to perform
  • Adverse tax opinions or events affecting the tax-exempt status of the security
  • Modifications to rights of security holders
  • Bond calls and tender offers
  • Defeasances
  • Release, substitution or sale of property securing repayment for the securities
  • Rating changes
  • Bankruptcy, insolvency or receivership
  • Merger, acquisition or sale of all issue assets
  • Appointment of successor trustee

MSRB Electronic Municipal Market Access (EMMA)

In compliance with Rule15c12-12. The Commonwealth and the bond issuing authorities disseminate annual financial information and event notices to the MSRB’s Electronic Municipal Market Access (EMMA ®) website at