Page 75 - Burleson FY22 City Budget
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ATTACHMENT E - SECURITIES LAW COMPLIANCE AND DISCLOSURE POLICY©
ARTICLE I
PURPOSE AND SCOPE
SECTION 1.01 DEFINITIONS.
The words and terms used in this Model Securities Law Compliance and Disclosure Policy (this "Policy") have the meanings
specified in Article II hereof, unless the context clearly otherwise requires. Except where the context otherwise requires, words
importing the singular number shall include the plural number, and vice versa.
SECTION 1.02 PURPOSE OF POLICY.
(a) Continuing Disclosure Undertaking Requirement. Under Rule 15c2-12, underwriters of Municipal Securities may
not purchase or sell Municipal Securities unless the underwriters have reasonably determined that the issuer of the
Municipal Securities or its designated agent has undertaken in a written agreement to provide continuing disclosure
of certain financial information and operating data, and to file notices of certain events designated in Rule 15c2-12.
The Issuer is required under its Continuing Disclosure Undertakings to provide disclosures of certain financial
information and operating data and notice of certain events to the MSRB on EMMA to facilitate informed secondary
market trading. This Policy is adopted by the Issuer to assist in its compliance with federal and state securities laws
and regulations, including, specifically, Rule 15c2-12. This Policy is established to ensure that the Issuer maintains
adequate policies and procedures for gathering, analyzing and disclosing all information that is required to be
provided to, or that may be reasonably expected to reach investors or trading markets, which relates to the issuance
of the Issuer's Debt Obligations. Such information consists of the content of the Issuer's Offering Documents,
continuing disclosure reports, event notices and other statements reasonably expected to reach the public markets.
(b) Recommendation of Written Procedures. The Issuer recognizes that the SEC recommends adopting disclosure
policies and amending existing disclosure policies from time to time to address the process for evaluating the
disclosure process including disclosures for certain Event Notices. Written policies and procedures adopted by the
Issuer will serve to streamline the process of disclosing required information. The Disclosure Officer, and other
officers selected by the Issuer, if any, may establish additional written procedures from time to time to ensure that
any Offering Documents (i) fully and accurately present the Issuer's financial condition and operations and (ii) do
not omit any Material information regarding the Issuer.
SECTION 1.03 SCOPE OF POLICY.
This Policy applies to all Debt Obligations of the Issuer that are currently outstanding and all future bonds, notes, leases or
derivative instruments to be executed by the Issuer. If the provisions of this Policy conflict with a respective Continuing Disclosure
Undertaking, the terms of such Continuing Disclosure Undertaking will control.
ARTICLE II
DEFINITIONS
SECTION 2.01 DEFINED TERMS.
"Annual Report" means the Issuer's audited financial statements (or unaudited financial statements if permitted by the Continuing
Disclosure Undertaking) and certain other financial information and operating data required to be filed annually with the MSRB.
"Business Day" means any day except any Saturday or Sunday, any day which is a federal legal holiday in the United States, or
any day on which banking institutions are authorized or required by law to close.
"Code" means the Internal Revenue Code of 1986, as amended.
"Compliance Date" means February 27, 2019.
"Continuing Disclosure Undertaking" means a continuing disclosure agreement, continuing disclosure undertaking, continuing
disclosure instructions or other written certification and agreements of the Issuer setting out covenants for satisfying the Issuer's
requirements for providing information to the MSRB in an electronic format pursuant to and in accordance with Rule 15c2-12.
"Debt Obligation" means each contract of the Issuer that has sufficient characteristics of debt so that it is included in the Issuer's
financial statements as a long-term liability of the Issuer, including, but not limited to bonds, notes, leases and similar instruments
used by the Issuer for borrowing purposes.
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