2023 Tennessee Code › Title 9 - PUBLIC FINANCES (§§ 9-1-101 — 9-24-106) › Chapter 21 - LOCAL GOVERNMENT PUBLIC OBLIGATIONS ACT OF 1986 (§§ 9-21-101 — 9-21-1104) › Part 1 - GENERAL PROVISIONS APPLICABLE TO ALL BONDS AND NOTES ISSUED BY LOCAL GOVERNMENTS (§§ 9-21-101 — 9-21-134) › Section 9-21-134 - Model finance transaction policies for use by public entities - Disclosure obligations regarding finance transactions

(a)
In addition to the definitions applicable generally to this chapter, the following definitions are applicable to this section only:
(1)
"Advisor" means a municipal advisor, financial advisor, swap advisor, or program administrator, with respect to a finance transaction, whether or not such title is used;
(2)
"Costs" related to a finance transaction may include, but are not limited to, fees and expenses of advisors, underwriters, placement agents, counterparties, bond and other counsel, paying agents, registrars, trustees, escrow agents, verification agents, credit enhancement and liquidity providers, remarketing and auction agents, rating agencies, publishing, and other similar fees and expenses, whether or not payable at issuance. "Cost" may include recurring and nonrecurring fees and expenses occurring during the life of the transaction, debt service payments, including interest, and any payments made to a counterparty;
(3)
"Event of default" means a default, event of acceleration, termination event, modification of terms, or other similar event under the terms of a financial obligation of a public entity, any of which reflect financial difficulties of the public entity;
(4)
"Finance transaction" means a transaction in which a public entity issues, incurs, executes, or assumes a financial obligation;
(5)
"Financial obligation" has the same meaning as is given to such term in
17 CFR 240.15c
2-12
under the Securities and Exchange Act of 1934 or any successor rule;
(6)
"Public entity" means the state, a state agency, a local government, a local government instrumentality, or any other authority, board, district, instrumentality, or entity created by the state, a state agency, local government, a local government instrumentality, or combination thereof;
(7)
"Public finance professional" means an advisor, underwriter, placement agent, counterparty, bond counsel, issuer's counsel, or other person or entity advising the public entity with respect to a finance transaction or offering to provide professional services with respect to a finance transaction; and
(8)
"State funding board" means the state funding board, created pursuant to chapter 9 of this title.
(b)
The state funding board may develop model finance transaction policies for use by public entities, including any exemptions deemed necessary or appropriate from filing requirements.
(c)
(1)
The board shall determine the information to be disclosed pursuant to this section, including:
(A)
A brief description of the finance transaction;
(B)
The issuance, continuing, and one-time costs of the finance transaction;
(C)
A brief description of any continuing disclosure obligations with respect to the finance transaction;
(D)
A copy of the offering document, if any; and
(E)
Such other information and in such manner as may be required by the board.
(2)
Not later than forty-five (45) days following the issuance, reissuance, incurrence, execution, or assumption of a finance transaction, the public entity shall submit, or cause to be submitted, the information pursuant to subdivision (c)(1) to the governing body of the public entity, with a copy to the comptroller of the treasury or the comptroller's designee. If an open meeting of the governing body is not scheduled within the forty-five-day period, then the public entity shall give a copy to each member of the body within such period and present the information in subdivision (c)(1) to the body at the next scheduled meeting.
(3)
The state funding board shall require public entities to timely comply with continuing disclosure obligations, if applicable, to disclose financial obligations and events of default on the Electronic Municipal Market Access (EMMA) website of the Municipal Securities Rulemaking Board (MSRB), and for those public entities which are not subject to such MSRB obligations, to disclose any event of default to the comptroller of the treasury or the comptroller's designee within ten (10) business days, in accordance with guidelines approved by the board.
(d)
Upon discovery by the public entity of a failure to comply with the requirements of this section, the public entity shall immediately notify the comptroller of the treasury or the comptroller's designee and make a late filing of such information to the EMMA website or the comptroller of the treasury, as applicable. In addition, upon discovery by the comptroller of the treasury or the comptroller's designee of an omission or error or filing failure, the comptroller of the treasury or the comptroller's designee shall notify the public entity of such noncompliance. The public entity shall submit the required information, along with an explanation for the noncompliance, within fifteen (15) days following its discovery or notice by the comptroller of the treasury or the comptroller's designee.
Amended by 2021 Tenn. Acts, ch. 128, s 8, eff. 4/13/2021.
Amended by 2018 Tenn. Acts, ch. 498, s 1, eff. 2/22/2018.
Added by 2014 Tenn. Acts, ch. 766, s 5, eff. 7/1/2014.