Missouri Code of State Regulations › Title 15 - ELECTED OFFICIALS › Division 30 - Secretary of State › Chapter 52 - Registration of Securities › Section 15 CSR 30-52.340 - Mortgage Revenue Bonds

Current through Register Vol. 49, No. 14, July 15, 2024
PURPOSE: This rule specifies the securities
				  registration requirements created by sections 108.450-108.470, RSMo which
				  require certain mortgage revenue bonds to comply with Chapter 409, RSMo. It
				  details the information which issuers must submit and limits the method to
				  registration by qualification. It also provides a new form to be used for this
				  type of registration
.
(1)
				Mortgage revenue bonds issued pursuant to authority contained in sections
				108.450-108.470, RSMo must be registered by qualification.
(A) The information listed for registration
				statements by qualification under section
				409.3-304(b),
				RSMo is required, modified or omitted as follows for the purpose of registering
				mortgage revenue bonds authorized by sections 108.450-108.470, RSMo. (Note: The
				numbers without brackets listed in this rule correspond to the bracketed
				numbers in section
				409.3-304(b),
				RSMo):
1. The issuer's name, address and form
				and date of organization (Other items from this subsection should be
				omitted);
2. With respect to every
				elected official performing legislative functions for the issuer, the chief
				executive officer of the issuer and the chief appointed fiscal officer of the
				issuer; his/her name, address and position; a description of any material
				interest held by any such person in any material transaction with the issuer or
				any of its agencies effected within the past three (3) years or proposed to be
				effected (Other items from this subsection should be omitted);
3. (Information from this subsection should
				be omitted);
4. (Information from
				this subsection should be omitted);
5. (Information from this subsection should
				be omitted);
6. (Information from
				this subsection should be omitted);
7. (Information from this subsection should
				be omitted);
8. The kind and amount
				of securities to be offered; the proposed offering price or the method by which
				it is to be computed; any variations therefrom at which any proportion of the
				offering is to be made to any person or class or persons other than
				underwriters, with a specification of any such person or class; the basis upon
				which the offering is to be made if otherwise than for cash; the estimated
				aggregate underwriting and selling discounts or commissions and finder's fees
				(including, listed separately, cash, securities, contracts or anything else of
				value to accrue to the underwriters or finders in connection with the offering)
				or, if the selling discounts or commissions are variable, the basis for
				determining them and their maximum and minimum amounts; the estimated amounts
				of other selling expenses, including legal, engineering and accounting charges;
				the name and address of every underwriter and every recipient of a finder's
				fee; a copy of any underwriting or selling group agreement pursuant to which
				the distribution is to be made or the proposed form of any such agreement whose
				terms may not yet have been determined; and a description of the plan of
				distribution of any securities which are to be offered otherwise than through
				an underwriter;
9. The estimated
				cash proceeds to be received by the issuer from the offering; the purposes for
				which the proceeds are to be used by the issuer; the amounts to be used for
				each purpose; the order or priority in which the proceeds will be used for the
				purposes stated; the amounts of any funds to be raised from other sources to
				achieve the purposes stated; and the sources of any such funds (Other items
				from this subsection should be omitted);
10. (Information from this subsection should
				be omitted);
11. (Information from
				this subsection should be omitted);
12. (Information from this subsection should
				be omitted);
13. A copy of any
				preliminary official statement, prospectus, pamphlet, circular, form letter,
				advertisement or other sales literature intended as of the effective date to be
				used in connection with the offering;
14. A specimen or copy of the security being
				registered and a copy of any indenture or other instrument covering the
				security to be registered (Other items from this subsection should be
				omitted);
15. A copy of the form of
				an opinion of counsel which will be executed upon delivery of the bonds to the
				underwriter or other purchaser and which opines as to the legality of the bonds
				being registered, whether the bonds when, if and as delivered, will be legally
				issued and whether the bonds will be binding obligations of the issuer (Other
				items from this subsection should be omitted);
16. The written consent of any accountant,
				engineer, appraiser or other person whose profession gives authority to a
				statement made by him/her, if any such person is named as having prepared or
				certified a report or valuation (other than a public and official document or
				statement) which is used in connection with the registration
				statement;
17. (Information from
				this subsection should be omitted); and
18. The following additional information:
A. A description of the trustee;
B. A description of the terms and conditions
				of any indenture covering the bonds (which may be included in the official
				statement);
C. A description of the
				mortgage pool insurance and any other insurance policies relating to the
				mortgage loans or loans to mortgage lenders;
D. A general description of terms and
				conditions of the purchase of, investment in, or assignment of mortgage loans
				from mortgage lenders or loans made to mortgage lenders, provisions for the
				security of the loans and provisions requiring the proceeds of the loans to be
				used by those mortgage lenders for the making of new mortgages for single
				family residential housing; provisions for securing new mortgages; and a
				general description of the terms and conditions of new mortgage loans including
				origination, service and administration of the new mortgage loans;
E. The plans covering the events of default
				and remedies;
F. A copy of the
				ordinance or court order authorizing issuance of the bond;
G. Statement indicating the provisions made
				by the political subdivision to secure the payment of the bonds including the
				creation of reserve and capitalized interest funds; action taken by the
				political subdivision with respect to the setting and collection of fees and
				charges deemed necessary to pay the debt service on the bonds; statement
				indicating whether there are provisions permitting or restricting the issuance
				of additional securities, the release or substitution of assets securing the
				issue, the modification of terms of the security; statement indicating the
				terms and conditions, if any, under which the holders, or any specified
				percentage of the holders, of the bonds or any coupons representing interest
				accrued on the bonds or coupons may, by civil action, compel the issuer to
				perform all duties imposed upon it by statute (that is, sections
				108.450-108.470, RSMo) and to enforce the performance of any and all of the
				covenants made by the issuer with respect to the issuance of the bonds; and
				statement of the provisions relating to maturity, redemption, amortization,
				sinking fund or retirement;
H.
				Statement indicating whether there is litigation of any nature pending or
				threatened against the issuer, as of the date of the registration statement, to
				restrain or enjoin the issuance, sale, execution or delivery of the bond or in
				any way contesting or affecting the validity of the bonds or the security of
				the bonds, or contesting the validity of any proceedings of the issuer taken
				with respect to the issuance or sale; and form of certificate to be signed at
				time of closing; and
I. Statement
				of factual assumptions that were made by the issuer that must occur to enable
				it to make full and timely payments of principal, or premiums, if any, and
				interest on the bonds, service fees, insurance premiums, trustee's fees and the
				paying agent's fees.