Registration of Municipal Securities Dealers (Form MSD, Form MSDW, and Rule 15Ba2-5 Statements)

Under Section 15B(a) of the Exchange Act (15 U.S.C. 78o-4(a)), municipal securities dealers which are banks, or separately identifiable departments or divisions of banks (collectively, “bank municipal securities dealers”) are required to be registered with the Commission in accordance with such rules as the Commission may prescribe as necessary or appropriate in the public interest or for the protection of investors. Under Section 15B(c) of the Exchange Act (15 U.S.C. 78o-4(c)), any registered municipal securities dealer may, upon such terms and conditions as the Commission may deem necessary in the public interest or for the protection of investors, withdraw from registration by filing a written notice of withdrawal with the Commission. Rule 15Ba2-1 (17 CFR 240.15Ba2-1) provides that an application for registration by a bank municipal securities dealer must be filed on Form MSD (17 CFR 249.1100). Rule 15Ba2-1 further provides that if the information contained in any application for registration on Form MSD, or in any amendment to such application, is or becomes inaccurate for any reason, the applicant must promptly file an amendment on Form MSD correcting such information. Rule 15Ba2-4 (17 CFR 240.15Ba2-4) permits the successor to a registered municipal securities dealer to assume immediate responsibility for the operation of the predecessor’s business provided certain requirements are met, including the filing of a successor application on Form MSD. Rule 15Bc3-1 (17 CFR 240.15Bc3-1) provides that bank municipal securities dealers that wish to withdraw from registration must file a notice of withdrawal from registration on Form MSDW (17 CFR 249.1110). Rule 15Bc3-1 further provides that, prior to filing a notice of withdrawal from registration on Form MSDW, a bank municipal securities dealer must amend Form MSD in accordance with Rule 15Ba2-1(b) to update any inaccurate information. Rule 15Ba2-5 (17 CFR 240.15Ba2-5) permits a duly appointed (or duly qualified) fiduciary to assume immediate responsibility for the operation of a registered municipal securities dealer’s business. Under the rule, the registration of a municipal securities dealer is deemed to be the registration of any fiduciary, appointed or qualified by order, judgment, or decree of a court of competent jurisdiction to continue the business of such municipal securities dealer, provided that such fiduciary files with the Commission, within 30 days after entering upon the performance of his duties, a statement setting forth as to such fiduciary substantially the same information required by Form MSD or Form BD (“Rule 15Ba2-5 Statement”). The Commission uses the information obtained from Form MSD, Form MSDW, and Rule 15Ba2-5 Statement filings to, among other things, determine whether bank municipal securities dealers, their Rule 15Ba2-4 successors, and their Rule 15Ba2-5 fiduciaries meet the standards for registration set forth in the Exchange Act, and whether it is in the public interest to permit a bank municipal securities dealer to withdraw its registration. Certain provisions of Rule 15Ba2-4 and Rule 15Bc3-1 apply to non-bank municipal securities dealers which make registration filings on the standard forms for brokers and dealers (Form BD instead of Form MSD, and Form BDW instead of Form MSDW). Burden estimates for such non-bank municipal securities dealers are accounted for in the Supporting Statements for Form BD (OMB Control No. 3235-0012) and Form BDW (OMB Control No. 3235-0018) and are not included herein.

The latest form for Registration of Municipal Securities Dealers (Form MSD, Form MSDW, and Rule 15Ba2-5 Statements) expires 2029-01-31 and can be found here.

SEC filings made via the EDGAR database are searchable on SEC.report, along with a feed of the latest filings for OMB 3235-0083: Form MSD filings .

Form MSD

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