While issuer protection is among the Municipal Securities Rulemaking Board's mandates, it appears that issuers feel they are being regulated by the actions of the MSRB, rather than feeling protected by it.
That was among the messages contained in a November 2025 letter the Government Finance Officers Association sent to MSRB CEO Mark Kim, which was discussed on Monday during a Committee on Governmental Debt Management meeting at the GFOA's 2026 Winter Meeting. The letter was not made public previously, and suggested specific changes the MSRB could make to its issuer representation and transparency practices.
It's "troubling" to the GFOA that, when polled during regular GFOA training classes, a majority of its issuer members continue to indicate incorrectly that issuers are regulated by the MSRB, according to the letter.
"We need to make it more clear if it's possible, MSRB needs to make it more clear – everyone needs to make it more clear – that the purpose of the rulemaking is to regulate municipal advisors [and] broker-dealers," Emily Brock, director of the GFOA's Federal Liaison Center, said during the Debt Committee meeting. "It is not to regulate issuers."
The GFOA's letter, which was signed by Brock, was sent as a follow-up to a conversation the GFOA Debt Committee had with Kim and other MSRB representatives in September 2025.
Kim, himself a former GFOA member who also spoke Monday during the Debt Committee meeting, described the GFOA's letter as "very constructive, very valuable," and noted that he had been in attendance at a GFOA event where responses to a question indicated that a majority of issuer respondents in the room believed they were regulated by the MSRB.
That, of course, "is not the case," the MSRB CEO said.
"We do not regulate issuers," Kim said, adding, however, that "it's somewhat understandable" that there could be some confusion, especially for issuers whose only interaction with the MSRB might be to have their dissemination agent submit a continuing disclosure to the MSRB's Electronic Municipal Market Access system.
"I think it might very well feel like you're regulated by the MSRB because you have to … hire someone to submit a disclosure on your behalf to our system," the MSRB CEO said. "That doesn't surprise me, and I don't think it's necessarily a sign of … an underlying issue."
Instead, Kim sees it as presenting some issuer education opportunities both for the GFOA as well as for the MSRB. EMMA offers valuable resources for the issuer community, he said.
"I think there's some perceptions around MSRB and around EMMA that I don't think reflect reality, but I'm not sure that that's a cause for major concern," the MSRB CEO said. "I think it really just signals an opportunity for us to partner and help educate the issuer community on the resources that are available through the MSRB and…the role that we try to play in the marketplace."
In its Nov. 10, 2025 letter, GFOA was clear about something it believes shouldn't be part of the MSRB's role: Interference in state or local government matters.
"The MSRB's efforts to protect issuers should not interfere with or directly and unduly influence matters of state and local governments, whether that pertains to reported financial or budget information, the content and frequency of disclosures made to EMMA, or any issue related to the policies and practices of governments and issuers of municipal securities," the letter said.
The letter said that as the GFOA has stated in many previous letters to the MSRB, "we view the MSRB's statutory mandates as solely related to the MSRB's specific authority to develop rules for the broker-dealers and municipal advisors."
In the November letter, the GFOA outlined a variety of "activities and actions from the MSRB that we would welcome and view as partially addressing the mandate to protect the needs of state and local governments as issuers of municipal securities."
Among the GFOA's general recommendations were that the MSRB's chair should come from the board's 'public' members and that meetings should be open and "allow for outside participation," the letter said. The GFOA also recommended that meeting agendas be made available well in advance of scheduled meetings and that minutes should be published within 10 business days of each meeting.
The GFOA in the letter also recommended that, irrespective of the total number of board members, "the number of issuer members should equal that of broker-dealers, municipal advisors, investors, and public members."
In addition, the board and staff of the MSRB "should look for systematic input from advisory groups and other outlets, of various market participants including issuers and investors," the GFOA said in the letter.
"These advisory groups should aggregate meaningful input regarding the work of the MSRB," the letter said.
