Municipal Securities Regulation and Enforcement

The $3.7 trillion municipal bond market, which funds state and local infrastructure projects, is facing heightened scrutiny from federal regulators. Local governments, financial and trading intermediaries, municipal advisers, and broker-dealers now confront increased demands for accountability and disclosure — and swift sanctions for noncompliance. 

Barnes & Thornburg helps municipal market participants navigate this rapidly evolving regulatory, investigative, and enforcement landscape, enabling them to anticipate compliance challenges and respond effectively to investigations when necessary. Recent enforcement actions highlight key areas of focus for the Securities and Exchange Commission (SEC) and its Public Financial Abuse Unit, including offering and disclosure fraud, tax- and arbitrage-driven fraud, pay-to-play and public corruption violations, public pension accounting and disclosure issues, and valuation and pricing fraud. 

Our attorneys represent clients in proceedings before the SEC, the Municipal Securities Rulemaking Board (MSRB), the U.S. Department of Justice (DOJ), FINRA, and state securities commissions. We assist in a wide range of circumstances, including: 

  • Responding to investigations and enforcement actions by market regulators
  • Defending against litigation arising from municipal securities issuance, including alleged securities law violations
  • Strengthening public pension accounting and disclosure policies
  • Establishing effective disclosure compliance policies and procedures 
  • Commenting on proposed regulatory changes 
Our team combines the depth of one of the nation’s premier public finance practices with expertise in securities, securities litigation, and white-collar defense and investigations. Our public finance attorneys have participated in the issuance of tax-exempt obligations across all states, the District of Columbia, and U.S. territories. 

With longstanding relationships with municipal governments, authorities, investment banks, financial advisers, banking institutions, and investors, our attorneys have a thorough understanding of the municipal securities market. We provide guidance on federal, state, and local laws governing municipal securities issuance and advise clients on compliance, enforcement, and regulatory challenges. 

Our Securities Group, with a significant national presence, counsels issuers, borrowers, investment banking firms, and lenders in public offerings, private placements, and direct purchases of municipal securities. The group includes attorneys who previously served as SEC staff members, including a former Assistant Director of the SEC’s Division of Corporation Finance and a former acting Director of the SEC Office of Municipal Securities, as well as the former Chief Legal Officer and Deputy Executive Director of the MSRB. Their experience enables clients to navigate federal and state securities laws, including exemptions and regulatory requirements. 

Our litigators, including former federal prosecutors, bring extensive experience representing clients in both civil and criminal matters related to the municipal securities market. They guide clients through government enforcement proceedings, conduct internal investigations when appropriate, and negotiate resolutions with regulators. 
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