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SEC Seeks Comments on Asset-Backed Securities Proposal

By Danielle Andrus

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The Securities and Exchange Commission announced Wednesday it was seeking public comment on a proposed rule that would require issuers of asset-backed securities to provide investors with new disclosures. The rule would also affect credit rating agencies that rate ABS.

The rule falls under section 943 of the Dodd-Frank Wall Street Reform and Consumer Protection Act, and requires the SEC to take action by Jan. 14, 2011.

The rules proposed by the SEC include a disclosure of repurchase history, which would require a repurchase history for the five years prior to a security's offering date. Furthermore, the issuer would have to file monthly updates with the repurchase history for all outstanding ABS, even if the securities were not registered with the SEC; and the history of all "fulfilled and unfulfilled" repurchase requests.

Additionally, the rule would require a disclosure of repurchase history in prospectuses and ongoing reports, which would require issuers to include in the ABS prospectus the repurchase history for the prior three years for "ABS of the same asset class as the securities being registered," and to provide updated history for the related asset pool in ongoing reports.

Finally, credit rating agencies that rate ABS would be required to provide a description of the "representations, warranties and enforcement mechanisms" available to investors, including how those differ from other ABS. These disclosures would be required in any report accompanying a rating, including resale reports.

The SEC will accept comments until Nov. 15. Comments can be submitted by a form on the SEC website, by e-mailing [email protected] or by writing to Elizabeth M. Murphy, Secretary Securities and Exchange Commission, 100 F Street, NE, Washington, DC 20549-0609. Comments should include the file numberS7-24-10.