Guidebook for Effective Policies and Practices for Managing Surface Transportation Debt (2022)

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70 6.1 Overview An essential component of sound debt management practices is ongoing compliance with post-issuance requirements. This requires that practitioners stay abreast of the rules, regula- tions, and the proper guidance available for compliance. This section outlines the key rules to be aware of as a practitioner and describes effective practices to support practitioners throughout this process. Chapter 6, “Phase 4: Post-Issuance Compliance Strategy” is organized as follows: • Section 6.2 explains the importance of understanding post-issuance compliance requirements. • Section 6.3 describes the process of managing compliance based on the structures of organiza- tions (issuer-managed compliance versus state-managed or centralized compliance). • Section 6.4 discusses the importance of managing capacity and resources. • Section 6.5 discusses the relevance of collecting and managing data. • Section 6.6 describes the process of implementing strategies to track and adjust to changes. • Section 6.7 describes the process for establishing a repeatable and reliable process. 6.2 Understanding Post-Issuance Compliance Requirements Upon closing a transaction, issuers are responsible for making debt service payments appro- priately using bond proceeds, complying with federal and state requirements, and providing timely disclosure on an ongoing and regular basis. Each of these requirements falls within Phase 4, “Post-Issuance Compliance Strategy.” Table 12 provides a more detailed overview of C H A P T E R 6 Phase 4: Post-Issuance Compliance Strategy Individual Transaction Preparation and Development Marketing and Placement of Individual Transactions The Decision Process—Planning for Debt Issuance Post-Issuance Compliance Strategy

Phase 4: Post-Issuance Compliance Strategy 71   the categories of post-issuance requirements based on the three categories in GFOA’s post-issuance compliance checklist. Additionally, issuers should consider that bond documents themselves, such as trust indentures, may have separate reporting and compliance requirements. Post-issuance compliance is important because issuers failing to meet these requirements run the risk of outstanding debt losing its tax-exempt status and receiving a lower credit rating, in addition to other consequences that may be outlined in the trust indenture. This chapter will provide practitioners with an overview of the requirements and key federal agencies responsible for overseeing post-issuance, along with a discussion of relevant high-level guidance and resources practitioners can utilize. This chapter is not meant to cover all requirements in depth, but rather serves as a primer for practitioners and introduces relevant resources. 6.2.1 Tax Law and Tax Exemption Most government-issued bonds are tax-exempt, meaning bond holders are exempt from paying federal—and in some cases state and local—income taxes on interest earnings, which yields lower-cost financing for issuers. State and municipal issuers are required to adhere to the IRS rules to maintain tax exemption. In order to maintain tax-exempt status, issuers must stay informed of IRS publications that issue requirements. Example publications include IRS Publication 4078: Tax-Exempt Private Activity Bonds1 and IRS Publication 4079: Tax-Exempt Governmental Bonds.2 Both of these documents include information about the following: • Form 8038-G or the tax form submitted to IRS that describes the key terms of a tax-exempt transaction; • Registered/book-entry forms or the electronic versions of what were previously physical bonds; • Continued eligibility requirements; • Compliance with yield restrictions, arbitrage rebate, and bond proceeds spend-down sched- ules; and • Direction/guidance in the event of a tax-exempt violation. These publications are typical summaries of the types of rules that IRS applies. Issuers should read the IRS publications applicable to their debt program and utilize expertise from outside professionals to interpret requirements, including tax counsel. Issuers should also consult guidance documents, including the IRS publication titled “After the Bonds are Issued: Then What?” This report covers maintaining critical documents like closing records, filing necessary tax forms by bond counsel, and establishing record-keeping procedures for expending and Category Internal Revenue Service Securities and Exchange Commission Municipal Securities Rulemaking Board Government Accounting Standards Board Respective States Tax Law Requirements Rules Disclosure Requirements Rules Guidance Rules State Law and Document Requirements Rules Source: Government Finance Officers Association & the National Association of Bond Lawyers. “Post Issuance Compliance Checklist.” http://www.gfoa.org/sites/default/files/u2/PostIssuanceCompliance.pdf Table 12. Categories of requirements and relevant authorities.

72 Guidebook for Effective Policies and Practices for Managing Surface Transportation Debt investing bond proceeds to make sure certain arbitrage rules are followed, including private- use rules for expending proceeds.3 Issuers that violate tax-exemption compliance are encouraged to be proactive and practice heightened self-reporting. If tax-exempt status is violated—such as by failure to pay arbitrage rebate, improper spend down, or improper application of bond proceeds—it may be rectified. Tax Exempt Bonds Voluntary Compliance Agreement Process is a process for issuers to correct any post-issuance compliance regulations violations. However, the process is time consuming and the penalties are costly. Penalties are calculated based on the present value of the tax liability of bond holders, if bonds were declared taxable. 6.2.2 Disclosure Requirements and Guidance For the most complete view of national disclosure requirements, practitioners should refer to resources from the following: • SEC: The SEC is responsible for establishing disclosure requirements that issuers must adhere to. The SEC provides a wide range of information and disclosure requirements for the securities industry, and its website specifically offers an updated Municipal Securities Disclosure page that includes rulemaking documents, commission interpretive guidance, no-action letters and staff interpretive guidance, public statements/press releases, and other resources such as webinars on frequently asked questions.4 One of the more critical requirements for municipal securities is SEC Rule 15c2-12, which requires dealers to verify that municipal securities issuers enter into agreements to provide certain information to the MSRB about their securities on an ongoing basis. Bond counsel includes the requirements of SEC Rule 15c2-12 in the bond’s trust indenture so that the processes that must be followed are contractually documented for each debt issue. • MSRB: The MSRB produces guidance for issuers to leverage to effectively meet requirements. Since MSRB is primarily focused on regulating firms that engage in municipal securities and advisory activities as well as promoting market transparency, the materials on its web- site tend to address disclosure requirements that support this specific mission. For issuers, MSRB’s most important disclosure tool is EMMA, which was specifically created to provide investors, state and local governments, and other market participants with free public access to municipal securities documents and data.5 The required disclosures under SEC Rule 15c2-12 are made publicly available via EMMA. MSRB provides a variety of educational materials relating to fulfilling EMMA requirements, including step-by-step toolkits and flow charts.6, 7 • GASB: GASB also issues valuable disclosure requirement information for practitioners, par- ticularly from the perspective of accounting and financial reporting standards for state and local governments in the United States. GASB has issued GASB No. 888 and GASB No. 869 to assist state DOT practitioners in maintaining compliance with post-issuance reporting requirements. Refer to Appendix A for additional resources on post-issuance compliance requirements. 6.2.3 State Law and Document Requirements Each state will have additional reporting requirements over the lifecycle of the debt (Fig- ure 21). These requirements include accounting for the debt in financial statements and payment security for the issuance, including proof of required Uniform Commercial Code filings. Other reporting requirements may apply to insurance reporting, financial covenants or required debt-to-equity ratios, restrictions on transfer of property, investment requirements, and deriva- tives.10 Issuers should maintain an understanding and awareness of state-level requirements for continuing disclosure. Further, state legislative bodies may require annual reporting on the use of the bond proceeds.

Phase 4: Post-Issuance Compliance Strategy 73   6.3 Managing Post-Issuance Compliance Based on Organization Structures 6.3.1 Key Decision-Making Factors: Post-Issuance Responsibilities ere is variation in the assignment of debt management authority across states, municipalities, and public authorities, and the resulting responsibility for managing post-issuance compliance requirements. In some instances, post-issuance compliance for surface transportation debt is managed by a centralized agency, particularly within state governments, and in other instances, post-issuance compliance is entirely managed by the surface transportation agency with oversight from outside agencies. Roles and responsibilities for post-issuance compliance are contin- gent on agency-level policies, the overall autonomy of the surface transportation agency, and statute and regulation. In some instances, the authorized roles for each agency may have been rened in response from past experiences. e management structure inuences how the issuer approaches and develops eective practices for meeting post-issuance requirements. Figure 22 shows where the eight case studies fall along the spectrum of management structures. Figure 21. Federal and state law compliance requirements. Figure 22. Post-issuance compliance management structures.

74 Guidebook for Effective Policies and Practices for Managing Surface Transportation Debt Where issuers lie on the spectrum, as depicted in Figure 22, will dictate which practices are appropriate for meeting post-issuance compliance requirements. For issuers who fall along the middle of the spectrum, and must work with other agencies to meet requirements, collaboration and communication will be key to eectively meeting requirements. For issuers who manage compliance independently, internal coordination and monitoring will be a priority. Surface transportation agencies that have an external entity manage post-issuance compliance should mostly focus on making sure that the lead reporting agency has the materials that they need to continue to monitor and report on the issuance over the life of the bond. Table 13 provides an overview of the eective practices for each of these cases. 6.3.2 Tool: Post-Issuance Compliance Calendar Managing post-issuance compliance requirements is inherently challenging and requires that issuers properly track the necessary details for reporting. is can be especially challenging when there are multiple entities involved in the process of meeting post-issuance compliance. Post-issuance compliance must occur for each bond sale. Practitioners can benet from using process-oriented tools at their disposal, including creating a cadence for meetings and appropriately managing calendars to effectively communicate deadlines. Arizona offers a strong example of how issuers can leverage basic tools to keep various actors on the same page and make sure that disclosure requirements—primarily debt service payment—are met on time (see Example 31). Table 13. Variation in effective practices for managing roles and responsibilities for post-issuance compliance. Category Case Study Effective Practice IN TE R N A L M A N A G EM EN T PT C PTC leverages well-established policies and procedures to communicate the roles, responsibilities, and requirements for post-issuance compliance and leverages support from an outside advisor to conduct a quality control check. PTC has active post-issuance compliance policies and procedures that govern the monitoring and reporting of compliance with tax regulations for issuance. These policies and procedures cover closing of debt issuances, use of debt proceeds, accounting for debt proceeds, arbitrage, record-keeping, annual review, remedial actions, and training. Additionally, PTC retains an outside consultant that runs a compliance check every year, a continual process that verifies the agency is following spend- down requirements. SH A R ED M A N A G EM EN T Fl or id a FDOT and the Florida Division of Bond Finance (DBF) jointly manage compliance with post-issuance tax and disclosure requirements. Each office maintains distinct responsibilities to meet the filing and reporting expectations. FDOT compiles and maintains the necessary post-issuance compliance information and documentation. The DBF runs annual arbitrage calculations to assist with monitoring tax compliance. Further, FDOT keeps all records for the life of the bond plus an additional 3 years. In regards to post-issuance disclosure requirements, FDOT provides the required information to DBF on an annual basis and DBF files the necessary records to EMMA within the deadlines required. The DBF also monitors the need for filing of material are redeemed. EX TE R N A L M A N A G EM EN T O hi o Post-issuance requirements compliance is managed by OBM for all state agencies. OBM maintains a proactive approach to post-issuance compliance, which they maintain independently of ODOT and other state issuing agencies. This type of approach enables OBM to be fully prepared for any upcoming challenges with post- issuance compliance. Since OBM is the centralizeddebt issuer for the state of Ohio, it has complete visibility over most upcoming issuances across the state and can manage resources and plan accordingly. events on an ongoing nature, for example, when bond ratings change or when bonds

Phase 4: Post-Issuance Compliance Strategy 75   6.4 Managing Capacity and Resources 6.4.1 Key Decision-Making Factors: Capacity Post-issuance compliance is an ongoing process, requiring issuers to dedicate necessary time and resources to meet requirements over the life of the debt. is can pose challenges to issuers with limited dedicated sta, while large issuers can leverage extensive teams to manage these responsibilities more easily. Additionally, issuers will require a dierent amount of resources based on the size of their debt portfolio and the frequency with which they issue debt. Further, post-issuance compliance can be supported by the help of outside professionals. In the case of Florida, the DBF sta leverage expertise from outside professionals (see Example 32). Example 31. Tools to Facilitate Shared Authority for Compliance Management: Debt Service Team and Calendar (Arizona) Numerous entities—inside and outside of ADOT—are involved in paying debt service. These entities include project finance, accounts receivable and accounts payable, general ledger and financial planning and cash management within ADOT, as well as the state’s General Accounting Office, the State Treasurer’s Office, and FHWA. ADOT applies various tools to successfully meet compliance requirements on an ongoing basis. This coordination helps prevent missteps during any of the multiple hand-offs throughout the month-long debt service payment process. To support all responsible parties in completing each step correctly, a debt service team meets 6 weeks prior to any debt service payment date to review the standard procedures, adjust as needed, assign each task to a primary and backup responsible party and set deadlines. The procedures are emailed to everyone. A calendar meeting notice is then sent for each individual procedure to the primary and backup responsible parties, along with their supervisors. Each procedure and its completion date are tracked and reported weekly until the week of the payment, when reporting becomes daily. According to staff, this process has been very successful. Arizona’s Debt Service Payment Tools:

76 Guidebook for Effective Policies and Practices for Managing Surface Transportation Debt 6.4.2 Tools: Procedures and Leveraging Outside Professionals Most issuers can maximize capacity and resources to meet post-issuance compliance require- ments by relying on two eective tools: (1) establish clear policies and procedures so employees have a path to follow during this process, and (2) leverage the time and expertise of outside pro- fessionals who have experience supporting issuers to meet tax, disclosure, and state-level require- ments. MTA, for instance, utilizes both methods. Based on the in-house expertise and the types of debt, the types of outside professionals best suited to support issuers may dier (see Example 33). Additionally, especially for post-issuance compliance, issuers should memorialize decisions and document processes since bond maturities—10, 20, 30 years—are oen longer than the time that relevant sta will be working at the agency. e anticipated loss of institutional knowledge and the importance of maintaining institutional knowledge is discussed in the box. Example 32. Stafng for Post-Issuance Compliance (Florida) The DBF has dedicated staff to support the post-issuance compliance work. The DBF occasionally seeks support from an outside arbitrage consultant, who is contracted on a deal-by-deal basis. For example, the DBF utilizes an outside verification consultant for pooled loan programs— programs that issue loans to local governments to sponsor small improvement projects at low interest rates—since they are more complex to manage, and to verify any rebate or yield reduction liabilities prior to making payments to the federal government. Example 33. Post-Issuance Compliance Policies and Procedures and Leveraging Outside Professionals (NY MTA) MTA has active post-issuance compliance policies and procedures that govern the required reporting of disclosable matters in accordance with its 17 CFR § 240.15c2-12 obligations. These policies and procedures cover debt issuance closing, debt proceeds use and accounting, arbitrage compliance, recordkeeping, annual review, remedial actions, and training. If specific, noteworthy actions occurred during the underwriting period, the MTA may include a supplement to the official statement. Once the disclosure counsel completes the due diligence process questions, key internal MTA staff and underwriters are invited to discuss specific questions during the due diligence review call. Loss of institutional knowledge: VDOT and the Virginia Treasury staff anticipate future institutional knowledge loss due to long-term staff turnover, partially due to expected future retirements. VDOT and Virginia Treasury staff anticipate that the current staff supporting debt management will not remain at these agencies throughout the life of the debt. This will require VDOT and Virginia Treasury to document and formally institutionalize their current processes. Institutional knowledge loss is a challenge that other agencies are also facing as staff leave during bond amortization.

Phase 4: Post-Issuance Compliance Strategy 77   6.4.3 Tools: Checklists and Templates Certain tools can also help to streamline the process and make sure that the sta and resources available to meet post-issuance compliance are used eectively. MassDOT (Example 34) and Ohio (Example 35) provide descriptions of eective tools that help to optimize available resources and streamline the process. 6.5 Collecting and Managing Data 6.5.1 Key Decision-Making Factors: Data Collection and Management Data collection and management is an integral component of meeting post-issuance com- pliance requirements. Issuers are expected to track relevant information and be able to succinctly report on data to meet compliance obligations. e two primary categories of data that need to be tracked and reported are (1) arbitrage and rebate and (2) use of bond proceeds and bond-nanced facilities.11 With respect to arbitrage and rebate, requirements state, with limited exceptions, that tax-exempt bond proceeds cannot be invested by their issuers in higher interest earning investments than the interest rate being paid on the borrowed funds. is type of “prot” is known as arbitrage, and rules are in place on how this prot is calculated. If the investment yield is higher and a prot is earned, an arbitrage rebate payment must be made. With respect to bond proceeds, issuers must monitor bond proceeds and uses of bond proceeds regularly and in an organized manner. Further, it is important for issuers to conduct Example 34. Checklists for Streamlining Post-Issuance Compliance (Massachusetts) The MassDOT Debt Issuance and Management Policy provides high-level guidance to staff on how to adhere to post-issuance requirements compliance. MassDOT debt management staff adhere to a checklist produced by the MassDOT bond counsel when the agency was first created in 2009. The checklist outlines the requirements that MassDOT must meet in accordance with the trust agreement. The checklist includes filing timeframes, approvals, and requirements. Checklists make it easier for the team to meet post-issuance requirements. Example 35. Develop and Deploy Training to Improve Post-Issuance Compliance Practices (Ohio) OBM holds regular compliance trainings for agency program managers and fiscal staff to make sure relevant staff are educated and aware of post-issuance requirements, which makes sure that staff are educated on the responsibilities to expedite the process. The training includes information on state law and legal authority, federal law, which capital expenditures are qualified to be financed by bond proceeds per state law, and capital program managers’ responsibilities.1 The training is applicable to all state agencies that utilize debt to finance capital projects, not just transportation. 1 Ofce of Budget and Management. 2018. “Post-Issuance Compliance Training.” https://obm.ohio.gov/wps/portal/gov/ obm/areas-of-interest/bonds-and-investors/resources/policies-procedures-guidelines

78 Guidebook for Effective Policies and Practices for Managing Surface Transportation Debt due diligence when reporting post-issuance compliance calculations. Ultimately, the frequency and volume of reporting will be dictated by the frequency of issuances. 6.5.2 Tools: Data Management and Dissemination Issuers can leverage many tools and experts to eectively manage, track, and report post- issuance compliance data (see ADOT in Example 36). e case studies provide a range of tools to support data management, ranging from utilizing standard soware like Excel spreadsheets to developing in-house custom platforms. Additionally, some issuers rely on outside profes- sionals to help manage this process (see Ohio in Example 37). 6.6 Implementing Strategies to Track and Adjust to Changes 6.6.1 Key Decision-Making Factors: Track and Adjust to Changes Since federal, national, and state-level regulations regulate post-issuance compliance require- ments, issuers need to remain aware of changes to the requirements. GASB No. 88 is a recent example of changing requirements for issuers, which addresses inconsistencies in nancial statement reporting and provides useful notes on direct borrowings and direct placement Example 36. Debt Management and Compliance Database and Post-Issuance Compliance Calendar (Arizona) The debt management and compliance database was developed specifically for ADOT and contains data on all ADOT issues and credits, starting with its first issue in 1980. This database features information storage, a pre- and post-issuance and annual compliance task management and tracking tool, and has on-demand reporting capabilities, including the ability to designate beginning and end dates or specific issues as applicable. These three features are described in more detail in the figure below. ADOT also maintains a Financial Management Services calendar that includes critical debt deadlines and produces an on-demand report for the CFO to view all statutory and regulatory deadlines across the division. This calendar includes debt-related deadlines for tasks including continuing disclosure filings, private business use analysis, debt service payments, and arbitrage rebate calculations.

Phase 4: Post-Issuance Compliance Strategy 79   debt (i.e., when an issuer enters into an arrangement with a bank for that bank to take owner- ship of the bonds).12 Issuers should monitor statements from GASB, SEC, MSRB and IRS to maintain an understanding of potential changes in the reporting process. Additionally, issuers can utilize industry-specic periodicals and journals, such as e Bond Buyer, to gather similar information on the state of post-issuance compliance regulations. Issuers at all levels should keep check on relevant state legislation, including relevant bills and regulations related to debt nancing for surface transportation. 6.6.2 Tools: Policies and Procedures Issuers can leverage tools to track changes and to make it easier for their sta to adjust to changes while continuing to successfully deliver on the goals of the program. With respect to tracking changes, issuers can rely on outside professionals and advisors to provide them with the necessary information on proposed and realized changes. Outside professionals can help to guide issuers through the process, particularly issuers that do not have a large sta dedicated to the debt-nancing program. However, issuers who have robust sta can also benet from expertise and professional interpretation of changes to post-issuance compliance to make sure that they are successful at meeting the requirements (see PTC in Example 38). With respect to adjusting to changes, issuers can adopt proactive steps, such as developing robust policies and procedures that standardize their program’s compliance process and make it easier for issuers to respond to regulatory changes. Issuers who have the capacity to do so can choose to develop robust reports to be fully transparent with post-issuance compliance. Not all issuers will have this capacity and should develop revision policies for their debt management policies and procedures to schedule regular reviews and updates (see Ohio in Example 39). Example 37. Utilizing a Dissemination Agent and DBC Products (Ohio) To guide post-issuance requirements compliance, OBM utilizes an internal checklist to confirm required approvals are obtained and necessary tasks are completed. To post disclosure notices to EMMA, OBM uses a dissemination agent—a private firm that submits disclosure documents to the IRS and EMMA for municipal issuers. To produce the reports that are disseminated, OBM also uses Excel to produce affordability models; DBC Finance, a debt-structuring and reporting platform, to generate cash flows and structuring; and DBC Debt Manager for managing outstanding debt. These tools help OBM to efficiently complete post-issuance compliance reporting. Example 38. Robust Post-Issuance Compliance Policies to Easily Adapt to New Regulations (PTC) PTC has adopted a continuing disclosure policy that assists in maintaining its compliance with SEC and MSRB requirements, as well as ensuring continued transparency with investors. The continuing disclosure policy is comprehensive and determines who in PTC gives information to these entities and credit agencies. Because PTC already follows these internal policies regarding disclosure, and voluntarily makes this information public, PTC is well positioned to respond to future regulatory changes. PTC’s comprehensive and robust compliance policy is helpful for addressing future federal rules and regulations.

80 Guidebook for Effective Policies and Practices for Managing Surface Transportation Debt 6.7 Establishing a Repeatable and Reliable Process 6.7.1 Key Decision-Making Factors: Repeatable and Reliable Process To maintain an eective strategy for post-issuance compliance requirements, issuers should continue to revise their process to not only respond to the changing regulatory environment, but to learn from past errors and missteps. is process of learning will enable issuers to build a robust, repeatable, and reliable post-issuance compliance process. Following clearly established policies and procedures is the most eective defense against regulatory enforcement actions. ere are examples of how learning from past disclosure challenges has led to a more successful and eective process. An iterative approach to post-issuance compliance processes can result in restructuring roles and responsibilities, rening policies and procedures, or adopting new tools to help maintain quality of data management and reporting (see Example 40). Another useful strategy for creating a reliable process is adopting a proactive mindset and process. It is time consuming to have to rectify violations of requirements, therefore, making it important that issuers are aware of and ag errors prior to reporting the information. Ohio is a strong example of how the OBM—which oversees debt management for nearly all of Ohio’s state agencies—gets ahead of issues by taking a proactive approach, rather than waiting to react and correct (see Example 41). 6.7.2 Tools: Documented Policies Repeatable and reliable processes for meeting post-issuance compliance requirements oen involve developing clear, thorough, and well-communicated policies. Much like in other phases of debt issuance and management, issuers can apply policies and procedures to create structure and consistency for the lifecycle of the issuance. is is especially important when many agencies experience sta turnover throughout the lifecycle of the bond, and amid this turnover want to be condent that post-issuance compliance requirements are fully met (see Example 42). Example 39. Continued Revision of Policies and Procedures (Ohio) OBM revises and updates its post-issuance compliance policies. The office also continually reviews guidance and initiatives impacting disclosure of state financial information and adjusts as necessary. Example 40. Iterative Renements to the Process (Colorado) The Office of the Treasury is the lead agency for post-issuance compliance. While the Treasury is the primary authority responsible for ensuring that tax compliance requirements are met, CDOT staff work closely with Treasury to meet these regulations. After passing the 2012 Debt Consolidation Act, the Treasurer retained Digital Assurance Certification, LLC (DAC),1 a tax-compliance consulting service and repository, to assist with record-keeping.2 1 DAC Bond. “Who we are.” http://www.dacbond.com/dacContent/aboutUs.jsp 2 State of Colorado. 2018. “Rural Colorado Certicates of Participation, Series 2018A.” Municipal Securities Rulemaking Board Electronic Municipal Market Access. https://emma.msrb.org/ES1200834-ES938201-ES1339016.pdf

Phase 4: Post-Issuance Compliance Strategy 81   Example 41. Proactive Issue Identication (Ohio) Post-issuance compliance is managed by OBM for all agencies. OBM maintains a proactive approach to post-issuance compliance. Prior to each issuance, OBM staff work to identify any potential for non-compliance, which includes assessing private business use. To identify potential for non-compliance, OBM utilizes a tax due diligence questionnaire which includes questions on spending expectations and private business use. Example 42. Components of a Post-Issuance Compliance Policy (Ohio) OBM has established policies and procedures that guide and standardize the work of ensuring Ohio debt issuances are meeting all post-issuance requirements. OBM’s guidance “Post-Issuance Compliance Procedures for Tax-Exempt Bonds and Build America Bonds” is comprehensive and details compliance guidance from pre-issuance to arbitrage and record retention.1 The policy is directed at Ohio issuing agencies and the agencies that utilize bond proceeds to finance projects, such as ODOT, and includes the following sections: 1 Ofce of Budget and Management. 2018. “Post-Issuance Compliance Procedures.” https://obm.ohio.gov/wps/portal/gov/ obm/areas-of-interest/bonds-and-investors/resources/policies-procedures-guidelines

82 Guidebook for Effective Policies and Practices for Managing Surface Transportation Debt 6.8 Summary Phase 4 is an ongoing process that issuers must continue to implement during the life of all outstanding debt. To successfully complete this phase, issuers should continue to revise and refine their existing policies and procedures to respond to lessons learned and changes to regu- lations at the state and federal level. As discussed in this chapter, effective practices can support issuers in streamlining this process and make sure that all requirements continue to be met for many years into the future. 6.9 Endnotes 1. Internal Revenue Service Office of Tax Exempt Bonds. 2016a. “Office of Tax Exempt Bonds, Publica- tion 4078, Tax-Exempt Private Activity Bonds.” 4078. Internal Revenue Service Office of Tax Exempt Bonds, Washington, DC. 2. Internal Revenue Service Office of Tax Exempt Bonds. 2016b. “Office of Tax Exempt Bonds, Publica- tion 4079, Tax-Exempt Governmental Bonds.” 4079. Internal Revenue Service Office of Tax Exempt Bonds, Washington, DC. 3. Internal Revenue Service. 2007. “After the Bonds Are Issued: Then What?” Internal Revenue Service. https:// www.irs.gov/pub/irs-tege/bonds_act_0607.pdf 4. Securities and Exchange Commission. “Municipal Securities Disclosure.” https://www.sec.gov/municipal/ municipal-securities-disclosure.html 5. Municipal Securities Rulemaking Board. “EMMA—Electronic Municipal Market Access.” https://emma. msrb.org/Home/Index 6. Municipal Securities Rulemaking Board, Education Center. “Disclosing Information to Investors.” http://www.msrb.org/EducationCenter/Issuers/Disclosing.aspx 7. Municipal Securities Rulemaking Board. “Flowchart for Identifying Continuing Disclosure Requirements.” http://www.msrb.org/msrb1/pdfs/15c2%E2%80%9012_Chart_SLG-toolkit.pdf 8. Governmental Accounting Standards Board No. 88 https://www.gasb.org/jsp/GASB/Document_C/ DocumentPage?cid=1176170308047&acceptedDisclaimer=true 9. Government Accounting Standards Board No. 86 https://www.gasb.org/jsp/GASB/Document_C/ DocumentPage?cid=1176169037804&acceptedDisclaimer=true 10. Government Finance Officers Association & the National Association of Bond Lawyers. “Post Issuance Compliance Checklist.” http://www.gfoa.org/sites/default/files/u2/PostIssuanceCompliance.pdf 11. Government Finance Officers Association—Developing and implementing procedures for post-issuance compliance for issuers of governmental bonds. https://www.gfoa.org/developing-and-implementing- procedures-for-post-issuance 12. Government Finance Officers Association. 2018. “Statement No. 88 of the Governmental Accounting Standards Board: Certain Disclosures Related to Debt, Including Direct Borrowings and Direct Placements.”