Uniform Termination Notice for Securities Principal or Represenatative

INSTRUCTIONS FOR PREPARATION OF

The Uniform Termination Notice for
Municipal Securities Principal or Municipal
Securities Representative Associated with a
Bank Municipal Securities Dealer
Form MSD-5
GENERAL INSTRUCTIONS
1. As used in these instructions and Form MSD-5, the
term bank municipal securities dealer means a
municipal securities dealer that is a bank or a
department or division of a bank.
2. Form MSD-5 is intended for use by bank municipal
securities dealers in reporting the termination of a
municipal securities principal’s or municipal securities representative’s association with such dealer.
3. Bank municipal securities dealers are required to file
Form MSD-5 with the appropriate regulatory agency
as set forth below:
(a) A bank municipal securities dealer that is a state
member bank of the Federal Reserve System, a
department or division of any such bank, a bank
holding company (including a subsidiary bank of
the bank holding company if the subsidiary is not
otherwise instructed to file this form with the
Federal Deposit Insurance Corporation or the
Comptroller of the Currency in subparagraphs (b)
or ( c) of this paragraph or with the Securities and
Exchange Commission, and a division, department or subsidiary of that subsidiary), a savings
and loan holding company, or a State branch or
agency of a foreign bank is required to file with
the Board of Governors of the Federal Reserve
System.
(b) A bank municipal securities dealer that is a bank
insured by the Federal Deposit Insurance Corporation (other than a Federal Reserve System
member bank) or a department or division of any
such bank is required to file with the Federal
Deposit Insurance Corporation.
(c) A bank municipal securities dealer that is a
national bank or bank operating under the Code
of Law for the District of Columbia or a departForm MSD-5
General Instructions March 2017

ment or division of any such bank is required to
file with the Comptroller of the Currency.
4. Copies of Form MSD-5 may be obtained from any
one of the regulatory agencies listed in instruction 3.
5. Bank municipal securities dealers that file with the
Federal Deposit Insurance Corporation may either
mail an original and one copy of Form MSD-5 and
any attachments within thirty days after termination
of the association with the individual named in item
1 or, alternatively, submit an electronic copy of the
form (available at www.fdic.gov) and attachments,
in Portable Document Format (“PDF”) to the secure
email address MSD-GSD-Registration@FDIC.gov
within thirty days after termination of association
with the individual named in item 1. Bank municipal
securities dealers that file with the Comptroller of
the Currency must submit an electronic copy of the
form and attachments to the OCC’s BankNet website at www.banknet.gov within thirty days after
termination of the association with the individual
named in item 1. A bank municipal securities dealer
filing Form MSD-5 shall retain an exact copy in its
records for at least three years after the applicant’s
employment or other association with such dealer
has terminated.
6. A bank municipal securities dealer required to file
with the Board of Governors of the Federal Reserve
System must submit an electronic copy of the form
and attachments to the secure email address MSDGSD-Registration@FRB.gov. Report the form and
attachments in Portable Document Format (“PDF”).
Form MSD-5 must be submitted within thirty days
after termination of the association with the individual named in item 1. A bank municipal securities
dealer filing Form MSD-5 shall retain an exact copy
in its records for at least three years after the
applicant’s employment or other association with
such dealer has terminated.
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General Instructions

7. If more space is needed to complete an answer, an
appropriate designation shall be entered in the
answer space provided, and one or more attachment
sheets shall be used to complete the response. All
attachments shall be submitted in the same format as
the items to which response is made and should be
typed on white 8-1/2 x 11 in. paper. The answers to
more than one question may appear on an attachment sheet if the questions are clearly identified.
Attachments should be paginated and the name of
both the person terminated and the bank municipal
securities dealer should appear on every attachment
sheet.
8. Form MSD-5 and any attachments may be duplicated by any method which produces legible copies
of type size identical to that of the Form MSD-5 on
white 8-1/2 x11 in. paper.
9. Form MSD-5 shall be manually signed on page 1
(bottom) by a municipal securities principal of the
employing bank municipal securities dealer.
10. All items on Form MSD-5 must be completed. The
date on which Form MSD-5 is received by the
appropriate regulatory agency shall be the date of
filing. A Form MSD-5 that is not prepared and
executed in accordance with the applicable requirements may be returned as unacceptable. Acceptance
for filing shall not constitute any finding that a Form
MSD-5 has been completed in accordance with
those requirements or that any information reported
on the form is true, current, complete, or not misleading.
11. Section 17(c)(1) of the Securities Exchange Act of
1934 requires every bank municipal securities dealer
that files any application, notice, report, or document
with its appropriate regulatory agency to file a copy
of that application, notice, report, or document with
the Securities and Exchange Commission (SEC).
The SEC and the appropriate regulatory agencies
listed in instruction 3 have developed procedures
under which the latter will transmit a copy of any
application, notice, report, or document filed with
them by a bank municipal securities dealer to the
SEC. Accordingly, when this form is filed with the
appropriate regulatory agency, it will be deemed to
have been filed with the SEC.
12. If this form is being filed in lieu of Form G-FIN-5,
check all applicable types of qualifications requested
in item 2.
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PRIVACY ACT NOTICE FOR FORM
MSD-5 (To Accompany Form MSD-5)
GENERAL
This information, in accordance with the Privacy Act of
1974 (5 U.S.C. § 552a), is provided to those applicants
completing Form MSD-5 (Uniform Termination Notice
for Municipal Securities Principal or Municipal Securities Representative Associated with a Bank Municipal
Securities Dealer), which is to be filed with the appropriate regulatory agency, as defined in section 3(a)(34) of
the Securities Exchange Act of 1934 (15 U.S.C. §
78c(a)(34)).
AUTHORITY
Sections 15B(c)(5), 17 and 23 of the Securities Exchange
Act of 1934 (15 U.S.C. § 78o-4, 78q and 78u).
PURPOSE
The appropriate regulatory agency will review the information reported on Form MSD-5 for the purpose of
determining the reason for termination for municipal
securities principals and municipal securities representatives set forth in the General Rules of the Municipal
Securities Rulemaking Board.
EFFECTS OF NONDISCLOSURE
Bank municipal securities dealers whose association has
terminated with an individual who was employed by the
dealer as a municipal securities principal or representative are required to disclose the information necessary to
complete Form MSD-5. Dealers who do not disclose the
necessary information may be in violation of applicable
federal securities or banking laws and thus may be
subject to disciplinary action.
ROUTINE USES
The information reported in Form MSD-5 may be routinely used by the appropriate regulatory agency as
follows:
1. To refer to the appropriate government authority,
whether federal, state, local, or foreign, or to the
appropriate self regulatory organization (SRO), such
information as may indicate a violation or potential
violation of law, regulation or rule.
Form MSD-5
General Instructions March 2017

General Instructions

2. To refer to the appropriate court, magistrate or
administrative law judge such information as may be
relevant to proceedings before any such court or
judicial officer.
3. To make use of such information as may aid in the
resolution of any action or proceeding:
(a) in which the federal securities or banking laws
are at issue;
(b) in which the propriety of any disclosure of information reported on Form MSD-5 is at issue; or
(c) to which the appropriate regulatory agency or a
past or present member of its staff is a party or
otherwise involved in an official capacity.
4. To disclose to a federal, state, local or foreign
government authority or SRO such information as

Form MSD-5
General Instructions April 2013

may be necessary to obtain from such authority or
organization additional information concerning the
individual’s participation as a municipal securities
principal or representative who was associated with
a bank municipal securities dealer.
5. To disclose such information as may be necessary to
respond to a request from a federal, state, local or
foreign government authority or SRO for information needed in connection with the issuance of a
license, granting of a benefit, or similar action
affecting the applicant.
6. To disclose such information as may be necessary to
respond to any Congressional inquiry made at the
request of the individual.

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