Disclosure of Conflicts of Interest and Legal or Disciplinary Events
Pursuant to Municipal Securities Rulemaking Board (“MSRB”) Rule G-42, on Duties of Non-Solicitor Municipal Advisors, Municipal Advisors are required to make certain written disclosures to clients which include, amongst other things, Conflicts of Interest and any Legal or Disciplinary events of CSG Advisors Incorporated and its associated persons.
Conflict of Interest
CSG Advisors Inc. represents that in connection with the issuance of municipal securities, CSG Advisors Inc. may receive compensation from an Issuer or Obligated Person for services rendered, which compensation is contingent upon the successful closing of a transaction and/or is based on the size of a transaction. Consistent with the requirements of MSRB Rule G-42, CSG Advisors Inc. hereby discloses that such contingent and/or transactional compensation may present a potential conflict of interest regarding CSG Advisors Inc.’s ability to provide unbiased advice to enter into such transaction. The contingent fee arrangement creates an incentive for CSG Advisors Inc. to recommend unnecessary financings or financings that are disadvantageous to the Client, or to advise the Client to increase the size of the issue. This conflict of interest will not impair CSG Advisors Inc.’s ability to render unbiased and competent advice or to fulfill its fiduciary duty to the Issuer.
Other Municipal Advisor Relationships: CSG Advisors Inc. serves a wide variety of other clients that may from time to time have interests that could have a direct or indirect impact on the interests of another CSG Advisors Inc. client. For example, CSG Advisors Inc. serves as municipal advisor to other municipal advisory clients and, in such cases, depending on the client, owes either a fiduciary duty or a duty of care to such other clients just as it does to any of its future clients. These other clients may, from time to time and depending on the specific circumstances, have competing interests. In acting in the interests of its various clients, CSG Advisors Inc. could potentially face a conflict of interest arising from these competing client interests. CSG Advisors Inc. fulfills its regulatory duty and mitigates such conflicts through dealing honestly and with the utmost good faith with all of its clients.
If CSG Advisors Inc. becomes aware of any additional potential or actual conflict of interest after this disclosure, CSG Advisors Inc. will disclose the detailed information in writing to the Issuer in a timely manner.
Legal or Disciplinary Events
CSG Advisors Incorporated does not have any legal events or disciplinary history on CSG Advisors Incorporated’s Form MA and Form MA-I, which includes information about any criminal actions, regulatory actions, investigations, terminations, judgments, liens, civil judicial actions, customer complaints, arbitrations and civil litigation. The Issuer may electronically access CSG Advisors Incorporated’s most recent Form MA and each most recent Form MA-I filed with the Commission at the following website: https://www.sec.gov/edgar/searchedgar/companysearch.
There have been no material changes to a legal or disciplinary event disclosure on any Form MA or Form MA-I filed with the SEC. If any material legal or regulatory action is brought against CSG Advisors Incorporated, CSG Advisors Incorporated will provide complete disclosure to the Issuer in detail allowing the Issuer to evaluate CSG Advisors Incorporated, its management and personnel.
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