Pursuant to the Dodd-Frank Wall Street Reform and Consumer Protection Act, the SEC amended Regulation FD (PDF) to eliminate exemptions for disclosure of material nonpublic information to credit rating agencies.  Regulation FD provides that when a company (or a person acting on behalf of a company) discloses material nonpublic information to certain persons, it must publicly disclose that information.  The purpose of Regulation FD is to limit the selective disclosure of material nonpublic information by requiring that information is not slectively disclosed to market professionals (or anyone else) without being disclosed to the public first or at the same time.  While legislative changes in 2006 removed certain credit rating agencies from the purview of Regulation FD, a number of credit rating agencies are still covered by Regulation FD.  Thus, public companies should take the necessary precautions and plan accordingly by using confidentiality agreements or provisions to protect material nonpublic information disclosed to credit rating agencies. 

OUR TAKEBefore engaging in discussions with representatives of credit rating agencies, public companies should require credit rating agencies to either enter into written confidentiality agreements or add confidentiality provisions to their engagement letters.

The publications contained in this site do not constitute legal advice. Legal advice can only be given with knowledge of the client's specific facts. By putting these publications on our website we do not intend to create a lawyer-client relationship with the user. Materials may not reflect the most current legal developments, verdicts or settlements. This information should in no way be taken as an indication of future results.

Search Tips:

You may use the wildcard symbol (*) as a root expander.  A search for "anti*" will find not only "anti", but also "anti-trust", "antique", etc.

Entering two terms together in a search field will behave as though an "OR" is being used.  For example, entering "Antique Motorcars" as a Client Name search will find results with either word in the Client Name.


AND and OR may be used in a search.  Note: they must be capitalized, e.g., "Project AND Finance." 

The + and - sign operators may be used.  The + sign indicates that the term immediately following is required, while the - sign indicates to omit results that contain that term. E.g., "+real -estate" says results must have "real" but not "estate".

To perform an exact phrase search, surround your search phrase with quotation marks.  For example, "Project Finance".

Searches are not case sensitive.

back to top