Glossary of Municipal Securities Terms

10b-5 OPINION

A letter of counsel, sometimes referred to as a due diligence opinion, generally based upon an investigation of specified facts and addressing the accuracy and completeness of the official statement. A due diligence opinion addressed to an underwriter by underwriter’s counsel customarily states that, based on certain specified inquiries, nothing has come to such counsel’s attention indicating that the official statement contains any misstatements of material facts or any material omissions. An opinion by counsel to an issuer or conduit borrower may use similar or different language to address the adequacy and accuracy of the disclosure made. See: DUE DILIGENCE; FULL DISCLOSURE; MATERIAL OMISSION; RULE 10b-5.

 

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