Securities and Exchange Commission Regulation AB
On January 7, 2005, the SEC published Regulation AB, a final rule to codify requirements for the registration, disclosure and reporting for all publicly registered asset-backed securities including mortgage-backed securities. The purpose of this web page is to provide our members and the public with a resource for information on the regulation and on MBA activity interpreting different facets of it. We also make available on this page information and interpretations supplied by others in our industry. This webpage largely applies to residential mortgage-backed securities (RMBS). MBA has a separate webpage for commercial mortgage-backed securities (CMBS).
Scope of Regulation AB
Regulation AB (located on the SEC site at http://www.sec.gov/rules/final/33-8518fr.pdf ) is a sweeping codification by the SEC of twenty years of guidance and practice in the regulation of asset-backed securities. RMBS issued or guaranteed by SEC exempt entities such as Fannie Mae, Freddie Mac and Ginnie Mac, are not subject to Regulation AB. Private placement transactions also are not covered by Regulation AB.
Most publicly issued, non-agency RMBS are subject to Regulation AB. The growth in this sector has been rapid, and during 2005, non-agency, or private-label RMBS issuance outpaced the volume of RMBS issued by Fannie Mae, Freddie Mac and Ginnie Mae combined. The regulation is significant to MBA members who originate or service mortgages that are used in non-agency RMBS transactions, and members who act as issuers, sponsors, servicers, trustees, paying agents, or vendors of certain other types for RMBS deals.
SEC Links: From the SEC site or public appearances of SEC staff
Regulation AB: Final Rule
Regulation AB: Telephone Interpretations (from the SEC staff)
Edgar System: Electronic Data Gathering, Analysis and Retrieval System
Offering Reform Final Regulation: Final Rule
SEC/MBA Conference Call Notes: SEC Attorney answers member questions
SEC Pilot Program Results (to be announced by the SEC)
MBA Action/Comment Letters: Our comments on Regulation AB and the Offering Reform Regulation
Regulation AB Proposed Rule Comments
Offering Reform Proposed Rule Comments
Comment Letter to American Securitization Forum on Model Provisions for Pooling and Servicing Agreements
Proposed Model Provisions for Pooling and Servicing Agreements
Servicer Disclosure (MBA White Paper on CMBS Servicing disclosure with applicability to RMBS): CMBS website
Servicer Impact (Regulation overview for CMBS servicers with applicability to RMBS): Commercial servicing memo
USAP Versus Regulation AB Requirements for Accounting Engagements
MBA letter to members clarifying scope of USAP with contrast to Regulation AB and guidance for future action
Reg AB / USAP Matrix
MBA Reg AB Working Group: MBA has held a series of meetings with members on topics related to Reg AB, including interpretations of the regulation's threshold requirements for reporting and disclosure purposes, platform concept for servicing, purchase and servicing agreements, USAP contrast, and other categories.
Information on how to get active for MBA members:
Alison Utermohlen (financial and accounting) email@example.com
Vicki Vidal (servicing) firstname.lastname@example.org
Kathy Gibbons (capital markets/model provisions) email@example.com
Katie Schwarting (commercial) firstname.lastname@example.org
Notes of certain MBA Reg AB Group meetings
Minutes of August 8th, 2005 conference call
Minutes of August 23rd, 2005 conference call
Minutes of December 8th, 2005 conference call
Static Pool Disclosure
Static Pool Disclosure Sites of Issuers
Deloitte Summary of Static Pool Information
Related Product Information
Nontraditional Loan Products: Proposed Guidance from FFIEC. MBA will be commenting on this important proposed rule which could have an influence on teh market for products such as interest-only and option ARMs, two products of significance to the non-agency RMBS market.
Links to Legal and accounting Firms are provided as a convenience to members. The list is not exhaustive, and we will add to it. Inclusion on the list is not indicative of any MBA recommendation. If you would like to add your firm's summary or other information of a substantive nature to this page, contact Kathy Gibbons, email@example.com.