§ 108.1620. Functions of agents, including Central Registration Agent, Selling Agent and Fiscal Agent.
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/us/cfr/t13/s§ 108.1620·A research copy — for the controlling text, always check the official state or federal source. Not legal advice.
(a)Agents. SBA may appoint or cause to be appointed agent(s) to perform functions necessary to market and service Debentures or TCs pursuant to this part.
(1)Selling Agent. As a condition of guaranteeing a Debenture, SBA may cause each NMVC Company to appoint a Selling Agent to perform functions that include, but are not limited to:
(i)Selecting qualified entities to become pool or Trust assemblers ("Poolers").
(ii)Receiving guaranteed Debentures as well as negotiating the terms and conditions of sales or periodic offerings of Debentures and/or TCs on behalf of NMVC companies.
(iii)Directing and coordinating periodic sales of Debentures and/or TCs.
(iv)Arranging for the production of Offering Circulars, certificates, and such other documents as may be required from time to time.
(2)Fiscal Agent. SBA shall appoint a Fiscal Agent to:
(i)Establish performance criteria for Poolers.
(ii)Monitor and evaluate the financial markets to determine those factors that will minimize or reduce the cost of funding Debentures.
(iii)Monitor the performance of the Selling Agent, Poolers, CRA, and the Trustee.
(iv)Perform such other functions as SBA, from time to time, may prescribe.
(3)Central Registration Agent. Pursuant to a contract entered into with SBA, the CRA, as SBA's agent, will do the following with respect to the Pools or Trust Certificates for the Debentures:
(i)Form an SBA-approved Pool or Trust;
(ii)Issue the TCs in the form prescribed by SBA;
(iii)Transfer the TCs upon the sale of original issue TCs in any secondary market transaction;
(iv)Receive payments from NMVC companies;
(v)Make periodic payments as scheduled or required by the terms of the TCs, and pay all amounts required to be paid upon prepayment of Debentures;
(vi)Hold, safeguard, and release all Debentures constituting Trusts or Pools upon instructions from SBA;
(vii)Remain custodian of such other documentation as SBA shall direct by written instructions;
(viii)Provide for the registration of all pooled Debentures, all Pools and Trusts, and all TCs;
(ix)Perform such other functions as SBA may deem necessary to implement the provisions of this section.
(b)Functions. Either SBA or an agent appointed by SBA may perform the function of locating purchasers, and negotiating and closing the sale of Debentures and TCs. Nothing in the regulations in this part shall be interpreted to prevent the CRA from acting as SBA's agent for this purpose.