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Repeal of Rule 436(g) (Section 939G)

Section 939G of Dodd-Frank nullifies SEC Rule 436(g), which had exempted NRSRO credit ratings from being considered part of a registration statement prepared or certified by an expert. As a result, an ABS issuer must now obtain and file the NRSRO's consent in order to include an NRSRO credit rating in a registration statement. This consent, in turn, exposes the NRSRO to liability as an expert under Section 11 of the Securities Act for material misstatements/omissions relating to its rating.

The SEC has issued a "no-action letter" relieving ABS issuers from any requirement to disclose ratings in a registration statement.

Section 933 of Dodd-Frank provides investors with a private right of action under the federal securities laws for statements made by credit rating agencies in the same manner and to the same extent as statements made by registered public accounting firms or securities analysts.

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