The attorneys at Holley & Pearson-Farrer LLP serve as bond counsel, lead bond counsel, and co-bond counsel to municipalities and quasi-governmental entities of all sizes in a wide variety of governmental and nonprofit industries. Bond counsel are an essential component of a bond issuer’s financing team. Bond counsel attorneys are independent counsel to the bond issuer who provide assurance to the issuer and investors regarding both the validity of the bond offering and the tax treatment of interest on the bonds. Issuers need bond counsel with experience and a proven track record of reliability and dependability.

Our Bond Counsel Services

We serve as bond counsel in connection with long-term bonds to finance fundamental public infrastructure, short-term notes to provide immediate cash flow for governmental operations, and everything in between. Our attorneys have served as bond counsel to municipalities and government entities of all sizes and in a wide variety of governmental and nonprofit industries. Holley & Pearson-Farrer LLP has broad experience as bond counsel with virtually every type of public financing transaction.

H|PF attorneys advise clients on all stages of the transaction, including:

  • reviewing relevant law, including the constitutional or statutory provisions authorizing the bond issue, and the purposes for which the obligation is to be issued
  • advising regarding optimal structure for the transaction
  • drafting ordinances, resolutions, public notice, and ballot or referenda language
  • preparing financing documents, closing documents, and certificates
  • attending board meetings, city or county council meetings, drafting sessions, due diligence reviews, and other conferences with or on behalf of issuers
  • delivering our unqualified opinion approving the financing, the project, and the security for the bonds and analyzing the federal, state, and/or local tax treatment of interest on the bonds

Our work does not end at the closing of the deal. Holley & Pearson-Farrer attorneys provide a full range of services in connection with all aspects of financings. In addition to routine services provided as bond counsel, our lawyers often provide special services in transactions in which we have been engaged, without the need for our clients to retain additional counsel. For example, we frequently serve as defeasance counsel on issuances involving redemptions of securities. And following the issuance of the bonds, we are often called upon to assist the issuer in satisfying its post-issuance compliance responsibilities.

Our Experience

Our clients include:

  • cities
  • counties
  • states
  • economic development authorities
  • public-benefit corporations
  • special purpose authorities
  • colleges and universities
  • housing finance agencies
  • hospital authorities
  • public school districts
  • water infrastructure authorities

We have assisted these issuers in financing projects as varied as:

  • general governmental issuances for public works, such as roads, highways, rail, bridges, capital projects, transportation initiatives, and environmental projects
  • multipurpose cultural, sports, and tourism arenas
  • water and sewer treatment
  • wastewater treatment
  • public school facilities
  • college campus upgrades and new facilities
  • public library improvements
  • residential student housing
  • multifamily housing

The firm has broad experience as bond counsel with virtually every type of public financing transaction, including:

  • tax-exempt and taxable bonds
  • publicly marketed bonds, including fixed rate, variable rate demand, and multi-modal bonds
  • bonds which have been secured by various types of third-party credit support, including letters of credit, confirming letters of credit, standby bond purchase agreements, and municipal bond insurance
  • bonds secured solely by the credit of the borrower, such as general revenue bonds and charitable institution bonds secured by a general pledge of revenues (including transactions secured by a master trust indenture structure)
  • bonds secured solely by real estate or other collateral
  • privately placed bonds, including bank eligible bonds, bonds purchased by a financial institution, and bonds purchased by the project beneficiary, including payment-in-lieu-of-tax increment financings involving publicly traded beneficiaries

Furthermore, our firm is experienced in partnering with other law firms as lead bond counsel or co-bond counsel. H|PF has had the opportunity to serve as sole bond counsel, lead bond counsel, or co-bond counsel to sophisticated municipal issuers across Illinois, New York, and Georgia.

In 2010, our firm was the only minority-owned law firm added to the bond counsel pool for the Dormitory Authority of the State of New York (DASNY). DASNY consistently ranks as the largest issuer of tax-exempt debt in the nation and among the top three most active bond issuers in the country. Since 2011, our firm has closed more than 100 conduit transactions for DASNY as lead or co-bond counsel.

Inquiries and Additional Information

Please reach out to us through the online contact page to discuss how we can assist with your bond counsel legal needs. Holley & Pearson-Farrer LLP is based in Chicago, with additional offices in Atlanta, New York, and Savannah, Georgia.


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