Mar. 23, 2023
To who it may concern, SUBJECT: File Number S7-01-23 The Dodd-Frank Wall Street Reform and Consumer Protection Act added Section 27B to the Securities Act of 1933. Section 27B prohibits certain securitization participants from engaging in transactions that would involve or result in certain material conflicts of interest and requires the SEC to issue rules to implement the prohibition and related exceptions. The proposed rule would prohibit a securitization participant from entering into a "conflicted transaction" beginning when a person has reached, or has taken substantial steps to reach, an agreement that such person will become a securitization participant with respect to an ABS and ending one year after the date of the first closing of the sale of the relevant ABS. The definitions in the proposed rule also contain certain exceptions and exclusions, each with conditions designed to protect investors and further the purposes of Section 27B. Sincerely, David Darner