Overview
Hillary Phelps is a partner and member of Chapman's National Public Finance Department. She serves as bond counsel, disclosure counsel, and underwriter’s counsel for a wide variety of tax-exempt and taxable financings throughout the country, focusing primarily on higher education, municipal, and not-for-profit transactions. Hillary advises clients with respect to various municipal securities issues, including post-issuance compliance and related regulatory matters. Additionally, Hillary devotes a significant amount of her practice to new and developing areas of finance, including broadband finance and property assessed clean energy (PACE) finance.
Hillary’s career started at Chapman. Prior to rejoining the firm, she served from 2015 to 2019 as senior counsel in the Office of Municipal Securities at the U.S. Securities and Exchange Commission (SEC), which is responsible for administering SEC rules on the practices of broker-dealers, municipal advisors, investors, and issuers in the municipal securities area, focusing on rulemaking, legislation, and policy formulation. While at the SEC, Hillary was instrumental in advancing a number of SEC municipal disclosure initiatives, including proposing and finalizing amendments to Rule 15c2-12 and coordinating the inaugural SEC conference on municipal disclosure.
In addition to her experience at the SEC, Hillary previously served on the Municipal Securities Rulemaking Board’s (MSRB) Market Transparency Advisory Group, which advised the MSRB Board of Directors on strategic initiatives to modernize and enhance the EMMA website and related systems in support of market transparency.
Practice Focus
Memberships
National Association of Bond Lawyers
- 119th Congress Strategic Plan Working Group, 2024
- Securities Law and Disclosure Committee, Chair, 2024-25
- Financial Data Transparency Act Task Force, 2023-24
- Nominating Committee, 2023
- The Institute
- Chair, 2023
- Vice Chair, 2022
Honors & Awards
Admitted
Illinois
Education
Loyola University Chicago School of Law, J.D., cum laude, 2009
Colgate University, B.A., Political Science and Economics, cum laude, 2003
Notable Engagements
Illinois’s First C-PACE FinancingChapman served as special counsel to an Illinois county in the state’s first transaction under a C-PACE financing program.
Historic Theater RenovationChapman served as bond counsel for the C-PACE financing of a historic theater rehabilitation in Chicago.
Hydroponic Farm FinancingChapman served as bond counsel on the C-PACE financing of a hydroponic vertical farm facility. Once completed, the project will be among the nation’s largest indoor vertical farms.
Green Housing DevelopmentChapman served as bond counsel for a C-PACE financing of water and energy efficiency measures for a new multifamily housing development.
The Bond Buyer's 2022 Small Issuer Financing Deal of the YearChapman served as underwriter's counsel in a first-of-its-kind limited public offering for commercial and residential broadband expansion in Montana.
2024 PACESetter Innovative Deal of the YearChapman served as initial purchaser’s counsel on a $172 million commercial property assessed clean energy (C-PACE) financing of the PG&E corporate headquarters in Oakland, California. The transaction marked the largest C-PACE loan for an office property in the United States to date and was named the 2024 PACESetter Innovative Deal of the Year ($50M+) by PACENation.
Insights
Presentations
- Moderator, “Underwriters’ Counsel Forum,” National Association of Bond Lawyers The Institute, April 4-5, 2024
- Presenter, “Issuer Disclosure Standards,” Government Finance Officers Association Debt Management Best Practices Seminar, November 10, 2023
- Panelist, “Current Disclosure Topics,” U.S. Securities and Exchange Commission Municipal Securities Disclosure Conference, May 10, 2023
- Panelist, "The Role of Partnerships in Meeting America’s Broadband Challenges,” Broadband Communities Summit, May 1, 2023
- Panelist, “Electronic Disclosure,” National Association of Bond Lawyers Tax and Securities Law Institute, March 3-5, 2021
- Presenter, "SEC Enforcement and the Importance of Disclosure," Illinois Association of School Business Officials Debt A-Z Academy, November 22, 2019
- Presenter, "Municipal Market Discussion," NextGen MuniFinance NYC, October 22, 2019
- Panelist, "Rising Stars Tell It All: How the Next Generation Will Shape the Municipal Disclosure and Business Environment," The Bond Buyer's California Public Finance Conference, September 23-25, 2019
