REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To the Shareholders and the Board of Trustees/Directors of BlackRock MuniHoldings New York Quality Fund, Inc. and BlackRock Virginia Municipal Bond Trust:

 

In planning and performing our audits of the financial statements of BlackRock MuniHoldings New York Quality Fund, Inc. and BlackRock Virginia Municipal Bond Trust (the “Funds”) as of and for the year ended July 31, 2023, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), we considered the Funds’ internal control over financial reporting, including controls over safeguarding securities, as a basis for designing our auditing procedures for the purpose of expressing our opinion on the financial statements and to comply with the requirements of Form N-CEN, but not for the purpose of expressing an opinion on the effectiveness of the Funds’ internal control over financial reporting. Accordingly, we express no such opinion.

 

The management of the Funds is responsible for establishing and maintaining effective internal control over financial reporting. In fulfilling this responsibility, estimates and judgments by management are required to assess the expected benefits and related costs of controls. A company's internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of a company's assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions or that the degree of compliance with the policies or procedures may deteriorate.

A deficiency in internal control over financial reporting exists when the design or operation of a control does not allow management or employees, in the normal course of performing their assigned functions, to prevent or detect misstatements on a timely basis. A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the company’s annual or interim financial statements will not be prevented or detected on a timely basis.

Our consideration of the Funds’ internal control over financial reporting was for the limited purpose described in the first paragraph and would not necessarily disclose all deficiencies in internal control that might be material weaknesses under standards established by the PCAOB. However, we noted no deficiencies in the Funds’ internal control over financial reporting and its operation, including controls over safeguarding securities, that we consider to be a material weakness, as defined above, as of July 31, 2023.

This report is intended solely for the information and use of management and the Board of Trustees/Directors of the Funds and the Securities and Exchange Commission and is not intended to be and should not be used by anyone other than these specified parties.

/s/Deloitte & Touche LLP

Boston, Massachusetts

September 22, 2023

BLACKROCK MUNIHOLDINGS NEW YORK QUALITY FUND, INC.

ARTICLES OF AMENDMENT

 

AMENDING THE

ARTICLES SUPPLEMENTARY ESTABLISHING

AND FIXING THE RIGHTS AND PREFERENCES

OF VARIABLE RATE DEMAND PREFERRED SHARES

 

This is to certify that:

 

First:                The charter of BlackRock MuniHoldings New York Quality Fund, Inc., a Maryland corporation (“Corporation”), is amended by these Articles of Amendment, which amend the Articles Supplementary Establishing and Fixing the Rights and Preferences of Variable Rate Demand Preferred Shares, dated June 28, 2011 (as amended to date, the “Articles Supplementary”).

 

Second:           Appendix A to the Articles Supplementary is hereby amended pursuant to Annex A attached hereto.

 

Third:                          The amendment to the charter of the Corporation as set forth above in these Articles of Amendment has been duly advised by the board of directors of the Corporation and approved by the stockholders of the Corporation as and to the extent required by law and in accordance with the charter of the Corporation.

 

Fourth:            As amended hereby, the charter of the Corporation shall remain in full force and effect.

 

Fifth:               These Articles of Amendment shall be effective as of the 15th day of November 2022.

 

[Signature Page Follows]

 


 

            IN WITNESS WHEREOF, BlackRock MuniHoldings New York Quality Fund, Inc. has caused these Articles of Amendment to be signed as of November 14, 2022, in its name and on its behalf by the person named below who acknowledges that these Articles of Amendment are the act of the Corporation and, to the best of such person’s knowledge, information, and belief and under penalties for perjury, all matters and facts contained in these Articles of Amendment are true in all material respects.

 

BLACKROCK MUNIHOLDINGS NEW YORK QUALITY FUND, INC.

 

                                   

                                                                                    By: /s/ Jonathan Diorio                                  

                                                                                    Name:  Jonathan Diorio

                                                                                    Title:  Vice President

 

ATTEST:

 

 

/s/ Janey Ahn                                     

Name:  Janey Ahn

Title:  Secretary

2


 

ANNEX A

 

[Attached]


 

BLACKROCK MUNIHOLDINGS NEW YORK QUALITY FUND, INC.
(THE “FUND”)
SERIES W-7

VARIABLE RATE DEMAND PREFERRED SHARES (“VRDP SHARES”)

CUSIP No. 09255C700*

Amendment to Notice of Special Rate Period

November 15, 2022

 

BlackRock MuniHoldings New York Quality Fund, Inc.

100 Bellevue Parkway

Wilmington, Delaware 19809

 

To:  Addressees listed on Schedule 1 hereto

In accordance with the Fund’s Articles Supplementary Establishing and Fixing the Rights and Preferences of Variable Rate Demand Preferred Shares, dated June 28, 2011 (as amended to date, the “Articles Supplementary”), pursuant to the prior written consent of the Liquidity Provider and the Remarketing Agent and the affirmative vote or consent of the Holders of a majority of the VRDP Shares Outstanding, the Notice of Special Rate Period, dated as of April 17, 2014 (as amended to date, the “Notice of Special Rate Period”), has been amended by this Amendment to Notice of Special Rate Period as of the date hereof.

The last day of the Special Rate Period shall be November 15, 2024 or such later date to which it may be extended in accordance with the terms of the Notice of Special Rate Period.

Capitalized terms used but not defined in this Amendment to Notice of Special Rate Period shall have the meanings given to such terms in the Articles Supplementary and the Notice of Special Rate Period.

[Signature Page Follows]


* NOTE: Neither the Fund nor the Tender and Paying Agent shall be responsible for the selection or use of the CUSIP Numbers selected, nor is any representation made as to its correctness indicated in any notice or as printed on any VRDP Share certificate.  It is included solely as a convenience to Holders of VRDP Shares.


 

IN WITNESS WHEREOF, I have signed this Amendment to the Notice of Special Rate Period as of the date first written above.

BlackRock MuniHoldings New York Quality Fund, Inc.

 

By: /s/ Jonathan Diorio____________________

Name: Jonathan Diorio

Title: Vice President

[Signature Page – MHN Amendment to Notice of Special Rate Period]

 


 

Schedule 1

Recipients of this Amendment to Notice of Special Rate Period

Bank of America, N.A.

One Bryant Park

1111 Avenue of the Americas, 3rd Floor

New York, New York 10036

Attention:        Thomas Visone

                        Mary Ann Olson

                        Todd Blasiak

                        Lisa Irizarry

                        Michael Jentis

                        Carl Daniels

Telephone:      (212) 449-7358

Email:             thomas.visone@bofa.com

                        mary.ann.olson@bofa.com

                        todd.blasiak@bofa.com

                        lisa.m.irizarry@bofa.com

                        michael.jentis@bofa.com

                        DG.pfloats@bofa.com

                        carl.daniels@bofa.com

BofA Securities, Inc.

One Bryant Park

1111 Avenue of the Americas

3rd Floor

New York, NY 10036

Attention:        Thomas Visone

                        Mary Ann Olson

                        Todd Blasiak

                        Lisa Irizarry

                        Michael Jentis

                        Carl Daniels

Telephone:      (212) 449-7358

Email:             thomas.visone@bofa.com

                        mary.ann.olson@bofa.com

                        todd.blasiak@bofa.com

                        lisa.m.irizarry@bofa.com

                        michael.jentis@bofa.com

                        dg.temm@bofa.com

                        DG.pfloats@bofa.com

                        carl.daniels@bofa.com

 

                       


 

Banc of America Preferred Fund Corporation

One Bryant Park

1111 Avenue of the Americas, 3rd Floor

New York, New York 10036

Attention:        Thomas Visone

                        Mary Ann Olson

                        Todd Blasiak

                        Lisa Irizarry

                        Michael Jentis

                        Carl Daniels

Telephone:      (212) 449-7358

Email:             thomas.visone@bofa.com

                        mary.ann.olson@bofa.com

                        todd.blasiak@bofa.com

                        lisa.m.irizarry@bofa.com

                        michael.jentis@bofa.com

                        DG.pfloats@bofa.com

                        carl.daniels@bofa.com



 

The Depository Trust Company
LensNotice@dtcc.com  

 

BLACKROCK MUNIHOLDINGS NEW YORK QUALITY FUND, INC.
(THE “FUND”)
SERIES W-7

VARIABLE RATE DEMAND PREFERRED SHARES (“VRDP SHARES”)

CUSIP No. 09255C700*

Amendment to Notice of Special Rate Period

November 15, 2022

 

BlackRock MuniHoldings New York Quality Fund, Inc.

100 Bellevue Parkway

Wilmington, Delaware 19809

 

To:  Addressees listed on Schedule 1 hereto

In accordance with the Fund’s Articles Supplementary Establishing and Fixing the Rights and Preferences of Variable Rate Demand Preferred Shares, dated June 28, 2011 (as amended to date, the “Articles Supplementary”), pursuant to the prior written consent of the Liquidity Provider and the Remarketing Agent and the affirmative vote or consent of the Holders of a majority of the VRDP Shares Outstanding, the Notice of Special Rate Period, dated as of April 17, 2014 (as amended to date, the “Notice of Special Rate Period”), has been amended by this Amendment to Notice of Special Rate Period as of the date hereof.

The last day of the Special Rate Period shall be November 15, 2024 or such later date to which it may be extended in accordance with the terms of the Notice of Special Rate Period.

Capitalized terms used but not defined in this Amendment to Notice of Special Rate Period shall have the meanings given to such terms in the Articles Supplementary and the Notice of Special Rate Period.

[Signature Page Follows]


* NOTE: Neither the Fund nor the Tender and Paying Agent shall be responsible for the selection or use of the CUSIP Numbers selected, nor is any representation made as to its correctness indicated in any notice or as printed on any VRDP Share certificate.  It is included solely as a convenience to Holders of VRDP Shares.


 

IN WITNESS WHEREOF, I have signed this Amendment to the Notice of Special Rate Period as of the date first written above.

BlackRock MuniHoldings New York Quality Fund, Inc.

 

By: /s/ Jonathan Diorio____________________

Name: Jonathan Diorio

Title: Vice President

[Signature Page – MHN Amendment to Notice of Special Rate Period]

 


 

Schedule 1

Recipients of this Amendment to Notice of Special Rate Period

Bank of America, N.A.

One Bryant Park

1111 Avenue of the Americas, 3rd Floor

New York, New York 10036

Attention:        Thomas Visone

                        Mary Ann Olson

                        Todd Blasiak

                        Lisa Irizarry

                        Michael Jentis

                        Carl Daniels

Telephone:      (212) 449-7358

Email:             thomas.visone@bofa.com

                        mary.ann.olson@bofa.com

                        todd.blasiak@bofa.com

                        lisa.m.irizarry@bofa.com

                        michael.jentis@bofa.com

                        DG.pfloats@bofa.com

                        carl.daniels@bofa.com

BofA Securities, Inc.

One Bryant Park

1111 Avenue of the Americas

3rd Floor

New York, NY 10036

Attention:        Thomas Visone

                        Mary Ann Olson

                        Todd Blasiak

                        Lisa Irizarry

                        Michael Jentis

                        Carl Daniels

Telephone:      (212) 449-7358

Email:             thomas.visone@bofa.com

                        mary.ann.olson@bofa.com

                        todd.blasiak@bofa.com

                        lisa.m.irizarry@bofa.com

                        michael.jentis@bofa.com

                        dg.temm@bofa.com

                        DG.pfloats@bofa.com

                        carl.daniels@bofa.com

 

                       


 

Banc of America Preferred Fund Corporation

One Bryant Park

1111 Avenue of the Americas, 3rd Floor

New York, New York 10036

Attention:        Thomas Visone

                        Mary Ann Olson

                        Todd Blasiak

                        Lisa Irizarry

                        Michael Jentis

                        Carl Daniels

Telephone:      (212) 449-7358

Email:             thomas.visone@bofa.com

                        mary.ann.olson@bofa.com

                        todd.blasiak@bofa.com

                        lisa.m.irizarry@bofa.com

                        michael.jentis@bofa.com

                        DG.pfloats@bofa.com

                        carl.daniels@bofa.com



 

The Depository Trust Company
LensNotice@dtcc.com  

 


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