« PreviousContinue »
TABLE OF CONTENTS
To provide full and fair disclosure of the character of securities sold in interstate and foreign commerce and
through the mails, and to prevent frauds in the sale thereof, and for other purposes.
8. Exempted Securities..
(a) ̄ (1) Offerings prior to or within 60 days after enactment of this
(8) Insurance or endowment policies...
(Additional subsections added in Title II of Public, No.
(b) Power of Commission to exempt additional classes of securities.
5. Prohibitions Relating to Interstate Commerce and the Mails.
(b) Restriction on transmission of prospectus..
(c) Inapplicability of Section to securities sold in a single State
6. Registration of Securities and Signing of Registration Statement.
(b) Filing fee..
(0) Actual time of filing and form of payment required-----
8. Taking Effect of Registration Statements and Amendments thereto..
(c) Effective date of post-effective amendments..
(d) Stop order and basis for issuance..
(e) Examinations to determine whether stop order should issue
(a) Persons entitled to obtain review..
(b) Effect of proceedings under subsection (a).......
10. Information Required in Prospectus..
(a) Similarity to registration statement.
(d) Prospectus consisting of radio broadcast..
11. Civil Liabilities on Account of False Registration Statement_.
Reasonable investigation and reasonable ground for belief__
(d) Liability of underwriter becoming such after registration.......
14. Contrary Stipulations Void...
15. Liability of Controlling Persons..
17. Fraudulent Interstate Transactions..
18. State Control of Securities _ _
19. Special Powers of Commission_.
(a) Rules, regulations and forms..
20. Injunctions and Prosecution of Offenses_.
(a) Filing statement-investigations..
(b) Injunctions-criminal proceedings.
22. Jurisdiction of Offenses and Suits..
(a) Courts having jurisdiction.
(b) Contumacy or refusal to obey subpena..
(c) Privilege against self-incrimination..
Relating to security issues other than those of a foreign government
TITLE II. CORPORATION OF FOREIGN BONDHOLDERS ACT, 1933
Approved May 27, 1933, Effective upon Proclamation of President
201. Creation of "Corporation of Foreign Security Holders".
209. Reconstruction Finance Corporation Loan
210. Prohibitions Against Interference With Department of State or U. S.
Public, No. 291-73d Cong.-Securities Exchange Act of 1934, Approved June
To provide for the regulation of securities exchanges and of over-the-counter markets operating in interstate
and foreign commerce and through the mails, to prevent inequitable and unfair practices on such exchanges
Necessity for Regulation as Provided in this Title..
Reasons for National Public Interest..
Use of mails and interstate commerce_
Effect of prices on certain taxes owing to the United States
and the States and on the value of collateral loans___
(3) Effect of prices on expansion, appraisal and national banking
(4) Affect on the general welfare and national credit__
Commission and Federal Reserve Board Powers.
Applicability of Act to Governmental Departments and
4. Securities and Exchange Commission...
(a) Establishment of Commission membership, restriction on
activities, compensation and term of office.
(b) Appointment and compensation of certain employees.--
5. Transactions on Unregistered Exchanges.
Restriction against use of mails or channels of interstate commerce
6. Registration of National Securities Exchanges..
(a) Registration statement of exchange..........
(2) Organization data, rules and membership.
Copies of rules of the exchange..
Agreement to furnish copy of amendments to rules of the
(b) Requirement that rules of the exchange provide for expulsion,
suspension, or discipline......
(c) Adoption of rules of exchange which are not inconsistent with
6. Registration of National Securities Exchanges-Continued
(d) Commission to register applicant exchanges when such exchange
is organized to comply with Act and rules and regulations__
(e) Order granting or denying application, when the filing and
(f) Exchange may withdraw application..
(b) Federal Reserve Board may vary margin requirements.
& Restrictions on Borrowing by Members, Brokers and Dealers-
(a) Restriction on borrowing by exchange members, brokers and
(d) Prohibition against lending of customers' securities without
9. Prohibition against Manipulation of Security Prices..
(1) Unlawful to create false or misleading appearance of active
(2) Raising or depressing price of security..
(3) Dissemination of information to effect rise or fall or price of
(4) Making false or misleading statements to induce purchase
(5) Dissemination of information for consideration from seller
or purchaser to affect price of security--
(6) Pegging, fixing or stabilizing price of security.
(b) Put, call, straddle or option in contravention of Commission rules
(c) Endorsement or guarantee of put, call, straddle, option or
(d) Inapplicability of term "put," "call," "straddle," "option," or
(e) Right of action for violations of section.
Section inapplicable to exempted security.
10. Regulation of the Use of Manipulative and Deceptive Devices..
(a) Restriction against short sales and stop-loss orders--
(b) Restriction against manipulation or deceptive device or contriv-
ance in contravention of Commission rules and regulations__.
11. Segregation and Limitation of Functions of Members, Brokers, and
(a) Power of Commission to prescribe rules and regulations regarding
(b) Registration of members as odd lot dealers, specialist, disclosure
(e) Consideration by Commission and report of study of segrega-
12. Registration Requirements for Securities...
(a) Prohibition against transactions in unregistered securities..
(b) Filing of application for registration...
(1) Information required in registration statement.
(2) Documents required as part of registration statement..
(c) Other information which may be required by Commission_..
Time when registration statement becomes effective; withdrawal
or striking from listing; registration of unissued securities...
(e) Commission may permit registration of securities until July 1,
(f) Study, report and recommendations by Commission on trading
in unlisted securities and authority for making regulations for
continuance and existence of unlisted trading privileges... 39, 124
18. Periodical and Other Reports----
(a) Filing by issuers of information, documents and reports with
Commission may prescribe forms of annual reports_.
Commission may require comparable reports for a specified class
or classes of issuers when reports under subsection (a) are
(a) Prohibition against solicitation of proxies in contravention of
rules prescribed by Commission__.
(b) Prohibition against exchange members, brokers and dealers
giving proxy on customer's security in contravention of Com-
(Additional sec. 15A added to this statute by Act of June 25, 1938;
16. Directors, Officers, and Principal Stockholders
(a) Filing of statements of ownership in equity securities by officers,
(b) Recovery of profits by issuer from certain persons on purchase
and sale of issuer's securities within six months..
(c) Prohibition against the sale of equity securities, without owner-
(d) Inapplicability of Section 16 to foreign or domestic arbitrage
17. Accounts and Records, Reports, Examinations of Exchanges, Members,
(a) Commission may prescribe rules and regulations for accounts and
records and making reports by exchange, members, brokers
and dealers; examination by Commission of such accounts and
42, 129, 163
(b) Reports to Federal Reserve Board by brokers, dealers or other
18. Liability for Misleading Statements
(a) Nature of liability, undertaking forecasts.
(b) Persons becoming liable may obtain contribution__-
(c) Limitation on time within which actions may be brought_____
19. Powers with Respect to Exchanges and Securities.
(a) Commission may take such action as in its opinion may be
necessary or appropriate for investors' protection..
(1) Suspension or withdrawal of registration of exchange..
(3) Suspension or withdrawal of officer or member of exchange.
(b) Commission may alter or supplement rules of exchange..
20. Liabilities of Controlling Persons...
(a) Joint and several liability of controlling persons..
(b) Prohibition against unlawful acts through another..
Unlawful for directors, officers or security holders to obstruct