Summaries and explanations attached to certain exhibits after they were offered in evidence with a view to assisting the trial examiner's disposition of the matter, held, properly included in transcript of the proceedings as argumentative material, the Commission being fully apprised of the nature of the material and having ruled that such data did not constitute evidence. In certifying transcript of record to reviewing court, held, the mechanical tasks of compilation and copying may be delegated to Commission employees, but certification is the act of the Commission and should be evidenced, like other Commission actions, by the signature of Commission's Secretary, as well as by affixing by Secretary of Commission's seal. Pursuant to direction of the reviewing court, held certificate should be made in the statutory language that transcript is of the record “upon which” rather than "included" orders complained of were entered ... Page 395 MANIPULATION OF TRADING ON NATIONAL SECURITIES EXCHANGE Where president and controlling person of registered broker-dealer admittedly caused broker-dealer to purchase certain stock through national securities exchange at prices in excess of last prior quotation, when president planned to sell substantial quantities of such stock owned or controlled by him for which registration statement was then pending before Commission, held, willful violation of Section 9 (a) (2) of Securities Exchange Act of 1934 by broker-dealer, requiring, in the public interest, revocation of broker-dealer's registration ... Page 227 REVOCATION OF REGISTRATION Where a registered broker-dealer has engaged in manipulative practices in willful violation of Section 9 (a) (2) of the Securities Exchange Act of 1934 and was permanently enjoined from engaging in certain practices in connection with the purchase and sale of securities, held, that it is in the public interest to revoke its registration pursuant to Section 15 (b) of the Act . . . Page 227 MANIPULATIVE ACTIVITIES Where it is shown that a person having a substantial direct interest in the success of a proposed offering takes active steps to effect a rise in the market price of outstanding securities of the issue, held, such showing establishes prima facie manipulative purpose constituting element of violation of Section y (a) (2) of the Securities Exchange Act of 1934, even though there was no immediate resale of the shares which were purchased in the process of raising the market and prices paid were within the market range of the stock for some time, both before and after the purchases, and at other times independent persons effected transactions at levels as high as the level to which the market was raised ... Page 227 SALE OF UNREGISTERED SECURITIES Where registered broker-dealer sold substantial amounts of securities pot registered as required under Section 5 (a) of the Securities Act; failed to file reports of his financial condition as required under Section 17 (a) of the Securities Exchange Act, and failed to disclose in his application for registration as a broker-dealer the revocation in Ontario of his license to sell securities and that he was permanently enjoined from engaging in certain practices in the sale and purchase of securities, held, willful violations of Securities Act and Securities Exchange Act, requiring, in the public interest, denial of requested permission to withdraw from registration, and revocation of broker-dealer's registration ... Page 294 WITHDRAWAL OF REGISTRATION Where registered broker-dealer, during hearing in revocation proceedings establishing a willful violation of Commission's Rule requiring filing of financial reports, seeks to withdraw his registration, and it appears that for several years said broker-dealer has not engaged in business as a broker-dealer, held that under circumstances presented the public interest and the protection of investors is adequately served by withdrawal rather than revocation, and withdrawal will be permitted . . . Page 32 STRIKING OF SECURITY FROM LISTING AND REGISTRATION Application by exchange to strike security from listing granted without terms where corporation in impaired financial condition is engaged in no current operations and its future prospects of profitable operation are very doubtful and trading in security has been suspended for some time by exchange for those reasons ... Page 287 SECRET PROFITS Where applicant for registration as a broker and dealer sold his own securities at a profit to customers of the firm employing him in transactions confirmed on an agency basis, held, willful violation of Section 17 (a) of the Securities Act of 1933, Sections 10 (b) and 15 (c) (1) of the Securities Exchange Act of 1934 and rules thereunder Page 208 PRIOR INJUNCTION Where registered broker-dealer consented to the entry of a permanent injunction restraining him from engaging in and continuing certain practices in connection with the sale of securities, held, injunction is not subject to collateral attack in broker-dealer revocation proceeding . . . Page 372 NATIONAL SECURITIES ASSOCIATIONS DENIAL OF MEMBERSHIP Where national securities association disapproves application for membership solely because of disability arising from applicant's previous expulsion, where such expulsion and previous revocation of registration were based on similar misconduct, where Commission has found it consistent with public interest to grant reapplication for registration, and where national securities association has offered no additional information or basis for denying application for membership, held, appropriate in the public interest to direct broker-dealer's admission to membership in said association ... Page 28 CONTINUANCE IN MEMBERSHIP Application of national securities association pursuant to Section 15A (b) (4) of the Securities Exchange Act of 1934 for approval of continuance in membership of broker-dealer employing individual under disqualification from employment by members, approved, upon showing that such employment was appropriate in the public interest ... Pages 450 and 648 REVIEW OF DISCIPLINARY PROCEEDINGS Setting Aside Action of Association Where national association disciplined a member for violation of its roles on the basis of evidence insufficient to support its findings of violation and an erroneous application of its rules to that evidence, action of association set aside and record remanded to association for such reconsideration and further proceedings not inconsistent with Commission's opinion as it should deem appropriate . . . Page 437 PART III PUBLIC UTILITY HOLDING COMPANY ACT* OF 1935 ACQUISITION OF SECURITIES Where registered holding company proposes to see portfolio securities, acquisition of ad ional stock permitted in connection with stabilization operations ... Page 696 ACQUISITION BY SUBSIDIARY OF REGISTERED HOLDING COMPANY Securities Proposed acquisition, by public-utility subsidiary of registered holding company, of all the common stock and debt of a public-utility company, which is a subsidiary of another registered holding company, serving neighboring areas in the same state, approved, under Sections 9 (a) and 10, subject to certain conditions ... Page 782 Proposed acquisition of common stock by parent, a registered holding company, from its subsidiary approved subject to reservation of jurisdiction pursuant to the requirements of Section 11 (b) of the Act ... Page 561 Application of registered holding company, proposing to acquire, pursuant to plan under Section 11 (e), new bonds and new common stock in exchange for all bonds and common stock presently outstanding of such subsidiary, granted ... Page 459 Temporary acquisition by registered holding company, pursuant to a plan under Section 11 (e), of securities in a company in which holding company had been ordered to divest itself of all interest, granted, where plan of reorganization compromised litigation and remove legal and practical impediments to the ultimate divestment of such interest ... Page 264 Application and declaration filed by registered holding company regarding acquisition of new common stock of surviving subsidiary of a merger of two subsidiaries in exchange for old common stocks of such subsidiaries held by parent, granted and permitted to become effective, under Sections 9, 10 and 12 ... Page 618 Application filed pursuant to Sections 9 (a) (2) and 10 of the Public Utility Holding Company Act of 1935 by purchasers of common stock of three newly formed public-utility companies, granted, the Commission finding that the standards of Section 10 of the Public Utility Holding Company Act of 1935 are satisfied . . . Page 126 INTEREST IN OTHER BUSINESS Application-declaration by a public utility company which is a subsidiary of a registered holding company to acquire interest in a nonutility company, granted The term “Act" as used in Part III of this Digest refers to the Public Utility Holding Company Act of 1935. 25 S. E. C. and permitted to become effective, the Commission finding the proposed acquisi. tion meets the standards of Sections 9 (a), and 10 and 12 (f) of the Act ... Page 65 UTILITY ASSETS BY SUBSIDIARY Application-declaration pursuant to Sections 10 and 12 (f) of the Act and Rule U-43 thereunder regarding acquisition by subsidiary of registered holding company, from its parent, of utility assets, granted and permitted to become effective ... Page 65 Application by subsidiary of a registered holding company to acquire securi. ties and assets of three electric utility companies, such companies to be dissolved and their business, property, and other assets acquired in liquidation, approved, the Commission making no advance findings under Sections 10 (b) and 10 (c) (1) and finding that the transactions have the tendency required by Section 10 (c) (2) ... Page 728 Acquisition by registered holding companies of the common stock of their subsidiary, approved, the Commission making no adverse findings under Sections 10 (b) and 10 (c) (1) and finding that the transaction has the tendency required by Section 10 (c) (2) ... Page 728 MERGER OF UTILITY COMPANIES AND ACQUISITION OF SECURITIES Joint application-declaration of registered holding company and two of its utility subsidiaries proposing the merger of the subsidiaries and the acquisition by the surviving company from the parent holding company of all the shares of capital stock of the merging companies in exchange for shares of new common stock of the surviving company, granted and permitted to become effective .. Page 473 ALTERATION OF RIGHTS SECURITY HOLDERS Declaration regarding changes in the charter provisions of a public utility subsidiary company affecting the common stock of subsidiary, permitted to become effective, the Commission making no adverse findings under Section 7 (e) of the Act ... Page 709 Declaration filed pursuant to Section 6 (a) (2) of the Public Utility Holding Company Act of 1935 by a subsidiary of a registered holding company regarding changes in its surplus accounts and in the charter and mortgage provisions effecting the rights and privileges of its security holders, permitted to become effective, the Commission observing no basis for adverse findings under Section ñ (e) of the Act ... Page 76 AMENDMENT OF BY-LAWS Declaration under Section 7 by a subsidiary of a registered holding company seeking authorization to amend its by-laws so as to limit the preemptive right of its stockholders; permitted to become effective Page 427 AMENDMENT TO SECTION 11 (e) PLAN Where an amendment filed by a registered holding company to its heretofore approved Section 11 (e) plan of dissolution provides, in general, for the distribution on a pro rata basis of its investment in its only remaining subsidiary, consisting of the common stock of such subsidiary, to the holders of Voting Trust Certificates for its common stock, and for the subsequent dissolution of the holding company, held that such amendment is necessary to effectuate the provisions of Section 11 (b) and fair and equitable to the persons affected thereby . . . Page 303 EXEMPTIONS SECURITY ISSUE OF SUBSIDIARY OF REGISTERED HOLDING COMPANY Application for exemption of issue and sale of securities by subsidiary of Application for exemption from competitive bidding requirements of Rule U-50 Application for exemption from the competitive bidding requirements of Rule Application for exemption from competitive bidding requirements of Rule U-50 Application by a subsidiary of a registered holding company pursuant to See- Issuance and sale of common stock by a nonutility subsidiary of a registered Application of non-utility subsidiary company of registered holding company Exemption from competitive bidding requirements of Rule U-50 requested by Alternative to competitive bidding procedure prescribed by Rule U-50 per- |
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