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15 U.S.C. § 77ggg — Qualification of indentures covering securities not required to be registered
Federal law — U.S. Code and appendices · legal_authorities
**(a) Application; information required; availability of information to public** In the case of any security which is not required to be registered under the Securities Act of 1933 [[15 U.S.C. 77a](https://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title15-section77a&num=0&edition=prelim) et seq.] and to which subsection (a) of [section 77fff of this title](https://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title15-section77fff&num=0&edition=prelim) is applicable notwithstanding the provisions of [section 77ddd of this title](https://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title15-section77ddd&num=0&edition=prelim), an application for qualification of the indenture under which such security has been or is to be issued shall be filed with the Commission by the issuer of such security. Each such application shall be in such form, and shall be signed in such manner, as the Commission may by rules and regulations prescribe as necessary or appropriate in the public interest or for the protection of investors. Each such application shall include the information and documents required by subsection (a) of [section 77eee of this title](https://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title15-section77eee&num=0&edition=prelim). The information and documents required by paragraph (1) of such subsection with respect to the person designated to act as indenture trustee shall be contained in a separate part of such application, which part shall be signed by such person. Each such application shall also include such of the other information and documents which would be required to be filed in order to register such indenture security under the Securities Act of 1933 as the Commission may by rules and regulations prescribe as necessary or a
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Stable record: federal_law:legal_authorities:record_usc_2ec742ff9b991520d2392122
Source file: Laws/federal/codes/united-states-code/title-15/section-77ggg-qualification-of-indentures-covering-securities-not-required-to-be-regis--0d44d0566b.md
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Source location: Title 15, Chapter 2A, § 77ggg; chapter-2a-securities-and-trust-indentures.md
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**(a) Application; information required; availability of information to public** In the case of any security which is not required to be registered under the Securities Act of 1933 [[15 U.S.C. 77a](https://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title15-section77a&num=0&edition=prelim) et seq.] and to which subsection (a) of [section 77fff of this title](https://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title15-section77fff&num=0&edition=prelim) is applicable notwithstanding the provisions of [section 77ddd of this title](https://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title15-section77ddd&num=0&edition=prelim), an application for qualification of the indenture under which such security has been or is to be issued shall be filed with the Commission by the issuer of such security. Each such application shall be in such form, and shall be signed in such manner, as the Commission may by rules and regulations prescribe as necessary or appropriate in the public interest or for the protection of investors. Each such application shall include the information and documents required by subsection (a) of [section 77eee of this title](https://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title15-section77eee&num=0&edition=prelim). The information and documents required by paragraph (1) of such subsection with respect to the person designated to act as indenture trustee shall be contained in a separate part of such application, which part shall be signed by such person. Each such application shall also include such of the other information and documents which would be required to be filed in order to register such indenture security under the Securities Act of 1933 as the Commission may by rules and regulations prescribe as necessary or appropriate in the public interest or for the protection of investors. An application may be withdrawn by the applicant at any time prior to the effective date thereof. Subject to the provisions of [section 77uuu of this title](https://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title15-section77uuu&num=0&edition=prelim), the information and documents contained in or filed with any application shall be made available to the public under such regulations as the Commission may prescribe, and copies thereof, photostatic or otherwise, shall be furnished to every applicant therefor at such reasonable charge as the Commission may prescribe.
**(b) Filing of application** The filing with the Commission of an application, or of an amendment to an application, shall be deemed to have taken place upon the receipt thereof by the Commission.
**(c) Applicability of other statutory provisions** The provisions of [section 77h of this title](https://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title15-section77h&num=0&edition=prelim) and the provisions of subsection (b) of [section 77eee of this title](https://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title15-section77eee&num=0&edition=prelim) shall apply with respect to every such application, as though such application were a registration statement filed pursuant to the provisions of the Securities Act of 1933 [[15 U.S.C. 77a](https://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title15-section77a&num=0&edition=prelim) et seq.].
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Federal law — U.S. Code and appendices · legal_authorities
**(a) Investigatory powers** For the purpose of any investigation or any other proceeding which, in the opinion of the Commission, is necessary and proper for the enforcement of this subchapter, any member of the Commission, or any officer thereof designated by it, is empowered to administer oaths and affirmations, subpena witnesses, compel their attendance, take evidence, and require the production of any books, papers, correspondence, memoranda, contracts, agreements, or other records which the Commission deems relevant or material to the inquiry. Such attendance of witnesses and the production of any such books, papers, correspondence, memoranda, contracts, agreements, or other records may be required from any place in the United States or in any Territory at any designated place of investigation or hearing. In addition, the Commission shall have the powers with respect to investigations and hearings, and with respect to the enforcement of, and offenses and violations under, this subchapter and rules and regulations and orders prescribed under the authority thereof, provided in sections 77t and 77v(b), (c) of this title.
**(b) Availability of reports from other offices; restrictions** The Treasury Department, the Comptroller of the Currency, the Board of Governors of the Federal Reserve System, the Federal Reserve Banks, and the Federal Deposit Insurance Corporation are authorized, under such conditions as they may prescribe, to make available to the Commission such reports, records, or other information as they may have available with respect to trustees or prospective trustees under indentures qualified or to be qualified under this subchapter, and to make through their examiners or other employees for the use of the Commission, examinations of such trustees or pr
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Federal law — U.S. Code and appendices · legal_authorities
**(a) Information required** Subject to the provisions of [section 77ddd of this title](https://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title15-section77ddd&num=0&edition=prelim), a registration statement relating to a security shall include the following information and documents, as though such inclusion were required by the provisions of section 7 of the Securities Act of 1933 [[15 U.S.C. 77g](https://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title15-section77g&num=0&edition=prelim)]—
(1) such information and documents as the Commission may by rules and regulations prescribe in order to enable the Commission to determine whether any person designated to act as trustee under the indenture under which such security has been or is to be issued is eligible to act as such under subsection (a) of [section 77jjj of this title](https://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title15-section77jjj&num=0&edition=prelim); and
(2) an analysis of any provisions of such indenture with respect to (A) the definition of what shall constitute a default under such indenture, and the withholding of notice to the indenture security holders of any such default, (B) the authentication and delivery of the indenture securities and the application of the proceeds thereof, (C) the release or the release and substitution of any property subject to the lien of the indenture, (D) the satisfaction and discharge of the indenture, and (E) the evidence required to be furnished by the obligor upon the indenture securities to the trustee as to compliance with the conditions and covenants provided for in such indenture.
The information and documents required by paragraph (1) of this subsection with respect to the person designated to act as indenture trustee shall b
Source: Supplied U.S. Code snapshot — release unconfirmed · 15 U.S.C. § 77eee
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Federal law — U.S. Code and appendices · legal_authorities
**(a) Recovery of costs of annual appropriation** The Commission shall, in accordance with this section, collect transaction fees and assessments that are designed to recover the costs to the Government of the annual appropriation to the Commission by Congress.
**(b) Exchange-traded securities** Subject to subsection (j), each national securities exchange shall pay to the Commission a fee at a rate equal to $15 11 See Adjustment of Transaction Fee Rate notes below. per $1,000,000 of the aggregate dollar amount of sales of securities (other than bonds, debentures, other evidences of indebtedness, security futures products, and options on securities indexes (excluding a narrow-based security index)) transacted on such national securities exchange.
**(c) Off-exchange trades of exchange registered and last-sale-reported securities** Subject to subsection (j), each national securities association shall pay to the Commission a fee at a rate equal to $15 1 per $1,000,000 of the aggregate dollar amount of sales transacted by or through any member of such association otherwise than on a national securities exchange of securities (other than bonds, debentures, other evidences of indebtedness, security futures products, and options on securities indexes (excluding a narrow-based security index)) registered on a national securities exchange or subject to prompt last sale reporting pursuant to the rules of the Commission or a registered national securities association.
**(d) Assessments on security futures transactions** Each national securities exchange and national securities association shall pay to the Commission an assessment equal to $0.009 for each round turn transaction (treated as including one purchase and one sale of a contract of sale for future delivery) on a securit
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Federal law — U.S. Code and appendices · legal_authorities
This subchapter may be cited as the “Securities Act of 1933”.
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Federal law — U.S. Code and appendices · legal_authorities
**(a) Prohibitions affecting unregistered securities not issued under indenture** In the case of any security which is not registered under the Securities Act of 1933 [[15 U.S.C. 77a](https://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title15-section77a&num=0&edition=prelim) et seq.] and to which this subsection is applicable notwithstanding the provisions of [section 77ddd of this title](https://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title15-section77ddd&num=0&edition=prelim), unless such security has been or is to be issued under an indenture and an application for qualification is effective as to such indenture, it shall be unlawful for any person, directly or indirectly—
(1) to make use of any means or instruments of transportation or communication in interstate commerce or of the mails to sell such security through the use or medium of any prospectus or otherwise; or
(2) to carry or cause to be carried through the mails or in interstate commerce, by any means or instruments of transportation, any such security for the purpose of sale or for delivery after sale.
**(b) Prohibitions affecting unregistered securities issued under indenture** In the case of any security which is not registered under the Securities Act of 1933 [[15 U.S.C. 77a](https://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title15-section77a&num=0&edition=prelim) et seq.], but which has been or is to be issued under an indenture as to which an application for qualification is effective, it shall be unlawful for any person, directly or indirectly—
(1) to make use of any means or instruments of transportation or communication in interstate commerce or of the mails to carry or transmit any prospectus relating to any such security, unless such prospectus, to the exte
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Federal law — U.S. Code and appendices · legal_authorities
**(a) Effective date of registration statement** Except as hereinafter provided, the effective date of a registration statement shall be the twentieth day after the filing thereof or such earlier date as the Commission may determine, having due regard to the adequacy of the information respecting the issuer theretofore available to the public, to the facility with which the nature of the securities to be registered, their relationship to the capital structure of the issuer and the rights of holders thereof can be understood, and to the public interest and the protection of investors. If any amendment to any such statement is filed prior to the effective date of such statement, the registration statement shall be deemed to have been filed when such amendment was filed; except that an amendment filed with the consent of the Commission, prior to the effective date of the registration statement, or filed pursuant to an order of the Commission, shall be treated as a part of the registration statement.
**(b) Incomplete or inaccurate registration statement** If it appears to the Commission that a registration statement is on its face incomplete or inaccurate in any material respect, the Commission may, after notice by personal service or the sending of confirmed telegraphic notice not later than ten days after the filing of the registration statement, and opportunity for hearing (at a time fixed by the Commission) within ten days after such notice by personal service or the sending of such telegraphic notice, issue an order prior to the effective date of registration refusing to permit such statement to become effective until it has been amended in accordance with such order. When such statement has been amended in accordance with such order the Commission shall so declare an
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Federal law — U.S. Code and appendices · legal_authorities
**(a) Establishment; composition; limitations on commissioners; terms of office** There is hereby established a Securities and Exchange Commission (hereinafter referred to as the “Commission”) to be composed of five commissioners to be appointed by the President by and with the advice and consent of the Senate. Not more than three of such commissioners shall be members of the same political party, and in making appointments members of different political parties shall be appointed alternately as nearly as may be practicable. No commissioner shall engage in any other business, vocation, or employment than that of serving as commissioner, nor shall any commissioner participate, directly or indirectly, in any stock-market operations or transactions of a character subject to regulation by the Commission pursuant to this chapter. Each commissioner shall hold office for a term of five years and until his successor is appointed and has qualified, except that he shall not so continue to serve beyond the expiration of the next session of Congress subsequent to the expiration of said fixed term of office, and except (1) any commissioner appointed to fill a vacancy occurring prior to the expiration of the term for which his predecessor was appointed shall be appointed for the remainder of such term, and (2) the terms of office of the commissioners first taking office after June 6, 1934, shall expire as designated by the President at the time of nomination, one at the end of one year, one at the end of two years, one at the end of three years, one at the end of four years, and one at the end of five years, after June 6, 1934.
**(b) Appointment and compensation of staff and leasing authority**
(1) **Appointment and compensation** — The Commission shall appoint and compensate offic
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Federal law — U.S. Code and appendices · legal_authorities
**(a) Specific securities exempted** The provisions of this subchapter shall not apply to any of the following securities:
(1) any security other than (A) a note, bond, debenture, or evidence of indebtedness, whether or not secured, or (B) a certificate of interest or participation in any such note, bond, debenture, or evidence of indebtedness, or (C) a temporary certificate for, or guarantee of, any such note, bond, debenture, evidence of indebtedness, or certificate;
(2) any certificate of interest or participation in two or more securities having substantially different rights and privileges, or a temporary certificate for any such certificate;
(3) Repealed. Pub. L. 101–550, title IV, § 403(1)(A), Nov. 15, 1990, 104 Stat. 2722.
(4)
(A) any security exempted from the provisions of the Securities Act of 1933 [[15 U.S.C. 77a](https://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title15-section77a&num=0&edition=prelim) et seq.] by paragraphs (2) to (8), (11), or (13) of section 3(a) thereof [[15 U.S.C. 77c(a)](https://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title15-section77c/a&num=0&edition=prelim)];
(B) any security exempted from the provisions of the Securities Act of 1933, as amended [[15 U.S.C. 77a](https://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title15-section77a&num=0&edition=prelim) et seq.], by paragraph (2) of subsection 3(a) thereof, as amended by section 401 of the Employment Security Amendments of 1970 [[15 U.S.C. 77c(a)(2)](https://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title15-section77c/a/2&num=0&edition=prelim)];
(5) any security issued under a mortgage indenture as to which a contract of insurance under the National Housing Act [[12 U.S.C. 1701](https://uscode.house.gov/view.xhtml?req=granuleid
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Federal law — U.S. Code and appendices · legal_authorities
When used in this subchapter, unless the context otherwise requires—
(1) Any term defined in section 2 of the Securities Act of 1933 [[15 U.S.C. 77b](https://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title15-section77b&num=0&edition=prelim)], and not otherwise defined in this section shall have the meaning assigned to such term in such section 2 [[15 U.S.C. 77b](https://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title15-section77b&num=0&edition=prelim)].
(2) The terms “sale”, “sell”, “offer to sell”, “offer for sale”, and “offer” shall include all transactions included in such terms as provided in paragraph (3) of section 2(a) of the Securities Act of 1933 [[15 U.S.C. 77b(a)](https://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title15-section77b/a&num=0&edition=prelim)], except that an offer or sale of a certificate of interest or participation shall be deemed an offer or sale of the security or securities in which such certificate evidences an interest or participation if and only if such certificate gives the holder thereof the right to convert the same into such security or securities.
(3) The term “prospectus” shall have the meaning assigned to such term in paragraph (10) of section 2(a) of the Securities Act of 1933 [[15 U.S.C. 77b(a)](https://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title15-section77b/a&num=0&edition=prelim)], except that in the case of securities which are not registered under the Securities Act of 1933 [[15 U.S.C. 77a](https://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title15-section77a&num=0&edition=prelim) et seq.], such term shall not include any communication (A) if it is proved that prior to or at the same time with such communication a written statement if any required by [section 77f
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Federal law — U.S. Code and appendices · legal_authorities
**(a) Effective time of registration or application for qualification of indenture** The indenture under which a security has been or is to be issued shall be deemed to have been qualified under this subchapter—
(1) when registration becomes effective as to such security; or
(2) when an application for the qualification of such indenture becomes effective, pursuant to [section 77ggg of this title](https://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title15-section77ggg&num=0&edition=prelim).
**(b) Stop orders after effective time of qualification** After qualification has become effective as to the indenture under which a security has been or is to be issued, no stop order shall be issued pursuant to [section 77h(d) of this title](https://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title15-section77h/d&num=0&edition=prelim), suspending the effectiveness of the registration statement relating to such security or of the application for qualification of such indenture, except on one or more of the grounds specified in [section 77h of this title](https://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title15-section77h&num=0&edition=prelim), or the failure of the issuer to file an application as provided for by [section 77eee(b)(2) of this title](https://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title15-section77eee/b/2&num=0&edition=prelim).
**(c) Effect of subsequent rule or regulation on qualification** The making, amendment, or rescission of a rule, regulation, or order under the provisions of this subchapter (except to the extent authorized by subsection (a) of [section 77nnn of this title](https://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title15-section77nnn&num=0&edition=prelim) with respect to rules and regulations
Source: Supplied U.S. Code snapshot — release unconfirmed · 15 U.S.C. § 77iii
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