Page:United States Statutes at Large Volume 48 Part 1.djvu/115

 73d CONGRESS. SESS. I. CH. 38. M LAY 27, 1933. 89 the conditions under which such substitution is permitted. If substi- tution is permissible without notice, a specific statement to that effect ; (13) the specific purposes in detail and the approximate amounts a tat amounts to be devoted to such purposes, so far as determinable, for which the security to be offered is to supply funds, and if the funds are to be r aised in par t from other sourc es, the amoun ts the reof a nd the sources t hereof, s hall be s tated ; (14) the remuneration, aid or estimated to be paid, b the issuer Re suer, et etc c, pa id h y by is to its or its predecessor, directly or indirectly, during the past year and directors, officers, etc. ensuing year to (a) the directors or persons performing similar func- tions, and (b ) its office rs and other person s, nam ing th em whe rever such remuneration exceeded $25,000 during any such year ; Estim ated net pro- (15) the estimated net proceeds to be derived from the security ceeasa to be offered ; (16) the price at which it is proposed that the security shall be top ice e, u yotlc ;`d offered to the public or the method by which such price is computed and any variation therefrom at which any portion of such security is proposed to be offered to any persons or classes of persons, other than the underwriters, naming them or specifying the class. A Variation to be re- ported to Commission. variation in price may be proposed prior to the date of the public offering of the security, but the Commission shall immediately be notified of such variation ; (17) all c ommis sion s or disco unts paid or t o be paid, dir ectly cou nts, etc. or indire ctly, by the issue r to the underwrit ers in re spect of the sale of the security to be offered. Commissions shall include all cash, securitie s, contra cts, or a nything e lse of va lue, paid, to be s et aside, disposed of, or understandings with or for the benefit of any other perso ns in whic h an y und erwri ter is in teres ted, made, in conne c- tion with the sale of such security. A commission paid or to be paid in connection with the sale of such security by a person in which the issuer has an interest or which is controlled or directed by, or under common control with, the issuer shall be deemed to have been paid by the issuer. Where any such commission is paid the amount of such commission paid to each underwriter shall be stated ; (18) the amount or estimated amounts, itemized in reasonable Other expenses. detail, of expenses, other than commissions specified in paragraph (17) of this schedule, incurred or borne by or for the account of the issuer in connection with the sale of the security to be offered or properly chargeable thereto, including legal, engineering, cer- tification, authentication, and other charges ; (19) the net proceeds derived from any security sold by the issuer greet pro Beds fr om during the two years preceding the filing of the registration state- ment, the price at which such security was offered to the public, and the names of the principal underwriters of such security (20) any amount paid within two years preceding the filing of m otec ment to pro - the registration statement or intended to be paid to any promoter and the consideration for any such payment ; 21 the names and addresses of the vendors and the urchase Vendors, names, ad- l> dresses, purchase price price of any property, or good will, acquired or to be acquired, not of property, e t c. i n the ordinary course of business, which is to be defrayed in whole or in part from the proceeds of the security to be offered, the amount of any commission payable to any person in connection with such acquisition, and the name or names of such person or persons, to- Cost of financing . gether with any expense incurred or to be incurred in connection with such acquisition, including the cost of borrowing money to finance such acquisition ;