Page:United States Statutes at Large Volume 48 Part 1.djvu/117

 73d CONGRESS. SESS. I. CH. 38. MAY 27, 1933 . between any recurring and nonrecurring income and between any investment and operating income. Such statement shall be certified by an independent public or certified accountant ; (27) if the proceeds, or any part of the proceeds, of the security to be issued is to be applied directly or indirectly to the purchase of any busines s, a pr ofit a nd loss statem ent of such b usiness certi fied by an independen t public or c ertified accou ntant, meetin g the re- quirements of paragraph (26) of this schedule, for the three pre- ceding fiscal years, together with a balance sheet, similarly certified, of such business, meeting the requirements of paragraph (25) of this schedule of a date not more than ninety days prior to the filing of the registration statement or at the date such business was acquired by the issuer if the business was acquired by the issuer more than ninety days prior to the filing of the registration statement ; (28) a copy of any agreement or agreements (or, if identic agree- ments are used, the forms thereof) made with any underwriter, in- cluding all contracts and agreements referred to in paragraph (17) of this schedule ; (29) a copy of the opinion or opinions of counsel in respect to the legality of the issue, with a translation of such opinion, when neces- sary, into the English language ; (30) a copy of all material contracts re ferred to in p aragraph (24) of this schedule, but no disclosure shall be required of any portion of any such contract if the Commission determines th at disclosure of such portion would impair the value of the contract and would not be necessary for the protection of the investors ; (31) unless previously filed and registered under the provisions of this title, and brought up to date, (a) a copy of its articles of incorporation, with all amendments thereof and of its existing by- laws or instruments corresponding thereto, whatever the name, if the issuer be a corporation ; (b) copy of all instruments by which the trust is created or declared, if the issuer is a trust ; (e) a copy of its articles of partnership or association and all other papers pertaining to its organization, if the issuer is a partnership, unin- corporated association, joint-stock company, or any other form of organization ; and (32) a copy of the underlying agreements or indentures affecting any stock, bonds, or debentures offered or to be offered. In c ase of certificates of deposit, voting t rust certificates, c ollateral trust certificates, certificates of interest or shares in unincorporated investment trusts, equipment trust certificates, interim or other re- ceipts for certificates, and like securities, the Commission shall establish rules and regulations requiring the submission of informa- tion of a like character applicable to such cases, together with such other information as it inay deem appropriate and necessary regard- ing the character, financial or otherwise, of the actual issuer of the securities and/or the person performing the acts and assuming the duties of depositor or manager. SCHEDULE B (1) Name of borrowing government or subdivision thereof ; (2) speci fic purposes i n detail and the approxima te 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 raised in part from other sources, the amounts thereof and the sourc es ther eof, s hall be stated ; 91 C ertif icat e of publi c ac coun tant. If proceeds are to be applied to purchase of any business, state- ment of such business to issue. Agreements with any underwriter. Counsel's opinion as to legality of issue . Co py of material contracts ; restriction . Copy of articles of incorporation, etc. Copy of under lyin g inden ture s af fecti ng stock, etc. Rules and regula- tions to be es tablished. Schedule B. Nam e of borrowing government, etc. Purposes and amounts for whic h security offered is to supply funds.