Page:United States Statutes at Large Volume 48 Part 1.djvu/919

 73d CONGRESS. SESS. II. CH. 404. JUNE 6, 1934 . 893 the public interest or for the protection of investors, in respect of the following (A) the organization, financial structure and nature of the business ; (B) the ter ms, po sition, rights, and privile ges of the di fferent classes of securities outstanding ; (C) the terms on which their securities are to be, and during the preceding three years have been, offered to the public or ot herw ise ; (D) the dir ectors, offic ers, an d unde rwriter s, and each s ecurity holder of record holding more than 10 per centum of any class of an y equity secu rity of the is suer (other t han an exempt ed secu rity), their remuner ation a nd the ir inte rests i n the securit ies of, and their material contracts with, the issuer and any person directly or indirectly controlling or controlled by, or under direct or indirect common control with, the issuer ; (E) remuneration to others than directors and officers exceed- ing $20,000 per annum ; (F) bonus and profit-sharing arrangements ; (G) management and service contracts ; (H) options existing or to be created in respect of their securities ; (I) balance sheets for not more than the three preceding fisca l years, cert ified i f requi red by the ru les and regul ations of the Commission by independent public accountants ; (J) profi t and loss sta tements for n ot more than the three preceding fiscal years, certified if required by the rules and regulatio ns of the Comm ission by ind ependent publ ic account- ants ; and (K) any further financial statements which the Commission may deem necessary or appropriate for the protection of investors. (2) Such copies of articles of incorporation, bylaws, trust inden- Document s to be tures, or corresponding documents by whatever name known, under- filed with co mmission. writing arrangements, and other similar documents of, and voting trust agreements with respect to, the issuer and any person directly or indirectly controlling or controlled by, or under direct or indirect common control with, the issuer as the Commission may require as nece ssar y or app ropr iate for the pro per prot ecti on o f in vest ors and to insure fair dealing in the security. (c) If in the judgment of the Commission any information Further infor mation. required under subsection (b) is inapplicable to any specified class or classes of issuers, the Commission shall require in lieu thereof the submission of such other information of comparable character as it may deem applicable to such class of issuers. d If the exchange authorities certify to the Commission that the 30 days after Reg ist rat ion receipt effective ( ~ y f ter o security has been approved by the exchange for listing and registra- exchange certificate . tion, the registration shall become effective thirty days after the receipt of such certification by the Commission or within such shorter period of time as the Commission may determine . A security regis- issuer may cancel registration on 30 days' tered with a natio nal s ecurit ies ex change may be wit hdrawn or notice . stricken from listing and registration in accordance with the rules of the exchange and, upon such terms as the Commission may deem necessary to impose for the protection of investors, upon application by the issuer or the exchange to the Commission ; whereupon the issuer shall be relieved from further compliance with the provisions of this section and section 13 of this title and any rules or regulations Post, p . 894. under such sections as to the securities so withdrawn or stricken