Page:United States Statutes at Large Volume 48 Part 1.djvu/932

 906 Ante, p.76. Exe mpted securi ties. Secur itie s gu aran- teed by United States or political subdivision thereof. Dis trict of Colu mbia, added. A nnuit y co ntrac ts. Securities exchanged with existing security holders. Securities exchanged on rea djust ment s. Intrastate sales of securities. Exem pted transa c- tions. Ante, p.77. Desi gnated par a- graphs repealed. Ante, p. 81. 73d C ONGRESS. SESS. II. C H. 404. JU NE 6, 1934 . shall not be deemed a prospectus if it is proved that prior to or at the same time with such communication a written prospectus meeting the requirem ents of secti on 10 was sen t or given to the person to whom the communication was made, by the person making such communication or his principal, and (b) a notice, circular, adver- tisement, letter, or communication in respect of a security shall not be deemed to be a prospectus if it states from whom a written pros- pectus meeting the requirements of section 10 may be obtained and, in addition, does no more than identify the security, state the price thereof, and state by whom orders will be executed ." SEC . 202. (a) Paragraph (2) of section 3 (a) of such Act is amended to read as follows "(2) Any security issued or guaranteed by the United States or any Territory thereof, or by the District of Columbia, or by any State of the United States, or by any political subdivision of a State or Territory, or by any public instrumentality of one or more States or Territories, or by any person controlled or supervised by and acting as an instrumentality of the Government of the United States pursuant to authority granted by the Congress of the United States, or any certif icate of depo sit for any o f the f oregoin g, or any sec urity issued or guaranteed by any national bank or by any banking insti- tution organized under the laws of any State or Territory or the District of Columbia, the business of which is substantially confined to banking and is supervised by the State or Territorial banking commiss ion or similar offic ial ; or any sec urity issued by or r eprese nt- ing an interest in or a direct obligation of a Federal Reserve bank " ; (b) Paragraph (4) of such section 3 (a) is amended by striking out " corporation " and inserting in lieu thereof " person ." (c) Such section 3 (a) is further amended by striking out the period at the end of paragraph (8) and inserting in lieu thereof a semicolon, and by inserting immediately a fter such par agraph (8) the following new paragraphs i "(9) Any security exchanged by the issuer with its existing secu- rity holders exclusively where no commission or other remuneration s p aid or given directly or indirectly for soliciting such exchange "(10) Any s ecurity which is issued in exchange for one or more bona fide outstanding securities, claims or property interests, or partly in such exchange and partly for cash, where the terms and conditions of such issuance and exchange are approved, after a hear- ing upon the fairness of such terms and conditions at which all persons to whom it is proposed to issue securities in such exchange shall have the right to appear, by any court, or by any official or agency of the United States, or by any State or Territorial banking or insurance commission or other governmental authority expressly authorized by law to grant such approval ; "(11) Any security which is a part of an issue sold only to persons resident within a single State or Territory, where the issuer of such security is a person resident and doing business within or, if a cor- poration, incorporated by and doing business within, such State or Terr itor y ." SEC. 203 . (a) Paragrap h (1) of sect ion 4 of such Act is amende d (1) by striking out " not with or through an underwriter and "; and (2) by striking out " last " and inserting in lieu thereof " first " . (b) Paragraph (3) of such section 4 is hereby repealed . SEC. 204 . Subsection (c) of section 5 of such Act is hereby repealed . SEC. 205 . Paragraph (1) of section 10(b) of such Act is amended to read as follows