Page:United States Statutes at Large Volume 49 Part 1.djvu/852

 74TH CONGRESS. SESS. I. CH. 687. AUGUST 26, 1935 . 807 spec ial repo rts rega rdin g af fili atio ns o r in terc orpo rate rel atio nshi ps of the applicant, as the Commission may find necessary or appro- priate to ensure that in the case of the applicant the conditions specified in clauses (i), (ii), and (iii) are satisfied during the period for which such order is effective. The Commission, upon its own motion or upon application of the company affected, shall revoke the ord er decla ring suc h compan y not to be a ho lding co mpany wh en- ever in its judgment any condition specified in clause (i), (ii), or (i ii) is n ot satis fied in the case of such company, or mod ify the terms of such order whenever in its judgment such modification is necessary to ensure th at in the cas e of su ch co mpa ny the cond itio ns s peci fied in clau ses (i), (ii), and (iii) are satisfied dur- ing the period for which such order is effective. Any action of the Commission under the preceding sentence shall be by order. (8) " Subsidiary company " of a specified holding company "Subsidiary conl- means- pany." (A) any company 10 per centum or more of the out sta ndi ng voting securities of which are directly or indirectly owned, con- trolled, or held with p ower to vote, by su ch holding company (or by a company that is a subsidiary company of such holding company by virtue of this clause or clause (13)), unless the Com- mission, as herei nafter p rovided, by orde r decla res such company not to be a subsidiary company of such holding company ; and (B) any person the management or policies of which the Com- mission, after notice and opportunity for hearing, determines to be subject to a controlling influence, directly or indirectly, by such holding company (either alone or pursuant to an arrangement or understanding with one or more other persons) so as to make it necessary o r appropriate in the public interest or for the prote ction of investors or consumers that such person be subject to the obliga- tions, duties, and liabilities imposed in this title upon subsidiary companies of holding companies. The Commission, upon application, shall by order declare that a company is not a subsid iary com pany of a specif ied hold ing comp any under clause (A) if t he Commi ssion fi nds that (i) the applica nt is not controlled, directly or indirectly, by such holding company (either a lone or pursuant to an a rrangeme nt or un derstan ding wit h one or more oth er perso ns) eith er throu gh one o r more i ntermedi ary persons or by any means or device whatsoever, (ii) the applicant is not an intermediary company through which such control of another company is exercised, and (iii) the management or policies of the applicant are not subject to a controlling influence, directly or indirectly, by such holding company (either alone or pursuant to an arran gement o r unders tanding with one or more other p ersons) so as to make it necessary or appropriate in the public interest or for the protection of investors or consumers that the applicant be subject to the obli gations, duti es, and liabil ities imposed in this titl e upon sub- sidiary companies of holding companies. The filing of an applica- tion hereunder in good faith shall exempt the applicant from any obligati on, duty, or liability impo sed in this t itle upon the applicant as a subsidiary company of such specified holding company until the Commission has acted upon such application. Within a reasonable time after the receipt of any application hereunder, the Commission shall enter an order granting, or, after notice and opportunity for hearing, denying or otherwise disposing of, such application . As a condition to the entry of, and as a part of, any order granting such application, the Commission may require the applicant to apply periodically for a renewal of such order and to file such periodic or