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tion 12 (a) by this rule, unless prior thereto an application for registration of the exempt security or for admission of the exempt security to unlisted trading privileges on the exchange has been filed.

(c) Notwithstanding paragraph (b), the Commission, having due regard for the public interest and the protection of investors, may at any time extend the period of exemption of any security by this rule or may sooner terminate the exemption upon notice to the exchange and to the issuer of the extension or termination thereof.

(d) The exchange shall notify the Commission in writing of any event within the purview of paragraph (a) promptly after acquiring knowledge thereof. The notification shall briefly describe the event and shall state the date on which the substituted or additional security was or is proposed to be admitted to trading on the exchange as a security exempted from the operation of section 12 (a) by this rule.

(e) Rules X-7C2-1 and X-10B-1 shall be applicable to all securities exempted from the operation of section 12 (a) by this rule. Rule X-12A-6. Temporary Exemption From Section 12 (a) of Certain Securities Evidenced by the Same Instrument as a Listed Security-Prohibition of Use of Manipulative or Deceptive Devices or Contrivances With Respect Thereto. (a) Any other security evidenced by the same instrument as a listed security at the time the latter became or becomes a listed security, except any security created in the same transaction as such listed security, shall be exempt from the operation of section 12 (a) to the extent necessary to render lawful the effecting of transactions therein on the exchange on which such listed security was listed, until registration pursuant to sections 12 (b), (c), and (d) shall become effective as to such other security, or until the date specified below, whichever shall first occur. For the purposes of this rule, the word "listed" means listed on a national securities exchange as a security registered pursuant to sections 12 (b), (c), and (d), or as a security exempted from the operation of section 12 (a).

(b) The exchange upon which each such listed security was listed shall advise the Commission of any information with respect to the existence of any such other security, promptly after acquiring knowledge thereof.

(c) Such exemption shall terminate as to any such other security at the close of business on the tenth day following the dispatch, to such exchange and to the issuer of such listed security, of notice of the entry of an order (to be entered after appropriate notice and opportunity for hearing to the exchange and to such issuer) find

ing that such other security exists: Provided, however, That such termination of the exemption afforded by this rule in such manner shall not affect any exemption accorded by any other rule.

(d) Rules X-7C2-1 and X-10B-1 shall be applicable to all securities exempted from the operation of section 12 (a) by paragraph (a) of this rule.

Rule X-12A-7. Temporary Exemption From Section 12 (a) of Certain Evidences of Indebtedness of Certain Foreign States-Prohibition of Use of Manipulative or Deceptive Devices or Contrivances With Respect Thereto.

(a) Evidences of indebtedness (i) which have been issued by any Foreign State that is presently governed by an interim government which is holding office temporarily and which is to continue to hold such office only until the assumption thereof by a regular government which has been elected and (ii) as to which temporary exemtion from the operation of section 12 (a) shall expire pursuant to the terms of rule AN7 on May 15, 1936, and as to which registration shall not be effective on that date, shall be exempt from the operation of said section 12 (a) to and including the eight hundred and sixty-third day following the assumption of office by such elected regular government.

(b) Rules X-7C2-1 and X-10B-1 shall be applicable to all securities exempted from the operation of section 12 (a) by paragraph (a) of this rule.

Rule X-12A-8. Temporary Exemption From Section 12 (a) of Securities of Certain Issuers Resulting From Statutory Consolidation-Prohibition of Use of Manipulative or Deceptive Devices or Contrivances With Respect Thereto.

(a) Whenever, in connection with a consolidation resulting in the formation of a new corporation, at least a part of any class of securities of such new corporation result from a modification of, or are issued in exchange for or otherwise in respect of, a listed security of one of the constituent corporations, such class of securities of the new corporation shall be exempt from the operation of section 12 (a) for a period of 1 week from the date of consolidation, to the extent necessary to render lawful the effecting of transactions therein on the exchange on which such listed security of the constituent corporation was listed. For the purposes of this rule, the word "consolidation" means a consolidation, by agreement, of two or more corporations under provisions of law whereby, upon the execution or upon the filing of such agreement, a new corporation is created as successor to all the constituent corporations; it does not include

mergers, acquisitions of assets, or other transactions of succession in which the issuer of the new securities is in existence prior to the succession. The term "date of consolidation" means the date on which the new corporation resulting from the consolidation is created. The word "listed" means either (1) listed on a national securities exchange as a security registered pursuant to sections 12 (b), (c), and (d), or (2) listed on a national securities exchange as a security exempted from the operation of section 12 (a), or (3) admitted to unlisted trading privileges on a national securities exchange pursuant to section 12 (f).

(b) Rules X-7C2-1 and X-10B-1 shall be applicable to all securities exempted from the operation of section 12 (a) by paragraph (a) of this rule.

Rule X-12A-9. Exemption From Section 12 (a) of Certain Certificates of Deposit Issued Under Deposit Agreements Having Governmental Managers-Prohibition of Use of Manipulative or Deceptive Devices or Contrivances With Respect Thereto.

(a) Certificates of deposit shall be exempt from the operation of section 12 (a), if—

(1) A State or any political subdivision thereof or any agency or instrumentality of a State or any municipal corporate instrumentality of one or more States, acting through one or more of its duly authorized officers or otherwise, is the person primarily performing the acts and assuming the duties of manager pursuant to the provisions of the deposit agreement under which such certificates of deposit are issued; and

(2) Deposit under such agreement constitutes assent to a plan which provides for the issuance of securities of, or the payment of cash by, such State, political subdivision, agency, or instrumentality in return for the securities deposited under such agreement; and

(3) Each depositary designated to act under such agreement has been so designated by such State, political subdivision, agency, or instrumentality; and

(4) Each depositary designated to act under such deposit agreement is a corporation or association which is organized and doing business under the laws of the United States or of a State, is authorized under such laws to exercise fiduciary powers, and is subject to supervision or examination by Federal or State authority.

(b) Rules X-7C2-1 and X-10B-1 shall be applicable to all securities exempted from the operation of section 12 (a) by paragraph (a) of this rule.

REGISTRATION OF SECURITIES

Rule X-12B-1. Forms for Permanent Registration of Securities. An application for permanent registration of a security on an exchange, pursuant to section 12 (b) or (c), shall be filed on the appropriate form prescribed below:

Form 8-A for additional securities.-This form shall be used for applications for registration of securities on an exchange on which other securities of the registrant, whether of the same or a different class, are registered pursuant to sections 12 (b) and (c) of the Act if form 10, 11, 13, 15, 17, 22, or 23 would be the form appropriate for registration in case the registrant did not have securities so previously registered: Provided, That if form 22 or 23 would be appropriate for original registration, this form shall be used only if securities of the registrant issued pursuant to the plan of reorganization or succession by reason of which form 22 or 23 would be appropriate for original registration have been registered on such exchange pursuant to an application on such form.

Form 8-B for securities issued in certain cases upon the registrant's succession to an issuer or issuers of previously registered securities.-This form shall be used by an issuer, not having securities previously registered, for applications filed on and after March 12, 1936, for the registration of securities, if the conditions set forth in the following paragraphs (a), (b), (c), and (d) exist:

(a) (i) The registrant, having no assets at the time other than nominal assets, succeeded to a single predecessor which had securities registered pursuant to sections 12 (b) and (c) of the Act on the exchange or exchanges on which registration is applied for on this form; or

(ii) The registrant was organized as the successor to, or, having no assets at the time other than nominal assets, succeeded to, a group of predecessors consisting of a parent which had securities so registered and one or more wholly-owned subsidiaries of such parent; or

(iii) The registrant was a wholly-owned subsidiary of a corporation having securities so registered, which corporation, either alone or with one or more of its other wholly-owned subsidiaries, was merged into the registrant.

(b) Substantially all of the securities to be registered on this form were or are to be issued in exchange for or otherwise in respect of previously registered securities of one or more of the predecessors, or are securities which, having been previously registered, have become or are to become securities of the registrant by operation of law or otherwise upon the succession.

(c) The registrant acquired all the assets and assumed all the liabilities of its predecessor or predecessors.

(d) Except for such changes as may have resulted (A) from the substitution of issuers incident to the succession, or (B) from changes in capital stock liability per share, or (C) from the issuance of securities in satisfaction of dividends or interest in arrears on securities of predecessors, the capital structure of the registrant immediately following the succession was substantially the same as the capital structure of the single predecessor or the combined capital structure of the predecessors, or in a case falling within paragraph (a) (iii) above, the combined capital structure of all the constituent corporations.

The term "wholly-owned subsidiary" as used in this rule refers to a subsidiary substantially all the outstanding stock of which is held, directly or indirectly, by a single parent.

Form 8-C for registration on an additional exchange. This form may be used for applications for registration of securities on an exchange upon which no securities of the registrant are listed and registered, if securities of the registrant are registered pursuant to sections 12 (b), (c), and (d) on another exchange.

Form 10 for corporations.-This form shall be used for applications for the permanent registration of securities of corporations, filed on and after February 13, 1935, except the following: Securities of companies making annual reports under section 20 of the Interstate Commerce Act, as amended, or section 220 of the Motor Carrier Act, 1935, or under section 219 of the Communications Act of 1934; certificates of deposit; American certificates against foreign issues, either government or corporate; securities of insurance companies, other than companies engaged primarily in the title insurance business; securities of banks and bank holding companies; securities of investment trusts; securities issued by any corporation organized under the laws of any foreign country other than a North American country or Cuba; bonds issued by any corporation organized under the laws of a North American country or Cuba, which are guaranteed by any foreign government; securities issued by any corporation, foreign or domestic, which is directly or indirectly owned or controlled by any foreign government: Provided, however, That this form shall not be used for applications for the permanent registration of securities of any corporation for which, at the time the application is filed, form 22 or 23 is prescribed: And provided further, That this form shall not be used for applications for the permanent registration of securities of any corporation, if, at the time the application is filed, such corporation is in bankruptcy or receivership or in the process of reorganization pursuant to section 77 or 77B of the Bankruptcy Act, and (a) a trustee or receiver

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