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STOCKHOLDERS INVESTMENT ACT OF 1974

HEARINGS

BEFORE THE

SUBCOMMITTEE ON FINANCIAL MARKETS

OF THE

COMMITTEE ON FINANCE

UNITED STATES SENATE

NINETY-THIRD CONGRESS

SECOND SESSION...

ON

S. 2787

AN ACT TO AMEND THE INTERNAL REVENUE CODE OF 1954
TO REVISE THE TAX TREATMENT OF GAINS AND LOSSES
FROM THE SALE OR EXCHANGE OF CAPITAL ASSETS

S. 2842

AN ACT TO PROVIDE FOR THE CONTINUING AVAILABIL-
ITY OF CAPITAL FOR ECONOMIC GROWTH AND THE
CREATION OF NEW JOBS AND TO PROVIDE FOR GREATER
COMPETITIVENESS IN OUR ECONOMY BY AMENDING THE
INTERNAL REVENUE CODE OF 1954 TO IMPOSE LIMITA-
TIONS ON INSTITUTIONAL HOLDINGS OF SECURITIES AND
TO ENCOURAGE INDIVIDUALS TO INVEST IN SECURITIES

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For sale by the Superintendent of Documents, U.S. Government Printing Office
Washington, D.C., 20402 - Price $2.65

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CONTENTS

Callaway, Samuel R., executive vice president, Morgan Guaranty Trust

Co

Chrysler Corp., Lynn Townsend, chairman of the board, accompanied by:
William G. McGagh, assistant treasurer, Chrysler Corp---.
Committee on Publicly Owned Companies, Michael Dingman, president,
Wheelabrator-Frye, Inc_--

Corcoran, Thomas G., senior partner, Corcoran, Foley, Youngman & Rowe_
Dingman, Michael, president, Wheelabrator-Frye, Inc., on behalf of the
Committee on Publicly Owned Companies___.

First National Bank of Chicago, Howard E. Hallengren, vice president,

trust department, accompanied by: Benjamin Homola, vice president,

legal division, trust department__.

First National City Bank, George M. Lingua, senior vice president....

Georgetown University Law Center, Prof. Roy Schotland_.

Hallengren, Howard E., vice president, trust department, First National

Bank of Chicago, accompanied by: Benjamin Homola, vice president,

legal division, trust department_.

Janeway, Eliot, political economist and president, Janeway Publishing

& Research Corp---

Lingua, George M., senior vice president, First National City Bank_
Malca, Dr. Edward, professor of economics, Richmond College of City
University of New York___

Morgan Guaranty Trust Co., Samuel R. Callaway, executive vice presi-

dent

Needham, James J., chairman of the board, New York Stock Exchange,

accompanied by:

Donald L. Calvin, vice president, New York Stock Exchange; and

Dr. William C. Freund, vice president and chief economist, New York

Stock Exchange

New York Stock Exchange, James J. Needham, chairman of the board,

accompanied by:

Donald L. Calvin, vice president, New York Stock Exchange; and

Dr. William C. Freund, vice president and chief economist, New York

Stock Exchange

Richmond College of City University of New York, Dr. Edward Malca_.

Schotland, Roy, Prof., Georgetown University Law Center___

Securities Industry Association, John C. Whitehead, chairman, governing

council, accompanied by: Leon T. Kendall, president, Securities Indus-

try Association__.

105

169

143

257

143

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Augenblick, Robert L., on behalf of Investment Company Institute_
Callaway, Samuel R., executive vice president, Morgan Guaranty Co.---
Cumberland Advisors, Pty., David R. Kotok__.

Dorr, Russell H., McLean, Va__-

Investment Company Institute, Robert L. Augenblick_.
Jardine, Emile R., C.P.A., Stockton, Calif..
Kotok, David R., Cumberland Advisors, Pty..

322

126

335

326

322

331

335

126

332

Morgan Guaranty Trust Co., Samuel R. Callaway, executive vice president_
National Association of Small Business Investment Companies, Charles M.
Noone, general counsel----

National Shareholders Association, Hans Randolph Reinisch, president_.
Noone, Charles M., general counsel, National Association of Small Business
Companies

Poser, Norman S., American Stock Exchange, Inc‒‒‒‒.
Racz, Andrew G., chairman, Racz-Rooney.

333

332

363

335

Reinisch, Hans Randolph, president, National Shareholders Association__
Skinner, Robert G., chairman, division of Federal taxation, American
Institute of Certified Public Accountants___

333

312

Tarver, Norman H., Toronto, Canada----

340

Ture, Dr. Normal B., on behalf of the Committee of Publicly Owned Com-
panies, and American Council on Capital Gains and Estate Taxation__ 164, 365

ADDITIONAL INFORMATION

S. 2842_

Submissions by:

Bentsen, Hon. Lloyd, a U.S. Senator from the State of Texas:
Fact sheet-S. 2842--

Floor statement-S. 2842_.

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STOCKHOLDERS INVESTMENT ACT OF 1974

TUESDAY, FEBRUARY 5, 1974

U.S. SENATE,

SUBCOMMITTEE ON FINANCIAL MARKETS
OF THE COMMITTEE ON FINANCE,
Washington, D.C.

The subcommittee met, pursuant to notice, at 9:35 a.m., in room 2221 Dirksen Senate Office Building, Senator Lloyd Bentsen (chairman) presiding.

Present: Senators Bentsen and Bennett.

Senator BENTSEN. Ladies and gentlemen, the committee hearings will come to order.

We are obviously complying with the President's recommendations on temperature controls, saving some energy this morning.

Our first witnesses will be Mr. Roy Schotland and Dr. Edward Malca.

Mr. Schotland, Dr. Malca, would you gentlemen please come forward and be seated there?

This morning the Financial Markets Subcommittee is going to resume its hearings. We will receive testimony on S. 2842, the Stockholders Investment Act, which I introduced on December 20, 1973, as a result of the hearings that we had preceding that.

Now, this bill would place some limits through our tax laws on the degree to which managers of pension funds and that is only totally discretionary funds can concentrate their investments; and, in addition, this bill would provide tax incentives to the small investor, to hopefully encourage him to come into the stock market.

It is my feeling that this legislation is necessary for several reasons. First, the limitations on pension fund managers such as I propose would result in greater diversification of pension investments. It is my feeling that these are not onerous limitations. Subcommittee surveys indicate that the majority of pension fund managers already comply with limitations such as these. But there are aberrations on the part of some managers that could lead to abuse and to serious problems.

These kinds of limitations would spread available capital to a larger number of corporations and, in addition, provide safety to the future retirement benefits of more than 30 million Americans who participate in private pension plans.

Second, the tax incentives to encourage individual investment in the stock market I feel are very much needed these days to help industry raise the capital that is needed for business expansion for the future.

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