UNITED STATES OF AMERICA PREFACE This compilation contains the General Rules and Regulations promulgated by the Securities and change Commission under the Securities Exchange Act of 1934. Except for the rules under the tion "Rules of General Application", each rule relates to a particular section of the Act. For mple, Rule 10a-1 relates to section 10 (a) of the Act. IMPORTANT NOTICE Individuals or firms REGISTERED under the Securities Exchange Act of 1934 will receive all proposed or adopted rule changes promulgated under this Act- which affects their registration. Others who wish to receive all adopted changes under this Act are requested to fill in this coupon and forward promptly to the Securities and Exchange Commission, Washington 25, D. C. Page 1 1 1 1 2 GENERAL RULES AND REGULATIONS UNDER THE (Cited as 17 CFR 240.-) CONTENTS Subject RULES OF GENERAL APPLICATION 1. References to rules and regulations and to the Act, or to portions thereof__ 2. Business hours of the Commission.......... 3. Filing of material with the Commission... 4. Nondisclosure of information obtained in the course of examinations and investigations... 5. Reference to rule by obsolete designation............ 6. Disclosure detrimental to the national security. -7. Consent to service of process by non-resident investment advisers.. MISCELLANEOUS EXEMPTIONS 2-2. Exemption of certain securities, the income on which is substantially guaranteed by States or political subdivisions thereof... 2-3. Exemption from sections 14 (a) and 16 of securities for which filing of applications on form 18, 19, 20, or 21 is authorized.... b-1. Definition of "listed". b-2. Definition of "officer". b-3. Definition of "short sale”. DEFINITIONS REGISTRATION AND EXEMPTION OF EXCHANGES 2 2 a-1. Form of application and amendments... a-2. Annual amendments to registration statement or exemption statements of exchanges_-_a-3. Supplemental material.... EXEMPTION OF CERTAIN SECURITIES FROM THE OPERATION OF SECTION 7 (c) (2) 2-1. Exemption from section 7 (c) (2) of certain securities exempted from registration or admitted to trading on exchanges exempted from registration....... HYPOTHECATION OF CUSTOMERS' SECURITIES c-1. Hypothecation of customers' securities.... SHORT SALES a-1. Short sales... a-2. Requirements for covering purchases___ 3 3 4 4 4 4 4 4 MANIPULATIVE and DECEPTIVE DEVICES AND CONTRIVANCES b-1. Prohibition of use of manipulative or deceptive devices or contrivances with respect to certain securities exempted from registration... b-2. Solicitation of purchases on an exchange to facilitate a distribution of securities... b-3. Employment of manipulative and deceptive devices.- b-5. Employment of manipulative and deceptive devices. b-6. Prohibitions against trading by persons interested in a distribution_.. b-7. Stabilizing to facilitate a distribution... b-8. Distributions through rights.... 5 5 78 8 8 9 9 10 11 14 Rule EXEMPTION OF CERTAIN SECURITIES FROM SECTION 11 (d) (1) 11d-1. Exemption of certain securities from section 11 (d) (1). SECURITIES EXEMPTED FROM REGISTRATION 12a-1. Temporary exemption from section 12 (a) of certain securities of banks.. 12a-2. Temporary exemption from section 12 (a) of certain securities secured by property which, or a leasehold interest in which, is owned by a person not the original issuer of such security-Prohibition of use of manipulative or deceptive devices or contrivances with respect thereto................ 12a-3. Temporary exemption from section 12 (a) of certain securities of issuers in bankruptcy or receivership or in process of reorganization-Prohibition of use of manipulative or deceptive devices or contrivances with respect thereto.... 12a-4. Exemption of certain warrants from section 12 (a). 12a-5. Temporary exemption of substituted or additional securities... REGULATION 12B. APPLICATIONS AND REPORTS Article 1. General 12b-1. Scope of regulation.. 12b-2. Definitions... 12b-3. Title of securities.__. 12b-4. Interpretation of requirements... 12b-5. Determination of affiliates of banks.. Article 2. Formal Requirements 12b-10. Requirements as to proper form___ 12b-14. Riders-inserts___. 12b-15. Amendments.. Article 3. General Requirements as to Contents 12b-20. Additional information_____ 12b-21. Information unknown or not available.. 12b-22. Disclaimer of control... 12b-23. Incorporation by reference. 12b-24. Summaries or outlines of documents.... 12b-25. Extension of time for furnishing information.-- Article 4. Exhibits 12b-30. Additional exhibits... 12b-31. Omission of substantially identical documents.. Article 5. Special Provisions 12b-35. Use of registration statement under Securities Act of 1933. 12b-36. Use of financial statements filed under other Acts... REGULATION 12D1. EFFECTIVENESS OF REGISTRATION-EXCHANGE CERTIFICATION 12d1-1. Registration effective as to class or series.. 12d1-2. Acceleration of effectiveness of registration... 12d1-3. Requirements as to certification____ 12d1-4. Date of receipt of certification by Commission__-- 12d1-5. Operation of certification on subsequent amendments12d1-6. Withdrawal of certification___. ile SUSPENSION OF TRADING-WITHDRAWAL STRIKING FROM LISTING AND REGISTRATION -1. Suspension of trading, withdrawal, and striking from listing and registration.... -2. Removal from listing and registration of maturing securities and securities redeemed or retired................ UNLISTED Trading -1. Applications for permission to extend unlisted trading privileges.. 2. Changes in securities admitted to unlisted trading privileges_-_ -3. Termination or suspension of unlisted trading privileges.... -4. Exemption of securities admitted to unlisted trading privileges from sections 13, 14, and 16.. -5. Differentiation on ticker between transactions in listed and unlisted securities.. -6. Continuance of unlisted trading privileges on merged exchanges--- REGULATION 13A. REPORTS OF ISSUERS OF LISTED SECURITIES Article 1. Annual Report REGULATION 14. SOLICITATION OF PROXIES 35 36 36 37 37 38 39 39 40 41 41 INFORMATION REQUIRED IN PROXY STATEMENT Item 1. Revocability of proxy... - 43 2. Dissenters' rights of appraisal............ 43 |