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IE SECURITIES AND EXCHANGE COMMISSION

1934. The Section on Special Studies is he Economic Adviser. The functions of nduct of research and the drafting of which Congress has directed the Securities to make, and others which the Commis to time in order to facilitate the adminAct of 1933 and the Securities Exchange of the research and the drafting of the tion with officials assigned to other divi ata assembled by the various divisions of

rent Research is charged with the respon liminary selection of personnel (experts the conduct of necessary investigations -intees; also with the preparation of ap s, transfers, reinstatements, service rec f promotion, demotion, separation, and matters pertaining to personnel, employ ence regarding same are handled in this

is charged with the administration of Commission. The regional administrator office has supervision over all investiga to his office for action. However, the remoranda, and correspondence from and outed via the regional supervisor. This es and in order to coordinate the work, ntain uniformity of action.

mation Research is responsible for dision regarding the activities of the Comspondence and releases. The legislation on operates specifically directs that pubs, regulations, opinions, and findings, as stration statements, the effective registra ports and statements filed with the Com, officers, directors, and principal stockis made available to the public by the research through releases issued to the lists established for the convenience of -leases currently.

ZONES AND REGIONAL OFFICES

ore effectively the Securities Act of 1933 › Act of 1934, regional offices were estab

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The Securiti Commission fr tember 1, 1934 210 of the Sect enforcement of and Exchange

AMENDI

The Motor 214, amended as follows:

(6) Any secur which is subject Act, as amended

The Commis Trade Commi it during the f

PART II

ADVISORY ASSISTANCE

Legislation of the character of the Securities Act of 1933 and the Securities Exchange Act of 1934 comprehends within its scope such a variety of complex situations that innumerable questions necessarily arise during the early period of its administration as to the applicability of the text of the law to situations which are not the subject of specific provision but to which it is clear its mandates were intended to apply. The Commission found it necessary to arrive at determinations as to the applicability of the legislation to concrete problems presented and as to the manner of compliance therewith. The many problems presented in connection with the rendering of such assistance covered every aspect of the acts.

Since the scope of the Securities Act of 1933 extends to various unique types of security interests, situations frequently arose, under the act, where the nature of the interest which was offered for sale was such as to make it difficult to determine whether a security was involved within the meaning of the act and, if so, who, under the act, was the issuer of such security. In this connection, problems most frequently arose in the case of interests in oil, gas, and other mineral rights, certificates issued under deposit or trust agreements, and securities issued in reorganizations.

The Securities Act exempts from its registration requirements not only various types of securities because of their generic character, but also other securities which are issued in certain specific types of transactions. The exemptive provisions of the latter type have presented questions of particular difficulty, the solutions of which have required a thorough-going understanding of the history of the particular provisions in question, and of the practical results of the application of such provisions. The act also exempts from registration, securities offered in limited amounts where such offerings meet requirements to be imposed by the Commission. Pursuant to the authority conferred by this provision of the act, various requirements were formulated to be satisfied as conditions to the availability of such exemption to offerings of such securities.

Numerous problems also arose under those provisions of the act exempting certain types of transactions; such as private offerings and dealers' and brokers' transactions, from the requirement of prior registration. Other questions on which advice was frequently

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sought related sion's regulatio ment of registr The administ the Commissio Advice was giv exchanges, tem tration of secur of section 16 of reporting of tr holders of issu numerous inqu within the meal lems involved believed, have b In view of t essential to pr so as to effect letters and mer dered were cla

terpretations o

Commission a prepared for t

practicable its mary was com Exchange Act As a result tained in the While for t inquiries recei were publicly the subject of The advisor fest importan regulations an seeking to co

guided. Mor

gendered betw pretative serv sion benefited

correspondend service. From on the basis

ulations p

REGISTRATION OF EXCHANGES AS NATIONAL SECURITIES

EXCHANGES

Pursuant to section 6 of the Securities Exchange Act of 1934, 24 exchanges submitted applications for registration as national. securities exchanges.

In considering these applications, the constitution, bylaws, and rules and regulations of each exchange were examined and analyzed. Each exchange was required to execute an agreement to comply with the provisions of the act and any rules and regulations thereunder, and to enforce compliance with such provisions by its members, so far as is within its power. Each exchange was also required to include in its rules provision for the expulsion, suspension, or disciplining of members for conduct or proceeding inconsistent with just and equitable principles of trade, and to declare that willful violation of any provision of such act or any rule or regulation thereunder shall be considered conduct or proceeding inconsistent with just and equitable principles of trade.

Upon investigation into the affairs of the New York Mining Exchange and the New York Produce Exchange, both of which applied for registration, the New York Mining Exchange discontinued operations entirely, and the New York Produce Exchange ceased to afford facilities for trading in securities.

A merger of the Los Angeles Curb Exchange with the Los Angeles. Stock Exchange necessitated an examination into the terms and conditions of such merger, and the determination whether the merged exchange was so organized as to be able to comply with the act and the rules and regulations thereunder, and whether its rules were just and adequate to insure fair dealing, and to protect investors. Upon the completion of this examination, such determination was made and the merged exchange was permitted to continue in operation. as a national securities exchange.

The cessation of trading in securities by the 2 New York exchanges above named and the merger of the Los Angeles exchanges, reduced to 21 the number of securities exchanges registered with the Commission.

From time to time during the year, such registered exchanges filed amendments to their registration statements. These amendments covered changes in membership, in exchange trading rules, in securities admitted to listed or unlisted trading privileges, and in the rules for the government of exchanges. Such amendments. were subjected to thorough analysis to ascertain whether the exchanges were being maintained in compliance with the provisions of the Securities Exchange Act of 1934, and the rules and regulations

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