stocks and bonds and by securities registered (R), exempt (X), provisionally registered (P), or partially exempt and partially provisionally registered (Z), on national securities exchanges, as of June 30, 1936.

1 Voting trust certificates and American depositary receipts for foreign stocks are included in the classifica. tion of stocks. 2 Certificates of deposit are included in the classification of bonds.

REPORTS OF OFFICERS, DIRECTORS, AND PRINCIPAL STOCKHOLDERS

In addition to Forms 4, 5, and 6,8 and the rules and regulations regarding the submission of reports of officers, directors, and principal stockholders under the Securities Exchange Act which were promulgated during the fiscal year ended June 30, 1935, the Commission during the last fiscal year promulgated rules and regulations and forms U-17-1 and U-17-2 regarding the reporting of holdings of officers and directors under the Public Utility Holding Company Act of 1935. Form U-17-1 is to be filed by officers and directors of holding companies registered under the Public Utility Holding Company Act of 1935 following the registration of such companies or following appointment or election as officer or director of such a company. Form U-17-2 is to be filed if there have been any changes during last calendar month in ownership of officer or director of a holding company registered under the Public Utility Holding Company Act of 1935, with respect to securities of such company or any subsidiary company thereof.

8 Form 4 for reporting changes in ownership of equity securities. Form 5 for reporting ownership of equity securities. Form 6 for reports by persons who have just become officers or directors or security holders of more than 10 percent of any class of equity security.

The following table indicates the number of original and amended reports filed and examined for the fiscal years ended June 30, 1935, and June 30, 1936.

The Commission compiles and publishes a semimonthly summary of security transactions and holdings of officers, directors, and principal stockholders as reported on Forms 4, 5, 6, U-17-1, and U--17-2. During the fiscal year the Commission prepared for publication the Offcial Summary of Holdings of Officers, Directors, and Principal Stockholders. This summary reprinted the essential data, as of December 31, 1935, contained in the reports on Forms 4, 5, or 6 made to the Commission pursuant to Section 16 (a) of the Securities Exchange Act of 1934 by the officers, directors, and principal stockholders of about 1,750 corporations with equity securities listed on a Lational securities exchange. These corporations had at that date slightly over 2,000,000,000 shares of stock outstanding in the nearly 20 individual issues for which reports were received. Reports Tere made by 15,277 persons and covered about 458,000,000 shares. Of total reported holdings about 408,000,000 shares were owned directly by the persons reporting, while about 50,000,000 were owned indirectly (i. e. through a partnership, a trust, personal holding pany, etc.) and represented duplications to a considerable deFree. While it is not possible to ascertain definitely from the material available to the Commission the exact amount of duplication, it is estimated that total unduplicated holdings reported exceeded 5000,000 shares, or approximately 21 percent of the total number of shares outstanding at the end of 1935 in the issues covered by

the reports.

WITHDRAWAL OR STRIKING FROM LISTING AND REGISTRATION OF SECURITIES ON NATIONAL SECURITIES EXCHANGES

Upon application by the issuer or the exchange to the Commis

Securities registered on a national securities exchange may be withdrawn or stricken from registration or listing in accordance with the rules of the exchange and upon such terms as the Commission may deen necessary to impose for the protection of investors. The Commission has adopted rules and regulations governing this subject. During the year ended June 30, 1936, 63 such applications were ted and acted upon by the Commission, as compared with 95 be the fiscal year ended June 30, 1935.

REGISTRATION OF SECURITIES UNDER THE SECURITIES ACT OF

1933

SECURITIES ACT FORMS, RULES, AND REGULATIONS

During the past year a considerable number of improving amendments have been made to the basic forms for registration under the Securities Act of 1933, as amended. These amendments are designed to clarify the requirements of the several forms and to extend the use of certain basic forms to additional classes of issuers upon the furnishing of appropriate specialized information, such as for bank holding companies and corporations resulting from consolidation.

Considerable progress has been made in the direction of subdividing the major forms in order to provide specialized forms for issuers engaged in particular types of business and for issuers in various stages of development. In line with this program, there has been prepared a form for promotional mining companies which is designed to emphasize the peculiar problems of the mining industry and the special problems incident to the promotion of new companies. A companion form is also in process for securities of any company which has not yet advanced beyond the promotional stage.

A series of new forms is being drafted to replace the present forms for certificates of deposit, and for securities issued in the process of reorganization. These forms will be specialized to provide separately for each of the several situations which commonly occur. Other work in various stages of completion includes registration forms for electric and gas utilities, investment trusts, insurance companies, investment contracts, foreign national governments, and foreign municipal governments.

A comprehensive revision and reclassification of the general rules and regulations under the Securities Act have been made. In addition, numerous new rules and regulations have been promulgated. These rules have dealt with the scope of exemptions of certain classes of securities from the operation of the Act, and with the amendment of many of the details of registration in order to perfect the mechanics of registration.

EXAMINATION OF SECURITIES ACT REGISTRATION STATEMENTS

The Securities Act of 1933, as amended, provides that, unless a registration is in effect, it shall be unlawful to publicly offer for sale or sell securities, except exempt securities, in interstate commerce or through the mails.

The registration of securities under this Act is accomplished by the issuer filing, on the appropriate form, a registration statement with the Commission. The law and the rules and regulations promulgated thereunder require that these registration statements contain certain

prescribed information about the securities, the company, the manageert, the purpose of the issue, together with financial statements, options, contracts, and other data. A prospectus containing the more mportant information contained in the registration statement must also be filed with the Commission. The law further requires that a of the prospectus be given to prospective purchasers of a registered security.

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Upon receipt of a registration statement, it is examined for the purpose of determining if the statement appears to be misleading, inaccurate, or incomplete on its face. If the statement is not materially deficient, the issuer is advised and permitted to correct it by amendment. If the statement is materially deficient, the Commission may stitute stop-order proceedings immediately. The Commission is empowered to refuse registration in cases where the issuer fails to supply the required data or where the information given is incomplete or misleading, or it may suspend registration if it develops after registration has become effective that information is lacking or isleading.

It must be emphasized that although the examination of a registration statement is concerned with the completeness of the information required to be supplied by a registrant and the accuracy of the information furnished by it, such an examination is not to be considered as a finding by the Commission that the registration statement is true, accurate, or complete.

EXEMPTIONS FROM REGISTRATION REQUIREMENTS

Prospectuses and oil royalty offering sheets are filed with the Comfission pursuant to rules promulgated under Section 3 (b) of the Securities Act of 1933, regarding exemptions. During the year 355 such prospectuses, which relate mostly to offerings of stock issues, were received and examined. The aggregate offering amounted to $32,122,081. There were also received and examined 2,069 offering sheets which relate to the sale of fractional undivided interests in oil, gas, or other mineral rights in the aggregate reported amount of $7,610,000.

STATISTICS OF SECURITIES REGISTERED UNDER THE

SECURITIES ACT

At the beginning of the fiscal year there were 1,533 registration statements on file. Of these, 1,094 were effective, 91 were under stop or refusal order, 225 had been withdrawn, and 123 were under examination or held pending the receipt of amendments.

During the period of July 1, 1935, to June 30, 1936, inclusive, 781 additional registration statements were filed. There were 735 regis

tration statements which became effective during this period (of which all but 54 were fully effective); a total of 1,757 statements were effective at the end of the period, 72 of those effective at the beginning or during the period either having been withdrawn or placed under stop order.

The net number of registration statements withdrawn increased by 69, to a total of 294 on June 30, 1936. The net number of stop or refusal orders increased during the period by 36, a total of 129 of such orders being in effect on June 30, 1936. As of June 30, 1936, there were 134 registration statements in the process of examination or awaiting amendments.

Appendix III contains a list of the registration statements as to which stop orders, consent refusal orders, and withdrawal orders were issued during the year.

During the fiscal year ended June 30, 1936, securities with estimated gross proceeds of $4,835,049,000 have become effectively registered comparing with $909,387,000 during the 10-month period from September 1, 1934, when the Securities and Exchange Commission took over the administration of the Securities Act of 1933, to June 30, 1935. Of this amount $4,677,302,000 represented new securities, while $157,747,000 represented securities in reorganization, votingtrust certificates, certificates of deposit, and securities to be exchanged for registrants' or predecessors' securities.

Of the $4,677,302,000 of new securities effectively registered during the past fiscal year, about $187,000,000 were registered for the account of persons other than the registrant, $244,900,000 were reserved for conversion, $91,000,000 were reserved for subsequent issuance against options and warrants, $23,100,000 were reserved for other subsequent issuance, $17,900,000 were to be issued for tangible and intangible assets and claims, and $177,200,000 were to be issued in exchange for other securities. Thus, a total of $741,100,000 of the new securities effectively registered during the fiscal year were not intended to be offered for cash by the issuers, leaving securities in an estimated gross amount of $3,936,200,000 to be so offered for the account of the registrants. Commissions and discounts to underwriters and agents expected by the registrants to be incurred in connection with the sale of such securities amount to $126,700,000, or 3.2 percent of the gross amount to be offered while other selling and distributing expenses were estimated at $27,400,000, or 0.7 percent." The estimated net proceeds from securities effectively registered during the past year and intended to be offered for cash for the account of the registrants thus amounted to $3,782,100,000.

Of the aggregate net proceeds, $2,805,400,000, or 74.2 percent, were intended for repayment of indebtedness; $213,400,000 were intended

These figures are averages of widely varying ratios on individual issues.