the authority under which the rule is proposed; and (3) the terms or substance of the proposed rule or a description of the subjects and issues involved.

RULE XX

NONAPPLICABILITY OF RULES TO INVESTIGATIONS; TRANSCRIPTS

IN INVESTIGATIONS

(a) These Rules of Practice, other than Rule II (e) and except to the extent to which these rules specifically refer to investigations, shall not be applicable to investigations conducted by the Commission pursuant to Sections 8 (e), 19 (b) and 20 (a) of the Securities Act of 1933, as amended; Section 21 (a) of the Securities Exchange Act of 1934, as amended; Sections 11 (a), 13 (g), 18 (a), 18 (b) and 30 of the Public Utility Holding Company Act of 1935; Section 321 (a) of the Trust Indenture Act of 1939; Section 209 (a) of the Investment Advisers Act of 1940; or Sections 14 (b) and 42 (a) of the Investment Company Act of 1940.

(b) A person who has been compelled to submit data or evidence in such investigations shall, upon written application to the Commission, be entitled to retain or procure a copy or transcript of his data or evidence submitted on payment of the prescribed fees; provided, however, that the Commission may, in any nonpublic investigatory proceeding, for good cause deny the application for such copy or transcript. In the latter event, such person shall have the right to inspect the official transcript of his testimony upon proper identification.

The principal office of the Commission at Philadelphia, is open on each business day, excepting Saturdays, from 9:00 a. m. to 5:30 p. m.

RULE II

APPEARANCE AND PRACTICE BEFORE THE COMMISSION

(a) An individual may appear in his own behalf, a member of a partnership may represent the partnership, a bona fide officer of a corporation, trust or association may represent the corporation, trust or association, and an officer or employee of a State commission or of a department or political subdivision of a State may represent the State commission or the department or political subdivision of the State, in any proceeding.

(b) A person may be represented in any proceeding by an attorney at law admitted to practice before the Supreme Court of the United States, or the highest court of any State or Territory of the United States, or the Court of Appeals or the District Court of the United States for the District of Columbia.

(c) A person shall not be represented at any hearing before the Commission or a hearing officer except as stated in paragraphs (a) and (b) of this rule.

(d) Any person appearing before or transacting business with the Commission in a representative capacity may be required to file a power of attorney with the Commission showing his authority to act in such capacity.

(e) The Commission may disqualify, and deny, temporarily or permanently, the privilege of appearing or practicing before it in any way to any person who is found by the Commission after hearing in the matter (1) not to possess the requisite qualifications to represent others;

or

(2) to be lacking in character or integrity or to have engaged in unethical or improper professional conduct.

(f) Contemptuous conduct at any hearing before the Commission or a hearing officer shall be ground for exclusion from said hearing and for summary suspension without a hearing for the duration of the hearing.

1As amended effective September 11, 1946 and applicable to proceedings initiated after that date.

(g) For the purposes of this rule, practicing before the Commission shall include the preparation of any statement, opinion or other paper by any attorney, accountant, engineer or other expert, filed with the Commission in any registration statement, application, report or other document with the consent of such attorney, accountant, engineer or other expert.

RULE III

NOTICE OF HEARINGS AND ISSUES; SPECIFICATION OF PROCEDURES

(a) Whenever a hearing is ordered by the Commission in any proceeding, notice of such hearing shall be given by the Secretary or other duly designated officer of the Commission to each party to the proceeding, or to the person designated as being authorized to receive notices issued by the Commission. Such notice shall state the time, place and nature of the hearing and the legal authority and jurisdiction under which the hearing is to be held, and shall be accompanied by a short and simple. statement of the matters of fact and law to be considered and determined. In proceedings pursuant to Section 8 of the Securities Act of 1933 such notice of hearing shall include by number or name a statement of the items in the registration statement which appear to be incomplete or inaccurate in any material respect or to include any untrue statement of a material fact or to omit a statement of any material fact required to be stated therein or necessary to make the statement therein not misleading, and such notice shall be accompanied or followed by a short and simple statement concerning such items.

(b) The time and place for any such hearing shall be fixed with due regard for the convenience and necessity of the parties or their representatives. The notice of hearing shall be given to each party a reasonable time in advance of the hearing by personal service, by confirmed telegraphic notice or, in any proceedings other than those pursuant to Section 8 of the Securities Act of 1933, by registered mail addressed to the last known business address of the party or his agent for service.

(c) Unless otherwise ordered by the Commission, notice of any such public hearing shall be given general circulation by publication in the Federal Register where authorized, by release to the public press, and by distribution to the applicable mailing lists on file with the Commission. (d) In any proceeding parties other than the moving party shall give such notice of issues controverted in law or fact as is designated in the notice of hearing or special rules of this Commission. Parties claiming that facts have been admitted or issues have been conceded by failure of other parties adequately to controvert them shall make such claim at the opening of the hearing, provided, however, that no inadequacy of responsive pleading shall operate to relieve a moving party from establishing facts required by statute to be found by the Commission as a basis for granting the action sought.

(e) In any proceeding the moving party shall, in the moving papers or the notice of hearing if that is practicable or, if not, as early as practicable in the course of the hearing, specify the procedures considered necessary or appropriate in the proceeding, with particular reference to