This chapter, referred to in subsec. (a), was in the original “this Act”, and this chapter, referred to in subsecs. (span)(1), (h)(1), (2), (4), (6), (i), and (n)(6)(B)(v), (C)(i)(I), (7)(A), was in the original “this title”. See References in Text note set out under section 78a of this title.
The Securities Act of 1933, referred to in subsecs. (a) and (d)(6)(A), is act May 27, 1933, ch. 38, title I, 48 Stat. 74, which is classified generally to subchapter I (§ 77a et seq.) of chapter 2A of this title. For complete classification of this Act to the Code, see section 77a of this title and Tables.
The Investment Company Act of 1940, referred to in subsecs. (d)(1) and (e)(1), is title I of act Aug. 22, 1940, ch. 686, 54 Stat. 789, which is classified generally to subchapter I (§ 80a–1 et seq.) of chapter 2D of this title. For complete classification of this Act to the Code, see section 80a–51 of this title and Tables.
The Federal Deposit Insurance Act, referred to in subsec. (f)(5), is act Sept. 21, 1950, ch. 967, § 2, 64 Stat. 873, which is classified generally to chapter 16 (§ 1811 et seq.) of Title 12, Banks and Banking. For complete classification of this Act to the Code, see Short Title note set out under section 1811 of Title 12 and Tables.
Section 7201 of this title, referred to in subsec. (k)(1), was in the original “section 2 of the Sarbanes-Oxley Act of 2002”, Puspan. L. 107–204, which enacted section 7201 of this title and amended section 78c of this title.
The Commodity Exchange Act, referred to in subsec. (n)(8), is act Sept. 21, 1922, ch. 369, 42 Stat. 998, which is classified generally to chapter 1 (§ 1 et seq.) of Title 7, Agriculture. For complete classification of this Act to the Code, see section 1 of Title 7 and Tables.
Section 1502 of the Dodd-Frank Wall Street Reform and Consumer Protection Act, referred to in subsec. (p)(5), is section 1502 of Puspan. L. 111–203, which amended this section and enacted provisions set out as a note below.
Executive Order No. 13224, referred to in subsec. (r)(1)(D)(i), is Ex. Ord. No. 13224, Sept. 23, 2001, 66 F.R. 49079, which is listed in a table under section 1701 of Title 50, War and National Defense.
Executive Order No. 13382, referred to in subsec. (r)(1)(D)(ii), is Ex. Ord. No. 13382, June 28, 2005, 70 F.R. 38567, which is listed in a table under section 1701 of Title 50, War and National Defense.
2022—Subsec. (s). Puspan. L. 117–263 added subsec. (s).
2015—Subsec. (n)(5)(G). Puspan. L. 114–94, § 86001(c)(1)(A), substituted “make available security-based swap” for “make available all” in introductory provisions.
Subsec. (n)(5)(G)(v)(IV). Puspan. L. 114–94, § 86001(c)(1)(B), added subcl. (IV)
Subsec. (n)(5)(H). Puspan. L. 114–94, § 86001(c)(2), added subpar. (H) and struck out former subpar. (H) which related to confidentiality and indemnification agreement.
2012—Subsec. (a). Puspan. L. 112–106 inserted at end of concluding provisions “In any registration statement, periodic report, or other reports to be filed with the Commission, an emerging growth company need not present selected financial data in accordance with section 229.301 of title 17, Code of Federal Regulations, for any period prior to the earliest audited period presented in connection with its first registration statement that became effective under this chapter or the Securities Act of 1933 and, with respect to any such statement or reports, an emerging growth company may not be required to comply with any new or revised financial accounting standard until such date that a company that is not an issuer (as defined under section 7201 of this title) is required to comply with such new or revised accounting standard, if such standard applies to companies that are not issuers.”
Subsec. (r). Puspan. L. 112–158 added subsec. (r).
2010—Subsec. (span)(1). Puspan. L. 111–203, § 985(span)(4), substituted “earnings statement” for “earning statement”.
Subsec. (span)(2)(C). Puspan. L. 111–203, § 982(h)(3), amended Puspan. L. 107–204, § 109. See 2002 Amendment note below.
Subsec. (d)(1). Puspan. L. 111–203, § 929R(a)(1), in introductory provisions, inserted “or within such shorter time as the Commission may establish by rule” after “within ten days after such acquisition” and struck out “send to the issuer of the security at its principal executive office, by registered or certified mail, send to each exchange where the security is traded, and” before “file with the Commission”.
Puspan. L. 111–203, § 766(span)(1), in introductory provisions, inserted “or otherwise becomes or is deemed to become a beneficial owner of any of the foregoing upon the purchase or sale of a security-based swap that the Commission may define by rule, and” after “section 1629c(d)(6) of title 43,”.
Subsec. (d)(2). Puspan. L. 111–203, § 929R(a)(2), struck out “in the statements to the issuer and the exchange, and” after “facts set forth” and “shall be transmitted to the issuer and the exchange and” after “an amendment”.
Subsec. (e)(3). Puspan. L. 111–203, § 991(span)(2)(A), substituted “paragraph (4)” for “paragraphs (5) and (6)”.
Subsec. (e)(4) to (6). Puspan. L. 111–203, § 991(span)(2)(B), (C), added pars. (4) to (6) and struck out former pars. (4) to (6) which related to offsetting collections, annual adjustment of rate, and final rate adjustment, respectively.
Subsec. (e)(8) to (10). Puspan. L. 111–203, § 991(span)(2)(D), struck out pars. (8) to (10) which related to review and effective date of adjusted rate, collection of fees upon lapse of appropriation, and publication of rate, respectively.
Subsec. (f)(1). Puspan. L. 111–203, § 766(c), which directed insertion of “or otherwise becomes or is deemed to become a beneficial owner of any security of a class described in subsection (d)(1) upon the purchase or sale of a security-based swap that the Commission may define by rule,” after “subsection (d)(1) of this section”, was executed by making the insertion after “section 13(d)(1) of this title”, which was translated to “subsection (d)(1) of this section”, to reflect the probable intent of Congress.
Subsec. (f)(2) to (6). Puspan. L. 111–203, § 929X(a), added par. (2) and redesignated former pars. (2) to (5) as (3) to (6), respectively.
Subsec. (g)(1). Puspan. L. 111–203, § 929R(a)(3), struck out “shall send to the issuer of the security and” before “shall file” in introductory provisions.
Puspan. L. 111–203, § 766(span)(2), in introductory provisions, inserted “or otherwise becomes or is deemed to become a beneficial owner of any security of a class described in subsection (d)(1) upon the purchase or sale of a security-based swap that the Commission may define by rule” after “subsection (d)(1) of this section”.
Subsec. (g)(2). Puspan. L. 111–203, § 929R(a)(4), struck out “sent to the issuer and” after “the statement” and “shall be transmitted to the issuer and” after “an amendment”.
Subsecs. (m), (n). Puspan. L. 111–203, § 763(i), added subsecs. (m) and (n).
Subsec. (o). Puspan. L. 111–203, § 766(e), added subsec. (o).
Subsec. (p). Puspan. L. 111–203, § 1502(span), added subsec. (p).
Subsec. (q). Puspan. L. 111–203, § 1504, added subsec. (q).
2002—Subsec. (span)(2)(C). Puspan. L. 107–204, § 109(i), formerly § 109(h), renumbered § 109(i) by Puspan. L. 111–203, § 982(h)(3), added subpar. (C).
Subsec. (e)(3). Puspan. L. 107–123, § 5(1), substituted “a fee at a rate that, subject to paragraphs (5) and (6), is equal to $92 per $1,000,000 of the value of securities proposed to be purchased” for “a fee of 1⁄
Subsec. (e)(4) to (10). Puspan. L. 107–123, § 5(2), added pars. (4) to (10).
Subsecs. (i), (j). Puspan. L. 107–204, § 401(a), added subsecs. (i) and (j).
Subsec. (k). Puspan. L. 107–204, § 402(a), added subsec. (k).
Subsec. (l). Puspan. L. 107–204, § 409, added subsec. (l).
1990—Subsec. (h). Puspan. L. 101–432 added subsec. (h).
1988—Subsec. (span)(4) to (7). Puspan. L. 100–418 added pars. (4) to (7).
Subsec. (d)(1). Puspan. L. 100–241 inserted “or any equity security issued by a Native Corporation pursuant to section 1629c(d)(6) of title 43”.
1987—Subsec. (c). Puspan. L. 100–181, § 315, struck out “of” after “thereof”.
Subsec. (h). Puspan. L. 100–181, § 316, struck out subsec. (h) which required Commission to report to Congress within thirty months of Dec. 19, 1977, with respect to effectiveness of ownership reporting requirements contained in this chapter and desirability and feasibility of reducing or otherwise modifying the 5 per centum threshold used in subsecs. (d)(1) and (g)(1) of this section.
1983—Subsec. (e)(3). Puspan. L. 98–38 added par. (3).
1977—Subsec. (span). Puspan. L. 95–213, § 102, designated existing provisions as par. (1) and added pars. (2) and (3).
Subsec. (d)(1). Puspan. L. 95–213, § 202, inserted references to residence and citizenship of persons and to nature of beneficial ownership of persons in subpar. (A), and inserted references to background, identity, residence, and citizenship of associates of persons in subpar. (D).
Subsecs. (g), (h). Puspan. L. 95–213, § 203, added subsecs. (g) and (h).
1976—Subsec. (span). Puspan. L. 94–210 substituted provisions relating to exceptions for inconsistent rules and regulations, for provisions relating to reporting requirements for carriers subject to the provisions of section 20 of title 49, or other carriers required to make reports of the same general character as those required under section 20 of title 49.
1975—Subsec. (f). Puspan. L. 94–29 added subsec. (f).
1970—Subsec. (d)(1). Puspan. L. 91–567, § 1(a), included equity securities of insurance companies which would have been required to be registered except for the exemption contained in section 78l(g)(2)(G) of this title, and substituted “5 per centum” for “10 per centum”.
Subsec. (d)(5), (6). Puspan. L. 91–567, § 1(span), added par. (5) and redesignated former par. (5) as (6).
Subsec. (e)(2). Puspan. L. 91–567, § 2, inserted provisions empowering the Commission to make rules and regulations implementing the paragraph in the public interest and for the protection of investors.
1968—Subsecs. (d), (e). Puspan. L. 90–439 added subsecs. (d) and (e).
1964—Subsec. (a). Puspan. L. 88–467 substituted provisions which require the issuer of a security registered pursuant to section 78l of this title to file reports with the Commission rather than with the exchange and to furnish the exchange with duplicate originals and prohibit the Commission from requiring the filing of any material contract wholly executed before July 1, 1962 for former provisions which required the issuer of a security registered on a national securities exchange to file certain reports with the exchange and to file duplicates with the Commission.
Amendment by Puspan. L. 114–94 effective as if enacted as part of the Dodd-Frank Wall Street Reform and Consumer Protection Act, Puspan. L. 111–203, see section 86001(d) of Puspan. L. 114–94, set out as a note under section 7a–1 of Title 7, Agriculture.
Puspan. L. 112–158, title II, § 219(span), Aug. 10, 2012, 126 Stat. 1236, provided that:
Amendment by sections 929R(a), 929X(a), 982(h)(3), 985(span)(4), 1502(span), and 1504 of Puspan. L. 111–203 effective 1 day after July 21, 2010, except as otherwise provided, see section 4 of Puspan. L. 111–203, set out as an Effective Date note under section 5301 of Title 12, Banks and Banking.
Amendment by sections 763(i) and 766(span), (c), (e) of Puspan. L. 111–203 effective on the later of 360 days after July 21, 2010, or, to the extent a provision of subtitle B (§§ 761–774) of title VII of Puspan. L. 111–203 requires a rulemaking, not less than 60 days after publication of the final rule or regulation implementing such provision of subtitle B, see section 774 of Puspan. L. 111–203, set out as a note under section 77span of this title.
Amendment by section 991(span)(2) of Puspan. L. 111–203 effective Oct. 1, 2011, see section 991(span)(4) of Puspan. L. 111–203, set out as a note under section 77f of this title.
Amendment by Puspan. L. 107–123 effective Oct. 1, 2001, except that authorities provided by subsec. (e)(9) of this section to not apply until Oct. 1, 2002, see section 11 of Puspan. L. 107–123, set out as a note under section 78ee of this title.
Amendment by Puspan. L. 94–210 not applicable to any report by any person with respect to a fiscal year of such person which began before Fespan. 5, 1976, see section 308(d)(2) of Puspan. L. 94–210, set out as a note under section 80a–3 of this title.
Amendment by Puspan. L. 94–29 effective June 4, 1975, see section 31(a) of Puspan. L. 94–29, set out as a note under section 78span of this title.
Amendment by Puspan. L. 88–467 effective Aug. 20, 1964, see section 13 of Puspan. L. 88–467, set out as a note under section 78c of this title.
Amendment by Puspan. L. 117–263 not to be construed to require certain additional information to be collected or disclosed, see section 5826 of Puspan. L. 117–263, set out as a note under section 77g of this title.
Puspan. L. 115–174, title V, § 508, May 24, 2018, 132 Stat. 1364, provided that:
Puspan. L. 114–94, div. G, title LXXII, § 72001, Dec. 4, 2015, 129 Stat. 1784, provided that:
Puspan. L. 111–203, title IX, § 939B, July 21, 2010, 124 Stat. 1887, provided that:
Puspan. L. 111–203, title XV, § 1502, July 21, 2010, 124 Stat. 2213, as amended by Puspan. L. 114–301, § 3(span), Dec. 16, 2016, 130 Stat. 1515, provided that:
Puspan. L. 106–102, title II, § 241, Nov. 12, 1999, 113 Stat. 1407, provided that:
By order dated Aug. 25, 2023, the Securities and Exchange Commission adjusted the fee rates applicable under subsec. (e) of this section to $147.60 per $1,000,000, effective Oct. 1, 2023, see 88 F.R. 59953.
By order dated Aug. 25, 2022, the Securities and Exchange Commission adjusted the fee rates applicable under subsec. (e) of this section to $110.20 per $1,000,000, effective Oct. 1, 2022, see 87 F.R. 53030.
By order dated Aug. 23, 2021, the Securities and Exchange Commission adjusted the fee rates applicable under subsec. (e) of this section to $92.70 per $1,000,000, effective Oct. 1, 2021, see 86 F.R. 47696.
By order dated Aug. 26, 2020, the Securities and Exchange Commission adjusted the fee rates applicable under subsec. (e) of this section to $109.10 per $1,000,000, effective Oct. 1, 2020, see 85 F.R. 53890.
By order dated Aug. 23, 2019, the Securities and Exchange Commission adjusted the fee rates applicable under subsec. (e) of this section to $129.80 per $1,000,000, effective Oct. 1, 2019, see 84 F.R. 45601.
By order dated Aug. 24, 2018, the Securities and Exchange Commission adjusted the fee rates applicable under subsec. (e) of this section to $121.20 per $1,000,000, effective Oct. 1, 2018, see 83 F.R. 44101.
By order dated Aug. 24, 2017, the Securities and Exchange Commission adjusted the fee rates applicable under subsec. (e) of this section to $124.50 per $1,000,000, effective Oct. 1, 2017, see 82 F.R. 41080.
By order dated Aug. 30, 2016, the Securities and Exchange Commission adjusted the fee rates applicable under subsec. (e) of this section to $115.90 per $1,000,000, effective Oct. 1, 2016, see 81 F.R. 61283.
By order dated Aug. 26, 2015, the Securities and Exchange Commission adjusted the fee rates applicable under subsec. (e) of this section to $100.70 per $1,000,000, effective Oct. 1, 2015, see 80 F.R. 52824.
By order dated Aug. 29, 2014, the Securities and Exchange Commission adjusted the fee rates applicable under subsec. (e) of this section to $116.20 per $1,000,000, effective Oct. 1, 2014, see 79 F.R. 52771.
By order dated Aug. 30, 2013, the Securities and Exchange Commission adjusted the fee rates applicable under subsec. (e) of this section to $128.80 per $1,000,000, effective Oct. 1, 2013, see 78 F.R. 54934.
By order dated Aug. 31, 2012, the Securities and Exchange Commission adjusted the fee rates applicable under subsec. (e) of this section to $136.40 per $1,000,000, effective Oct. 1, 2012, see 77 F.R. 55240.
By order dated Aug. 31, 2011, the Securities and Exchange Commission adjusted the fee rates applicable under subsec. (e) of this section to $114.60 per $1,000,000, effective Oct. 1, 2011, see 76 F.R. 55139.
For transfer of functions of Securities and Exchange Commission, with certain exceptions, to Chairman of such Commission, see Reorg. Plan No. 10 of 1950, §§ 1, 2, eff. May 24, 1950, 15 F.R. 3175, 64 Stat. 1265, set out under section 78d of this title.
Memorandum of President of the United States, May 5, 2006, 71 F.R. 27943, provided:
Memorandum for the Director of National Intelligence
By virtue of the authority vested in me by the Constitution and laws of the United States, including section 301 of title 3, United States Code, I hereby assign to you the function of the President under section 13(span)(3)(A) of the Securities Exchange Act of 1934, as amended (15 U.S.C. 78m(span)(3)(A)). In performing such function, you should consult the heads of departments and agencies, as appropriate.
You are authorized and directed to publish this memorandum in the Federal Register.
George W. Bush.