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L. 100–181, § 610(1), substituted “treasury” for “Treasury”. (H) redesignated (I). Pub. The Securities Exchange Act of 1934, referred to in subsec. [1] Section 12(g)(2)(A) [15 U.S.C. As a result of the statutory changes, an issuer that is not a bank, bank holding company or savings and loan holding company is required to register a class of equity securities under the Exchange Act if: An issuer that is a bank, bank holding company or savings and loan holding company is required to register a class of equity securities if: In addition, a bank, bank holding company or savings and loan holding company may terminate or suspend the registration of a class of equity securities under the Exchange Act if the securities are held of record by fewer than 1,200 persons. 1996—Subsec. (G). On May 3, 2016, the SEC approved amendments to implement Title V and Title VI of the Jumpstart Our Business Startups Act (the (“JOBS Act”) and Title LXXXV of the Fixing America’s Surface Transportation Act (the “FAST Act”).

The SEC’s Division of Corporation Finance is happy to assist small companies with questions regarding registration, and termination of registration.

Subsec. The Securities Exchange Act of 1934, referred to in subsec.


L. 91–547, set out as a note under section 80a–52 of this title. L. 111–203, set out as an Effective Date note under section 5301 of Title 12, Banks and Banking.

(1). 404, 48 Stat. it has more than $10 million of total assets; and. (d)(1)(B), (E)(i), is act June 6, 1934, ch.

Suggested Citation, Murray Fraser Hall2500 University Dr. N.W.Calgary, Alberta T2N 1N4Canada, Subscribe to this fee journal for more curated articles on this topic, National Security & Foreign Relations Law eJournal, Political Institutions: Constitutions eJournal, International Institutions: Courts eJournal, We use cookies to help provide and enhance our service and tailor content.By continuing, you agree to the use of cookies. L. 104–290, § 202(2), redesignated subpar. (d)(1)(A)(iii).

L. 105–353 substituted “the acquired company” for “the acquired fund”. L. 100–181, § 610(3), substituted “thereof only” for “only thereof”. Pub. (A) of such subpar. (d)(1)(E)(iii). Amendment by Pub. Pub. L. 104–290, § 202(1)(A), struck out “in the event such investment company is not a registered investment company,” after “(iii)”. Pub. Section 12(g) of the Securities Exchange Act of 1934 (the “Exchange Act”) establishes the thresholds at which an issuer is required to register a class of securities with the Securities and Exchange Commission (the “SEC”). INVESTMENT COMPANIES AND ADVISERS, Section 80a–12.

You can also submit complaints or tips about possible securities laws violations on the SEC’s questions and complaints page at http://www.sec.gov/complaint.shtml. Pub. 1970—Subsec.

Notwithstanding the provisions of this section any registered investment company and any company or companies controlled by such registered company may purchase or otherwise acquire from another investment company or any company or companies controlled by such registered company more than 10 per centum of the total outstanding voting stock of any insurance company owned by any such company or companies, or may acquire the securities of any insurance company if the Commission by order determines that such acquisition is in the public interest because the financial condition of such insurance company will be improved as a result of such acquisition or any plan contemplated as a result thereof. But the term “judicial warrant” is where the meaningful similarities between the system that disciplines police conduct and section 12.1’s scheme governing CSIS activities begins and ends, not least because the section 12.1 scheme contemplates that a judge may authorize Charter-infringing or unlawful activities the likes of which has never been seen in Canadian law. in the case of a bank; a savings and loan holding company; or a bank holding company, the class of equity securities was held of record by fewer than 2,000 persons. In particular, this scheme was held out as a meaningful check on CSIS activity just as judicial warrants are used daily as a check on police power, particularly in the area of search and seizure law. Pub.

Subsec.

of this title. the securities are “held of record” by 2,000 or more persons.

L. 91–547 substituted provisions designated as subpars. (d)(3). 1987—Subsec. Only the rule itself can provide complete and definitive information regarding its requirements. 881, as amended, which is classified generally to 2B (§ 78a et seq.) In the end, the façade of legality exists where the substance of legality should govern. to purchase any security on margin, except such short-term credits as are necessary for the clearance of transactions; to participate on a joint or a joint and several basis in any trading account in securities, except in connection with an underwriting in which such registered, more than 3 per centum of the total outstanding voting stock of the acquired, more than 10 per centum of the total outstanding voting stock of the acquired, The provisions of this paragraph shall not apply to a security received as a dividend or as a result of an offer of, the depositor of, or principal underwriter for, such, such security is the only investment security held by such, either to seek instructions from its security holders with regard to the voting of all proxies with respect to such security and to vote such proxies only in accordance with such instructions, or to vote the shares held by it in the same proportion as the vote of all other holders of such security, and, immediately after such purchase or acquisition not more than 3 per centum of the total outstanding stock of such, such acquisition is not in contravention of such rules and regulations as the, For purposes of this subparagraph, the term “, For the purposes of this paragraph, the value of an, In any action brought to enforce the provisions of this paragraph, the, That the securities issued by such corporation (other than, That the aggregate cost of the securities of such corporation purchased by such registered.

For transfer of functions of Securities and Exchange Commission, with certain exceptions, to Chairman of such Commission, see Reorg.

The Exchange Act rules relating to registration, termination of registration and the definition of “held of record” can be accessed through the “Corporation Finance” section of the SEC’s website at http://www.sec.gov/divisions/corpfin/ecfrlinks.shtml. Rule 12h-3 addresses the suspension of the duty to file current and periodic reports pursuant to Section 15(d) after the issuer certifies its eligibility to do so on Form 15. held by persons who received them under an employee compensation plan in transactions exempt from, or not subject to, the registration requirements of Section 5 of the Securities Act and in certain circumstances, held by persons who received them in exchange for securities received under an employee compensation plan.

the issuer had total assets not exceeding $10 million; or, the class of equity securities was held of record by fewer than 2,000 persons or 500 persons who are not accredited investors (as such term is defined in Securities Act Rule 501(a)), determined as of such day rather than at the time of the sale of the securities; or. This page was processed by aws-apollo1 in 0.141 seconds, Using the URL or DOI link below will ensure access to this page indefinitely. 3175, 64 Stat. * This guide was prepared by the staff of the U.S. Securities and Exchange Commission as a “small entity compliance guide” under Section 212 of the Small Business Regulatory Enforcement Fairness Act of 1996, as amended.

(d)(1)(I). L. 104–290, § 202(3), substituted “this paragraph” for “this paragraph (1)” wherever appearing. L. 91–547 effective Dec. 14, 1970, see section 30 of Pub.

2010—Subsec. Pub. STAY CONNECTED

(d)(1)(H). 5 Flickr 6LinkedIn 7 Pinterest 8 Email Updates, Office of Compliance Inspections and Examinations, Accounting and Financial Reporting Guidance, Compliance and Disclosure Interpretations, No-Action, Interpretive and Exemptive Letters, http://www.sec.gov/rules/final/2016/33-10075.pdf, http://www.sec.gov/divisions/corpfin/ecfrlinks.shtml, http://www.sec.gov/divisions/corpfin/cfguidance.shtml. (G) redesignated (H). 1 Twitter 2 Facebook 3RSS 4YouTube Canadian Human Rights Yearbook, Forthcoming, Available at SSRN: If you need immediate assistance, call 877-SSRNHelp (877 777 6435) in the United States, or +1 212 448 2500 outside of the United States, 8:30AM to 6:00PM U.S. Eastern, Monday - Friday. The Commission adopted amendments to Exchange Act Rules 12g-1, 12g-2, 12g-3, 12g-4 and 12h-3 to reflect the statutory changes made by the JOBS Act and the FAST Act. May 24, 1950, 15 F.R. 1265, set out under section 78d of this title.

Pub. L. 104–290, § 202(2), (4), added subpar.

(3) provisions in provisions redesignated as par. L. 91–547 incorporated existing introductory text and subpar. Keywords: National Security, Canada, Rule of Law, Charter, CSIS, Criminal Law, Suggested Citation: Pub.

Amendment by Pub.

(2) and struck out “after August 22, 1940,” after “purchase or otherwise acquire”.

(1) reading “any other investment company of which such registered investment company and company or companies controlled by such registered company shall not at the time of such purchase or acquisition own in the aggregate at least 25 per centum of the total outstanding voting stock, if such registered investment company and any company or companies controlled by it own in the aggregate or as a result of such purchase or acquisition will own in the aggregate more than 5 per centum of the total outstanding voting stock of such other investment company if the policy of such other investment company is the concentration of investments in a particular industry or group of industries, or more than 3 per centum of the total outstanding voting stock of such other investment company if the policy of such other investment company is not the concentration of investments in a particular industry or group of industries, except and cl. Pub. (d)(1)(G). L. 104–290, § 202(5), added subpar. Subsec. Nothing contained in this section shall in any way affect or derogate from the powers of any insurance commissioner or similar official or agency of the United States or any State, or to affect the right under State law of any insurance company to acquire securities of any other insurance company or insurance companies.

Section 12(g) of the Securities Exchange Act of 1934 (the “Exchange Act”) establishes the thresholds at which an issuer is required to register a class of securities with the Securities and Exchange Commission (the “SEC”).

Functions and activities of investment companies.
(A) to (C) and (E) to (H) for former introductory provisions reading “It shall be unlawful for any registered investment company and any company or companies controlled by such registered investment company to purchase or otherwise acquire after August 22, 1940, any security issued by or any other interest in the business of—” and subpar. 881, as amended, which is classified generally to 2B (§ 78a et seq.)

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