15 U.S.C. § 77sss — Rules, regulations, and orders

submitted 93 years ago by ch. 38 to r/title-15-COMMERCE-AND-TRADE · 416 words · no verdicts yet

in plain englishAI-generated · not legal advice

The SEC can make and cancel rules needed to run the Trust Indenture Act, including rules defining key terms. It can set how to calculate voting-security percentages and define 'cash transaction' and 'self-liquidating paper' for indentures. Anyone who follows an SEC rule in good faith stays protected, even if the rule is later struck down.

(a) Authority of the Commission. The SEC may make, issue, change, and cancel rules and orders it thinks are necessary or appropriate, in the public interest or to protect investors, to carry out this subchapter — including rules defining accounting, technical, and trade terms. Specifically, the SEC may: (1) by rule, set the method (to be written into qualified indentures) for calculating percentages of voting securities and other securities, for purposes of section 77jjj(b); (2) by rule, define "cash transaction" and "self-liquidating paper" for use in qualified indentures, including some of the creditor relationships described in section 77kkk(b)(4) and (6), where the SEC decides that applying section 77kkk(a)'s protections isn't necessary for the public interest or investor protection; and (3) prescribe the required forms for any statement, application, report, or other document filed with the SEC under this subchapter. The SEC may also sort persons, securities, indentures, and other matters into classes, and apply different requirements to each class. (b) Rules effective upon publication. Subject to the Federal Register publication rules in title 44, SEC rules and regulations under this subchapter take effect once published as the SEC prescribes, or on a later date the rule itself sets. (c) Good-faith exemption from liability. No provision of this subchapter that imposes liability applies to an act done or left undone in good faith, in line with an SEC rule, regulation, or order — even if that rule, regulation, or order is later changed, canceled, or found invalid by a court or other authority.

the actual law source: uscode.house.gov ↗public domain

(a) Authority of Commission; subject matter of rules, etc.

The Commission shall have authority from time to time to make, issue, amend, and rescind such rules and regulations and such orders as it may deem necessary or appropriate in the public interest or for the protection of investors to carry out the provisions of this subchapter, including rules and regulations defining accounting, technical, and trade terms used in this subchapter. Among other things, the Commission shall have authority, (1) by rules and regulations, to prescribe for the purposes of section 77jjj(b) of this title the method (to be fixed in indentures to be qualified under this subchapter) of calculating percentages of voting securities and other securities; (2) by rules and regulations, to prescribe the definitions of the terms “cash transaction” and “self-liquidating paper” which shall be included in indentures to be qualified under this subchapter, which definitions shall include such of the creditor relationships referred to in paragraphs (4) and (6) of subsection (b) of section 77kkk of this title as to which the Commission determines that the application of subsection (a) of section 77kkk of this title is not necessary in the public interest or for the protection of investors, having due regard for the purposes of such subsection; and (3) for the purposes of this subchapter, to prescribe the form or forms in which information required in any statement, application, report, or other document filed with the Commission shall be set forth. For the purpose of its rules or regulations the Commission may classify persons, securities, indentures, and other matters within its jurisdiction and prescribe different requirements for different classes of persons, securities, indentures, or matters.

(b) Rules and regulations effective upon publication

Subject to the provisions of chapter 15 of title 44 and regulations prescribed under the authority thereof, the rules and regulations of the Commission under this subchapter shall be effective upon publication in the manner which the Commission shall prescribe, or upon such later date as may be provided in such rules and regulations.

No provision of this subchapter imposing any liability shall apply to any act done or omitted in good faith in conformity with any rule, regulation, or order of the Commission, notwithstanding that such rule, regulation, or order may, after such act or omission, be amended or rescinded or be determined by judicial or other authority to be invalid for any reason.

Source credit: (May 27, 1933, ch. 38, title III, § 319, as added Aug. 3, 1939, ch. 411, 53 Stat. 1173; Pub. L. 105–353, title III, § 301(e)(4), Nov. 3, 1998, 112 Stat. 3237.)

history & why it existsrecord from the source credit

1933Enacted · Act of May 27, 1933, ch. 38 · 53 Stat. 1173
1998Amended · Pub. L. 105-353 · 112 Stat. 3237

A history note hasn’t been published yet. The record shows enactment by ch. 38 on 1933-05-27.

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