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15 U.S.C. § 80a–14Size of investment companies

submitted 86 years ago by ch. 686 to r/title-15-COMMERCE-AND-TRADE · 438 words · no verdicts yet

in plain englishAI-generated · not legal advice

A new investment company can't sell shares to the public until it has $100,000 in net worth, or makes special arrangements the SEC approves to reach that amount safely. If the company falls short after 90 days, buyers get their money back. The SEC can also study how large investment companies affect investors and the markets.

(a) Public offerings. A registered investment company organized after August 22, 1940, and its principal underwriter, cannot publicly offer the company's own securities unless one of three things is true: (1) the company already has a net worth of at least $100,000; or (2) it has made a public offering before, and had a net worth of at least $100,000 at that time; or (3) as a condition of registering the securities under the Securities Act of 1933, arrangements are made — in a way the Commission finds adequate — to ensure: (A) after the registration statement takes effect, the company will not issue securities or accept subscription money until it has firm agreements with no more than twenty-five responsible buyers to purchase enough securities that, combined with any existing net worth, totals at least $100,000; (B) that full amount is paid in before the company accepts subscriptions from anyone beyond those twenty-five buyers; and (C) any money paid in, plus any sales charge, will be fully refunded to a subscriber on demand if the company's net worth does not reach $100,000 within ninety days after the registration statement becomes effective. If the condition in (C) is not met, the Commission may suspend the registration statement and suspend or revoke the company's registration under this law. (b) Study on effects of size. Whenever the Commission believes a large increase in the size of investment companies could create a problem for investors or the public interest, it may study how size affects investment companies' investment policies, the securities markets, the concentration of control of wealth and industry, and the companies that investment companies invest in — and report its findings and recommendations to Congress from time to time.
the actual law source: uscode.house.gov ↗public domain
(a) Public offerings

No registered investment company organized after August 22, 1940, and no principal underwriter for such a company, shall make a public offering of securities of which such company is the issuer, unless—

(1)

such company has a net worth of at least $100,000;

(2)

such company has previously made a public offering of its securities, and at the time of such offering had a net worth of at least $100,000; or

(3)

provision is made in connection with and as a condition of the registration of such securities under the Securities Act of 1933 [15 U.S.C. 77a et seq.] which in the opinion of the Commission adequately insures (A) that after the effective date of such registration statement such company will not issue any security or receive any proceeds of any subscription for any security until firm agreements have been made with such company by not more than twenty-five responsible persons to purchase from it securities to be issued by it for an aggregate net amount which plus the then net worth of the company, if any, will equal at least $100,000; (B) that said aggregate net amount will be paid in to such company before any subscriptions for such securities will be accepted from any persons in excess of twenty-five; (C) that arrangements will be made whereby any proceeds so paid in, as well as any sales load, will be refunded to any subscriber on demand without any deduction, in the event that the net proceeds so received by the company do not result in the company having a net worth of at least $100,000 within ninety days after such registration statement becomes effective.

At any time after the occurrence of the event specified in clause (C) of paragraph (3) of this subsection the Commission may issue a stop order suspending the effectiveness of the registration statement of such securities under the Securities Act of 1933 [15 U.S.C. 77a et seq.] and may suspend or revoke the registration of such company under this subchapter.

(b) Study on effects of size

The Commission is authorized, at such times as it deems that any substantial further increase in size of investment companies creates any problem involving the protection of investors or the public interest, to make a study and investigation of the effects of size on the investment policy of investment companies and on security markets, on concentration of control of wealth and industry, and on companies in which investment companies are interested, and from time to time to report the results of its studies and investigations and its recommendations to the Congress.

Source credit: (Aug. 22, 1940, ch. 686, title I, § 14, 54 Stat. 811.)

history & why it existsrecord from the source credit
  • 1940Enacted · Act of Aug. 22, 1940, ch. 686 · 54 Stat. 811

A history note hasn’t been published yet. The record shows enactment by ch. 686 on 1940-08-22.

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