15 U.S.C. § 77ddd : US Code - Section 77DDD: Exempted securities and transactions

Search 15 U.S.C. § 77ddd : US Code - Section 77DDD: Exempted securities and transactions

(a) Specific securities exempted
The provisions of this subchapter shall not apply to any of the
following securities:
(1) any security other than (A) a note, bond, debenture, or
evidence of indebtedness, whether or not secured, or (B) a
certificate of interest or participation in any such note, bond,
debenture, or evidence of indebtedness, or (C) a temporary
certificate for, or guarantee of, any such note, bond, debenture,
evidence of indebtedness, or certificate;
(2) any certificate of interest or participation in two or more
securities having substantially different rights and privileges,
or a temporary certificate for any such certificate;
(3) Repealed. Pub. L. 101-550, title IV, Sec. 403(1)(A), Nov.
15, 1990, 104 Stat. 2722.
(4)(A) any security exempted from the provisions of the
Securities Act of 1933 [15 U.S.C. 77a et seq.] by paragraphs (2)
to (8), (11), or (13) of section 3(a) thereof [15 U.S.C. 77c(a)];
(B) any security exempted from the provisions of the Securities
Act of 1933, as amended [15 U.S.C. 77a et seq.], by paragraph (2)
of subsection 3(a) thereof, as amended by section 401 of the
Employment Security Amendments of 1970 [15 U.S.C. 77c(a)(2)];
(5) any security issued under a mortgage indenture as to which
a contract of insurance under the National Housing Act [12 U.S.C.
1701 et seq.] is in effect; and any such security shall be deemed
to be exempt from the provisions of the Securities Act of 1933
[15 U.S.C. 77a et seq.] to the same extent as though such
security were specifically enumerated in section 3(a)(2) of such
Act [15 U.S.C. Sec. 77c(a)(2)];
(6) any note, bond, debenture, or evidence of indebtedness
issued or guaranteed by a foreign government or by a subdivision,
department, municipality, agency, or instrumentality thereof;
(7) any guarantee of any security which is exempted by this
subsection;
(8) any security which has been or is to be issued otherwise
than under an indenture, but this exemption shall not be applied
within a period of twelve consecutive months to an aggregate
principal amount of securities of the same issuer greater than
the figure stated in section 3(b) of the Securities Act of 1933
[15 U.S.C. 77c(b)] limiting exemptions thereunder, or such lesser
amount as the Commission may establish by its rules and
regulations;
(9) any security which has been or is to be issued under an
indenture which limits the aggregate principal amount of
securities at any time outstanding thereunder to $10,000,000, or
such lesser amount as the Commission may establish by its rules
and regulations, but this exemption shall not be applied within a
period of thirty-six consecutive months to more than $10,000,000
aggregate principal amount of securities of the same issuer, or
such lesser amount as the Commission may establish by its rules
and regulations; or
(10) any security issued under a mortgage or trust deed
indenture as to which a contract of insurance under title XI of
the National Housing Act [12 U.S.C. 1749aaa et seq.] is in
effect; and any such security shall be deemed to be exempt from
the provisions of the Securities Act of 1933 [15 U.S.C. 77a et
seq.] to the same extent as though such security were
specifically enumerated in section 3(a)(2), as amended, of the
Securities Act of 1933 [15 U.S.C. 77c(a)(2)].
In computing the aggregate principal amount of securities to which
the exemptions provided by paragraphs (8) and (9) of this
subsection may be applied, securities to which the provisions of
sections 77eee and 77fff of this title would not have applied,
irrespective of the provisions of those paragraphs, shall be
disregarded.
(b) Application of sections 77eee and 77fff
The provisions of sections 77eee and 77fff of this title shall
not apply (1) to any of the transactions exempted from the
provisions of section 5 of the Securities Act of 1933 [15 U.S.C.
77e] by section 4 thereof [15 U.S.C. 77d] or (2) to any transaction
which would be so exempted but for the last sentence of paragraph
(11) of section 2 of such Act (!1) [15 U.S.C. 77b].
(c) Securities issued or proposed to be issued under indenture
The Commission shall, on application by the issuer and after
opportunity for hearing thereon, by order exempt from any one or
more provisions of this subchapter any security issued or proposed
to be issued under any indenture under which, at the time such
application is filed, securities referred to in paragraph (3) of
subsection (a) of this section are outstanding or on January 1,
1959, such securities were outstanding, if and to the extent that
the Commission finds that compliance with such provision or
provisions, through the execution of a supplemental indenture or
otherwise -
(1) would require, by reason of the provisions of such
indenture, or the provisions of any other indenture or agreement
made prior to August 3, 1939, or the provisions of any applicable
law, the consent of the holders of securities outstanding under
any such indenture or agreement; or
(2) would impose an undue burden on this issuer, having due
regard to the public interest and the interests of investors.
(d) Exemptions in public interest
The Commission may, by rules or regulations upon its own motion,
or by order on application by an interested person, exempt
conditionally or unconditionally any person, registration
statement, indenture, security or transaction, or any class or
classes of persons, registration statements, indentures,
securities, or transactions, from any one or more of the provisions
of this subchapter, if and to the extent that such exemption is
necessary or appropriate in the public interest and consistent with
the protection of investors and the purposes fairly intended by
this subchapter. The Commission shall by rules and regulations
determine the procedures under which an exemption under this
subsection shall be granted, and may, in its sole discretion,
decline to entertain any application for an order of exemption
under this subsection.
(e) Securities issued by small investment company
The Commission may from time to time by its rules and
regulations, and subject to such terms and conditions as may be
prescribed herein, add to the securities exempted as provided in
this section any class of securities issued by a small business
investment company under the Small Business Investment Act of 1958
[15 U.S.C. 661 et seq.] if it finds, having regard to the purposes
of that Act, that the enforcement of this subchapter with respect
to such securities is not necessary in the public interest and for
the protection of investors.