15 U.S.C. § 77fff : US Code - Section 77FFF: Securities not registered under Securities Act

Search 15 U.S.C. § 77fff : US Code - Section 77FFF: Securities not registered under Securities Act

(a) Prohibitions affecting unregistered securities not issued under
indenture
In the case of any security which is not registered under the
Securities Act of 1933 [15 U.S.C. 77a et seq.] and to which this
subsection is applicable notwithstanding the provisions of section
77ddd of this title, unless such security has been or is to be
issued under an indenture and an application for qualification is
effective as to such indenture, it shall be unlawful for any
person, directly or indirectly -
(1) to make use of any means or instruments of transportation
or communication in interstate commerce or of the mails to sell
such security through the use or medium of any prospectus or
otherwise; or
(2) to carry or cause to be carried through the mails or
interstate commerce, by any means or instruments of
transportation, any such security for the purpose of sale or for
delivery after sale.
(b) Prohibitions affecting unregistered securities issued under
indenture
In the case of any security which is not registered under the
Securities Act of 1933 [15 U.S.C. 77a et seq.], but which has been
or is to be issued under an indenture as to which an application
for qualification is effective, it shall be unlawful for any
person, directly or indirectly -
(1) to make use of any means or instruments of transportation
or communication in interstate commerce or of the mails to carry
or transmit any prospectus relating to any such security, unless
such prospectus, to the extent the Commission may prescribe by
rules and regulations as necessary and appropriate in the public
interest or for the protection of investors, includes or is
accompanied by a written statement that contains the information
specified in subsection (c) of section 77eee of this title; or
(2) to carry or to cause to be carried through the mails or in
interstate commerce any such security for the purpose of sale or
for delivery after sale, unless, to the extent the Commission may
prescribe by rules and regulations as necessary or appropriate in
the public interest or for the protection of investors,
accompanied or preceded by a written statement that contains the
information specified in subsection (c) of section 77eee of this
title.
(c) Necessity of issuance under indenture; application for
qualification
It shall be unlawful for any person, directly or indirectly, to
make use of any means or instruments of transportation or
communication in interstate commerce or of the mails to offer to
sell through the use or medium of any prospectus or otherwise any
security which is not registered under the Securities Act of 1933
[15 U.S.C. 77a et seq.] and to which this subsection is applicable
notwithstanding the provisions of section 77ddd of this title,
unless such security has been or is to be issued under an indenture
and an application for qualification has been filed as to such
indenture, or while the application is the subject of a refusal
order or stop order or (prior to qualification) any public
proceeding or examination under section 77ggg(c) of this title.