CITE

    15 USC Sec. 77h                                             01/08/2008

EXPCITE

    TITLE 15 - COMMERCE AND TRADE
    CHAPTER 2A - SECURITIES AND TRUST INDENTURES
    SUBCHAPTER I - DOMESTIC SECURITIES

HEAD

    Sec. 77h. Taking effect of registration statements and amendments
      thereto

STATUTE

    (a) Effective date of registration statement
      Except as hereinafter provided, the effective date of a
    registration statement shall be the twentieth day after the filing
    thereof or such earlier date as the Commission may determine,
    having due regard to the adequacy of the information respecting the
    issuer theretofore available to the public, to the facility with
    which the nature of the securities to be registered, their
    relationship to the capital structure of the issuer and the rights
    of holders thereof can be understood, and to the public interest
    and the protection of investors. If any amendment to any such
    statement is filed prior to the effective date of such statement,
    the registration statement shall be deemed to have been filed when
    such amendment was filed; except that an amendment filed with the
    consent of the Commission, prior to the effective date of the
    registration statement, or filed pursuant to an order of the
    Commission, shall be treated as a part of the registration
    statement.
    (b) Incomplete or inaccurate registration statement
      If it appears to the Commission that a registration statement is
    on its face incomplete or inaccurate in any material respect, the
    Commission may, after notice by personal service or the sending of
    confirmed telegraphic notice not later than ten days after the
    filing of the registration statement, and opportunity for hearing
    (at a time fixed by the Commission) within ten days after such
    notice by personal service or the sending of such telegraphic
    notice, issue an order prior to the effective date of registration
    refusing to permit such statement to become effective until it has
    been amended in accordance with such order. When such statement has
    been amended in accordance with such order the Commission shall so
    declare and the registration shall become effective at the time
    provided in subsection (a) of this section or upon the date of such
    declaration, whichever date is the later.
    (c) Effective date of amendment to registration statement
      An amendment filed after the effective date of the registration
    statement, if such amendment, upon its face, appears to the
    Commission not to be incomplete or inaccurate in any material
    respect, shall become effective on such date as the Commission may
    determine, having due regard to the public interest and the
    protection of investors.
    (d) Untrue statements or omissions in registration statement
      If it appears to the Commission at any time that the registration
    statement includes any untrue statement of a material fact or omits
    to state any material fact required to be stated therein or
    necessary to make the statements therein not misleading, the
    Commission may, after notice by personal service or the sending of
    confirmed telegraphic notice, and after opportunity for hearing (at
    a time fixed by the Commission) within fifteen days after such
    notice by personal service or the sending of such telegraphic
    notice, issue a stop order suspending the effectiveness of the
    registration statement. When such statement has been amended in
    accordance with such stop order, the Commission shall so declare
    and thereupon the stop order shall cease to be effective.
    (e) Examination for issuance of stop order
      The Commission is empowered to make an examination in any case in
    order to determine whether a stop order should issue under
    subsection (d) of this section. In making such examination the
    Commission or any officer or officers designated by it shall have
    access to and may demand the production of any books and papers of,
    and may administer oaths and affirmations to and examine, the
    issuer, underwriter, or any other person, in respect of any matter
    relevant to the examination, and may, in its discretion, require
    the production of a balance sheet exhibiting the assets and
    liabilities of the issuer, or its income statement, or both, to be
    certified to by a public or certified accountant approved by the
    Commission. If the issuer or underwriter shall fail to cooperate,
    or shall obstruct or refuse to permit the making of an examination,
    such conduct shall be proper ground for the issuance of a stop
    order.
    (f) Notice requirements
      Any notice required under this section shall be sent to or served
    on the issuer, or, in case of a foreign government or political
    subdivision thereof, to or on the underwriter, or, in the case of a
    foreign or Territorial person, to or on its duly authorized
    representative in the United States named in the registration
    statement, properly directed in each case of telegraphic notice to
    the address given in such statement.

SOURCE

    (May 27, 1933, ch. 38, title I, Sec. 8, 48 Stat. 79; Aug. 22, 1940,
    ch. 686, title III, Sec. 301, 54 Stat. 857.)

AMENDMENTS

      1940 - Subsec. (a). Act Aug. 22, 1940, amended subsec. (a)
    generally.

TRANSFER OF FUNCTIONS

      For transfer of functions of Securities and Exchange Commission,
    with certain exceptions, to Chairman of such Commission, see Reorg.
    Plan No. 10 of 1950, Secs. 1, 2, eff. May 24, 1950, 15 F.R. 3175,
    64 Stat. 1265, set out under section 78d of this title.