General Organization
200.10 — The Commission.
The Commission is composed of five members, not more than three of whom
may be members of the same political party. The members are appointed by the President, with
the advice and consent of the Senate, for 5-year terms, one term ending each year. The
Chairman is designated by the President pursuant to the provisions of section 3 of
Reorganization Plan No. 10 of 1950 (3 CFR, 1949-1953 Comp., p. 1006). The terms Chair,
Chairperson, Chairman, Chairwoman, and the like may be used interchangeably. The Commission
is assisted by a staff, which includes lawyers, accountants, engineers, financial security
analysts, investigators, and examiners, as well as administrative and clerical
employees.
[86 FR 9436, Feb. 16, 2021]
200.11 — Headquarters Office — Regional Office relationships.
(a)(1) Division and Office Heads in the Headquarters Office (100 F Street,
NE., Washington, DC 20549) have Commission-wide responsibility to the Commission for the
overall development, policy and technical guidance, and policy direction of the operating
programs under their jurisdiction.
(2) Each Regional Director is responsible for the direction and
supervision of the Regional Director's work force and for the execution of all programs in
the Regional Director's office's region as shown in paragraph (b) of this section, in
accordance with established policy, and reports, on enforcement matters, to the Director or
Deputy Director of the Division of Enforcement who is responsible for Regional Office
enforcement matters and, on examination matters, to the Director of the Division of
Examinations.
(b) Regional Directors of the Commission.
Atlanta Regional Office: Alabama, Georgia, North
Carolina, South Carolina, and Tennessee — Regional Director, 3475 Lenox Road, NE., Suite
1000, Atlanta, GA 30326-1232.
Boston Regional Office: Connecticut, Maine,
Massachusetts, New Hampshire, Rhode Island, and Vermont — Regional Director, 33 Arch Street,
23rd Floor, Boston, MA 02110-1424.
Chicago Regional Office: Kentucky, Illinois, Indiana,
Iowa, Michigan, Minnesota, Missouri, Ohio, and Wisconsin — Regional Director, 175 West
Jackson Boulevard, Suite 900, Chicago, IL 60604-2908.
Denver Regional Office: Colorado, Kansas, Nebraska,
New Mexico, North Dakota, South Dakota, and Wyoming — Regional Director, 1801 California
Street, Suite 1500, Denver, CO 80202-2656.
Fort Worth Regional Office: Arkansas, Kansas (for
certain purposes), Oklahoma, and Texas — Regional Director, Burnett Plaza, Suite 1900, 801
Cherry Street, Unit #18, Fort Worth, TX 76102-6882.
Los Angeles Regional Office: Arizona, Southern
California (zip codes 93599 and below, except 93200-93299), Guam, Hawaii, and Nevada —
Regional Director, 5670 Wilshire Boulevard, 11th Floor, Los Angeles, CA 90036-3648.
Miami Regional Office: Florida, Louisiana,
Mississippi, Puerto Rico, and the Virgin Islands — Regional Director, 801 Brickell Avenue,
Suite 1800, Miami, FL 33131-4901.
New York Regional Office: New York and New Jersey —
Regional Director, 3 World Financial Center, Suite 400, New York, NY 10281-1022.
Philadelphia Regional Office: Delaware, District of
Columbia, Maryland, Pennsylvania, Virginia, and West Virginia — Regional Director, 701
Market Street, Suite 2000, Philadelphia, PA 19106-1532.
Salt Lake City Regional Office: Utah — Regional
Director, 15 W. South Temple Street, Suite 1800, Salt Lake City, UT 84101-1573.
San Francisco Regional Office: Alaska, Northern
California (zip codes 93600 and up, plus 93200-93299), Idaho, Montana, Oregon, and
Washington — Regional Director, 44 Montgomery Street, Suite 2600, San Francisco, CA
94104-4716.
(c) The geographic allocation set forth in paragraph (b) of this section
determines where registered brokers, dealers, transfer agents, clearing agents, registered
securities associations, investment advisers, and others as designated in this chapter must
file reports required to be filed in regional offices.
[73 FR 32223, June 5, 2008; as amended at 86 FR 9436, Feb. 16, 2021]
200.12 — Functional responsibilities.
This section sets forth the administrative and substantive
responsibilities of the Division Directors, Office Heads, Regional Directors, and certain
other Commission officers. All Commission officers and other staff members, except
administrative law judges and the Inspector General, shall perform, in addition to the
duties herein set forth, such additional duties as the chairman of the Commission may assign
from time to time. These officers also serve as liaison with Government and other agencies
concerning matters within their respective functional responsibilities.
[37 FR 23826, Nov. 9, 1972, as amended at 59 FR
5943, Feb. 9, 1994; 60 FR 14624, Mar. 20, 1995; 73 FR 32223, June 5, 2008]
200.13 — Chief Operating Officer.
(a) The Chief Operating Officer is responsible for developing and
executing the overall management policies of the Commission for all its operating divisions
and staff offices. The Chief Operating Officer also provides executive direction to, and
exercises administrative control over, the Office of Human Resources, the Office of
Acquisitions, the Office of Financial Management, the Office of Support Operations, the
EDGAR Business Office, and the Office of Information Technology.
(1) Paperwork Reduction Act of 1980 (44 U.S.C. 3501 et seq.).
(2) Small and Disadvantaged Business Utilization Program (15 U.S.C. 631
et seq.).
(3) Government Printing and Binding Regulations, U.S. Congress Joint
Committee on Printing (1977).
(4) Occupational Safety and Health Programs for Federal Employees under
Executive Order 12196 of February 26, 1980 (29 CFR 1960.1-1960.90).
(5) Federal Managers' Financial Integrity Act of 1982 (31 U.S.C.
3512).
(6) National Security Information under Executive Order 12356 of April 6,
1982.
(7) Government Performance and Results Act of 1993 (31 U.S.C. 1101 et
seq.).
(8) Recommendations of the Report of the National Performance Review
(September 1993).
(b) The Chief Operating Officer appoints personnel, reviews and approves
policies and procedures, and assures appropriate resources to implement the programs set
forth in paragraph (a) of this section, and authorizes and transmits reports required by
them.
(c) The Chief Operating Officer also designates certifying officers for
agency payments.
(d) The Chief Operating Officer shall be responsible for:
(1) Implementing the goals of the Chairman and the mission of the
Commission;
(2) Providing overall organizational management to improve agency
performance;
(3) Assisting the Chairman in promoting ongoing quality improvement,
developing strategic plans, and measuring results;
(4) Directing ongoing reengineering of the Commission's administrative
processes;
(e) Overseeing Commission-specific application of performance measures,
procurement reforms, personnel reductions, financial management improvements,
telecommunications and information technology policies, and other Government-wide systems
reforms; and
(f) Reforming the Commission's management practices.
[60 FR 14624, Mar. 20, 1995, as amended at 76 FR 60371, Sept. 29, 2011; 86
FR 9436, Feb. 16, 2021]
200.13a — The Secretary of the Commission.
(a) The Secretary of the Commission is responsible for the preparation of
the daily and weekly agendas of Commission business; the orderly and expeditious flow of
business at formal Commission meetings; the maintenance of the Official Minute record of all
actions of the Commission; and the service of all instruments of formal Commission action.
The Secretary is custodian of the official seal of the Commission, and also has the
responsibility for authenticating documents.
(b) The Secretary has been delegated responsibilities relating to the
Commission's rules of practice, administrative proceedings under the Commission's statutes,
and other responsibilities.
(c) In addition, the Secretary administers the Commission's Library.
[50 FR 12239, Mar. 28, 1985; as amended at 86 FR 9436, Feb. 16,
2021]
200.13b — Director of the Office of Public Affairs, Policy Evaluation, and Research.
The Director of the Office of Public Affairs is the chief public
information officer for the Commission, and oversees activities that communicate the
Commission's actions to those interested in or affected by them. The Director's
responsibilities include serving as liaison with the news media, dissemination of
information to the news media and to the general public, supervision of internal and some
external publications and of audio-visual presentations. Responsibilities of the Director,
and of the Director's staff, include special projects that may be deemed appropriate to
communicate information on Commission actions.
[50 FR 12239, Mar. 28, 1985, as amended at 60 FR 14625, Mar. 20, 1995; 86
FR 9436, Feb. 16, 2021]
200.14 — Office of Administrative Law Judges.
(a) Under the Administrative Procedure Act (5 U.S.C. 551-559) and the
federal securities laws, the Office of Administrative Law Judges conducts hearings in
proceedings instituted by the Commission. The Administrative Law Judges are responsible for
the fair and orderly conduct of the proceedings and have the authority to:
(1) Administer oaths and affirmations;
(2) Issue subpoenas;
(3) Rule on offers of proof;
(4) Examine witnesses;
(5) Regulate the course of a hearing;
(6) Hold pre-hearing conferences;
(7) Rule upon motions; and
(8) Unless waived by the parties, prepare an initial decision containing
the conclusions as to the factual and legal issues presented, and issue an appropriate
order.
(b) The Chief Administrative Law Judge performs the duties of an
Administrative Law Judge under the Administrative Procedure Act and the duties delegated to
the Chief Administrative Law Judge by the Commission that are compatible with those duties.
The Chief Administrative Law Judge is responsible for the orderly functioning of the Office
of Administrative Law Judges apart from the conduct of administrative proceedings and acts
as liaison between that Office and the Commission.
[60 FR 14625, Mar. 20, 1995; 86 FR 9436, Feb. 16, 2021]
200.15 — Office of International Affairs.
(a) The Office of International Affairs (“OIA”) is responsible for the
negotiation and implementation of the Commission's bilateral and multilateral agreements and
understandings with foreign financial regulatory authorities. OIA coordinates and
participates in activities relating to the Commission's international cooperation programs
and develops initiatives to enhance the Commission's ability to enforce the federal
securities laws in matters with international elements.
(b) OIA assists in and facilitates the efforts of the Commission's other
divisions and offices in responding to international issues and in developing legislative,
rulemaking and other initiatives relating to international securities markets. OIA
facilitates the development of and, where appropriate, provides advice and presents
Commission positions relating to international initiatives of other U.S. Government
departments and agencies affecting regulation of securities markets. OIA plans, coordinates
and participates in Commission meetings with foreign financial regulatory authorities.
[58 FR 52418, Oct. 8, 1993]
200.16 — [Removed and Reserved]
[54 FR 18100, Apr. 27, 1989, as amended at 60 FR 32794, June 23, 1995; 86
FR 9436, Feb. 16, 2021]
200.16a — Inspector General.
(a) Under the Inspector General Act of 1978, as amended, (5 U.S.C. app.)
the Inspector General performs independent and objective investigations and audits relating
to the Commission's programs and operations. An investigation seeks to detect and prevent
waste, fraud, and abuse in the Commission's programs and operations, such as violations of
federal statutes or regulations by contractors and Commission employees or the Standards Of
Ethical Conduct For Employees of the Executive Branch. An audit seeks to determine
whether:
(1) Program goals and results identified in enabling legislation are
achieved.
(2) Resources are efficiently and economically used and managed.
(3) Financial operations are properly conducted.
(4) Financial reports are fairly presented.
(5) Applicable laws and regulations are complied with.
(b) In cooperation with Commission management, the Inspector General
generally promotes economy, efficiency, and the effectiveness of waste or fraud detection
and prevention in the Commission's programs and operations. The Inspector General also keeps
the Congress and the Commission informed about problems and deficiencies in the Commission's
programs and operations.
(c) The Inspector General reports to the Commission, but is independent of
all other Commission management. In addition, the Inspector General independently prepares
semi-annual reports to the Congress.
(d) With respect to misconduct of Commission employees and contractors,
the Inspector General, after consultation with the Ethics Counsel, where appropriate, serves
as the Commission's liaison with other federal audit and investigative agencies, such as the
Department of Justice and the Executive Council on Integrity and Efficiency.
(e) Subpoenas issued in the course of an audit or investigation conducted
by the Office of the Inspector General shall be effected by any method prescribed by §
201.232(a) and (c) of this chapter.
[60 FR 14625, Mar. 20, 1995, as amended at 77 FR
8095, Feb. 14, 2012]
200.17 — [Removed and Reserved]
[60 FR 14625, Mar. 20, 1995; as amended at 86 FR 9436, Feb. 16,
2021]
200.18 — Director of Division of Corporation Finance.
The Director of the Division of Corporation Finance is responsible to the
Commission for the administration of all matters (except those pertaining to investment
companies registered under the Investment Company Act of 1940) relating to establishing and
requiring adherence to standards of business and financial disclosure with respect to
securities being offered for public sale pursuant to the registration requirements of the
Securities Act of 1933 (15 U.S.C. 77a et seq.) or the exemptions therefrom;
establishing and requiring adherence to standards of reporting and disclosure with respect
to securities traded on national securities exchanges or required to be registered pursuant
to section 12 (g) of the Securities Exchange Act of 1934 (15 U.S.C. 78l(g)) and with
respect to securities whose issuers are required to file reports pursuant to section 15(d)
of that Act (15 U.S.C. 78c(d)); establishing and requiring adherence to disclosure
and procedural standards in the solicitation of proxies for the election of directors and
other corporate actions; establishing and requiring adherence to standards of disclosure
with respect to the filing of statements respecting beneficial ownership and transaction
statements pursuant to sections 13 (d), (e), and (g) (15 U.S.C. 78m(d), 78m(e), and 78m(g))
of the Securities Exchange Act of 1934; administering the disclosure and substantive
provisions of the Williams Act relating to tender offers; and ensuring adherence to
enforcement of the standards set forth in the Trust Indenture Act of 1939 (15 U.S.C. 77aaa
et seq.) regarding indenture covering debt securities. Those duties shall include,
with the exception of enforcement and related activities under the jurisdiction of the
Division of Enforcement, the responsibility to the Commission for the administration of the
disclosure requirements and other provisions of the Securities Act of 1933, the Securities
Exchange Act of 1934, and the Trust Indenture Act of 1939, as listed below:
(a) All matters under the Securities Act of 1933 (15 U.S.C. 77a et
seq.) including the examination and processing of material filed pursuant to the
requirements of that Act (except such material filed by investment companies registered
under the Investment Company Act of 1940), the interpretation of the provisions of the
Securities Act of 1933, and the proposing to the Commission of rules under that Act.
(b) All matters, except those pertaining to investment companies
registered under the Investment Company Act of 1940, arising under the Securities Exchange
Act of 1934 (15 U.S.C. 78a et seq.) in connection with:
(1) The registration of securities pursuant to section 12 of the Act (15
U.S.C. 78l), including the exemptive provisions of section 12(h) (15 U.S.C.
78l(h)).
(2) The examination and processing of periodic reports filed pursuant to
sections 13 and 15(d) of the Act (15 U.S.C. 78m, 78o(d)).
(3) The examination and processing of proxy soliciting material filed
pursuant to section 14(a) and information statements filed pursuant to section 14(c) of the
Act (15 U.S.C. 78n(a), 78n(c)).
(4) The examination and processing of statements respecting beneficial
ownership transaction statements and tender offer statements filed pursuant to sections 13
(d), (e), and (g) and 14 (d), (e), (f), and (g) of the Securities Exchange Act of 1934 (15
U.S.C. 78m(d), 78m(e), 78m(g), and 78n(d)), and the administration of the other protective
standards of these provisions.
(5) The interpretation of the foregoing provisions of the Act, as well as
Section 16 thereof (15 U.S.C. 78p), and proposing of rules under those portions of the Act
to the Commission.
(c) All matters, except those pertaining to investment companies
registered under the Investment Company Act of 1940, arising under the Trust Indenture Act
of 1939 (15 U.S.C. 77aaa et seq.).
[41 FR 29374, July 16, 1976, as amended at 50 FR
12239, Mar. 28, 1985; 60 FR 14625, Mar. 20, 1995]
200.19a — Director of the Division of Trading and Markets.
The Director of the Office of Compliance Inspections and Examinations
(“OCIE”) is responsible for the compliance inspections and examinations relating to the
regulation of exchanges, national securities associations, clearing agencies, securities
information processors, the Municipal Securities Rulemaking Board, brokers and dealers,
municipal securities dealers, municipal advisors, transfer agents, investment companies, and
investment advisers, under Sections 15B, 15C(d)(1) and 17(b) of the Securities Exchange Act
of 1934 (15 U.S.C. 78o-4, 78o-5(d)(1) and 78q(b)), Section 31(b) of the Investment Company
Act of 1940 (15 U.S.C. 80a-30(b)), and Section 204 of the Investment Advisers Act of 1940
(15 U.S.C. 80b-4).
(a) Administration of all matters arising under the Securities Exchange
Act of 1934 (15 U.S.C. 78a et seq.), except:
(1) The examination and processing of applications for registration of
securities on national securities exchanges pursuant to section 12 of the Act (15 U.S.C.
78l).
(2) The examination and processing of periodic reports filed pursuant to
sections 13 and 15(d) of the Act (15 U.S.C. 78m, 78o(d)).
(3) The examination and processing of proxy soliciting material pursuant
to regulations adopted under section 14 of the Act (15 U.S.C. 78n).
(4) The examination and processing of ownership reports filed under
section 16(a) of the Act (15 U.S.C. 78p(a)).
(5) The denial or suspension of registration of securities registered on
national securities exchanges, pursuant to section 19(a)(2) (15 U.S.C. 78s(a)(2)) by reason
of failure to comply with the reporting requirements of that Act.
(6) The enforcement and related activities under the jurisdiction of the
Division of Enforcement.
[37 FR 16792, Aug. 19, 1972, as amended at 43 FR
13376, Mar. 30, 1978; 60 FR 14625, Mar. 20, 1995; 69 FR 34461, June 21, 2004; 73 FR 40152,
July 11, 2008]
200.19b — Director of the Division of Enforcement.
The Director of the Division of Enforcement is responsible to the
Commission for supervising and conducting all enforcement activities under the acts
administered by the Commission. The Director recommends the institution of administrative
and injunctive actions arising out of such enforcement activities and determines the
sufficiency of evidence to support the allegations in any proposed complaint. The Director
supervises the Regional Directors and, in collaboration with the General Counsel, reviews
cases to be recommended to the Department of Justice for criminal prosecution. The Director
grants or denies access to nonpublic information in the Commission's enforcement files under
§ 240.24c-1 of this chapter; provided that access under that section shall be granted only
with the concurrence of the head of the division or office responsible for the information
or the files containing it.
[60 FR 14626, Mar. 20, 1995]
200.19c — Director of the Division of Examinations.
The Director of the Division of Examinations (“Examinations”) is
responsible for the compliance inspections and examinations relating to the regulation of
exchanges, national securities associations, clearing agencies, securities information
processors, the Municipal Securities Rulemaking Board, brokers and dealers, municipal
securities dealers, municipal advisors, security-based swap data repositories,
security-based swap dealers, major security-based swap participants, transfer agents,
investment companies, and investment advisers, under sections 13(n)(2), 15B, 15C(d)(1), 15F,
and 17(b) of the Securities Exchange Act of 1934 (15 U.S.C. 78m(n)(2), 78 o-4, 78
o-5(d)(1), 78 o-10, and 78q(b)), section 31(b) of the Investment Company Act
of 1940 (15 U.S.C. 80a-30(b)), and section 204 of the Investment Advisers Act of 1940 (15
U.S.C. 80b-4).
[60 FR 39644, Aug. 3, 1995; as amended at 86 FR 9436, Feb. 16, 2021]
200.19d — Director of the Office of Municipal Securities.
The Director of the Office of Municipal Securities is responsible to the
Commission for the administration and execution of the Commission's programs under the
Securities Exchange Act of 1934 relating to the registration and regulation of municipal
advisors, the practices of municipal securities brokers and dealers, and oversight of the
Municipal Securities Rulemaking Board. The functions involved include recommending the
adoption and amendment of Commission rules, reviewing proposed rule changes of the Municipal
Securities Rulemaking Board, and responding to interpretive and no-action requests.
[78 FR 67467, Nov. 12, 2013; as amended at 86 FR 9436, Feb. 16, 2021]
200.19e — Director of the Office of Credit Ratings.
The Director of the Office of Credit Ratings is responsible to the Commission for the
administration and execution of the Commission's programs under the Securities Exchange
Act of 1934 relating to the registration and regulation of nationally recognized
statistical rating organizations. The functions involved in the regulation of such
entities include compliance inspections and examinations, recommending the adoption and
amendment of Commission rules, and responding to interpretive and no-action requests.
200.20a — [Added and Reserved]
[86 FR 9436, Feb. 16, 2021]
200.20b — Director of Division of Investment Management.
The Director of the Division of Investment Management is responsible to
the Commission for the administration of the Commission's responsibilities under the
Investment Company Act of 1940 and the Investment Advisers Act of 1940, and with respect to
matters pertaining to investment companies registered under the Investment Company Act of
1940 and pooled investment funds or accounts, the administration of all matters relating to
establishing and requiring adherence to standards of economic and financial reporting and
the administration of fair disclosure and related matters under the Securities Act of 1933
and the Securities Exchange Act of 1934 and enforcement of the standards set forth in the
Trust Indenture Act of 1939 regarding indentures covering debt securities, as listed in
paragraphs (a) through (e) of this section. These duties shall include inspections arising
in connection with such administration but shall exclude enforcement and related activities
under the jurisdiction of the Division of Enforcement.
(a) The administration of all matters arising under the Investment Company
Act of 1940 (15 U.S.C. 80a), except those arising under section 30(h) of the Act (15 U.S.C.
80a-29(h)).
(b) All matters arising under the Securities Act of 1933 (15 U.S.C. 77a
et seq.) arising from or pertaining to material field pursuant to the requirements
of that Act by investment companies registered under the Investment Company Act of 1940 (15
U.S.C. 80a-1 et seq.) and pooled investment funds or accounts.
(c) All matters arising under the Securities Exchange Act of 1934 (15
U.S.C. 78a et seq.), except the examination and processing of statements of
beneficial ownership of securities and changes in such ownership filed under section 16(a)
(15 U.S.C. 78p(a)) of such Act, pertaining to investment companies registered under the
Investment Company Act of 1940 and pooled investment funds or accounts in connection
with:
(1) The registration of securities pursuant to section 12 of the Act (15
U.S.C. 78l), including the exemptive provisions of section 12(h) (15 U.S.C.
78l(h)).
(2) The examination and processing of periodic reports filed pursuant to
sections 13 and 15(d) of the Act (15 U.S.C. 78m, 78o(d)).
(3) The examination and processing of proxy soliciting material filed
pursuant to section 14(a) and information material filed pursuant to section 14(c) of the
Act (15 U.S.C. 78n(a), 78n(c)).
(d) All matters pertaining to investment companies registered under the
Investment Company Act of 1940 and pooled investment funds or accounts arising under the
Trust Indenture Act of 1939 (15 U.S.C. 77aaa et seq.).
(e) All matters arising under the Investment Advisers Act of 1940 (15
U.S.C. 80b-1 et seq.).
[41 FR 29375, July 16, 1976, as amended at 50 FR
5064, Feb. 5, 1985; 60 FR 14626, Mar. 20, 1995; 67 FR 43535, July 8, 2002; 76 FR 71874,
Nov. 21, 2011]
200.21 — The General Counsel.
(a) The General Counsel is the chief legal officer of the Commission. The
General Counsel is responsible for the representation of the Commission in judicial
proceedings in which it is involved as a party or as amicus curiae, for directing and
supervising all civil litigation involving the Commission in the United States District
Courts, except for law enforcement actions filed on behalf of the Commission, for directing
and supervising the Commission's responsibilities under the Bankruptcy Code and all related
litigation, and for representing the Commission in all cases in appellate courts. The
General Counsel is responsible for the review of cases which the Division of Enforcement
recommends be referred to the Department of Justice with a recommendation for criminal
prosecution. In addition, the General Counsel is responsible for advising the Commission at
its request or at the request of any division director or office head, or on the General
Counsel's own motion, with respect to interpretations involving questions of law; for the
conduct of administrative proceedings relating to the disqualification of lawyers from
practice before the Commission; for conducting preliminary investigations, as described in
17 CFR 202.5(a), into potential violations of 17 CFR 201.102(e) by attorneys; for the
preparation of the Commission comments to the Congress on pending legislation; and for the
drafting, in conjunction with appropriate divisions and offices, of legislative proposals to
be sponsored by the Commission. The General Counsel is responsible for providing advice to
Commission attorneys on professional responsibility issues relating to their official
duties. The General Counsel is further responsible for investigating allegations of
professional misconduct by Commission staff and, where appropriate, making referrals to
state professional boards or societies. The General Counsel is also responsible for the
review and clearance of the form and content of articles, treatises, and prepared speeches
and addresses by members of the staff relating to the Commission or to the statutes and
rules administered by the Commission. The General Counsel also is responsible for
coordinating and reviewing the interpretive positions of the various divisions and offices.
In addition, the General Counsel is responsible for appropriate disposition of all Freedom
of Information Act and Privacy Act appeals pursuant to the authority delegated in
§ 200.30-14, and is the Commission's advisor with respect to legal problems arising under
the Freedom of Information Act, the Privacy Act, the Federal Reports Act, the Federal
Advisory Committee Act, the Civil Service laws and regulations, the statutes and rules
applicable to the Commission's procurement, contracting, fiscal and related administrative
activities, and other statutes and regulations of a similar nature applicable to a number of
Government agencies.
(b)(1) The General Counsel is also responsible for assisting members of the Commission in
the preparation of the opinions of the Commission, and for the preparation of opinions and
decisions on motions and certifications of questions and rulings by administrative law
judges in the course of administrative law proceedings, except:
(i) In cases where, pursuant to a waiver by the parties of separation of function
requirements, another Division or Office of the Commission's staff undertakes to prepare an
opinion or decision, in which cases the General Counsel may assist in such preparation;
and
(ii) With respect to administrative proceedings against lawyers under § 201.102(e) of this
chapter (Rule 102(e) of the Commission's Rules of Practice) or other cases in which the
Chairman or the General Counsel has determined that separation of function requirements or
other circumstances would make inappropriate the exercise of such functions by the General
Counsel.
(2) The General Counsel deals with general problems arising under the Administrative
Procedure Act, including the revision or adoption of rules of practice. The General Counsel
is also responsible for the exercise of such review functions with respect to adjudicatory
matters as are delegated to the General Counsel by the Commission pursuant to 101 Stat. 1254
(15 U.S.C. 78d-1, 78d-2) or as may be otherwise delegated or assigned to the General
Counsel.
(c) The General Counsel also is responsible to the Commission for the administration of the
Government in the Sunshine Act for publicly certifying, pursuant to § 200.406, that, in the
General Counsel's opinion, particular Commission meetings may properly be closed to the
public. In the absence of the General Counsel, the Solicitor to the Commission shall be
deemed the General Counsel for purposes of § 200.406. In the absence of the General Counsel
and the Solicitor, the most senior Associate General Counsel available shall be deemed the
General Counsel for purposes of § 200.406. In the absence of the General Counsel, the
Solicitor, and every Associate General Counsel, the most senior Assistant General Counsel
available shall be deemed the General Counsel for purposes of § 200.406. In the absence of
the General Counsel, the Solicitor, every Associate General Counsel and every Assistant
General Counsel, such attorneys as the General Counsel may designate (in such order of
succession as the General Counsel directs) shall exercise the responsibilities imposed by
§ 200.406.
[43 FR 13376, Mar. 30, 1978, as amended at 47 FR 26821, June 22, 1982; 47
FR 37077, Aug. 25, 1982; 49 FR 12685, Mar. 30, 1984; 49 FR 13866, Apr. 9, 1984; 50 FR
12240, Mar. 28, 1985; 54 FR 18100, Apr. 27, 1989; 54 FR 24331, June 7, 1989; 60 FR 14626,
Mar. 20, 1995; 69 FR 13174, Mar. 19, 2004; 71 FR 27385, May 11, 2006; 76 FR 60371, 60372,
Sept. 29, 2011; 76 FR 71449, Nov. 18, 2011, 79 FR 1734, Jan. 10, 2014; 86 FR 9436, Feb.
16, 2021]
200.21a — The Ethics Counsel.
(a) The Ethics Counsel is responsible for administering the Commission's
Ethics Program and for interpreting subpart M of this part and 5 CFR part 2635. The Ethics
Counsel serves as Counselor to the Commission and its staff with regard to ethical and
conflicts of interest questions and acts as the Commission's liaison on such matters with
the Office of Human Resources, the Office of Government Ethics, the Office of the Inspector
General, and the Department of Justice. When appropriate and subject to the authority of,
and in consultation with, the Inspector General, the Ethics Counsel shall inquire into
alleged violations of subparts C, F, and M of this part, and 5 CFR part 2635.
(b) The Ethics Counsel shall:
(1) Receive and review allegations of misconduct by a Commission employee
that relate to the Commission’s Ethics Program.
(2) Refer matters involving management questions to Division Directors,
Office Heads, or Regional Directors, and matters involving alleged or apparent employee
misconduct to the Office of the Inspector General, except for matters involving alleged
professional misconduct ultimately referable to state professional boards or societies,
which the Ethics Counsel shall refer to the General Counsel.
(3) Refer complaints that appear to involve a violation of Federal
criminal statutes, and do not appear to be frivolous, to the Inspector General for referral
to the Department of Justice under 28 U.S.C. 535.
(4) Act as liaison with the Office of the Inspector General on matters
that the Ethics Counsel has referred to that Office, and with state or local authorities on
matters that, on occasion, the Ethics Counsel may refer to them.
(5) Arrange for the review of proposed publications and prepared speeches
under § 200.735-4(e).
(6) Provide advice, counseling, interpretations, and opinions with respect
to subparts C, F, and M of this part, and 5 CFR part 2635.
(7) Draft rules and regulations as necessary to implement the Commission's
Ethics Program.
[60 FR 14626, Mar. 20, 1995, as amended at 73 FR 32224, June 5, 2008; 76 FR
71449, Nov. 18, 2011, 79 FR 1734, Jan. 10, 2014; 86 FR 9436, Feb. 16, 2021]
200.22 — The Chief Accountant.
The Chief Accountant of the Commission is the principal adviser to the
Commission on, and is responsible to the Commission for, all accounting and auditing matters
arising in the administration of the federal securities laws. The Chief Accountant oversees
the accounting profession's standard-setting and self-regulatory organizations, develops or
supervises the development of accounting and auditing rules, regulations, opinions and
policy, and interprets Commission accounting policy and positions. The Chief Accountant is
responsible for recommending the institution of administrative and disciplinary proceedings
relating to the disqualification of accountants to practice before the Commission. The Chief
Accountant supervises the procedures to be followed in the Commission's enforcement
activities involving accounting and auditing issues and helps resolve differences on
accounting issues between registrants and the Commission staff.
[60 FR 14626, Mar. 20, 1995]
200.23a — Director of the Division of Economic and Risk Analysis and Chief Economist.
The Director of the Division of Economic and Risk Analysis and Chief
Economist serves as economic advisor to the Commission and its staff and is responsible to
the Commission for sound economic analysis of market events and conditions; economic
analysis in support of Commission rulemaking; economic and risk analysis to inform and
support the Commission's enforcement actions and its examination program; development of
financial and market data analysis tools; preparation of economic statistics; promotion of
data standards; review and guidance of staff research and publications; and assisting the
Commission and its staff in responding to policy, legislative, or international issues
relating to securities markets.
[60 FR 14627, Mar. 20, 1995; as amended at 86 FR 9436, Feb. 16,
2021]
200.23b — [Reserved]
200.24 — Office of Financial Management.
This Office, under the direction of the Chief Financial Officer, is
responsible to the Chief Operating Officer, Chairman and Commission for the internal
financial management and programming functions of the Securities and Exchange Commission.
These functions include: Budgeting, accounting, payroll and administrative audit. The Chief
Financial Officer, and the Chief Financial Officer's designees, serve as liaison to the
Commission before the Office of Management and Budget and Congressional Appropriations
Committees on appropriation matters, and the Treasury Department and the General Accounting
Office on financial and programming matters.
[49 FR 12685, Mar. 30, 1984, as amended at 60 FR 14627, Mar. 20, 1995; 76
FR 60372, Sept. 29, 2011; 86 FR 9436, Feb. 16, 2021]
200.24a — Director of the Office of Investor Education and Advocacy.
The Director of the Office of Investor Education and Advocacy is responsible to the
Chairman for the Commission's investor education and investor assistance programs. These
programs include, but are not limited to:
(a) Educating investors through in-person outreach, digital and social media, and other
communication channels, including the Commission's website for individual investors,
Investor.gov, by preparing and distributing to the public educational content describing the
operations of the securities markets, developing strategies for prudent investor behavior,
and increasing public knowledge of the functions of the Commission.
(b) Implementing and administering a nationwide system for resolving investor complaints
against individuals and entities regulated by the Commission by processing complaints
received from individual investors and seeking to ensure that regulated individuals and
entities process and respond to such complaints.
(c) Providing information to investors and others who inquire about individuals and
entities regulated by the Commission, the operation of the securities markets, or the
functions of the Commission.
(d) Advising the Commission and its staff, and exchanging information with domestic and
international regulators and self-regulatory organizations, about problems frequently
encountered by investors and possible solutions to them.
(e) Transmitting to other offices and divisions of the Commission information provided by
investors which concerns the responsibilities of these offices and divisions.
(f) Providing for greater investor input in Commission rulemaking proceedings.
[60 FR 14627, Mar. 20, 1995; as amended at 86 FR 9436, Feb. 16,
2021]
200.25-200.26 — [Reserved]
200.26a — Office of Information Technology.
The Office of Information Technology is responsible for the analysis,
design programming, operation, and maintenance of all agency information systems; developing
and implementing long-range technology plans and programs; coordinating all information
systems analysis activities being considered or carried out by other divisions and offices,
and furnishing such organizations with appropriate assistance and support; providing
technical advice to the staff in connection with development of Commission rules and
regulations having technology implications; providing expert advice on the Commission's
surveillance of technology in the securities industry; evaluating and recommending new
technology concepts and capabilities for application within the Commission; and developing
technology and automation capabilities and support within the Commission.
[43 FR 13377, Mar. 30, 1978, as amended at 49 FR 12685, Mar. 30, 1984; 60
FR 14627, Mar. 20, 1995; 86 FR 9436, Feb. 16, 2021]
200.27 — The Regional Directors.
Each Regional Director is responsible for executing the Commission's
programs within the Regional Director's geographic region as set forth in § 200.11(b),
subject to review, on enforcement matters, by the Director or Deputy Director of the
Division of Enforcement and, on examination matters, by the Director of the Division of
Examinations, and subject to policy direction and review by the other Division Directors,
the General Counsel, and the Chief Accountant. The Regional Directors' responsibilities
include particularly the investigation of transactions in securities on national securities
exchanges, in the over-the-counter market, and in distribution to the public; the
examination of members of national securities exchanges and registered brokers and dealers,
transfer agents, investment advisers and investment companies, including the examination of
reports filed under § 240.17a-5 of this chapter; the prosecution of injunctive actions in
U.S. District Courts and administrative proceedings before Administrative Law Judges; the
rendering of assistance to U.S. Attorneys in criminal cases; and the making of the
Commission's facilities more readily available to the public in that area. In addition, the
Regional Director of the New York Regional Office is responsible for the Commission's
participation in cases under chapters 9 and 11 of the Bankruptcy Code in Connecticut, Maine,
Massachusetts, New Hampshire, New Jersey, New York, Pennsylvania, Rhode Island, and Vermont;
the Regional Director of the Atlanta Regional Office is responsible for such participation
in Alabama, Delaware, District of Columbia, Florida, Georgia, Louisiana, Maryland,
Mississippi, North Carolina, Puerto Rico, South Carolina, Tennessee, Virgin Islands,
Virginia, and West Virginia; the Regional Director of the Chicago Regional Office is
responsible for such participation in Arkansas, Colorado, Illinois, Indiana, Iowa, Kansas,
Kentucky, Michigan, Minnesota, Missouri, Nebraska, New Mexico, North Dakota, Ohio, Oklahoma,
South Dakota, Texas, Wisconsin, and Wyoming; and the Regional Director of the Los Angeles
Regional Office is responsible for such participation in Alaska, Arizona, California, Guam,
Hawaii, Idaho, Montana, Nevada, Oregon, Utah, and Washington.
[73 FR 32224, June 5, 2008; as amended at 86 FR 9436, Feb. 16, 2021]
200.28 — Issuance of instructions.
(a) Within the spheres of responsibilities heretofore set forth, Division
and Office Heads, and all Regional Directors may issue such definitive instructions as may
be necessary pursuant to this section.
(b) All existing procedures and authorizations not inconsistent with this
section shall continue in effect until and unless modified by definitive instructions issued
pursuant to this paragraph.
[27 FR 12712, Dec. 22, 1962, as amended at 73 FR
32224, June 5, 2008]
200.29 — Rules.
The individual operating divisions shall have the initial responsibility
for proposing amendments to existing rules or new rules under the statutory provisions
within the jurisdiction of the particular division. Where any such proposals presents a
legal problem or is a matter of first impression, or involves a matter of enforcement policy
or questions involving statutes other than those administered by the Commission, or may have
an effect on prior judicial precedent or pending litigation, submission of the proposal
should be made to the Office of the General Counsel for an expression of opinion prior to
presentation of the matter to the Commission.
200.30-1 — Delegation of authority to Director of Division of Corporation Finance.
Pursuant to sections 4A and 4B of the Securities Exchange Act of 1934, as
amended (15 U.S.C. 78d-1, 78d-2), the Securities and Exchange Commission hereby delegates,
until the Commission orders otherwise, the following functions to the Director of the
Division of Corporation Finance, to be performed by the Director or under the Director's
direction by such person or persons as may be designated from time to time by the Chairman
of the Commission:
(a) With respect to registration of securities pursuant to the Securities
Act of 1933 (15 U.S.C. 77a et seq.), and Regulation C thereunder (§ 230.400 et
seq. of this chapter):
(1) To determine the effective dates of amendments to registration
statements filed pursuant to section 8(c) of the Act (15 U.S.C. 77h(c)).
(2) To consent to the withdrawal of registration statements or amendments
or exhibits thereto, pursuant to Rule 477 (§ 230.477 of this chapter), and to issue orders
declaring registration statements abandoned, pursuant to Rule 479 (§ 230.479 of this
chapter).
(3) To grant applications for confidential treatment of contract
provisions pursuant to § 230.406 of this chapter (Rule 406 under the Act); to issue orders
scheduling hearings on such applications and to deny any such application as to which the
applicant waives the applicant's right to a hearing, provided such applicant is advised of
the applicant's right to have such denial reviewed by the Commission.
(4) To accelerate the use or publication of any summary prospectus filed
with the Commission pursuant to section 10(b) of the Act (15 U.S.C. 77j(b)) and Rule 431(g)
(§ 230.431(g) of this chapter) thereunder.
(5) To take the following action pursuant to section 8(a) of the Act (15
U.S.C. 77h(a)):
(i) To determine registration statements to be effective within shorter
periods of time than 20 days after the filing thereof;
(ii) To consent to the filing of amendments prior to the effective dates
of registration statements as part thereof, or to determine that amendments filed prior to
the effective dates of registration statements have been filed pursuant to orders of the
Commission, so as to be treated as parts of the registration statements for the purpose of
section 8(a) of the Act (15 U.S.C. 77h(a));
(iii) To determine to be effective applications for qualification of trust
indentures filed with registration statements.
(6) Pursuant to instructions as to financial statements contained in forms
adopted under the Act:
(i) To permit the omission of one or more financial statements therein
required or the filing in substitution therefor of appropriate statements of comparable
character, or
(ii) To require the filing of other financial statements in addition to,
or in substitution for, the statements therein required.
(7) Acting pursuant to section 4(a)(3) of the Act (15 U.S.C. 77d(3)) or
Rule 174 thereunder (§ 230.174 of this chapter), to reduce the 40-day period or the 90-day
period with respect to transactions referred to in section 4(a)(3)(B) of the Act (15 U.S.C.
77d(a)(3)(B)).
(8) To act on applications to dispense with any written consents of an
expert pursuant to Rule 437 (§ 230.437 of this chapter).
(9) To determine whether to object, pursuant to Rule 401(g)(1) (§
230.401(g)(1) of this chapter), and to notify issuers, pursuant to Rule 401(g)(2) (§
230.401(g)(2) of this chapter), of an objection to the use of an automatic shelf
registration as defined in Rule 405 (§ 230.405 of this chapter) or any post-effective
amendment thereto that becomes effective immediately pursuant to Rule 462 (§ 230.462 of this
chapter).
(10) To authorize the granting or denial of applications, upon a showing
of good cause, that it is not necessary under the circumstances that the issuer be
considered an ineligible issuer as defined in Rule 405.
(b) With respect to the Securities Act of 1933 (15 U.S.C. 77a et
seq.) and Regulation A thereunder (§ 230.251 et seq. of this chapter):
(1) to authorize the granting of applications under Rule 262 (§ 230.262 of
this chapter) upon a showing of good cause that it is not necessary under the circumstances
that an exemption under Regulation A be denied;
(2) to determine the date and time of qualification for offering
statements and amendments to offering statements pursuant to Rule 252(e) (§230.252(e) of
this chapter);
(3) to consent to the withdrawal of an offering statement or to declare an
offering statement abandoned pursuant to Rule 259 (§ 230.259 of this chapter); and
(4) to deny a Form 1-Z filing pursuant to Rule 257 (§ 230.257 of this
chapter).
(c) With respect to the Securities Act of 1933 (15 U.S.C. 77a et seq.) and
Regulation D thereunder (§§ 230.500 through 230.508 of this chapter), to authorize the
granting of applications under §§ 230.504(b)(3), 230.506(d)(2)(ii), and 230.507(b) of this
chapter upon the showing of good cause that it is not necessary under the circumstances that
the exemption under Regulation D be denied.
(d) With respect to the Securities Act of 1933 (15 U.S.C. 77a et seq.) and
§§ 227.100 through 227.503 of this chapter, to authorize the granting of applications under
§ 227.503(b)(2) of this chapter upon the showing of good cause that it is not necessary
under the circumstances that the exemption under Regulation Crowdfunding be denied.
(e) With respect to the Trust Indenture Act of 1939 (15 U.S.C. 77aaa et
seq.):
(1) To determine to be effective prior to the 20th day after filing
thereof applications for qualification of indentures filed on Form T-3 (§ 269.3 of this
chapter) pursuant to section 307 of the Act (15 U.S.C. 77ggg), and Rule 7a-1 thereunder (§
260.7a-1 of this chapter);
(2) To authorize the issuance of orders exempting certain securities from
the Act under sections 304(c) and (d) thereof (15 U.S.C. 77ddd(c) and 77ddd(d)) and §§
260.4c-1 and 260.4d-7 of this chapter.
(3) In cases in which opportunity for hearing is waived, to authorize the
issuance of orders determining that a trusteeship under an indenture to be qualified and
another indenture is not so likely to involve a material conflict of interest as to make it
necessary to disqualify the trustee pursuant to section 310(b)(1)(ii) of the Act (15 U.S.C.
77jjj(b)(1)(ii)) and Rule 10b-2 thereunder (§ 260.10b-2 of this chapter).
(4) To authorize the issuance of orders exempting any person, registration
statement, indenture, security or transaction, or any class or classes of persons,
registration statements, indentures, securities, or transactions from the requirements of
one or more provisions of the Act pursuant to section 304(d) of the Act (15 U.S.C. 77ddd(d))
and rule 4d-7 thereunder (17 CFR 260.4d-7 of this chapter).
(5) To determine to be effective prior to the 10th day after filing
thereof an application for determining the eligibility under section 310(a) of the Act of a
person designated as trustee for delayed offerings of debt securities under the Securities
Act pursuant to section 305(b)(2) of the Act and rule 5b-1 [17 CFR 260.5b-1 of this chapter]
thereunder.
(6) To authorize the issuance of an order permitting a foreign person to
act as sole trustee under qualified indentures under section 310(a) of the Act (15 U.S.C.
77jjj(a)) and § 260.10a-1 through § 260.10a-5 of this chapter.
(7) To issue notices with respect to applications for, and authorize the
issuance of orders granting, a stay of a trustee's duty to resign pursuant to section 310(b)
of the Act and Rule 10b-4 [17 CFR 260.10b-4 of this chapter] thereunder.
(f) With respect to the Securities Exchange Act of 1934 (15 U.S.C. 78a
et seq.):
(1) To determine to be effective applications for registration of
securities on a national securities exchange prior to 30 days after receipt of a
certification pursuant to section 12(d) of the Act (15 U.S.C. 78l(d));
(2) Pursuant to instructions as to financial statements contained in forms
adopted under the Act:
(i) To extend the time for filing or to permit the omission of one or
more financial statements therein required or the filing in substitution therefor of
appropriate statements of comparable character.
(ii) To require the filing of other financial statements in addition to,
or in substitution for, the statements therein required;
(3)(i) To grant and deny applications for confidential treatment filed
pursuant to section 24(b) of the Act (15 U.S.C. 78x(b)) and Rule 24b-2 thereunder (§
240.24b-2 of this chapter);
(ii) To revoke a grant of any such application for confidential
treatment.
(4) To authorize the use of forms of proxies, proxy statements, or other
soliciting material within periods of time less than that prescribed in §§ 240.14a-6,
240.14a-8(d), and 240.14a-11 of this chapter; to authorize the filing of information
statements within periods of time less than that prescribed in § 240.14c-5a of this chapter;
and to authorize the filing of information under § 240.14f-1 of this chapter within periods
of time less than that prescribed therein.
(5) To grant or deny applications filed pursuant to section 12(g)(1) of
the Act (15 U.S.C. 78l(g)(1)) for extensions of time within which to file registration
statements pursuant to that section, provided the applicant is advised of the applicant's
right to have any such denial reviewed by the Commission.
(6) To accelerate at the request of the issuer the effective date of
registration statements filed pursuant to section 12(g) of the Act (15 U.S.C. 78l(g)).
(7) To issue notices of applications for exemptions and to grant
exemptions under section 12(h) of the Act (15 U.S.C. 78l(h)).
(8) At the request of the issuer to accelerate the termination of
registration of any class of equity securities as provided in section 12(g)(4) of the Act
(15 U.S.C. 78l(g)(4)) or as provided in § 240.12g-4(a) of this chapter.
(9) Upon receipt of a notification from the Secretary of the Treasury
designating a security for exemption pursuant to section 3(a)(12), to issue public releases
announcing such designation.
(10) To issue public releases listing those foreign issuers which appear
to be current in submitting the information specified in Rule 12g3-2(b) (§ 240.12g3-2(b)).
(11) To grant exemptions from Rule 14d-10 (§ 240.14d-10 of this chapter)
pursuant to Rule 14d-10(f) (§ 240.14d-10(f) of this chapter).
(12) To grant an exemption from § 240.14b-2(b) or § 240.14b-2(c), or
both, of this chapter.
(13) To determine with respect to a tender or exchange offer otherwise
eligible to be made pursuant to rule 13e-4(g) (§ 240.13e-4(g) of this chapter) or rule
14d-1(b) (§ 240.14d-1(b) of this chapter) whether, in light of any exemptive order granted
by a Canadian federal, provincial or territorial regulatory authority, application of
certain or all of the provisions of section 13(e)(1) and sections 14(d)(1) through 14(d)(7)
of the Exchange Act, rule 13e-4, Regulation 14D (§§ 240.14d-1 — 240.14d-103 of this chapter)
and Schedules TO and 14D-9 thereunder (§§ 240.14d-100 and 240.14d-101 of this chapter), and
rule 14e-1 of Regulation 14E (§§ 240.14e-1 — 240.14f-1 of this chapter), to such offer is
necessary or appropriate in the public interest.
(14) To administer the provisions of § 240.24c-1 of this chapter;
provided that access to nonpublic information as defined in such section shall be provided
only with the concurrence of the head of the Commission division or office responsible for
such information or the files containing such information.
(15) To administer the provisions of Section 24(d) of the Act (15 U.S.C.
78x(d)).
(16) To grant requests for exemptions from:
(i) Tender offer provisions of sections 13(e) and 14(d)(1) through
14(d)(7) of the Act (15 U.S.C. 78m(e) and 78n(d)(1) through 78n(d)(7)), Rule 13e-3 (§
240.13e-3 of this chapter) and Rule 13e-4 (§ 240.13e-4 of this chapter), Regulation 14D (§§
240.14d-1 through 240.14d-11 of this chapter) and Schedules 13E-3, TO, and 14D-9 (§§
240.13e-100, 240.14d-100 and 240.14d-101 of this chapter) thereunder, pursuant to Sections
14(d)(5), 14(d)(8)(C) and 36(a) of the Act (15 U.S.C. 78n(d)(5), 78(d)(8)(C), and 78mm(a));
and
(ii) The tender offer provisions of Rules 14e-1, 14e-2 and 14e-5 of
Regulation 14E (§§ 240.14e-1, 240.14e-2 and 240.14e-5 of this chapter) pursuant to section
36(a) of the Act (15 U.S.C. 78mm(a)).
(17) At the request of a foreign private issuer, pursuant to Rule 12h-6 (§
240.12h-6 of this chapter), to accelerate the termination of the registration of a class of
securities under section 12(g) of the Act (15 U.S.C. 78l(g)) or the duty to file reports
under section 13(a) of the Act (15 U.S.C. 78m(a)) or section 15(d) of the Act (15 U.S.C.
78o(d)).
(18) To review and, either unconditionally or upon specified terms and
conditions, grant or deny exemptions from the requirements of Rules 14a-3(b) and 14c-3(a)
(§§ 240.14a-3(b) and 240.14c-3(a) of this chapter) under the Act pursuant to Section 36 of
the Act, in cases where upon examination, the matter does not appear to the Director to
present significant issues that have not been addressed previously or to raise questions of
fact or policy indicating that the public interest or the interest of investors warrants
that the Commission consider the matter, where an applicant demonstrates that it:
(i) Is required to hold a meeting of security holders as a result of an
action taken by one or more of the applicant's security holders pursuant to state law;
(ii) Is unable to comply with the requirements of Rule 14a-3(b) or Rule
14c-3(a) under the Act for audited financial statements to be included in the annual report
to security holders to be furnished to security holders in connection with the security
holder meeting required to be held as a result of the security holder demand under state
law;
(iii) Has made a good faith effort to furnish the audited financial
statements before holding the security holder meeting;
(iv) Has made a determination that it has disclosed to security holders
all available material information necessary for the security holders to make an informed
voting decision in accordance with Regulation 14A or Regulation 14C (§§ 240.14a-1 —
240.14b-2 or §§ 240.14c-1 — 240.14c-101 of this chapter); and
(v) Absent a grant of exemptive relief, it would be forced to violate
either state law or the rules and regulations administered by the Commission.
(g) Notwithstanding anything in the foregoing:
(1) Matters arising under the Investment Company Act of 1940 (15 U.S.C.
80a-1 et seq.), the Securities Act of 1933 (15 U.S.C. 77a et seq.), the
Securities Exchange Act of 1934 (15 U.S.C. 78a et seq.) and the Trust Indenture Act of 1939
(15 U.S.C. 77aaa et seq.) pertaining to investment companies registered under the
Investment Company Act of 1940 are not within the scope of the functions delegated to the
Director of the Division of Corporation Finance, except those arising under section 30(f) of
the Investment Company Act of 1940 (15 U.S.C. 80a-29(f));
(2) In any case in which the Director of the Division of Corporation
Finance believes it appropriate, the Director may submit the matter to the Commission.
(h) With respect to the Securities Act of 1933 (15 U.S.C. 77a et
seq.) and Rule 701 thereunder (§ 230.701 of this chapter), to authorize the granting
of applications under Rule 703(b) (§ 230.703(b) of this chapter) upon a showing of good
cause that it is not necessary under the circumstances that an exemption under Rule 701 be
denied.
(i) With respect to the Securities Act of 1933 (15 U.S.C. 77a et
seq.) and Rule 144A thereunder (§ 230.144A of this chapter), taking into account
then-existing market practices, to designate any securities or classes of securities to be
securities that will not be deemed “of the same class as securities listed on a national
securities exchange or quoted in a U.S. automated inter-dealer quotation system” within the
meaning of Rule 144A(d)(3)(i) (§ 230.144A(d)(3)(i) of this chapter).
(j) With respect to the Securities Act of 1933 (15 U.S.C. 77a et
seq.) and Regulation S thereunder (§ 230.901 et seq. of this chapter), and in
consultation with the Director of the Division of Trading and Markets, to designate any
foreign securities exchange or non-exchange market as a “designated offshore securities
market” within the meaning of Rule 902(a) (§ 230.902(a) of this chapter).
(k) With respect to the Securities Act of 1933 (15 U.S.C. 77a et
seq.), the Securities Exchange Act of 1934 (15 U.S.C. 78a et seq.), the Trust
Indenture Act of 1939 (15 U.S.C. 77aaa et seq.), and Regulation S-T thereunder (part 232 of
this chapter), to grant or deny a request submitted pursuant to Rule 13(b) of Regulation S-T
(§ 232.13(b) of this chapter) to adjust the filing date of an electronic filing.
(l) With respect to the Securities Act of 1933 (15 U.S.C. 77a et
seq.), the Securities Exchange Act of 1934 (15 U.S.C. 78a et seq.), the Trust
Indenture Act of 1939 (15 U.S.C. 77aaa et seq.), and Regulation S-T thereunder (part
232 of this chapter), to set the terms of, and grant or deny as appropriate, continuing
hardship exemptions, pursuant to Rule 202 of Regulation S-T, (§ 232.202 of this chapter),
from the electronic submission requirements of Regulation S-T (part 232 of this
chapter).
(m) With respect to Section 104(i)(2)(A) of the Sarbanes-Oxley Act of 2002 (15 U.S.C. 7214
(as amended by Pub. L. 116-222)), to identify each “covered issuer,” as that term is defined
in Section 104(i)(1)(A) of the Sarbanes-Oxley Act of 2002, that has retained a registered
public accounting firm to issue an audit report where that registered public accounting firm
has a branch or office that is located in a foreign jurisdiction and Public Company
Accounting Oversight Board has determined that it is unable to inspect or investigate
completely because of a position taken by an authority in the foreign jurisdiction.
[41 FR 29375, July 16, 1976, 78 FR 44729, Jul. 24, 2013, 80 FR 21805, April
20, 2015, 80 FR 71387, Nov. 16, 2015; 81 FR 83494, Nov. 21, 2016; 86 FR 9436, Feb. 16,
2021; 86 FR 70027, Dec. 9, 2021]
|
Editorial Note:
For Federal Register citations
affecting § 200.30-1 see the List of CFR Sections Affected, which appears in the
Finding Aids section of the printed volume and at www.fdsys.gov.
|
200.30-2 — Delegation of authority to the Director of the Division of Economic and Risk Analysis and Chief Economist.
Pursuant to sections 4A and 4B of the Securities Exchange Act of 1934, as
amended (15 U.S.C. 78d-21, 78d-22), the Securities and Exchange Commission hereby
delegates, until the Commission orders otherwise, the following functions to the Director
of the Division of Economic and Risk Analysis and Chief Economist, to be performed by that
person or under that person's direction by such person or persons as may be designated
from time to time by the Chairman of the Commission:
(a) To update taxonomies and schemas required for use in Commission filings
and made available on the Commission's website.
(b) [Reserved]
[86 FR 9436, Feb. 16, 2021]
200.30-3 — Delegation of authority to Director of Division of Trading and Markets.
Pursuant to sections 4A and 4B of the Securities Exchange Act of 1934, as
amended (15 U.S.C. 78d-1, 78d-2), the Securities and Exchange Commission hereby delegates,
until the Commission orders otherwise, the following functions to the Director of the
Division of Trading and Markets to be performed by the Director or under the Director's
direction by such person or persons as may be designated from time to time by the Chairman
of the Commission:
(a) With respect to the Securities Exchange Act of 1934 (15 U.S.C. 78a
et seq.):
(1) To approve the withdrawal or striking from listing and registration of
securities registered on any national securities exchange pursuant to section 12(d) of the
Act (15 U.S.C. 78l(d)) and Rules 12d2-1 and 12d2-2 thereunder (§§ 240.12d2-1 and
240.12d2-2 of this chapter);
(2) [Reserved].
(3) Pursuant to section 15(b) of the Act (15 U.S.C. 78o(b)):
(i) To authorize the issuance of orders granting registration of brokers
or dealers within forty-five days of the filing of an application for registration as a
broker or dealer (or within such longer period as to which the applicant consents);
(ii) To authorize the issuance of orders canceling registrations of
brokers or dealers, or pending applications for registration, if such brokers or dealers or
applicants for registration are no longer in existence or have ceased to do business as
brokers or dealers;
(4) Pursuant to Rule 19h-1 (§ 240.19h-1 of this chapter):
(i) To grant applications with respect to membership in, association with
a member of, or participation in, a self-regulatory organization and for other relief as to
persons who are subject to an applicable disqualification where such relationships or other
relief have been approved or recommended by a self-regulatory organization;
(ii) To extend the time for Commission consideration of notices for
admission to membership or participation in a self-regulatory organization or association
with a member of persons subject to a statutory disqualification pursuant to paragraph
(a)(7) of that rule.
(5) Pursuant to § 240.17a-5(m)(3) of this chapter (Rule 17a-5(m)(3)), to
consider applications by brokers and dealers for exemptions from, and extension of time
within which to file, reports required by § 240.17a-5 of this chapter (Rule 17a-5) and to
grant, and to authorize the issuance of orders denying, such applications, provided such
applicant is advised of the applicant's right to have such denial reviewed by the
Commission.
(6) Pursuant to Rules 14e-4(c), 14e-5(d), and 15c2-11(h) (§§ 240.14e-4(c),
240.14e-5(d), and 240.15c2-11(h) of this chapter), and Rules 101(d), 102(e), 104(j), and
105(c) of Regulation M (§§ 242.101(d), 242.102(e), 242.104(j), and 242.105(c) of this
chapter), to grant requests for exemptions from Rules 14e-4, 14e-5, and 15c2-11 (§§
240.14e-4, 240.14e-5, and 240.15c2-11 of this chapter), and Rules 101, 102, 104, and 105 of
Regulation M (§§ 242.101, 242.102, 242.104, and 242.105 of this chapter).
(7) Pursuant to Rule 15c3-1 (§ 240.15c3-1 of this chapter) and Rule 18a-1
(§ 240.18a-1 of this chapter):
(i) To approve lesser equity requirements in specialist or market maker
accounts pursuant to Rule 15c3-1(a)(6)(iii)(B) (§ 240.15c3-1(a)(6)(iii)(B) of this
chapter);
(ii) To grant exemptions from Rule 15c3-1 (§ 240.15c3-1 of this chapter)
pursuant to Rule 15c3-1(b)(3) (§ 240.15c3-1(b)(3) of this chapter);
(iii) To grant temporary exemptions upon specified terms and conditions
from the debt equity requirements of Rule 15c3-1(d)(§ 240.15c3-1(d) of this chapter);
(iv) To approve a change in election of the alternative capital
requirement pursuant to Rule 15c3-1(a)(1)(ii) (§ 240.15c3-1(a)(1)(ii) of this chapter);
(v) To review applications of OTC derivatives dealers filed pursuant to
Appendix F of § 240.15c3-1f of this chapter, and to grant or deny such applications in full
or in part; and
(vi)(A) To review amendments to applications of brokers or dealers and
security-based swap dealers filed pursuant to §§ 240.15c3-1e, 240.15c3-1g, and 240.18a-1(d)
of this chapter and to approve such amendments, unconditionally or subject to specified
terms and conditions;
(B) To grant extensions and exemptions from the notification requirements
of § 240.15c3-1g(e) of this chapter, unconditionally or subject to specified terms and
conditions;
(C) To impose additional conditions, pursuant to §§ 240.15c3-1e(e) and
240.18a-1(d)(9)(iii) of this chapter, on a broker or dealer that computes certain of its net
capital deductions pursuant to § 240.15c3-1e of this chapter, or on an ultimate holding
company of the broker or dealer that is not an ultimate holding company that has a principal
regulator, as defined in § 240.15c3-1(c)(13)(ii) of this chapter, or on a security-based
swap dealer that computes certain of its net capital deductions pursuant to § 240.18a-1(d)
of this chapter;
(D) To require that a broker or dealer, or the ultimate holding company of
the broker or dealer, or a security-based swap dealer provide information to the Commission
pursuant to §§ 240.15c3-1e(a)(1)(viii)(G), 240.15c3-1e(a)(1)(ix)(C) and (a)(4),
240.18a-1(d)(2), and 240.15c3-1g(b)(1)(i)(H), and (b)(2)(i)(C) of this chapter;
(E) To determine, pursuant to §§ 240.15c3-1e(a)(10)(ii) and
240.18a-1(d)(7)(ii), that the notice that a broker or dealer and security-based swap dealer
must provide to the Commission pursuant to §§ 240.15c3-1e(a)(10)(i) and 240.18a-1(d)(7)(i)
of this chapter will become effective for a shorter or longer period of time; and
(F) To approve, pursuant to §§ 240.15c3-1e(a)(7)(ii) and
240.18a-1(d)(5)(ii) of this chapter, the temporary use of a provisional model, in whole or
in part, unconditionally or subject to any conditions or limitations;
(vii)(A) To approve the prepayments of a subordinated loan agreement of a
security-based swap dealer pursuant to § 240.18a-1d(b)(6) of this chapter;
(B) To approve a prepayment of a revolving subordinated loan agreement of
a security-based swap dealer pursuant to § 240.18a-1d(c)(4) of this chapter; and
(C) To examine a proposed subordinated loan agreement filed by a
security-based swap dealer and to find it acceptable pursuant to § 240.18a-1d(c)(5) of this
chapter.
(8) Pursuant to Rule 17a-10(d) (§ 240.17a-10(d) of this chapter), to
consider applications by broker-dealers for extensions of time in which to file reports
required by Rule 17a-10(§ 240.17a-10 of this chapter), and to grant, and to authorize the
issuance of orders denying, such applications provided such applicant is advised of the
applicant's right to have such denial reviewed by the Commission. Any extension granted
shall not be for more than 150 days after the close of the calendar year for which the
report on Form X-17A-10 (§ 249.618 of this chapter) is made.
(9) Pursuant to Rule 10b-17(b)(2) (§ 240.10b-17(b)(2) of this chapter), to
review applications of various issuers for exemption from the notice requirements of Rule
10b-17 (§ 240.10b-17 of this chapter) and to grant or deny such applications, with authority
to issue orders granting and denying same, provided each applicant is advised of the
applicant's right to have a denial reviewed by the Commission.
(10)(i) Pursuant to Rule 15c3-3 (§ 240.15c3-3 of this chapter) and Rule
18a-4 (§ 240.18a-4 of this chapter) to find and designate as control locations for purposes
of Rule 15c3-3(c)(7) (§ 240.15c3-3(c)(7) of this chapter), Rule 15c3-3(p)(2)(ii)(E)
(§ 240.15c3-3(p)(2)(ii)(E) of this chapter), and Rule 18a-4(b)(2)(v) (§ 240.18a-4(b)(2)(v)
of this chapter), certain broker-dealer and security-based swap accounts which are adequate
for the protection of customer securities.
(ii) Pursuant to section 36(a) of the Act (15 U.S.C. 78mm(a)) to review
and, either unconditionally or on specified terms and conditions, grant or deny exemptions
from the collateral requirements of paragraph (b)(3) of Rule 15c3-3 of the Act (§ 240.15c3-3
of this chapter) for a type of collateral after concluding that the characteristics of such
collateral are substantially comparable to the characteristics of a type of collateral
previously exempted by the Commission.
(iii) Pursuant to section 36(a) of the Act (15 U.S.C. 78mm(a)), to review
and grant written applications for an exemption, unconditionally or subject to specified
terms and conditions, for a broker or dealer to utilize a clearing agency registered with
the Commission under section 17A of the Act (15 U.S.C. 78q-1) or a derivatives clearing
organization registered with the Commodity Futures Trading Commission under section 5b of
the Commodity Exchange Act (7 U.S.C. 7a-1) that does not meet the requirements of 17 CFR
240.15c3-3a, Note G.(b)(1)(i) through (iii).
(11) Upon written application or upon its own motion, either
unconditionally or on specified terms and conditions, to grant or deny by order an exemption
from the requirements of Regulation SHO (§ 242.200 of this chapter) under the Act pursuant
to Section 36 of the Act (15 U.S.C. 78mm).
(12) Pursuant to section 19(b) of the Act, 15 U.S.C. 78s(b), and Rule
19b-4 (§ 240.19b-4) of this chapter, to publish notices of proposed rule changes filed by
self-regulatory organizations and to approve such proposed rule changes, and to find good
cause to approve a proposed rule change earlier than 30 days after the date of publication
of such proposed rule change and to publish the reasons for such finding. Pursuant to
section 19(b) of the Act, 15 U.S.C. 78s(b), and Rule 19b-4 (§ 240.19b-4) of this chapter, to
disapprove a proposed rule change, provided that, with respect to a particular proposed rule
change, if two (2) or more Commissioners object in writing to the Director within five (5)
business days of being notified by the Director that the Division intends to exercise its
authority to disapprove that particular proposed rule change, then the delegation of
authority to approve or disapprove that proposal is withdrawn, and the Director shall either
present a recommendation to the Commission or institute pursuant to delegated authority
proceedings to determine whether the proposed rule change should be disapproved. In
addition, pursuant to section 19(b)(10) of the Act, 15 U.S.C. 78s(b)(10), to notify a
self-regulatory organization that a proposed rule change does not comply with the rules of
the Commission relating to the required form of a proposed rule change, and to determine
that a proposed rule change is unusually lengthy and complex or raises novel regulatory
issues and to inform the self-regulatory organization of such determination.
(13) Pursuant to section 15B(a) of the Act [15 U.S.C. 78o-4(a)], to
authorize the issuance of orders granting registration of municipal securities dealers
within forty-five days of the filing of an application for registration as a municipal
securities dealer (or within such longer period as to which the applicant consents).
(14) Pursuant to section 17A(c)(2) of the Act (15 U.S.C. 78q-1(c)(2)), to
authorize the issuance of orders accelerating registration of transfer agents for which the
Commission is the appropriate regulatory agency before the expiration of thirty days
following the dates on which applications for registration as a transfer agent are
filed.
(15) [Reserved]
(16) Pursuant to sections 17A(b)(1), 17A(b)(2) and 19(a) of the Act (15
U.S.C. 78q-1(b)(1), 78q-1(b)(2) and 78s(a)), to publish notice of the filing of applications
for registration and for exemption from registration as a clearing agency.
(17) Pursuant to Rule 17f-2 (§ 240.17f-2 of this chapter).
(i) To disapprove a “Notice Pursuant to Rule 17f-2” pursuant to Rule
17f-2(e) (§ 240.17f-2(e) of this chapter).
(ii) To grant exemptions upon specified terms, conditions, and periods,
for classes of persons subject to Rule 17f-2 pursuant to Rule 17f-2(a)(2) (§ 240.17f-2(a)(2)
of this chapter).
(iii) To approve amendments to plan of a registered national securities
exchange or a national securities association submitted pursuant to Rule 17f-2(c) (§
240.17f-2(c) of this chapter).
(18) Pursuant to Rule 17d-1 (§ 240.17d-1 of this chapter) to designate one
self-regulatory organization responsible for the examination of brokers and dealers which
are members of more than one such organization to insure compliance with applicable
financial responsibility rules.
(19)(i) To grant and deny applications for confidential treatment filed
pursuant to section 24(b) of the Act (15 U.S.C. 78x(b)) and Rule 24b-2 thereunder (240.24b-2
of this chapter);
(ii) To revoke a grant of confidential treatment for any such
application.
(20) Pursuant to sections 8(c) and 15(c)(2) of the Act (15 U.S.C. 78h(c)
and 78o(2)) and paragraphs (g) of Rules 8c-1 and 15c2-1 thereunder, to make findings that
the agreements, safeguards, and provisions of registered clearing agencies are adequate for
the protection of investors.
(21) Under section 17A(c)(4)(B) of the Act (15 U.S.C. 78q-1(c)(4)(B)), to
set terms and conditions upon which transfer agents registered with the Commission may
withdraw from registration as a transfer agent by filing a written notice of withdrawal.
(22) Under section 17A(c)(4)(B) of the Act (15 U.S.C. 78q-1(c)(4)(B)), to
authorize the issuance of orders canceling registrations of transfer agents registered with
the Commission or denying applications for registration as a transfer agent with the
Commission, if such transfer agents are no longer in existence or are not engaged in
business as transfer agents.
(23) Pursuant to section 17(b) of the Act (15 U.S.C. 78q(b)), prior to any
examination of a registered clearing agency, registered transfer agent, or registered
municipal securities dealer whose appropriate regulatory agency is not the Commission, to
notify and consult with the appropriate regulatory agency for such clearing agency, transfer
agent, or municipal securities dealer.
(24) Pursuant to section 17(c)(3) of the Act, 15 U.S.C. 78q(c)(3), in
regard to clearing agencies, transfer agents and municipal securities dealers for which the
Commission is not the appropriate regulatory agency, (i) to notify the appropriate
regulatory agency of any examination conducted by the Commission of any such clearing
agency, transfer agent, or municipal securities dealer; (ii) to request from the appropriate
regulatory agency a copy of the report of any examination of any such clearing agency,
transfer agent, or municipal securities dealer conducted by such appropriate regulatory
agency and any data supplied to it in connection with such examination; and (iii) to furnish
to the appropriate regulatory agency on request a copy of the report of any examination of
any such clearing agency, transfer agent, or municipal securities dealer conducted by the
Commission and any data supplied to it in connection with such examination.
(25) Pursuant to Rule 17f-1 (§ 240.17f-1 of this chapter), to designate
persons not subject to § 240.17f-1 as reporting institutions upon specified terms,
conditions, and time periods.
(26) [Reserved]
(27) [Reserved]
(28) To grant exemptions from Rule 602 (17 CFR 242.602), pursuant to Rule
602(d) (17 CFR 242.602(d)).
(29) [Reserved]
(30) Pursuant to section 17(a) of the Act, 15 U.S.C. 78q, to approve
amendments to the plans which are consistent with the reporting structure of
§§ 240.17a-5(a)(2) and 240.17a-10(b) of this chapter (Rules 17a-5(a)(2) and 17a-10(b)) filed
by self-regulatory organizations pursuant to §§ 240.17a-5(a)(3) and 240.17a-10(b) of this
chapter (Rules 17a-5(a)(3) and 17a-10(b)).
(31) Pursuant to section 19(b)(2)(A) of the Act, 15 U.S.C. 78s(b)(2)(A),
to extend for a period not exceeding 90 days from the date of publication of notice of the
filing of a proposed rule change pursuant to section 19(b)(1) of the Act, 15 U.S.C.
78s(b)(1), the period during which the Commission must by order approve or disapprove the
proposed rule change or institute proceedings to determine whether the proposed rule change
should be disapproved and to determine whether such longer period is appropriate and publish
the reasons for such determination.
(32) Under § 240.10b-10(f) of this chapter, to grant exemptions from §
240.10b-10 of this chapter.
(33) Pursuant to Rule 17a-6 (§ 240.17a-6 of this chapter) to approve
record destruction plans and amendments thereto filed by a national securities exchange or a
national securities association.
(34) Pursuant to Rule 17d-2 (§ 240.17d-2 of this chapter) to publish
notice of plans and plan amendments filed pursuant to Rule 17d-2 and to approve such plans
and plan amendments.
(35) [Reserved]
(36) To grant exemptions from Rule 603 (17 CFR 242.603), pursuant to Rule
603(d) (17 CFR 242.603(d)).
(37) [Reserved]
(38) To disclose:
(i) To the Comptroller of the Currency, the Board of Governors of the
Federal Reserve System, the Federal Deposit Insurance Corporation, and the state banking
authorities, information and documents deemed confidential regarding registered clearing
agencies and registered transfer agents; and
(ii) To the Department of Treasury, information and documents deemed
confidential regarding possible laundering of money through or by brokers or dealers,
including compliance by brokers or dealers with the Currency and Foreign Transactions
Reporting Act of 1970, as amended.
(39) Under § 240.9b-1 of this chapter:
(i) To enable distribution of an options disclosure document or amendment
to an options disclosure document to the public prior to the time required in the Rule or to
lengthen the period before distribution can be made;
(ii) To require refiling of an amendment to an options disclosure document
pursuant to the procedure set forth in § 240.9b-1(b)(2)(i) of this chapter.
(40) [Reserved]
(41) Pursuant to Rule 6a-2(c) (§ 240.6a-2 of this chapter) to exempt
registered national securities exchanges from the filing requirements imposed by Rule 6a-2
with respect to certain affiliates and subsidiaries of the exchange.
(42) Under 17 CFR 242.608(e), to grant or deny exemptions from 17 CFR
242.608.
(43) To grant or deny exemptions from Rule 17Ad-14 (§ 240.17Ad-14 of this
chapter), pursuant to Rule 17Ad-14(d) (§ 240.17Ad-14(d) of this chapter). (sections 4A and
4B of the Securities Exchange Act of 1934, as amended, 15 U.S.C 78d-1, 78d-2).
(44) To review, publish notice of, and where appropriate, approve plans,
and amendments to plans, submitted by self-regulatory organizations pursuant to Rule
19d-1(c) under the Act (§ 240.19d-1(c)).
(45) [Reserved]
(46) Pursuant to section 15(b)(9) of the Act, 15 U.S.C. 78o(b)(9)
to review and, where appropriate, grant exemptions from the requirement of section 15(b)(8)
of the Act, 15 U.S.C. 78o(b)(8).
(47) Pursuant to section 15(a)(2) of the Act, 15 U.S.C. 78o(a)(2), to
review and, either unconditionally or on specified terms and conditions, grant exemptions
from the broker-dealer registration requirements of section 15(a)(1) of the Act, 15 U.S.C.
78o(a)(1), to Government securities brokers or Government securities dealers that have
registered with the Commission under section 15C(a)(2) of the Act, 15 U.S.C. 78o-5(a)(2),
solely with respect to effecting any transactions in, or inducing or attempting to induce
the purchase or sale of, any security principally backed by a guaranty of the United
States.
(48) [Reserved]
(49) Pursuant to section 11A(b) of the Act (15 U.S.C. 78k-1(b)) and 17 CFR
242.609 (Rule 609 thereunder), to publish notice of and, by order, grant under section
11A(b) of the Act and Rule 609 thereunder: Applications for registration as a securities
information processor; and exemptions from Rule 609, either conditionally or
unconditionally.
(50) Pursuant to sections 17A(b) and 19(a) of the Act (15 U.S.C. 78q-1(b)
and 78s(a)):
(i) To authorize the issuance of orders granting an extension to a
temporary clearing agency registration, for up to two years or such longer period as the
clearing agency consents.
(ii) To authorize the issuance of orders granting the withdrawal of an
application to become a registered clearing agency, at any time prior to final determination
of such application by the Commission, upon submission of a request for such withdrawal by
applicant.
(51) Pursuant to paragraph (a)(4) of § 240.9b-1 of this chapter, to
authorize the issuance of orders designating securities as “standardized options.”
(52) Pursuant to Rules 17h-1T and 17h-2T of the Act (§§ 240.17h-1T and
240.17h-2T of this chapter):
(i) To designate certain broker-dealers as Reporting Brokers or Dealers;
or and
(ii) To grant or deny an exemption, conditionally or unconditionally, to a
broker or dealer pursuant to section 17(h) of the Act.
(53) To administer the provisions of § 240.24c-1 of this chapter; provided
that access to nonpublic information as defined in such section shall be provided only with
the concurrence of the head of the Commission division or office responsible for such
information or the files containing such information.
(54) To administer the provisions of Section 24(d) of the Act (15 U.S.C.
78x(d)).
(55) Pursuant to § 240.15c6-1 of this chapter, taking into account then
existing market practices, to exempt contracts for the purchase or sale of any securities
from the requirements of § 240.15c6-1(a) of this chapter.
(56) Pursuant to § 270.17Ad-16 of this chapter, to designate by order the
appropriate qualified registered securities depository.
(57) Pursuant to section 19(b)(2) of the Act, 15 U.S.C. 78s(b)(2), and
section 19(b)(3) of the Act, 15 U.S.C. 78s(b)(3), to institute proceedings to determine
whether a proposed rule change of a self-regulatory organization should be disapproved and
to provide to the self-regulatory organization notice of the grounds for disapproval under
consideration. If the Commission has not taken action on a proposed rule change for which
delegated authority has been withdrawn under paragraph (a)(12) of this section prior to the
expiration of the applicable time period specified in section 19(b)(2) of the Act, 15 U.S.C.
78s(b)(2), then the Director shall institute pursuant to delegated authority proceedings to
determine whether the proposed rule change should be disapproved. In addition, pursuant to
section 19(b)(2)(B) of the Act, 15 U.S.C. 78s(b)(2)(B), to extend for a period not exceeding
240 days from the date of publication of notice of the filing of a proposed rule change
pursuant to Section 19(b)(1) of the Act, 15 U.S.C. 78s(b)(1), the period during which the
Commission must issue an order approving or disapproving the proposed rule change and to
determine whether such longer period is appropriate and publish the reasons for such
determination.
(58) Pursuant to section 19(b)(3)(C) of the Act, 15 U.S.C. 78s(b)(3)(C),
to temporarily suspend a change in the rules of a self-regulatory organization.
(59) Pursuant to paragraph (f)(6)(iii) of Rule 19b-4 (§ 240.19b-4 of this
chapter), to reduce the period before which a proposed rule change can become operative, and
to reduce the period between an SRO submission of a filing and a pre-filing
notification.
(60) [Reserved]
(61) To grant exemptions from Rule 604 (17 CFR 242.604), pursuant to Rule
604(c) (17 CFR 242.604(c)).
(62) Pursuant to section 36 of the Act (15 U.S.C. 78mm) to review and,
either unconditionally or on specified terms and conditions, grant or deny exemptions from
section 11(d)(1) of the Act (15 U.S.C. 78k(d)(1)).
(63) Pursuant to § 240.15a-1(b)(1) of this chapter, to issue orders
identifying other permissible securities activities in which an OTC derivatives dealer may
engage.
(64) Pursuant to § 240.15a-1(b)(2) of this chapter, to issue orders
determining that a class of fungible instruments that are standardized as to their material
economic terms is within the scope of eligible OTC derivative instrument.
(65) Pursuant to § 240.17a-12 of this chapter:
(i) To authorize the issuance of orders requiring over-the-counter (OTC)
derivatives dealers to file, pursuant to § 240.17a-12(a)(1)(ii) of this chapter, monthly, or
at least at such times as shall be specified, Part II of Form X-17A-5 (§ 249.617 of this
chapter) and such other financial and operational information as shall be specified.
(ii) Pursuant to § 240.17a-12(n) of this chapter, to consider applications
by OTC derivatives dealers for exemptions from, and extensions of time within which to file,
reports required by § 240.17a-12 of this chapter, and to grant or deny such
applications.
(66) To issue orders under Rules 15b3-1(c)(4), 15b6-1(e), 15Ba2-2(e)(4),
15Bc3-1(e), 15Ca2-1(c)(4), and 15Cc1-1(d) (17 CFR 240.15b3-1(c)(4), 240.15b6-1(e),
240.15Ba2-2(e)(4), 240.15Bc3-1(e), 240.15Ca2-1(c)(4), and 240.15Cc1-1(d)).
(67) [Reserved]
(68) Pursuant to Rule 605(b) (17 CFR 242.605(b)), to grant or deny
exemptions, conditionally or unconditionally, from any provision or provisions of Rule 605
(17 CFR 242.605).
(69) Pursuant to Rule 606(c) (17 CFR 242.606(c)), to grant or deny
exemptions, conditionally or unconditionally, from any provision or provisions of Rule 606
(17 CFR 242.606).
(70) Pursuant to Sections 15(a)(2) and 36 of the Act (15 U.S.C. 78o(a)(2)
and 78mm), to review and, either unconditionally or on specified terms and conditions, to
grant or deny exemptions to any bank, savings association, or savings bank from the
broker-dealer registration requirements of Section 15(a)(1) of the Act (15 U.S.C. 78o(a)(1))
or any applicable provision of this Act (15 U.S.C. 78c et seq.) and the rules and
regulations thereunder based solely on such bank's, savings association's, or savings bank's
status as a broker or dealer.
(71) Pursuant to section 6(a) of the Act, 15 U.S.C. 78f(a), and Rule 6a-1
thereunder, 17 CFR 240.6a-1:
(i) To publish a notice of filing of an application for registration as a
national securities exchange, or for exemption from registration based on limited
volume;
(ii) To publish amendments to an application for registration as a
national securities exchange, or for exemption from registration based on limited volume;
and
(iii) To extend deadlines for submission of comments to an application for
registration as a national securities exchange, or for exemption from registration based on
limited volume; and amendments to an application for registration as a national securities
exchange, or for exemption from registration based on limited volume.
(72) Pursuant to section 36 of the Act (15 U.S.C. 78mm) to review and,
either unconditionally or on specified terms and conditions, grant, or deny exemptions from
rule 17a-25 of the Act (§ 240.17a-25 of this chapter).
(73) Pursuant to Section 19(b)(7)(A) of the Act, 15 U.S.C. 78s(b)(7)(A),
to publish notices of proposed rule changes filed by self-regulatory organizations relating
to security futures products.
(74) Pursuant to Section 19(b)(7)(C) of the Act, 15 U.S.C. 78s(b)(7)(C),
to abrogate a change in the rules of a self-regulatory organization relating to security
futures products and require that it be refiled in accordance with Section 19(b)(1) of the
Act, 15 U.S.C. 78s(b)(1).
(75) Pursuant to Section 6(g)(3) of the Act, 15 U.S.C. 78f(g)(3), to
publish acknowledgement of receipt of a notice of registration as a national securities
exchange for the sole purpose of trading security futures products under Section 6(g) of the
Act and Rule 6a-4 of the Act (17 CFR 240.6a-4).
(76) Pursuant to section 36 of the Act (15 U.S.C. 78mm) to review and
grant or deny exemptions from the rule filing requirements of section 19(b) (15 U.S.C.
78s(b)) of the Act, in a case where a self-regulatory organization elects to incorporate by
reference one or more rules of another self-regulatory organization, provided that the
following specified terms and conditions are met:
(i) A self-regulatory organization electing to incorporate rules of
another self-regulatory organization has requested to incorporate rules other than trading
rules (e.g., the self-regulatory organization has requested to incorporate rules such as
margin, suitability, arbitration);
(ii) A self-regulatory organization electing to incorporate rules of
another self-regulatory organization has requested to incorporate by reference categories of
rules (rather than to incorporate individual rules within a category); and
(iii) The incorporating self-regulatory organization has reasonable
procedures in place to provide written notice to its members each time a change is proposed
to the incorporated rules of another self-regulatory organization.
Reserved.
Reserved.
Reserved.
(80) To calculate the amount of fees and assessments due from covered SROs
based on the trade data that the covered SROs submit on Form R31 (17 CFR 249.11) and to
issue Section 31 bills to covered SROs, in consultation with the Chief Operating Officer and
the Chief Economist, pursuant to Rules 31 and 31T of this chapter (17 CFR 240.31 and
240.31T).
(81) To grant or deny exemptions from Rule 610 (17 CFR 242.610), pursuant
to Rule 610(e) (17 CFR 242.610(e)).
(82) To grant or deny exemptions from Rule 611 (17 CFR 242.611), pursuant
to Rule 611(d) (17 CFR 242.611(d)).
(83) To grant or deny exemptions from Rule 612 (17 CFR 242.612), pursuant
to Rule 612(c) (17 CFR 242.612(c)).
(84) [Reserved]
(85) Pursuant to Rule 608(b)(1)(ii) (17 CFR 242.608(b)(1)(ii)), to publish notice of the
filing of a proposed amendment to an effective national market system plan; pursuant to Rule
608(b)(1)(iii) (17 CFR 242.608(b)(1)(iii)), to notify plan participants that the filing of a
national market system plan or a proposed amendment to an effective national market system
plan does not comply with paragraph (a) of Rule 608 (17 CFR 242.608) or plan filing
requirements in other sections of Regulation NMS and 17 CFR 240, subpart A, and to determine
that such plan or amendment is unusually lengthy and complex or raises novel regulatory
issues and to inform the plan participants of such determination; pursuant to Rule
608(b)(2)(i) (17 CFR 242.608(b)(2)(i)), to institute proceedings to determine whether such
plan or amendment should be disapproved, to provide the plan participants notice of the
grounds for disapproval under consideration, and to extend for a period not exceeding 240
days from the date of publication of notice of the filing of such plan or amendment the
period during which the Commission must issue an order approving or disapproving such plan
or amendment and to determine whether such longer period is appropriate and publish the
reasons for such determination; pursuant to Rule 608(b)(3)(iii) (17 CFR 242.608(b)(3)(iii)),
to summarily abrogate a proposed amendment put into effect upon filing with the Commission
and require that such amendment be refiled in accordance with paragraph (a)(1) of Rule 608
and reviewed in accordance with paragraph (b)(2) of Rule 608; and pursuant to Rule 608(b)(4)
(17 CFR 242.608(b)(4), to put a proposed amendment into effect summarily upon publication of
notice and on a temporary basis not to exceed 120 days.
(86) To authorize the issuance of orders granting on-going registration to security-based
swap dealers and major security-based swap participants based on the security-based swap
dealer's or major security-based swap participant's application, pursuant to
§ 240.15Fb2-1(e) of this chapter (Rule 15Fb2-1(e)).
(87) To authorize the issuance of orders canceling the registration of security-based swap
dealers and major security-based swap participants registered pursuant to § 240.15Fb2-1 of
this chapter (Rule 15Fb2-1) if such persons are no longer in existence or have ceased to do
business as security-based swap dealers or major security-based swap participants, pursuant
to § 240.15Fb3-3(a) of this chapter (Rule 15Fb3-3(a)).
(88) To determine by order, pursuant to § 240.15Fb3-2(b) of this chapter (Rule 15Fb3-2(b)),
whether notices of withdrawal of registration filed by security-based swap dealers or major
security-based swap participants pursuant to section 15F(b) of the Securities Exchange Act
of 1934 (15 U.S.C. 78o-10(b)) shall become effective sooner than the normal 60 day period
provided in Rule 15Fb3-2(b) (§ 240.15Fb3-2(b) of this chapter).
(89) To authorize the publication in the Federal Register of notices that a complete
application for substituted compliance has been submitted to the Commission, pursuant to
§ 240.0-13 of this chapter (Rule 0-13).
(90) To grant applications made pursuant to § 201.194 of this chapter (Rule 194 of the
Commission's Rules of Practice).
(91) Pursuant to section 19(b) of the Act, 15 U.S.C. 78s(b), and § 240.19b-4(n) of this
chapter (Rule 19b-4), to publish notices of advance notices filed by designated clearing
agencies.
(92) Pursuant to section 19(b) of the Act, 15 U.S.C. 78s(b), and § 240.19b-4(n) of this
chapter (Rule 19b-4), to publish notices of withdrawals of advance notices filed by
designated clearing agencies.
(93) Pursuant to section 806(e)(1) of the Payment, Clearing, and Settlement Supervision Act
of 2010, 12 U.S.C. 5465(e)(1)(D), to require a designated clearing agency to provide any
information necessary to assess the effect the proposed change would have on the nature or
level of risks associated with the designated clearing agency's payment, clearing, or
settlement activities and the sufficiency of any proposed risk management techniques.
(94) Pursuant to section 806(e)(1) of the Payment, Clearing, and Settlement Supervision Act
of 2010, 12 U.S.C. 5465(e)(1)(H), to extend the review period for an additional 60 days for
proposed changes that raise novel or complex issues and provide the designated clearing
agency with prompt written notice of such extension.
(95) Pursuant to §§ 242.803 and 242.808(a) and (b) of this chapter (Rules 803 and 808(a)
and (b)):
(i) To publish notice on the Commission's website of a completed application (“Form
SBSEF”), to register as a security-based swap execution facility;
(ii) To make available on the Commission's website certain specified parts of a Form
SBSEF;
(iii) To notify the applicant that its application is incomplete and will not be deemed to
have been submitted for purposes of the Commission's review;
(iv) To request from the applicant any additional information and documentation necessary
to review an application;
(v) To notify the applicant that its application is materially incomplete and to specify
the deficiencies in the application, for purposes of staying the 180-day period for
Commission review of the Form SBSEF; and
(vi) Upon receipt of a request submitted in good form by a security-based swap execution
facility for vacation of its registration, to issue an order vacating the security-based
swap execution facility's registration and to send a copy of the request and its order to
all other security-based swap execution facilities, national securities exchanges that trade
security-based swaps, and registered clearing agencies that clear security-based swaps.
(96) Pursuant to §§ 242.804(c)(1) and (2) and 242.808(b) of this chapter:
(i) To make publicly available on the Commission's website a security-based swap execution
facility's filing of new products pursuant to the self-certification procedures of § 242.804
of this chapter;
(ii) To stay for a period of up to 90 days the effectiveness of a security-based swap
execution facility's self-certification of a new product;
(iii) To publish notice on the Commission's website of a 30-day period for public comment;
and
(iv) To withdraw the stay or notify the security-based swap execution facility that the
Commission objects to the proposed certification.
(97) Pursuant to §§ 242.805(b) through (e) and 242.808(b) of this chapter:
(i) To make publicly available on the Commission's website a security-based swap execution
facility's filing of new products for Commission review and approval pursuant to § 242.805
of this chapter (Rule 805);
(ii) To notify the submitting security-based swap execution facility that a submission for
a new product does not comply with paragraph (a) of § 242.805 of this chapter (Rule
805);
(iii) To extend by an additional 45 days the period for consideration of a new product
voluntarily submitted by a security-based swap execution facility to the Commission for
approval, if the product raises novel or complex issues that require additional time to
analyze, and to notify the security-based swap execution facility of the extension within
the initial 45-day review period and briefly describe the nature of the specific issue(s)
for which additional time for review is required;
(iv) To extend the period for consideration of a new product voluntarily submitted by a
security-based swap execution facility to the Commission for approval by such longer period
as to which the security-based swap execution facility agrees in writing;
(v) To approve a proposed new product and provide notice of the approval to the
security-based swap execution facility;
(vi) To notify the security-based swap execution facility that the Commission will not, or
is unable to, approve the product, and to specify the nature of the issues raised and the
specific provision of the Act or the Commission's rules thereunder, including the form or
content requirements § 242.805(a) of this chapter, that the product violates, appears to
violate, or potentially violates but which cannot be ascertained from the submission.
(98) Pursuant to §§ 242.806(b) through (e) and 242.808(b) of this chapter:
(i) To make publicly available on the Commission's website a security-based swap execution
facility's filing of new rules and rule amendments for Commission review and approval
pursuant to § 242.806(a) of this chapter;
(ii) To notify the submitting security-based swap execution facility that a submission for
a new rule or rule amendment does not comply with § 242.806(a) of this chapter;
(iii) To extend by an additional 45 days the period for consideration of a new rule or rule
amendment voluntarily submitted by a security-based swap execution facility to the
Commission, if the proposed rule or rule amendment raises novel or complex issues that
require additional time to review or is of major economic significance, the submission is
incomplete, or the requester does not respond completely to the Commission questions in a
timely manner, and to notify the security-based swap execution facility of the extension
within the initial 45-day review period and briefly describe the nature of the specific
issue(s) for which additional time for review is required;
(iv) To extend the period for consideration of a new rule amendment voluntarily submitted
by a security-based swap execution facility to the Commission for approval by such longer
period as to which the security-based swap execution facility agrees in writing;
(v) To approve a proposed rule or rule amendment and provide notice of the approval to the
security-based swap execution facility;
(vi) To notify a security-based swap execution facility that the Commission will not, or is
unable to, approve the new rule or rule amendment and to specify the nature of the issues
raised and the specific provision of the Act or the Commission's rules thereunder, including
the form or content requirements of this section, with which the new rule or rule amendment
is inconsistent or appears to be inconsistent with the Act or the Commission's rules
thereunder, including the form or content requirements of Rule 806, with which the new rule
or rule amendment is inconsistent or appears to be inconsistent; and
(vii) To approve a proposed rule or a rule amendment, including changes to terms and
conditions of a product, on an expedited basis under such conditions as shall be specified
in the written notification.
(99) Pursuant to §§ 242.807(c) and 242.808(b) of this chapter:
(i) To make publicly available on the Commission's website a security-based swap execution
facility's filing of new rules and rule amendments pursuant to the self-certification
procedures of § 242.807 of this chapter;
(ii) To stay for a period of up to 90 days the effectiveness of a security-based swap
execution facility's self-certification of a new rule or rule amendment;
(iii) To publish notice on the Commission's website of a 30-day period for public comment;
and
(iv) To withdraw the stay or notify the security-based swap execution facility that the
Commission objects to the proposed certification.
(100) Pursuant to §§ 242.809 of this chapter, to provide written notice to a security-based
swap execution facility of a stay or tolling pending issuance of a joint interpretation upon
request for a joint interpretation of whether a proposed product is a swap, security-based
swap, or mixed swap made pursuant to § 240.3a68–2 of this chapter by the security-based swap
execution facility, the Commission, or the Commodity Futures Trading Commission.
(101) Pursuant to § 242.811 of this chapter:
(i) To request pursuant § 242.811(a) of this chapter that a security-based swap execution
facility file with the Commission information related to its business as a security-based
swap execution facility, and to specify the form, manner, and timeframe for the filing by
the security-based swap execution facility;
(ii) To request pursuant to § 242.811(b) of this chapter that a security-based swap
execution facility file with the Commission a written demonstration, containing supporting
data, information, and documents, that it is in compliance with one or more Core Principles
or with its other obligations under the Act or the Commission's rules thereunder, to specify
the Core Principles and other obligations under the Act or the Commission's rules that the
security-based swap execution facility's filing must address, and to specify the form,
manner, and timeframe for the security-based swap execution facility's filing;
(iii) To specify, pursuant to § 242.811(c)(2) of this chapter, the form and manner of the
notification required pursuant to § 242.811(c)(1) of this chapter by a security-based swap
execution facility of any transaction involving the direct or indirect transfer of 50
percent or more of the equity interest in the security-based swap execution facility, and to
request supporting documentation of the transaction;
(iv) To specify the form and manner of the certification required pursuant to
§ 242.811(c)(4) of this chapter; and
(v) To specify the form and manner of the submission by a security-based swap execution
facility of documents filed in any material legal proceeding to which the security-based
swap execution facility is a party or its property or assets is subject, as specified in
§ 242.811(d)(1) of this chapter, or in any material legal proceeding instituted against any
officer, director, or other official of the security-based swap execution facility from
conduct in such person's capacity as an official of the security-based swap execution
facility, as specified in § 242.811(d)(2) of this chapter, and to request further
documents.
(102) Pursuant to § 242.822 of this chapter (Rule 822), to require that a security-based
swap execution provide information in its possession to the Commission and to specify the
form and manner of that provision, and to require a security-based swap execution facility
to share information with other regulation organizations, data repositories, and third-party
data reporting services as necessary and appropriate to fulfill the security-based swap
execution facility's regulatory and reporting responsibilities.
(b) [Reserved]
(c) [Reserved]
(d) To notify the Securities Investor Protection Corporation (“SIPC”) of
facts concerning the activities and the operational and financial condition of any
registered broker or dealer which is or appears to be a member of SIPC and which is in or
approaching financial difficulty within the meaning of section 5 of the Securities Investor
Protection Act of 1970, as amended, 15 U.S.C. 78aaa et seq.
(e) To determine whether, and issue orders regarding, proposals for
designation of a contract market for futures trading on an index or group of securities meet
the eligibility criteria set forth under section 2(a)(1)(B)(ii) of the Commodity Exchange
Act, 7 U.S.C. 2(a).
(f) With respect to the Securities Investor Protection Act of 1970, as
amended, 15 U.S.C. 78aaa et seq. (“SIPA”):
(1) Pursuant to Section 3(a)(2)(B) of SIPA, to:
(i) Extend for a period not exceeding 90 days from the date of the filing
of the determination by the Securities Investor Protection Corporation (“SIPC”) that a
registered broker-dealer is not a SIPC member because it conducts its principal business
outside the United States and its territories and possessions, the period during which the
Commission must affirm, reverse or amend any determination by SIPC; and
(ii) Affirm such determination filed by SIPC.
(2) Pursuant to Section (3)(e)(1) of SIPA, to:
(i) Determine whether proposed bylaw changes filed by SIPC should not be
disapproved or whether the proposed bylaw change is a matter of such significant public
interest that public comment should be obtained, in which case the Division will notify SIPC
of such finding and publish notice of the proposed bylaw change in accordance with Section
3(e)(2) of SIPA; and
(ii) Accelerate the effective date of proposed bylaw changes filed by
SIPC.
(3) Pursuant to Section (3)(e)(2) of SIPA, to publish notice of proposed
rule changes filed by SIPC.
(g) To consult on behalf of the Commission pursuant to section 18(t)(1) of
the Federal Deposit Insurance Act (12 U.S.C. 1828(t)(1)) with respect to matters described
in § 200.19a.
(h) To consult on behalf of the Commission pursuant to sections
5318A(a)(4), 5318A(e)(2) and 5318(h)(2) of the Bank Secrecy Act (31 U.S.C. 5318A(a)(4),
5318A(e)(2) and 5318(h)(2)) with respect to matters described in § 200.19a.
(i) To consult on behalf of the Commission pursuant to the Uniting and
Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct
Terrorism Act of 2001 (USA PATRIOT Act), as amended (Pub. L. 107-56 (2001), 115 Stat. 272)
with respect to matters described in § 200.19a.
(j) With respect to the Securities Act of 1933 (15 U.S.C. 77a et
seq.), the Securities Exchange Act of 1934 (15 U.S.C. 78a et seq.), the Trust
Indenture Act of 1939 (15 U.S.C. 77aaa et seq.), and Regulation S-T thereunder (part
232 of this chapter), to grant or deny a request submitted pursuant to Rule 13(b) of
Regulation S-T (§ 232.13(b) of this chapter) to adjust the filing date of an electronic
filing.
(k) With respect to the Securities Act of 1933 (15 U.S.C. 77a et
seq.), the Securities Exchange Act of 1934 (15 U.S.C.) 78a et seq.), the Trust
Indenture Act of 1939 (15 U.S.C. 77aaa et seq.), and Regulation S-T thereunder (part
232 of this chapter) to set the terms of, and grant or deny as appropriate, continuing
hardship exemptions, pursuant to Rule 202 of Regulation S-T (§ 232.202 of this chapter),
from the electronic submission requirements of Regulation S-T (part 232 of this
chapter).
(l) Notwithstanding anything in paragraphs (a) through (k) of this
section, in any case in which the Director of the Division of Trading and Markets believes
it appropriate, the Director may submit the matter to the Commission.
[37 FR 16795, Aug. 19, 1972, 78 FR 42863, Jul. 18, 2013; as amended at 84
FR 5202, Feb. 20, 2019; 84 FR 43872, Aug. 22, 2019; 84 FR 68550, Dec. 16, 2019; 85 FR
65470, Oct. 15, 2020; 86 FR 9436, Feb. 16, 2021; 88 FR 87156, Dec. 15, 2023]
|
Editorial Note:
For Federal Register citations
affecting § 200.30-3 see the List of CFR Sections Affected, which appears in the
Finding Aids section of the printed volume and at www.fdsys.gov.
|
200.30-3a — Delegation of authority to Director of the Office of Municipal Securities.
Pursuant to the provisions of Pub. L. 100-181, 101 Stat. 1254, 1255 (15
U.S.C. 78d-1, 78d- 2), the Securities and Exchange Commission hereby delegates, until the
Commission orders otherwise, the following functions to the Director of the Office of
Municipal Securities to be performed by the Director or under the Director's direction by
such person or persons as may be designated from time to time by the Chairman of the
Commission:
(a) With respect to the Securities Exchange Act of 1934 (15 U.S.C. 78a et
seq.):
(1) Pursuant to section 15B of the Act (15 U.S.C. 78o-4):
(i) To authorize the issuance of orders granting registration of municipal
advisors within 45 days of the filing of an application for registration as a municipal
advisor (or within such longer period as to which the applicant consents); and
(ii) To authorize the issuance of orders canceling the registration of a
municipal advisor, if such municipal advisor is no longer in existence or has ceased to do
business as a municipal advisor.
(2) Pursuant to section 19(b) of the Act, 15 U.S.C. 78s(b), and § 240.19b-4 of this chapter
(Rule 19b-4), to publish notices of proposed rule changes filed by the Municipal Securities
Rulemaking Board and to approve such proposed rule changes, and to find good cause to
approve a proposed rule change earlier than 30 days after the date of publication of such
proposed rule change and to publish the reasons for such finding. Pursuant to section 19(b)
of the Act, 15 U.S.C. 78s(b), and Rule 19b-4 (§ 240.19b-4 of this chapter), to disapprove a
proposed rule change, provided that, with respect to a particular proposed rule change, if
two (2) or more Commissioners object in writing to the Director within five (5) business
days of being notified by the Director that the Office intends to exercise its authority to
disapprove that particular proposed rule change, then the delegation of authority to approve
or disapprove that proposal is withdrawn, and the Director shall either present a
recommendation to the Commission or institute pursuant to delegated authority proceedings to
determine whether the proposed rule change should be disapproved. In addition, pursuant to
section 19(b)(10) of the Act, 15 U.S.C. 78s(b)(10), to notify the Municipal Securities
Rulemaking Board that a proposed rule change does not comply with the rules of the
Commission relating to the required form of a proposed rule change, and to determine that a
proposed rule change is unusually lengthy and complex or raises novel regulatory issues and
to inform the Municipal Securities Rulemaking Board of such determination.
(3) Pursuant to section 15B(a) of the Act [15 U.S.C. 78o-4(a)], to authorize the issuance
of orders granting registration of municipal securities dealers within forty-five days of
the filing of an application for registration as a municipal securities dealer (or within
such longer period as to which the applicant consents).
(4)(i) To grant and deny applications for confidential treatment filed pursuant to section
24(b) of the Act (15 U.S.C. 78x(b)) and § 240.24b-2 of this chapter (Rule 24b-2
thereunder);
(ii) To revoke a grant of confidential treatment for any such application.
(5) Pursuant to section 17(b) of the Act (15 U.S.C. 78q(b)), prior to any examination of a
registered municipal securities dealer whose appropriate regulatory agency is not the
Commission, to notify and consult with the appropriate regulatory agency for such municipal
securities dealer.
(6) Pursuant to section 17(c)(3) of the Act, 15 U.S.C. 78q(c)(3), in regard to municipal
securities dealers for which the Commission is not the appropriate regulatory agency:
(i) To notify the appropriate regulatory agency of any examination conducted by the
Commission of any such municipal securities dealer;
(ii) To request from the appropriate regulatory agency a copy of the report of any
examination of any such municipal securities dealer conducted by such appropriate regulatory
agency and any data supplied to it in connection with such examination; and
(iii) To furnish to the appropriate regulatory agency on request a copy of the report of
any examination of any such municipal securities dealer conducted by the Commission and any
data supplied to it in connection with such examination.
(7) Pursuant to section 19(b)(2)(A) of the Act, 15 U.S.C. 78s(b)(2)(A), to extend for a
period not exceeding 90 days from the date of publication of notice of the filing of a
proposed rule change by the Municipal Securities Rulemaking Board pursuant to section
19(b)(1) of the Act, 15 U.S.C. 78s(b)(1), the period during which the Commission must by
order approve or disapprove the proposed rule change or institute proceedings to determine
whether the proposed rule change should be disapproved and to determine whether such longer
period is appropriate and publish the reasons for such determination.
(8) Pursuant to 17 CFR 15c2-12(e) (Rule 15c2-12(e)), to grant or deny exemptions, either
unconditionally or on specified terms and conditions, from Rule 15c2-12.
(9) To administer the provisions of § 240.24c-1 of this chapter; provided that access to
nonpublic information as defined in § 240.24c-1 shall be provided only with the concurrence
of the head of the Commission division or office responsible for such information or the
files containing such information.
(10) To administer the provisions of section 24(d) of the Act (15 U.S.C. 78x(d)).
(11) Pursuant to section 19(b)(2) of the Act, 15 U.S.C. 78s(b)(2), and section 19(b)(3) of
the Act, 15 U.S.C. 78s(b)(3), to institute proceedings to determine whether a proposed rule
change of the Municipal Securities Rulemaking Board should be disapproved and to provide to
the Municipal Securities Rulemaking Board notice of the grounds for disapproval under
consideration. If the Commission has not taken action on a proposed rule change for which
delegated authority has been withdrawn under paragraph (a)(12) of this section prior to the
expiration of the applicable time period specified in section 19(b)(2) of the Act, 15 U.S.C.
78s(b)(2), then the Director shall institute pursuant to delegated authority proceedings to
determine whether the proposed rule change should be disapproved. In addition, pursuant to
section 19(b)(2)(B) of the Act, 15 U.S.C. 78s(b)(2)(B), to extend for a period not exceeding
240 days from the date of publication of notice of the filing of a proposed rule change
pursuant to section 19(b)(1) of the Act, 15 U.S.C. 78s(b)(1), the period during which the
Commission must issue an order approving or disapproving the proposed rule change and to
determine whether such longer period is appropriate and publish the reasons for such
determination.
(12) Pursuant to section 19(b)(3)(C) of the Act, 15 U.S.C. 78s(b)(3)(C), to temporarily
suspend a change in the rules of the Municipal Securities Rulemaking Board.
(13) Pursuant to § 240.19b-4(f)(6)(iii) of this chapter (Rule 19b-4(f)(6)(iii)), to reduce
the period before which a proposed rule change can become operative, and to reduce the
period between an Municipal Securities Rulemaking Board submission of a filing and a
pre-filing notification.
(14) Pursuant to section 36 of the Act (15 U.S.C. 78mm), to review and grant or deny
exemptions from the rule filing requirements of section 19(b) (15 U.S.C. 78s(b)) of the Act,
in a case where the Municipal Securities Rulemaking Board elects to incorporate by reference
one or more rules of another self-regulatory organization, provided that the following
specified terms and conditions are met:
(i) The Municipal Securities Rulemaking Board, when electing to incorporate rules of
another self-regulatory organization, has requested to incorporate rules other than trading
rules (e.g., the Municipal Securities Rulemaking Board has requested to incorporate rules
such as margin, suitability, arbitration);
(ii) The Municipal Securities Rulemaking Board, when electing to incorporate rules of
another self-regulatory organization has requested to incorporate by reference categories of
rules (rather than to incorporate individual rules within a category); and
(iii) The Municipal Securities Rulemaking Board has reasonable procedures in place to
provide written notice to its members each time a change is proposed to the incorporated
rules of another self-regulatory organization.
(b) To consult on behalf of the Commission pursuant to section 18(t)(1) of the Federal
Deposit Insurance Act (12 U.S.C. 1828(t)(1)) with respect to matters described in
§ 200.19a.
(c) Notwithstanding anything in the foregoing, in any case in which the
Director of the Office of Municipal Securities believes it appropriate, he may submit the
matter to the Commission.
[As amended at 86 FR 9436, Feb. 16, 2021]
200.30-3b — Delegation of authority to Director of the Office of Credit Ratings.
Pursuant to the provisions of Public Law 100-181, 101 Stat. 1254, 1255 (15
U.S.C. 78d-1, 78d-2), the Securities and Exchange Commission hereby delegates, until the
Commission orders otherwise, the following functions to the Director of the Office of
Credit Ratings to be performed by the Director or under the direction of the Director by
such person or persons as may be designated from time to time by the Chairman of the
Commission:
(a) With respect to the Securities Exchange Act of 1934 (15 U.S.C. 78a et
seq.):
(1) To grant and deny applications for confidential treatment filed pursuant
to section 24(b) of the Act (15 U.S.C. 78x(b)) and § 240.24b-2 of this chapter (Rule 24b-2
thereunder);
(2) To revoke a grant of confidential treatment for any such application.
(b) With respect to the Securities Exchange Act of 1934 (15 U.S.C. 78a et
seq.):
(1) To administer the provisions of § 240.24c-1 of this chapter; provided that
access to nonpublic information as defined in § 240.24c-1 shall be provided only with the
concurrence of the head of the Commission division or office responsible for such
information or the files containing such information.
(2) To administer the provisions of section 24(d) of the Act (15 U.S.C.
78x(d)).
[86 FR 9436, Feb. 16, 2021]
200.30-4 — Delegation of authority to Director of Division of Enforcement.
Pursuant to the provisions of Pub. L. No. 100-181, 101 Stat. 1254, 1255
(15 U.S.C. 78d-1, 78d-2), the Securities and Exchange Commission hereby delegates, until the
Commission orders otherwise, the following functions to the Director of the Division of
Enforcement to be performed by him or under his direction by such other person or persons as
may be designated from time to time by the Chairman of the Commission.
(a)(1) To designate officers empowered to administer oaths and
affirmations, subpoena witnesses, compel their attendance, take evidence, and require the
production of any books, papers, correspondence, memoranda, contracts, agreements, or other
records in the course of investigations instituted by the Commission pursuant to section
19(c) of the Securities Act of 1933 (15 U.S.C. 77s(c)), section 21(b) of the Securities
Exchange Act of 1934 (15 U.S.C. 78u(b)), section 42(b) of the Investment Company Act of 1940
(15 U.S.C. 80a-41(b)) and section 209(b) of the Investment Advisers Act of 1940 (15 U.S.C.
80b-9(b)).
(2) In nonpublic investigative proceedings, to grant requests of persons
to procure copies of the transcript of their testimony under § 203.6 of this chapter.
(3) To terminate and close all investigations authorized by the Commission
pursuant to section 20 of the Securities Act of 1933 (15 U.S.C. 77t), section 21 of the
Securities Exchange Act of 1934 (15 U.S.C. 78u), section 42 of the Investment Company Act of
1940 (15 U.S.C. 80a-41) and section 209 of the Investment Advisers Act of 1940 (15 U.S.C.
80b-9).
(4) To terminate the authority to administer oaths and affirmations,
subpoena witnesses, compel their attendance, take evidence, and require the production of
any books, papers, correspondence, memoranda, contracts, agreements, or other records in the
course of investigations instituted by the Commission pursuant to section 19(c) of the
Securities Act of 1933 (15 U.S.C. 77s(c)), section 21(b) of the Securities Exchange Act of
1934 (15 U.S.C. 78u(b)), section 42(b) of the Investment Company Act of 1940 (15 U.S.C.
80a-41(b)) and section 209(b) of the Investment Advisers Act of 1940 (15 U.S.C.
80b-9(b)).
(5) To grant or deny applications made pursuant to Rule 193 of the
Commission's Rules of Practice, § 201.193 of this chapter, provided, that, in the event of a
denial, the applicant shall be notified that such a denial may be appealed to the Commisson
for review.
(6) To notify the Securities Investor Protection Corporation (“SIPC”) of
facts concerning the activities and the operational and financial condition of any
registered broker or dealer which is or appears to be a member of SIPC and which is in or
approaching financial difficulty within the meaning of section 5 of the Securities Investor
Protection Act of 1970, as amended, 15 U.S.C. 78aaa et seq.
(7) To administer the provisions of § 240.24c-1 of this chapter; provided
that access to nonpublic information as defined in such section shall be provided only with
the concurrence of the head of the Commission division or office responsible for such
information or the files containing such information.
(8) Pursuant to Rule 204-2(j)(3)(ii) (§ 275.204-2(j)(3)(ii) of this
chapter) under the Investment Advisers Act of 1940 (15 U.S.C. 80b-1 et seq.), to make
written demands upon non-resident investment advisers subject to the provisions of such rule
to furnish to the Commission true, correct, complete and current copies of any or all books
and records which such non-resident investment advisers are required to make, keep current
or preserve pursuant to any provision of any rule or regulation of the Commission adopted
under the Investment Advisers Act of 1940, or any part of such books and records which may
be specified in any such demand.
(9) To administer the provisions of Section 24(d) of the Securities
Exchange Act of 1934 (15 U.S.C. 78x(d)).
(10) To institute subpoena enforcement proceedings in federal court to
seek an order compelling the production of documents or an individual's appearance for
testimony pursuant to subpoenas issued pursuant to paragraph (a)(1) of this section in
connection with investigations pursuant to section 19(c) of the Securities Act of 1933 (15
U.S.C. 77s(c)), section 21(b) of the Securities Exchange Act of 1934 (15 U.S.C. 78u(b)),
section 42(b) of the Investment Company Act of 1940 (15 U.S.C. 80a-41(b)) and section 209(b)
of the Investment Advisers Act of 1940 (15 U.S.C. 80b-9(b)).
(11) To authorize staff to appear in federal bankruptcy court to preserve
Commission claims in connection with investigations pursuant to section 19(c) of the
Securities Act of 1933 (15 U.S.C. 77s(c)), section 21(b) of the Securities Exchange Act of
1934 (15 U.S.C. 78u(b)), section 42(b) of the Investment Company Act of 1940 (15 U.S.C.
80a-41(b)) and section 209(b) of the Investment Advisers Act of 1940 (15 U.S.C.
80b-9(b)).
(12) Pursuant to Section 36 of the Securities Exchange Act of 1934 (15
U.S.C. 78mm) to review and, either unconditionally or on specified terms and conditions,
grant, or deny exemptions from rule 17a-25 of the Act (§ 240.17a-25 of this chapter),
provided that the Division of Trading and Markets is notified of any such granting or denial
of an exemption.
(13) To order the making of private investigations pursuant to section
19(c) of the Securities Act of 1933 (15 U.S.C. 77s(c)), section 21(b) of the Securities
Exchange Act of 1934 (15 U.S.C. 78u(b)), section 42(b) of the Investment Company Act of 1940
(15 U.S.C. 80a-41(b) and section 209(b) of the Investment Advisers Act of 1940 (15 U.S.C.
80b-9(b)).
(14) To submit witness immunity requests to the U.S. Attorney General
pursuant to 18 U.S.C. 6002-6004, and, upon approval by the U.S. Attorney General, to seek
or, for the period from June 17, 2011 through December 19, 2012, to issue orders compelling
an individual to give testimony or provide other information pursuant to subpoenas that may
be necessary to the public interest in connection with investigations and related
enforcement actions pursuant to section 22(b) of the Securities Act of 1933 (15 U.S.C.
77v(b)), section 21(c) of the Securities Exchange Act of 1934 (15 U.S.C. 78u(c)), section
42(c) of the Investment Company Act of 1940 (15 U.S.C. 80a-41(c)) and section 209(c) of the
Investment Advisers Act of 1940 (15 U.S.C. 80b-9(c)).
(15) With respect to debts arising from actions to enforce the federal
securities laws, to terminate collection activity or discharge debts, to accept offers to
compromise debts when the principal amount of the debt is $5 million or less, to reject
offers to compromise debts, and to accept or reject offers to enter into payment plans.
(16) To disclose information, in accordance with Section 21F(h)(2) of the
Securities Exchange Act of 1934 (15 U.S.C. 78u-6(h)(2)), that would reveal, or could
reasonably be expected to reveal, the identity of a whistleblower.
(b) Notwithstanding anything in the foregoing, in any case in which the
Director of the Division of Enforcement believes it appropriate, he may submit the matter to
the Commission.
(17) With respect to disgorgement and Fair Fund plans established in
administrative proceedings instituted by the Commission pursuant to the federal securities
laws, to appoint a person as a plan administrator, if that person is included in the
Commission’s approved pool of administrators, and, for an administrator appointed pursuant
to this delegation, to set the amount of or waive for good cause shown, the administrator’s
bond required by § 201.1105(c) of this chapter.
(18) With respect to enforcement proceedings in Federal court, to:
(i) Dismiss claims against entities that are defunct, the subject of Federal or foreign
bankruptcy proceedings, or without material assets; and
(ii) Dismiss claims against persons or entities that duplicate or overlap with other
pending claims against those persons or entities, unless the dismissal would involve claims
requiring a higher level of intent than that required by the remaining claims, result in a
reduction of disgorgement available for the claims in the Commission's complaint, or
eliminate the statutory basis for a bar sought in the Commission's complaint.
(19) To file applications in Federal court to seek an order pursuant to section 21(h)(2) of
the Securities Exchange Act of 1934 (15 U.S.C. 78u(h)(2)) in connection withn investigations
pursuant to section 19(c) of the Securities Act of 1933 (15 U.S.C. 77s(c)), section 21(b) of
the Securities Exchange Act of 1934 (15 U.S.C. 78u(b)), section 42(b) of the Investment
Company Act of 1940 (15 U.S.C. 80a-42(b)), and section 209(b) of the Investment Advisers Act
of 1940 (15 U.S.C. 80b-9(b)).
(20) To institute proceedings pursuant to section 12(j) of the Securities Exchange Act of
1934 (15 U.S.C. 78l (j)) with respect to a security based on the issuer's alleged
failure to file required periodic reports and, in connection with the institution of such
proceedings, issue orders pursuant to section 12(k)(1)(A) of the Securities Exchange Act of
1934 (15 U.S.C. 78l (k)(1)(A)).
(21) With respect to disgorgement funds and Fair Fund plans established in administrative
or cease-and-desist proceedings instituted by the Commission pursuant to the Federal
securities laws, to:
(i) Grant extensions of time to submit proposed distribution plans to the Commission;
(ii) Appoint tax administrators, pursuant to a Commission-approved omnibus order;
(iii) Publish notice of proposed plans, including plans that omit elements required by
§ 201.1101 of this chapter (Rule 1101 of the Rules on Fair Fund and Disgorgement Plans);
(iv) Issue orders adopting plans as to which no negative comments have been received;
(v) Approve disbursements to investors in accordance with the plans;
(vi) Approve payment of the fees and expenses of administration; and
(vii) Approve final fund accountings.
[37 FR 16796, Aug. 19, 1972, 78 FR 46498, Aug. 1, 2013; 85 FR 85512, Dec.
29, 2020]
|
Editorial Note:
For Federal Register citations
affecting § 200.30-4, see the List of CFR Sections Affected, which appears in
the Finding Aids section of the printed volume and at www.fdsys.gov.
|
200.30-5 — Delegation of authority to Director of Division of Investment Management.
Pursuant to the provisions of sections 4A and 4B of the Securities
Exchange Act of 1934, as amended, (15 U.S.C. 78d-1, 78d-2), the Securities and Exchange
Commission hereby delegates, until the Commission orders otherwise, the following functions
to the Director of the Division of Investment Management, to be performed by the Director or
under the Director's direction by such person or persons as may be designated from time to
time by the Chairman of the Commission:
(a) With respect to the Investment Company Act of 1940 (15 U.S.C. 80a-1
et seq.):
(1) Except as otherwise provided in this section, to issue notices, under
§ 270.0-5 of this chapter, with respect to applications for orders under the Act and the
rules and regulations thereunder and, with respect to section 8(f) of the Act (15 U.S.C.
80a-8(f)), in cases where no application has been filed, where, upon examination, the matter
does not appear to the Director to present significant issues that have not been previously
settled by the Commission or to raise questions of fact or policy indicating that the public
interest or the interest of investors warrants that the Commission consider the matter.
(2) Except as otherwise provided in this section, to authorize the
issuance of orders where a notice, under § 270.0-5 of this chapter, has been issued and no
request for a hearing has been received from any interested person within the period
specified in the notice and the Director believes that the matter presents no significant
issues that have not been previously settled by the Commission and it does not appear to the
Director to be necessary in the public interest or the interest of investors that the
Commission consider the matter.
(3) To permit the withdrawal of applications pursuant to the Act (15
U.S.C. 80a-1 et seq.)
(4) In connection with the mailing of reports to stockholders and the
filing with the Commission of registration statements and of reports:
(i) To grant reasonable extensions of time, upon a showing of good cause
and that it would not be contrary to the public interest or inconsistent with the protection
of investors; and
(ii) To deny requests for extensions of time, provided the applicant is
advised that the applicant can request Commission review of any such denial.
(5) [Reserved]
(6) To authorize the issuance of orders granting confidential treatment
pursuant to section 45(a) of the Act (15 U.S.C. 80a-44(a)) where applications for
confidential treatment are made regarding matters of disclosure in registration statements
filed pursuant to section 8 of the Act (15 U.S.C. 80a-8), or in reports filed pursuant to
section 30 of the Act (15 U.S.C. 80a-29), but only when the Commission has previously by
order granted confidential treatment to the same information.
(7) To issue notices, pursuant to Rule 0-5(a) (§ 270.0-5(a) of this
chapter) with respect to applications for temporary and permanent orders under section 9(c)
of the Investment Company Act of 1940 (15 U.S.C. 80a-9(c)), and to conditionally or
unconditionally exempt persons, for a temporary period not exceeding 60 days, from section
9(a) of the Investment Company Act of 1940 (15 U.S.C. 80a-9(a)), if, on the basis of the
facts then set forth in the application, it appears that:
(i)(A) The prohibitions of section 9(a), as applied to the applicant, may
be unduly or disproportionately severe, or (B) the applicant's conduct has been such as not
to make it against the public interest or the protection of investors to grant the temporary
exemption; and
(ii) Granting the temporary exemption would protect the interests of the
investment companies being served by the applicant by allowing time for the orderly
consideration of the application for permanent relief or the orderly transition of the
applicant's responsibilities to a successor, or both.
(8) To issue —
(i) Notices, pursuant to Rule 0-5(a) (§ 270.0-5(a) of this chapter), with
respect to applications for permanent orders under section 9(c) of the Act [15 U.S.C.
80a-9(c)], and, orders, pursuant to paragraph (a)(2) of this section, that exempt
conditionally or unconditionally persons from section 9(a) of the Act [15 U.S.C. 80a-9(a)],
if, on the basis of the facts then set forth in the application, it appears that:
(A) The prohibitions of section 9(a) of the Act, as applied to the
applicant, may be unduly or disproportionately severe, or the applicant's conduct has been
such as not to make it against the public interest or the protection of investors to grant
the exemption;
(B) The prohibitions arise under section 9(a)(3) of the Act solely because
the applicant employs, or will employ, a person who is disqualified under section 9(a) (1)
or (2) of the Act; and,
(C) The employee does not and will not serve in any capacity directly
related to providing investment advice to, or acting as depositor for, any registered
investment company, or acting as principal underwriter for any registered open-end company,
registered unit investment trust or registered face amount certificate company.
(ii) Temporary orders under section 9(c) of the Act [15 U.S.C. 80a-9(c)],
exempting conditionally or unconditionally persons from section 9(a) of the Act [15 U.S.C.
80a-9(a)], if, on the basis of the application, it appears that:
(A) The prohibitions arise under section 9(a)(3) of the Act solely because
the applicant employs a person who is disqualified under section 9(a) (1) or (2) of the Act;
and
(B) Applicant meets the requirements of paragraphs (a)(8)(i) (A) and (C)
of this section.
(9) To notify an applicant under 17 CFR 270.0-5(f)(1)(ii) that an application pursuant to
the Act (15 U.S.C. 80a-1 et seq.) is not eligible for expedited review under 17 CFR
270.0-5.
(b) With respect to matters pertaining to investment companies registered
under the Investment Company Act of 1940 (15 U.S.C. 80a et seq.), pooled investment
funds or accounts, and the general assets or separate accounts of insurance companies, all
arising under the Securities Act of 1933 (15 U.S.C. 77a et seq.), the Securities
Exchange Act of 1934 (15 U.S.C. 78a et seq.), and the Trust Indenture Act of 1939 (15
U.S.C. 77aaa et seq.), the same functions as are delegated to the Director of the
Division of Corporation Finance in regard to companies other than such investment companies
in paragraphs (a), (e), and (f) of § 200.30-1.
(b-1) With respect to the Securities Act of 1933. (1) To issue
notices with respect to applications for orders under section 3(a)(2) exempting from section
5 interests or participations issued in connection with stock bonus, pension,
profit-sharing, or annuity plans covering employees some or all of whom are employees within
the meaning of section 401(c)(1) of the Internal Revenue Code of 1954 where, upon
examination, the matter does not appear to the Director to present issues not previously
settled by the Commission or to raise questions of fact or policy indicating that the public
interest or the interest of investors requires that a hearing be held.
(2) To authorize the issuance of orders where a notice has been issued and
no request for a hearing has been received from any interested person within the period
specified in the notice and the matter involved presents no issue that the Director believes
has not been settled previously by the Commission and it does not appear to the Director to
be necessary in the public interest or the interest of investors that a hearing be held.
(b-2) With respect to post-effective amendments filed pursuant to §
230.485(a) or § 230.486(a) of this chapter:
(1) To suspend the operation of paragraph (a) of such sections and to
issue written notices to registrants of such suspensions;
(2) To determine such amendments to be effective within shorter periods of
time than the sixtieth day after the filing thereof.
(b-3) With respect to post-effective amendments filed pursuant to §
230.485(b) or § 230.486(b) of this chapter:
(1) To approve additional purposes for post-effective amendments which
shall be eligible for immediate effectiveness pursuant to paragraph (b) of such
sections.
(2) To suspend the operation of paragraph (b) of such sections and to
issue written notices to registrants of such suspensions.
(b-4) With respect to registration statements filed pursuant to paragraph
(a) of Rule 487 under the Act (17 CFR 230.487(a)):
(1) To suspend the operation of said paragraph (a) and to issue written
notices to registrants of such suspensions.
(b-5) With respect to registration statements filed pursuant to paragraph
(a) of rule 488 under the Act (17 CFR 230.488(a)):
(1) To suspend the operation of said paragraphs and to issue written
notices to registrants of such suspensions;
(2) To determine such amendments to be effective within shorter periods of
time than the thirtieth day after the filing thereof.
(c) With respect to the Securities Act of 1933 and Regulation E thereunder
(§ 230.601 et seq. of this chapter):
(1) To authorize the offering of securities:
(i) Less than ten days subsequent to the filing with the Commission of a
notification on Form 1-E (§ 239.200 of this chapter) pursuant to Rule 604(a) (§ 230.604(a)
of this chapter);
(ii) Less than ten days subsequent to the filing of an amendment to a
notification on Form 1-E (§ 239.200 of this chapter) pursuant to Rule 604(c) (§ 230.604(c)
of this chapter).
(2) To authorize the use of a revised or amended offering circular less
than ten days subsequent to the filing thereof pursuant to Rule 605(e) (§ 230.605(e) of this
chapter).
(3) To authorize the use of communications specified in paragraphs (a),
(b) and (c) of Rule 607 (§ 230.607 of this chapter), less than five days subsequent to the
filing thereof.
(4) To permit the withdrawal of any notification, or any exhibit or other
documents filed as a part thereof, pursuant to Rule 604(d) (§ 230.604(d) of this
chapter).
(c-1) With respect to the Securities Exchange Act of 1934:
(1) To grant and deny applications filed pursuant to section 24(b) of the Securities
Exchange Act of 1934 (15 U.S.C. 78x(b)) and § 240.24b-2 of this chapter (Rule 24b-2) for
confidential treatment of information filed pursuant to section 13(f) of that Act (15 U.S.C.
78m(f)) and § 240.13f-1 of this chapter (Rule 13f-1) and the instructions to Form N-PX
(§§ 249.326 and 274.129 of this chapter).
(2) To revoke a grant of confidential treatment for any such
application.
(3) To administer the provisions of § 240.24c-1 of this chapter; provided
that access to nonpublic information as defined in such section shall be provided only with
the concurrence of the head of the Commission division or office responsible for such
information or the files containing such information.
(4) To administer the provisions of section 24(d) of the Act (15 U.S.C.
78x(d)).
(d) To issue certifications to investment companies that are principally
engaged in the furnishing of capital to corporations that are principally engaged in the
development or exploitation of inventions, technological improvements, new processes, or
products not previously generally available, under Section 851(e) of the Internal Revenue
Code of 1986 (26 U.S.C. 851(e)), where applications from the investment companies do not
present issues that have not been previously settled by the Commission and do not require a
hearing.
(e) With respect to the Investment Advisers Act of 1940 (15 U.S.C. 80b-1
to 80b-22):
(1) Pursuant to section 203(c) of the Act (15 U.S.C. 80b-3(c)): To
authorize the issuance of orders granting registration of investment advisers within 45 days
of the filing of an application for registration as an investment adviser (or within such
longer period as to which the applicant consents).
(2) Pursuant to section 203(h) of the Act (15 U.S.C. 80b-3(h)), to
authorize the issuance of orders canceling registration of investment advisers, or
applications for registration, if such investment advisers or applicants for registration
are no longer in existence, not engaged in business as investment advisers, or are
prohibited from registering as investment advisers under Section 203A of the Act (15 U.S.C.
80b-3a).
(3) To issue notices, under § 275.0-5 of this chapter, with respect to
applications for orders under the Act and the rules and regulations thereunder where, upon
examination, the matter does not appear to the Director to present significant issues that
have not been previously settled by the Commission or to raise questions of fact or policy
indicating that the public interest or the interest of investors warrants that the
Commission consider the matter.
(4) To authorize the issuance of orders where a notice, pursuant to §
275.0-5 of this chapter, has been issued, no request for a hearing has been received from
any interested person within the period specified in the notice, and the Director believes
that the matter presents no significant issues that have not been previously settled by the
Commission and it does not appear to the Director to be necessary in the public interest or
the interest of investors that the Commission consider the matter.
(5) To permit the withdrawal of applications pursuant to the Act (15
U.S.C. 80b-1 et seq.).
(6) Pursuant to Rule 204-2(j)(3)(ii) (§ 275.204-2(j)(3)(ii) of this
chapter), to make written demands upon non-resident investment advisers subject to the
provisions of such rule to furnish to the Commission true, correct, complete and current
copies of any or all books and records which such non-resident investment advisers are
required to make, keep current or preserve pursuant to any provision of any rule or
regulation of the Commission adopted under the Act, or any part of such books and records
which may be specified in any such demand.
(7) Pursuant to section 203A(d) of the Act (15 U.S.C. 80b-3a(d)), to set
the terms of, and grant or deny as appropriate, continuing hardship exemptions under §
275.203-3 of this chapter.
(f) To consult on behalf of the Commission pursuant to sections
5318A(a)(4), 5318A(e)(2) and 5318(h)(2) of the Bank Secrecy Act (31 U.S.C. 5318A(a)(4),
5318A(e)(2) and 5318(h)(2)) with respect to matters described in § 200.20b.
(g) To consult on behalf of the Commission pursuant to the Uniting and
Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct
Terrorism Act of 2001 (USA PATRIOT Act), as amended (Pub. L. 107-56 (2001), 115 Stat. 272)
with respect to matters described in § 200.20b.
(h) Notwithstanding anything in the foregoing:
(1) [Reserved]
(2) In any case in which the Director of the Division of Investment
Management believes it appropriate, the Director may submit the matter to the
Commission.
(i) With respect to the Investment Company Act of 1940 (15 U.S.C. 80a
et seq.), the Securities Act of 1933 (15 U.S.C. 77a et seq.), the Securities
Exchange Act of 1934 (15 U.S.C. 78a et seq.), the Trust Indenture Act of 1939 (15
U.S.C. 77aaa et seq.), and Regulation S-T thereunder (part 232 of this chapter), to
grant or deny a request submitted under Regulation S-T to adjust the filing date of an
electronic filing.
(j) With respect to the Investment Company Act of 1940 (15 U.S.C. 80a
et seq.) and rule 8b-25 thereunder (§ 270.8b-25), the Securities Act of 1933 (15
U.S.C. 77a et seq.), the Securities Exchange Act of 1934 (15 U.S.C. 78a et
seq.), the Trust Indenture Act of 1939 (15 U.S.C. 77aaa et seq.), and
Regulation S-T thereunder (part 232 of this chapter), to set the terms of, and grant or deny
as appropriate, continuing hardship exemptions under rule 202 of Regulation S-T (§ 232.202
of this chapter) from the electronic submission requirements of Regulation S-T (part 232 of
this chapter).
(k) With respect to Regulation S-T (part 232 of this chapter), to grant or
deny a request to adjust the filing date of a filing submitted under Regulation S-T.
(l) With respect to Regulation S-T (part 232 of this chapter), to set the
terms of, and grant or deny as appropriate, continuing hardship exemptions pursuant to rule
202 of Regulation S-T (§§ 232.202 of this chapter) from the electronic submission
requirements of Regulation S-T (part 232 of this chapter).
[41 FR 29376, July 16, 1976; as amended at 86 FR 9436, Feb. 16, 2021; 85 FR
57089, Sept. 15, 2020; 87 FR 78770, Dec. 22, 2022]
|
Editorial Note:
For Federal Register citations
affecting § 200.30-5 see the List of CFR Sections Affected, which appears in the
Finding Aids section of the printed volume and at www.fdsys.gov.
|
200.30-6 — Delegation of authority to Regional Directors.
Pursuant to sections 4A and 4B of the Securities Exchange Act of 1934, as
amended ( 15 U.S.C. 78d-1, 78d-2), the Securities and Exchange Commission hereby delegates,
until the Commission orders otherwise, the following functions to each Regional Director, to
be performed by the Regional Director or under the Regional Director's direction by such
person or persons as may be designated from time to time by the Chairman of the
Commission:
(a) With respect to the Securities Exchange Act of 1934, 15 U.S.C. 78
et seq.:
(1) Pursuant to section 15(b)(2)(C) of the Act (15 U.S.C.
78o(b)(2)(C)):
(i) To delay until the second six month period from registration with the
Commission, the inspection of newly registered broker-dealers that have not commenced actual
operations within six months of their registration with the Commission; and
(ii) To delay until the second six month period from registration with the
Commission, the inspection of newly registered broker-dealers to determine whether they are
in compliance with applicable provisions of the Act and rules thereunder, other than
financial responsibility rules.
(2) Pursuant to Rule 0-4 (§ 240.0-4 of this chapter), to disclose to the
Comptroller of the Currency, the Board of Governors of the Federal Reserve System and the
Federal Deposit Insurance Corporation and to the state banking authorities, information and
documents deemed confidential regarding registered clearing agencies and registered transfer
agents; Provided That, in matters in which the Commission has entered a formal order
of investigation, such disclosure shall be made only with the concurrence of the Director of
the Division of Enforcement or his or her delegate, and the General Counsel or his or her
delegate.
(b) With respect to the Investment Advisers Act of 1940, 15 U.S.C. 80b-1
et seq.: Pursuant to Rule 204-2(j)(3)(ii) (§ 275.204-2(j)(3)(ii) of this chapter),
to make written demands upon non-resident investment advisers subject to the provisions of
such rule to furnish to the Commission true, correct, complete and current copies of any or
all books and records which such non-resident investment advisers are required to make, keep
current or preserve pursuant to any provision of any rule or regulation of the Commission
adopted under the Investment Advisers Act of 1940, or any part of such books and records
which may be specified in any such demand.
(c) In nonpublic investigatory proceedings within the responsibility of
the Regional Director, to grant requests of persons to procure copies of the transcript of
their testimony given pursuant to Rule 6 of the Commission's rules relating to
investigations as in effect subsequent to November 16, 1972 (17 CFR 203.6).
(d) To notify the Securities Investor Protection Corporation (“SIPC”) of
facts concerning the activities and the operational and financial condition of any
registered broker or dealer which is or appears to be a member of SIPC and which is in or
approaching financial difficulty within the meaning of section 5 of the Securities Investor
Protection Act of 1970, as amended, 15 U.S.C. 78aaa et seq.
(e) Notwithstanding anything in paragraphs (a) through (d) of this
section, in any case in which the Regional Director believes it appropriate, the Regional
Director may submit the matter to the Commission.
[28 FR 2856, Mar. 22, 1963, as amended at 36 FR 7659, Apr. 23, 1971.
Redesignated at 37 FR 16792, Aug. 19, 1972; 86 FR 9436, Feb. 16, 2021]
|
Editorial Note:
For Federal Register citations
affecting § 200.30-6 see the List of CFR Sections Affected, which appears in the
Finding Aids section of the printed volume and at www.fdsys.gov.
|
200.30-7 — Delegation of authority to Secretary of the Commission.
Pursuant to sections 4A and 4B of the Securities Exchange Act of 1934, as
amended (15 U.S.C. 78d-1, 78d-2), the Securities and Exchange Commission hereby delegates,
until the Commission orders otherwise, the following functions to the Secretary of the
Commission to be performed by the Secretary or under the Secretary's direction by such
person or persons as may be designated from time to time by the Chairman of the
Commission:
(a) With respect to proceedings conducted pursuant to the Securities Act
of 1933, 15 U.S.C. 77a et seq., the Securities Exchange Act of 1934, 15 U.S.C. 78a
et seq., the Trust Indenture Act of 1939, 15 U.S.C. 77aaa et seq., the
Investment Company Act of 1940, 15 U.S.C. 80a-1 et seq., the Investment Advisers Act
of 1940, 15 U.S.C. 80b-1 et seq., the Securities Investor Protection Act of 1970, 15
U.S.C. 78aaa et seq., the provisions of Rule 102(e) of the Commission's Rules of
Practice, Section 201.102(e) of this chapter, and Title I of the Sarbanes-Oxley Act of 2002,
15 U.S.C. 7211-7219;
(1) To fix the time and place for hearings and oral arguments before the
Commission pursuant to Rule 451 of the Commission's Rules of Practice, § 201.451 of this
chapter;
(2) In appropriate cases to extend and reallocate the time prescribed in
Rule 451(c) of the Commission's Rules of Practice, § 201.451(c) of this chapter;
(3) To postpone or adjourn hearings or otherwise adjust the date for
commencement of hearings before the Commission pursuant to Rule 161 of the Commission's
Rules of Practice, § 201.161 of this chapter, and to advance such hearings;
(4) To grant or deny extensions of time within which to file papers with
the Commission under Rule 161 of the Commission's Rules of Practice, § 201.161 of this
chapter, or under part 201, subpart F of the Commission's Rules pertaining to Fair Fund and
Disgorgement Plans, §§ 201.1100-201.1106;
(5) To permit the filing of briefs with the Commission exceeding 14,000
words in length, pursuant to Rule 450(c) of the Commission's Rule of Practice, § 201.450(c)
of this chapter, and to permit the filing of motions with the Commission in excess of 7,000
words pursuant to Rule 154(c) of the Commission's Rules of Practice, § 201.154(c) of this
chapter;
(6) To certify records of proceedings upon which are entered orders the
subject of review in courts of appeals pursuant to section 9 of the Securities Act of 1933,
15 U.S.C. 77i, section 25 of the Securities Exchange Act of 1934, 15 U.S.C. 78y, section
322(a) of the Trust Indenture Act of 1939, 15 U.S.C. 77vvv(a), section 43 of the Investment
Company Act of 1940, 15 U.S.C. 80a-42, section 213 of the Investment Advisers Act of 1940,
15 U.S.C. 80b-13, and Title I of the Sarbanes-Oxley Act of 2002, 15 U.S.C. 7211-7219;
(7) Except where the Commission otherwise directs, to issue findings and
orders pursuant to offers of settlement which the Commission has determined should be
accepted;
(8) To issue findings and orders taking the remedial action described in
the order for proceedings where a respondent expressly consents to such action, fails to
appear, or defaults in the filing of an answer required to be filed and to grant a request,
based upon a showing of good cause, to vacate an order or default, so as to permit
presentation of a defense;
(9) To designate officers of the Commission to serve notices of and orders
for proceedings and decisions and orders in such proceedings, the service of which is
required by Rules 141 and 150 of the Commission's Rules of Practice, §§ 201.141 and 201.150
of this chapter;
(10) To set the date for sanctions to take effect if an initial decision
is not appealed and becomes final pursuant to Rule 360(d) or if an initial decision is
affirmed pursuant to Rule 411;
(11) To publish pursuant to Rule 1103 of the Commission's Rules of
Practice (§ 201.1103 of this chapter) notice for fair fund and disgorgement plans, and if no
negative comments are received, to issue orders approving proposed fair fund plans and
disgorgement plans pursuant to Rule 1104 of the Commission's Rules of Practice (§ 201.1104
of this chapter). As part of this plan approval, the requirement set forth in Rule 1105(c)
(§ 201.1105(c) of this chapter) may be waived if the fair or disgorgement funds are held at
the U.S. Department of the Treasury and will be disbursed by Treasury. Upon the motion of
the staff for good cause shown, to approve the publication of proposed fair fund plans and
disgorgement plans that omit plan elements required by Rule 1101 of the Commission's Rules
of Practice (§ 201.1101 of this chapter).
(12) To issue orders instituting previously authorized administrative
proceedings pursuant to sections 15(b)(4) or (6), 15B, 15C, or 17A of the Securities
Exchange Act of 1934 (15 U.S.C. 78o(b)(4) or (6), 78o-4, 78o-5, or 78q-1), and section
203(e) or (f) of the Investment Advisers Act of 1940 (15 U.S.C. 80b-3(e) or (f)), based on
the entry of an injunction or a criminal conviction, and to issue findings and orders in
such cases where a respondent consents to a bar from association.
(b) To order the making of private investigations pursuant to section
21(a) of the Securities Exchange Act of 1934, on request of the Division of Corporation
Finance or the Division of Enforcement, with respect to proxy contests subject to section 14
of that Act and regulation 14A thereunder, and tender offers filed pursuant to section 14(d)
of the Act.
(c) To authenticate all Commission documents produced for administrative
or judicial proceedings.
(d) The functions otherwise delegated to the General Counsel under
§ 200.30-14(h) and (j), with respect to any proceeding in which the Chairman or the General
Counsel has determined, pursuant to § 200.30-14(i) and (k), that separation of functions
requirements or other circumstances would make inappropriate the General Counsel's exercise
of such delegated functions.
(e) Notwithstanding anything in paragraphs (a) through (d) of this
section, in any case in which the Secretary of the Commission believes it appropriate the
Secretary may submit the matter to the Commission.
[35 FR 17989, Nov. 24, 1970. Redesignated at 37 FR 16792, Aug. 19, 1972; 83
FR 44465, Aug. 31, 2018; 86 FR 9436, Feb. 16, 2021]
|
Editorial Note:
For Federal Register citations
affecting § 200.30-7, see the List of CFR Sections Affected, which appears in
the Finding Aids section of the printed volume and at www.fdsys.gov.
|
200.30-8 — [Reserved]
200.30-9 — Delegation of authority to hearing officers.
Pursuant to the provisions of Section 4A of the Securities Exchange Act of
1934 (15 U.S.C. 78d-1), the Securities and Exchange Commission hereby delegates, until the
Commission orders otherwise, to each Administrative Law Judge (“Judge”) the authority:
(a) To make an initial decision in any proceeding at which the Judge
presides in which a hearing is required to be conducted in conformity with the
Administrative Procedure Act (5 U.S.C. 557) unless such initial decision is waived by all
parties who appear at the hearing and the Commission does not subsequently order that an
initial decision nevertheless be made by the Judge, and in any other proceeding in which the
Commission directs the Judge to make such a decision; and
(b) To issue, upon entry pursuant to Rule 531 of the Commission's Rules of
Practice, § 201.531 of this chapter, of an initial decision on a permanent order, a separate
order setting aside, limiting or suspending any temporary sanction, as that term is defined
in Rule 101(a)(11) of the Commission's Rules of Practice, § 201.101(a) of this chapter, then
in effect in accordance with the terms of the initial decision.
[60 FR 32794, June 23, 1995]
200.30-10 — Delegation of authority to Chief Administrative Law Judge.
Pursuant to sections 4A and 4B of the Securities Exchange Act of 1934, as
amended (15 U.S.C. 78d-1), the Securities and Exchange Commission hereby delegates, until
the Commission orders otherwise, the following functions to the Chief Administrative Law
Judge or to such administrative law judge or administrative law judges as may be designated
by the Chief Administrative Law Judge in the Chief Administrative Law Judge's absence, or as
otherwise designated by the Chairman of the Commission in the absence of the Chief
Administrative Law Judge:
(a) With respect to proceedings conducted before an administrative law
judge, pursuant to the Securities Act of 1933, 15 U.S.C. 77a et seq., the Securities
Exchange Act of 1934, 15 U.S.C. 78a et seq., the Trust Indenture Act of 1939, 15
U.S.C. 77aaa et seq., the Investment Company Act of 1940, 15 U.S.C. 80a-1 et
seq., the Investment Advisers Act of 1940, 15 U.S.C. 80b-1 et seq., the
Securities Investor Protection Act of 1970, 15 U.S.C. 78aaa et seq., and the
provisions of Rule 102(e) of the Commission's Rules of Practice, § 201.102(e) of this
chapter:
(1) After a proceeding has been authorized, to fix the time and place for
hearing pursuant to Rule 200 of the Commission's Rules of Practice, § 201.200 of this
chapter;
(2) To designate administrative law judges pursuant to Rule 110 of the
Commission's Rules of Practice, § 201.110 of this chapter;
(3) To postpone or adjourn hearings or otherwise adjust the date for
commencement of hearings pursuant to Rule 161 of the Commission's Rules of Practice, §
201.161 of this chapter, or to advance or cancel such hearings, if necessary;
(4) To grant extensions of time within which to file papers pursuant to
Rule 161 of the Commission's Rules of Practice, § 201.161 of this chapter;
(5) To permit the filing of briefs exceeding 14,000 words in length,
pursuant to Rule 450(c) of the Commission's Rules of Practice, § 201.450(c) of this
chapter;
(6) In the event the designated presiding administrative law judge is
unavailable to issue subpoenas requiring the attendance and testimony of witnesses and
subpoenas requiring the production of documentary or other tangible evidence at any
designated place of hearing upon request therefor by any party, pursuant to § 201.232 of
this chapter (Rule 232 of the Commission's Rules of Practice);
(7) Pursuant to sections 15(b)(1)(B), 15B(a)(2)(B), and 19(a)(1)(B) of the
Securities Exchange Act of 1934 and section 203(c)(2)(B) of the Investment Advisers Act of
1940 to grant extensions of time for conclusion of proceedings instituted to determine
whether applications for registration as a broker or dealer, municipal securities dealer,
national securities exchange, registered securities association, or registered clearing
agency, or as an investment adviser should be denied;
(8) To grant motions of staff counsel to discontinue administrative
proceedings as to a particular respondent who has died or cannot be found, or because of a
mistake in the identity of a respondent named in the order for proceedings.
(b) With respect to proceedings under the Equal Access to Justice Act, 5
U.S.C. 504, to make assignments as provided in § 201.37(b) of this chapter, respecting
applications made pursuant to that Act.
(c) Notwithstanding anything in paragraphs (a) and (b) of this section, in
any case in which the Chief Administrative Law Judge believes it appropriate the Chief
Administrative Law Judge may submit the matter to the Commission.
[37 FR 23827, Nov. 9, 1972, as amended at 41 FR 21183, May 24, 1976; 43 FR
13378, Mar. 30, 1978; 54 FR 53051, Dec. 27, 1989; 60 FR 32794, June 23, 1995; 69 FR 13174,
Apr. 19, 2004; 70 FR 72569, Dec. 5, 2005; 71 FR 71037, Dec. 8, 2006; 86 FR 9436, Feb. 16,
2021]
200.30-11 — Delegation of authority to the Chief Accountant.
Pursuant to the provisions of Pub. L. 101-181, 101 Stat. 1254, 1255 (15
U.S.C. 78d-1, 78d-2), the Securities and Exchange Commission hereby delegates, until the
Commission orders otherwise, the following functions to the Chief Accountant of the
Commission, to be performed by the Chief Accountant or under the Chief Accountant's
direction by such person or persons as may be designated from time to time by the Chairman
of the Commission:
(a) In connection with Commission review of inspection reports of the
Public Company Accounting Oversight Board (“PCAOB”) under 15 U.S.C. 7214(h) and § 202.140:
(1) To grant or deny review requests and notify the firm and the PCAOB as
to whether the Commission will grant the review request under § 202.140(d);
(2) To extend the time periods set forth in § 202.140(e) within which the
PCAOB, registered public accounting firm or an associated person may submit responsive
information and documents in connection with a request for Commission review.
(3) To request additional information pursuant to § 202.140(e) relating to
the PCAOB's assessments or determination under review from the PCAOB, the registered public
accounting firm, or any associated person of the firm during the course of an interim review
of an inspection report, and to grant the PCAOB, the firm or any associated person a period
of up to seven calendar days to respond to any information obtained.
(4) To consider requests for review of inspection reports and, based on
such review, to not object to all or part of the assessments or determination of the PCAOB
and terminate the stay of publication, or to remand to the PCAOB with instructions that the
stay of publication is permanent or that the PCAOB take such other actions as the Chief
Accountant deems necessary or appropriate with respect to publication, including, but not
limited to, revising the final inspection report or determinations before publication, and
to provide the written notice communicating the same to the PCAOB and the registered public
accounting firm, consistent with § 202.140 of this chapter.
(5) To determine that a timely review request by a firm will not operate
as a stay of publication of those portions of the final inspection report or determinations
described in § 202.140(b) that are the subject of the firm's review request pursuant to §
202.140(c)(5), as well as to determine that publication of the remainder of the final
inspection report or criticisms or defects in the quality control systems would not be
necessary or appropriate pursuant to § 202.140(c)(5).
(6) To, in the event the Commission does grant a review request pursuant
to § 202.140, determine that the stay of publication shall not continue pursuant to §
202.140(d).
(7) To, in the event that the review pursuant to § 202.140(e) has not been
completed and a written notice has not been sent 75 calendar days after notification to the
firm and the PCAOB that it is granting the request for an interim review, grant an extension
of time under the authority set forth in § 202.140(e).
(b)(1) Pursuant to section 107 of the Sarbanes-Oxley Act of 2002, 15
U.S.C. 7217, and section 19(b) of the Act, 15 U.S.C. 78s(b), and applicable rules of the
Commission, to publish notices of proposed rule changes filed by the Public Company
Accounting Oversight Board.
(2) Pursuant to section 107 of the Sarbanes-Oxley Act of 2002, 15 U.S.C.
7217, and section 19(b) of the Act, 15 U.S.C. 78s(b), and applicable rules of the
Commission, to approve or disapprove a proposed rule change, and to find good cause to
approve a proposed rule change earlier than 30 days after the date of publication of such
proposed rule change and to publish the reasons for such finding. The Office of the Chief
Accountant shall notify the Commission no less than five (5) business days before the Chief
Accountant intends to exercise the Chief Accountant's authority to approve or disapprove a
particular proposed rule change.
(3) Pursuant to section 107 of the Sarbanes-Oxley Act of 2002, 15 U.S.C.
7217, and section 19(b)(2)(A) of the Act, 15 U.S.C. 78s(b)(2)(A), to extend for a period not
exceeding 90 days from the date of publication of notice of the filing of a proposed rule
change pursuant to section 19(b)(1) of the Act, 15 U.S.C. 78s(b)(1), the period during which
the Commission must by order approve or disapprove the proposed rule change or institute
proceedings to determine whether the proposed rule change should be disapproved and to
determine whether such longer period is appropriate and publish the reasons for such
determination.
(4) Pursuant to section 107 of the Sarbanes-Oxley Act of 2002, 15 U.S.C.
7217, section 19(b)(2) of the Act, 15 U.S.C. 78s(b)(2), and section 19(b)(3) of the Act, 15
U.S.C. 78s(b)(3), to institute proceedings to determine whether a proposed rule change of
the Public Company Accounting Oversight Board should be disapproved and to provide to the
Public Company Accounting Oversight Board notice of the grounds for disapproval under
consideration. In addition, pursuant to section 107 of the Sarbanes-Oxley Act of 2002, 15
U.S.C. 7217, and section 19(b)(2)(B) of the Act, 15 U.S.C. 78s(b)(2)(B), to extend for a
period not exceeding 240 days from the date of publication of notice of the filing of a
proposed rule change pursuant to section 19(b)(1) of the Act, 15 U.S.C. 78s(b)(1), the
period during which the Commission must issue an order approving or disapproving the
proposed rule change and to determine whether such longer period is appropriate and publish
the reasons for such determination.
(5) Pursuant to section 107 of the Sarbanes-Oxley Act of 2002, 15 U.S.C.
7217, and section 19(b)(3)(C) of the Act, 15 U.S.C. 78s(b)(3)(C), to temporarily suspend a
rule of the Public Company Accounting Oversight Board.
(c) To administer the provisions of § 240.24c-1 of this chapter; provided that access to
nonpublic information as defined in § 240.24c-1 shall be provided only with the concurrence
of the head of the Commission division or office responsible for such information or the
files containing such information.
(d) Notwithstanding anything in paragraphs (a) through (c) of this
section, in any case in which the Chief Accountant believes it appropriate, the Chief
Accountant may submit the matter to the Commission.
[75 FR 47449, Aug. 6, 2010, as amended at 76 FR 2806, Jan. 18, 2011; 86 FR
9436, Feb. 16, 2021]
200.30-12 — [Reserved]
200.30-13 — Delegation of authority to Chief Financial Officer.
Pursuant to the provisions of 15 U.S.C. 78d-1 and 78d-2, the Securities
and Exchange Commission hereby delegates, until the Commission orders otherwise, the
following functions to the Chief Financial Officer, to be performed by the Chief Financial
Officer or under the Chief Financial Officer's direction by such person or persons as may be
designated from time to time by the Chairman of the Commission:
(a) The compromise and collection of federal claims as required by the
Federal Claims Collection Act of 1966, as amended and recodified at 31 U.S.C. 3701-3720, in
conformance with standards and procedures jointly promulgated by the Secretary of the
Treasury and the Attorney General of the United States in 31 CFR Parts 900-904.
(b) The administration of filing fee account procedures and policies
established in § 202.3a of this chapter.
(c) Pursuant to section 21F(g)(4) of the Securities and Exchange Act of
1934 (15 U.S.C. 78u-6(g)(4)), the making of requests to the Secretary of the Treasury to
invest the portion of the Securities and Exchange Commission Investor Protection Fund that
is not, in the Secretary of the Treasury's discretion, required to meet the current needs of
the fund, and the determination of the maturities for those investments suitable to the
needs of the fund.
[68 FR 50954, Aug. 22, 2003; as amended at 76 FR 60372, Sept. 29, 2011; 79
FR 59104, Oct. 1, 2014; 86 FR 9436, Feb. 16, 2021]
200.30-14 — Delegation of authority to the General Counsel.
Pursuant to the provisions of Pub. L. 101-181, 101 Stat. 1254, 101 Stat.
1255, 15 U.S.C. 78d-1, 15 U.S.C. 78d-2, and 5 U.S.C. 552a(d)(2)(B)(ii), the Securities and
Exchange Commission hereby delegates, until the Commission orders otherwise, the following
functions to the General Counsel of the Commission, to be performed by the General Counsel
or under the General Counsel's direction by such person or persons as may be designated from
time to time by the Chairman of the Commission:
(a) Grant waivers of imputed disqualification requested pursuant to 17 CFR
200.735-8(d).
(b) Determine whether the Commission will submit, after consultation with
any Division or Office of the Commission designated by the Commission, an amicus curiae
brief in private litigation on issues previously considered and designated by the Commission
as appropriate for the exercise of delegated authority. A list of the issues designated by
the Commission as subject to this delegated authority and, where determined by the
Commission, the position to be taken on each such issue, may be obtained on request
addressed to Securities and Exchange Commission, Washington, DC 20549.
(c) Determine the appropriate disposition of all Freedom of Information
Act and confidential treatment appeals in accordance with §§ 200.80(f) and (g)(12) and
200.83(e), (f), and (h).
(d) Determine the appropriate disposition of all Privacy Act appeals and
related matters in accordance with §§ 200.304 (a) and (c); 200.307 (a) and (b); 200.308(a)
(4)-(10); 200.308(b) (1)-(4); and 200.309(e) (1) and (2).
(e) File notices of appearance in bankruptcy reorganization cases under
section 1109(a) of the Bankruptcy Code involving debtors, the securities of which are
registered or required to be registered under section 12 of the Securities Exchange Act.
(f) In bankruptcy cases, to take the following actions with respect to plan or
settlement provisions that have the effect of releasing, exculpating, discharging, or
permanently enjoining actions against non-debtor third parties in contravention of Section
524(e) of the Bankruptcy Code or applicable law:
(1) Object to approval of disclosure statements, including on the basis that the
disclosure statement lacks adequate information under Section 1125(b) to support such
release provisions;
(2) Object to confirmation of bankruptcy plans; or
(3) Object to approval of settlements.
(g) Approve non-expert, non-privileged, factual testimony by present or
former staff members, and the production of non-privileged documents, when validly
subpoenaed; and assert governmental privileges on behalf of the Commission in litigation
where the Commission appears as a party or in response to third party subpoenas.
(h)(1) With respect to proceedings conducted pursuant to the Securities
Act of 1933, 15 U.S.C. 77a et seq., the Securities Exchange Act of 1934, 15 U.S.C.
78a et seq., the Trust Indenture Act of 1939, 15 U.S.C. 77aaa et seq., the
Investment Company Act of 1940, 15 U.S.C. 80a-1 et seq., the Investment Advisers Act
of 1940, 15 U.S.C. 80b-1 et seq., the Securities Investor Protection Act of 1970, 15
U.S.C. 78aaa et seq., the provisions of Rule 102(e) of the Commission Rules of
Practice, § 201.102(e) of this chapter, and Title I of the Sarbanes-Oxley Act of 2002, 15
U.S.C. 7211-7219:
(i) To consider an application for review of an interlocutory ruling which
an administrative law judge has refused to certify, and to deny such application upon
determining that the administrative law judge did not err in refusing to certify the
matter.
(ii) To consider an interlocutory ruling which an administrative judge has
certified, and to affirm such ruling upon determining that such action is appropriate.
(iii) To issue any order pursuant to an initial decision as to any person
who has not filed a petition for review within the time provided, or has withdrawn an
appeal, where the Commission has not on its own motion ordered that the initial decision be
reviewed.
(iv) Except where the Commission otherwise directs, to issue findings and
orders pursuant to offers of settlement which the Commission has determined should be
accepted.
(v) To grant petitions for review of initial decisions by a hearing
officer.
(vi) To grant motions of staff counsel to discontinue administrative
proceedings as to a particular respondent who has died or cannot be found, or because of a
mistake in the identity of a respondent named in the order for proceedings.
(vii) To request additional briefs or grant requests for the submission of
late or additional briefs, or the acceptance of affidavits or other material for inclusion
in the record or in support of motions or petitions addressed to the Commission.
(viii) To issue an order dismissing an application for review upon the
request of the applicant that the application be withdrawn.
(ix) To issue an order dismissing an exemptive application upon the
request of the applicant that the application be withdrawn.
(x) To determine motions to consolidate proceedings pending before the
Commission.
(xi) To determine whether to permit or require that a record of
proceedings be supplemented with additional evidence.
(xii) To issue an order setting the effective date of sanctions that were
stayed pending appeal to the federal courts, upon issuance of the mandate affirming the
Commission's order imposing those sanctions.
(xiii) To issue a briefing schedule order pursuant to Rule 450 of the
Commission's Rules of Practice, § 201.450 of this chapter.
(xiv) To determine motions for expedited briefing schedules.
(xv) To issue an order raising, pursuant to the provisions of Rule 411(d)
of the Commission's Rules of Practice, § 201.411(d) of this chapter, any matter relating to
whether any sanction, and if so what sanction, is in the public interest.
(2) With respect to proceedings conducted pursuant to the Securities Act
of 1933 (15 U.S.C. 77a et seq.), the Securities Exchange Act of 1934 (15 U.S.C. 78a
et seq.), the Investment Company Act of 1940 (15 U.S.C. 80a-1 et seq.), the
Investment Advisers Act of 1940 ( 15 U.S.C. 80b-1 et seq.), the Securities Investor
Protection Act of 1970 (15 U.S.C. 78aaa et seq.) and the provisions of Rule 102(e) of
the Commission's Rules of Practice (§ 201.102(e) of this chapter), to issue findings and
orders taking the remedial action described in the order for proceedings where the
respondents expressly consent to such action, fail to appear or default in the filing of
answers required to be filed; or to grant a request, based upon a showing of good cause, to
vacate an order of default, so as to permit presentation of a defense.
(3) With respect to proceedings conducted pursuant to the Securities
Exchange Act of 1934 (15 U.S.C. 78a et seq.), to issue an order dismissing an
application for review of a denial by a self-regulatory organization of an application by a
person subject to statutory disqualification to become associated with a member firm upon
receipt of notice from the self-regulatory organization that the firm is no longer a member
of the self-regulatory organization.
(4) With respect to proceedings conducted under sections 19(d), (e), and
(f) of the Securities Exchange Act of 1934, 15 U.S.C. 78s(d), (e), and (f), Title I of the
Sarbanes–Oxley Act of 2002, 15 U.S.C. 7211–7219, and § 201.442 of this chapter (Rule 442 of
the Commission's Rules of Practice) to determine that an application for review under any of
those sections has been abandoned, under the provisions of'§ 201.420, § 201.440, or
§ 201.442 of this chapter (Rule 420, Rule 440, or Rule 442 of the Commission's Rules of
Practice), or otherwise, and accordingly to issue an order dismissing the application.
(5) With respect to proceedings conducted pursuant to the Securities
Exchange Act of 1934, 15 U.S.C. 78a et seq., the Investment Company Act of 1940, 15
U.S.C. 80a–1 et seq., the Investment Advisers Act of 1940, 15 U.S.C. 80b–1 et
seq., the provisions of § 201.102(e) or § 201.442 of this chapter (Rule 102(e) or Rule
442 of the Commission's Rules of Practice), and Title I of the Sarbanes–Oxley Act of 2002,
15 U.S.C. 7211–7219, to determine applications to stay Commission orders pending appeal of
those orders to the federal courts and to determine application to vacate such stays.
(6) With respect to review proceedings pursuant to Sections 19 (d), (e),
and (f) of the Securities Exchange Act of 1934 (15 U.S.C. 78s (d), (e), and (f)), to
determine applications for a stay of action taken by a self-regulatory organization pending
Commission review of that action and to determine applications to vacate such stays.
(7) In connection with Commission review of actions taken by
self-regulatory organizations pursuant to sections 19(d), (e), and (f) of the Securities
Exchange Act of 1934, 15 U.S.C. 78s(d), (e), and (f), by the Public Company Accounting
Oversight Board pursuant to Title I of the Sarbanes–Oxley Act of 2002, 15 U.S.C. 7211–7219,
or by a security-based swap execution facility pursuant to § 201.442 of this chapter (Rule
442 of the Commission's Rules of Practice) to grant or deny requests for oral argument in
accordance with the provisions of § 201.451 of this chapter (Rule 451 of the Commission's
Rules of Practice).
(8) In connection with Commission review of actions taken by the Public
Company Accounting Oversight Board pursuant to Title I of the Sarbanes-Oxley Act of 2002, 15
U.S.C. 7211–7219, or by a security-based swap execution facility pursuant to § 201.442 of
this chapter (Rule 442 of the Commission's Rules of Practice), to determine whether to lift
the automatic stay of a disciplinary sanction.
(i) Notwithstanding anything in paragraph (h) of this section, the
functions described in paragraph (h) of this section are not delegated to the General
Counsel with respect to proceedings in which the Chairman or the General Counsel determines
that separation of functions requirements or other circumstances would make inappropriate
the General Counsel's exercise of such delegated functions. With respect to such
proceedings, such functions are delegated to the Secretary of the Commission pursuant to
§ 200.30-7 of this chapter.
(j)(1) With respect to a proceeding conducted pursuant to the Securities
Act of 1933, 15 U.S.C. 77a et seq., the Securities Exchange Act of 1934, 15 U.S.C.
78a et seq.; the Investment Company Act of 1940, 15 U.S.C. 80a-1 et seq.; the
Investment Advisers Act of 1940, 15 U.S.C. 80b-1 et seq.; and the provisions of Rule
102(e) of the Commission's Rules of Practice, 17 CFR 201.102(e), that has been set for
hearing before the Commission pursuant to Rule 110 of the Commission's Rules of Practice, 17
CFR 201.110:
(i) To determine procedural requests or similar prehearing matters;
and
(ii) To rule upon non-dispositive, prehearing motions.
(2) Provided, however, that the General Counsel may not issue subpoenas,
authorize depositions, rule upon the admissibility of evidence or upon motions to quash or
to compel, preside over a hearing or the taking of testimony, sanction a party, act upon a
dispositive motion, declare a default, dispose of a claim or defense, or otherwise resolve
or terminate the proceeding on the merits.
(k) Notwithstanding anything in paragraph (i) of this section, the
functions described in paragraph (i) of this section are not delegated to the General
Counsel with respect to proceedings in which the Chairman or the General Counsel determines
that separation of functions requirements or other circumstances would make inappropriate
the General Counsel's exercise of such delegated functions. With respect to such
proceedings, such functions are delegated to the Secretary of the Commission pursuant to
§ 200.30-7.
(l) Notwithstanding anything in paragraph (h) or (j) of this section, in
any case described in paragraphs (h) or (j) of this section in which the General Counsel
believes it appropriate, the General Counsel may submit the matter to the Commission.
(m) With respect to the Securities Exchange Act of 1934 (15 U.S.C. 78a
et seq.):
(1) To administer the provisions of § 240.24c-1 of this chapter; provided
that access to nonpublic information as defined in such section shall be provided only with
the concurrence of the head of the Commission division or office responsible for such
information or the files containing such information.
(2) To administer the provisions of section 24(d) of the Act (15 U.S.C.
78x(d)).
(n) To refer matters and information concerning possible professional
misconduct to state bar associations and other state professional boards or societies.
(o) File applications in district court under Section 21(e)(1) of the
Securities Exchange Act of 1934 (15 U.S.C. 78u(e)(1)) to obtain orders commanding persons to
comply with Commission orders.
(p)(1) To designate officers empowered to administer oaths and
affirmations, subpoena witnesses, compel their attendance, take evidence, and require the
production of any books, papers, correspondence, memoranda, contracts, agreements, or other
records in the course of investigations instituted by the Commission pursuant to Section 21
of the Securities Exchange Act of 1934 (15 U.S.C. 78u) including for possible violations by
attorneys of Rule 102(e) of the Commission Rules of Practice (17 CFR 201.102(e)).
(2) To terminate the authority of officers to administer oaths and
affirmations, subpoena witnesses, compel their attendance, take evidence, and require the
production of any books, papers, correspondence, memoranda, contracts, agreements, or other
records in the course of investigations instituted by the Commission pursuant to Section 21
of the Securities Exchange Act of 1934 (15 U.S.C. 78u) including for possible violations by
attorneys of Rule 102(e) of the Commission Rules of Practice (17 CFR 201.102(e)).
[47 FR 20288, May 12, 1982; as last amended at 83 FR 44465, Aug. 31, 2018;
84 FR 50737, Sept. 26, 2019; 85 FR 12221, Mar. 2, 2020; 86 FR 9436, Feb. 16, 2021; 88 FR
87156, Dec. 15, 2023]
|
Editorial Note:
For Federal Register citations
affecting § 200.30-14, see the List of CFR Sections Affected, which appears in
the Finding Aids section of the printed volume and at www.fdsys.gov.
|
200.30-15 — Delegation of authority to Chief Operating Officer.
Under Pub. L. 100-181, 101 Stat. 1254 (15 U.S.C. 78d-1, 78d-2), the
Securities and Exchange Commission hereby delegates, until the Commission orders otherwise,
the following functions to the Chief Operating Officer to be performed by the Chief
Operating Officer or under the Chief Operating Officer's direction by persons designated by
the Chairman of the Commission: To identify and implement additional changes within the
Commission that will promote the principles and standards of the National Performance Review
and the strategic and quality management approaches described by the Federal Quality
Institute's “Presidential Award for Quality” or its successor awards.
[60 FR 14630, Mar. 20, 1995; as amended at 86 FR 9436, Feb. 16,
2021]
200.30-16 — [Remoed and Reserved]
[54 FR 18102, Apr. 27, 1989, as amended at 59 FR 39681, Aug. 4, 1994; 86 FR
9436, Feb. 16, 2021]
200.30-17 — Delegation of authority to Director of Office of International Affairs.
Pursuant to the provisions of Pub. L. 100-181, 101 Stat. 1254, 1255 (15
U.S.C. 78d-1, 78d-2), the Securities and Exchange Commission hereby delegates, until the
Commission orders otherwise, the following functions to the Director of the Office of
International Affairs to be performed by the Director or under the Director's direction by
such other person or persons as may be designated from time to time by the Chairman of the
Commission:
(a) To administer the provisions of § 240.24c-1 of this chapter; provided
that access to nonpublic information as defined in such section shall be provided only with
the concurrence of the head of the Commission division or office responsible for such
information or the files containing such information.
(b) To administer the provisions of section 24(d) of the Securities
Exchange Act of 1934 (15 U.S.C. 78x(d)).
[58 FR 52419, Oct. 8, 1993]
200.30-18 — Delegation of authority to Director of the Division of Examinations.
Pursuant to the provisions of Public Law 100-181, 101 Stat. 1254, 1255 (15
U.S.C. 78d-1, 78d-2), the Securities and Exchange Commission hereby delegates, until the
Commission orders otherwise, the following authority to the Director of the Division of
Examinations (“Examinations”) to be performed by the Director or by such other person or
persons as may be designated from time to time by the Chairman of the Commission:
(a) To administer the provisions of § 240.24c-1 of this chapter; provided
that access to nonpublic information as defined in such Section shall be provided only with
the concurrence of the head of the Commission division or office responsible for such
information or the files containing such information.
(b) [Reserved]
(c)(1) Pursuant to Section 17(b) of the Exchange Act (15 U.S.C. 78q(b)),
prior to any examination of a registered clearing agency, registered transfer agent, or
registered municipal securities dealer whose appropriate regulatory agency is not the
Commission, to notify and consult with the appropriate regulatory agency for such clearing
agency, transfer agent, or municipal securities dealer.
(2) Pursuant to section 17(b)(1)(B) of the Exchange Act (15 U.S.C.
78q(b)(1)(B)), prior to any examination of a broker or dealer registered pursuant to section
6(g) of the Exchange Act (15 U.S.C. 78f(g)) or a national securities association registered
pursuant to section 15A(k) of the Exchange Act (15 U.S.C. 78o-3(k)), to notify and consult
with the Commodity Futures Trading Commission regarding the feasibility and desirability of
coordinating such examination with examinations conducted by the Commodity Futures Trading
Commission in order to avoid unnecessary regulatory duplication or undue regulatory
burdens.
(d) Pursuant to Section 17(c)(3) of the Exchange Act (15 U.S.C.
78q(c)(3)), in regard to clearing agencies, transfer agents and municipal securities dealers
for which the Commission is not the appropriate regulatory agency:
(1) To notify the appropriate regulatory agency of any examination
conducted by the Commission of any such clearing agency, transfer agent, or municipal
securities dealer;
(2) To request from the appropriate regulatory agency a copy of the report
of any examination of any such clearing agency, transfer agent, or municipal securities
dealer conducted by such appropriate regulatory agency and any data supplied to it in
connection with such examination; and
(3) To furnish to the appropriate regulatory agency on request a copy of
the report of any examination of any such clearing agency, transfer agent, or municipal
securities dealer conducted by the Commission and any data supplied to it in connection with
such examination.
(e) [Reserved]
(f) [Reserved]
(g) [Reserved]
(h) [Reserved]
(i) With respect to the Investment Advisers Act of 1940 (“Advisers Act”)
(15 U.S.C. 80b-1 et seq.):
(1) Pursuant to Section 203(h) of the Advisers Act (15 U.S.C.80b-3(h)), to
authorize the issuance of orders cancelling registration of investment advisers, or
applications for registration, if such investment advisers or applicants for registration
are no longer in existence or are not engaged in business as investment advisers; and
(2) Pursuant to Rule 204-2(j)(3)(ii) (§ 275.204-2(j)(3)(ii) of this
chapter), to make written demands upon non-resident investment advisers subject to the
provisions of such rule to furnish to the Commission true, correct, complete, and current
copies of any or all books and records which such non-resident investment advisers are
required to make, keep current, or preserve pursuant to any provision of any rule or
regulation of the Commission adopted under the Advisers Act, or any part of such books and
records which may be specified in any such demand.
(j) With respect to the Securities Exchange Act of 1934 (15 U.S.C. 78a
et seq.):
(1) Under section 15(b) of the Act (15 U.S.C. 78o(b)):
(i) To authorize the issuance of orders granting registration of brokers
or dealers within 45 days of the acceptance of an application for registration as a broker
or dealer (or within such longer period as to which the applicant consents);
(ii) To grant registration of brokers or dealers sooner than 45 days after
acceptance of an application for registration;
(iii) To authorize the issuance of orders canceling registrations of
brokers or dealers, or pending applications for registration, if such brokers or dealers or
applicants for registration are no longer in existence or are not engaged in business as
brokers or dealers; and
(iv) To determine whether notices of withdrawal from registration on Form
BDW shall become effective sooner than the normal 60-day waiting period.
(2) Under section 15B(a) of the Act (15 U.S.C. 78o-4(a)):
(i) To authorize the issuance of orders granting registration of municipal
securities dealers within 45 days of the filing of acceptable applications for registration
as a municipal securities dealer (or within such longer period as to which the applicant
consents); and
(ii) To grant registration of municipal securities dealers sooner than 45
days after receipt by the Commission of acceptable applications for registration.
(3) Under section 15B(c) of the Act (15 U.S.C. 78o-4(c)):
(i) To authorize the issuance of orders canceling registrations of
municipal securities dealers, or pending applications for registration, if such municipal
securities dealers or applicants for registration are no longer in existence or are not
engaged in business as municipal securities dealers; and
(ii) To determine whether notices of withdrawal from registration on Form
MSDW shall become effective sooner than the normal 60-day waiting period.
(4) Under section 15C(a) of the Act (15 U.S.C. 78o-5(a)):
(i) To authorize the issuance of orders granting registration of
government securities brokers or government securities dealers for which the Commission is
the appropriate regulatory agency within 45 days of the acceptance of an application for
registration as a government securities broker or government securities dealer (or within
such longer period as to which the applicant consents); and
(ii) To grant registration of government securities brokers or government
securities dealers for which the Commission is the appropriate regulatory agency sooner than
45 days after acceptance of an application for registration.
(5) Under section 15C(c) of the Act (15 U.S.C. 78o-5(c)):
(i) To authorize the issuance of orders canceling registrations of
government securities brokers or government securities dealers registered with the
Commission, or pending applications for registration, if such government securities brokers
or government securities dealers or applicants for registration are no longer in existence
or are not engaged in business as government securities brokers or government securities
dealers; and
(ii) To determine whether notices of withdrawal from registration on Form
BDW shall become effective sooner than the normal 60-day waiting period.
(6) Under section 17A(c) of the Act (15 U.S.C. 78q-1(c)):
(i) To authorize the issuance of orders granting registration of transfer
agents within 45 days of the filing of acceptable applications for registration as a
transfer agent (or within such longer period as to which the applicant consents);
(ii) To grant registration of transfer agents sooner than 45 days after
receipt by the Commission of acceptable applications for registration;
(iii) To authorize the issuance of orders canceling registrations of
transfer agents, or pending applications for registration, if such transfer agents or
applicants for registration are no longer in existence or are not engaged in business as
transfer agents; and
(iv) To determine whether notices of withdrawal from registration on Form
TA-W shall become effective sooner than the normal 60-day waiting period.
(7) Under section 15B(a) of the Act (15 U.S.C. 78o-4(a)):
(i) To authorize the issuance of orders granting registration of municipal
advisors within 45 days of the filing of an application for registration as a municipal
advisor (or within such longer period as to which the applicant consents); and
(ii) To grant registration of municipal advisors sooner than 45 days after
the filing of an application for registration.
(8) Under section 15B(c) of the Act (15 U.S.C. 78o-4(c)):
(i) To authorize the issuance of orders canceling the registration of a
municipal advisor, if such municipal advisor is no longer in existence or has ceased to do
business as a municipal advisor; and
(ii) To determine whether notices of withdrawal from registration on Form
MA-W shall become effective sooner than the 60-day waiting period.
(k) With respect to the Investment Advisers Act of 1940 (15 U.S.C. 80b-1
et seq.):
(1) Under section 203(c) of the Act (15 U.S.C. 80b-3(c)):
(i) To authorize the issuance of orders granting registration of
investment advisers within 45 days of the filing of acceptable applications for registration
as an investment adviser (or within such longer period as to which the applicant consents);
and
(ii) To grant registration of investment advisers sooner than 45 days
after receipt by the Commission of acceptable applications for registration.
(2) [Reserved]
(l) With respect to the Securities Investor Protection Act of 1970 (15
U.S.C. 78aaa et seq.):
(1) To cause a written notice to be sent by registered or certified mail,
upon receipt of a copy of a notice sent by or on behalf of the Securities Investor
Protection Corporation that a broker or dealer has failed to timely file any report or
information or to pay when due all or any part of an assessment as required under section
10(a) of this Act, to such delinquent member advising such member that it is unlawful for
the member under the provisions of such section of the Act to engage in business as a
broker-dealer while in violation of such requirements of the Act and requesting an
explanation in writing within ten days stating what he or she intends to do in order to cure
such delinquency;
(2) To authorize formerly delinquent brokers or dealers, upon receipt of
written confirmation from or on behalf of the Securities Investor Protection Corporation
that the delinquencies referred to in paragraph (c)(1) of this section have been cured, and
upon having been advised by the appropriate regional office of this Commission and the
Division of Enforcement and Division of Trading and Markets that there is no objection to
such member being authorized to resume business, and upon there appearing to be no unusual
or novel circumstances which would warrant direct consideration of the matter by this
Commission, to resume business as registered broker-dealers as provided in section 10(a) of
this Act.
(m) With respect to the Securities Exchange Act of 1934 (15 U.S.C. 78a et seq.):
(1) Under section 15F(b) of the Act (15 U.S.C. 78o-10(b)):
(i) To authorize the issuance of orders granting on-going registration to security-based
swap dealers and major security-based swap participants based on the security-based swap
dealer's or major security-based swap participant's application, pursuant to
§ 240.15Fb2-1(e) of this chapter (Rule 15Fb2-1(e));
(ii) To authorize the issuance of orders canceling the registration of security-based swap
dealers and major security-based swap participants registered pursuant to § 240.15Fb2-1 of
this chapter (Rule 15Fb2-1) if such persons are no longer in existence or have ceased to do
business as security-based swap dealers or major security-based swap participants, pursuant
to § 240.15Fb3-3(a) of this chapter (Rule 15Fb3-3(a)); and
(iii) To determine by order, pursuant to § 240.15Fb3-2(b) of this chapter (Rule
15Fb3-2(b)), whether notices of withdrawal of registration filed by security-based swap
dealers or major security-based swap participants pursuant to section 15F(b) of the
Securities Exchange Act of 1934 (15 U.S.C. 78o-10(b)) shall become effective sooner than the
normal 60 day waiting period provided in Rule 15Fb3-2(b) (§ 240.15Fb3-2(b) of this
chapter).
(n) Notwithstanding anything in paragraphs (a) through (m) of this
section, in any case in which the Director of the Examinations believes it appropriate, the
Director may submit the matter to the Commission.
[60 FR 39644, Aug. 3, 1995, as amended at 66 FR 35842, July 9, 2001; 69 FR
41938, July 13, 2004; 73 FR 40152, July 11, 2008; 73 FR 69532, Nov. 19, 2008, 78 FR 67467,
Nov. 12, 2013; 86 FR 9436, Feb. 16, 2021]
200.30-19 — Delegation of authority to Director of the EDGAR Business Office.
Pursuant to the provisions of Public Law 100-181, 101 Stat. 1254, 1255 (15 U.S.C. 78d-1,
78d-2), the Securities and Exchange Commission hereby delegates, until the Commission
orders otherwise, the following functions to the Director of the EDGAR Business Office, to
be performed by the Director or under the Director's direction by such other person or
persons as may be designated from time to time by the Chairman of the Commission:
(a) With respect to the Securities Act of 1933 (15 U.S.C. 77a et seq.), the Securities
Exchange Act of 1934 (15 U.S.C. 78a et seq.), the Trust Indenture Act of 1939 (15 U.S.C.
77aaa et seq.), the Investment Company Act of 1940 (15 U.S.C. 80a-1 et seq.) and part 232
of this chapter (Regulation S-T), to grant or deny a request submitted pursuant to
§ 232.13(b) of this chapter to adjust the filing date of an electronic filing, after
consultation with the division or office with primary regulatory oversight for the
relevant filing.
(b) With respect to the Securities Act of 1933 (15 U.S.C. 77a et seq.), the Securities
Exchange Act of 1934 (15 U.S.C. 78a et seq.), the Trust Indenture Act of 1939 (15 U.S.C.
77aaa et seq.), the Investment Company Act of 1940 (15 U.S.C. 80a-1 et seq.), and part 232
of this chapter (Regulation S-T) to set the terms of, and grant or deny as appropriate,
continuing hardship exemptions pursuant to § 232.202 of this chapter from the electronic
submission requirements of Regulation S-T, after consultation with the division or office
with primary regulatory oversight for the relevant filing.
(c) With respect to the Securities Act of 1933 (15 U.S.C. 77a et seq.), the Securities
Exchange Act of 1934 (15 U.S.C. 78a et seq.), the Trust Indenture Act of 1939 (15 U.S.C.
77aaa et seq.), the Investment Company Act of 1940 (15 U.S.C. 80a-1 et seq.), and part 232
of this chapter (Regulation S-T) to take actions pursuant to § 232.15 of this chapter to
promote the reliability and integrity of submissions made through the Electronic Data
Gathering, Analysis, and Retrieval system (EDGAR).
[86 FR 7961, Feb. 3, 2021]