Securities Reform Act

Summary

Securities Reform Act -Title I: Regulation of Exchanges and Associations - Includes within the term "member," for purposes of the Act, any person who agrees to be regulated by an exchange and with respect to whom the exchange undertakes to enforce the Federal securities laws and the exchange rules. Makes registered national securities exchanges and associations subject to identical regulatory provisions. States that any registered broker or dealer meeting applicable capital or competency requirements must be allowed to join any registered national securities exchange. Requires the governing body of every such exchange to contain public representatives, and requires the exchange to provide adequate resources to permit the public representatives to employ staff or retain professional personnel independent of the exchange staff. Prohibits registered national securities exchanges from imposing any schedule of prices or fixing rates of commissions, allowances, discounts, or other charges subject to a statutory timetable for the elimination of the current fixed minimum commission rate system. Gives persons denied membership on an exchange the right to seek review of such denial by the SEC and the courts. Permits members disciplined by an exchange to appeal such action to the SEC and to the courts. Provides that any proposed change in exchange rules must be filed with the SEC, which must publish such proposed change and allow interested persons a reasonable opportunity for comment thereon. States that the proposed change shall take effect forty-five days after publication by the SEC unless the SEC disapproves it. Allows registered national securities exchanges, with the concurrence of the SEC, to share the cost, functions and responsibility of the conduct of examinations and inspections of members, and to furnish copies of any reports of inspections or examinations to each other. Establishes new procedures to be followed by the Commission in compelling exchanges and registered associations to change their rules, and in regulating off-floor trading by exchange members. Gives the SEC the authority to suspend or expel exchange members who have violated exchange rules. Prohibits national securities exchanges and national securities associations from preventing their members from executing transactions for customers in other markets whenever those markets offer a better price to such customers. Requires the SEC to adopt rules to assure that customers are getting the best price from their brokers. Prohibits national securities exchanges and national securities associations from preventing its members from participating in any registered clearing agency or securities depository. Gives the SEC authority to investigate and bring injunctive actions for violations of National Association of Securities Distributors rules and exchange rules, and to bring injunctive actions to compel a registered national securities exchange or association to enforce compliance with the rules of such exchange or association. Title II: Financial Responsibility; Regulation of Brokers Dealers; Reports and Examinations - Broadens existing prohibitions on improper hypothecation of securities by brokers, dealers and members to embrace improper lending of such securities. Requires all members of a registered national securities exchange to register with the SEC. Requires persons registering as broker-dealers to file certified financial statements with their application (rather than verified statements). Requires that, within six months of the granting of an application for registration, the Commission, or an exchange, or the NASD as designated by the Commission, shall examine the new broker-dealer to determine whether it is operating in conformity with the Federal securities laws. Adds armed robbery and grand larceny to the list of statutory offenses which bar a person from becoming a broker-dealer. Requires the Commission, in cooperation with the exchanges and the NASD, to devise and administer a uniform examination which, with respect to partners, officers, and supervisory employees shall include questions relating to enumerated matters. Directs the SEC, by no later than July 1, 1975, to establish minimum capital requirements, providing for ample, liquid and permanent capital for brokers, dealers and members. Authorizes the Commission to classify brokers, dealers and members for purposes of establishing such requirements. Requires registered national securities exchanges to furnish copies of documents to the SEC upon request. Requires registered brokers, dealers and members to supply their customers with certified comparative balance sheets and income statements. Authorizes the Commission to adopt rules regulating the reporting of transactions and to prescribe uniformity in accounting procedures and systems of brokers and dealers and members. Title III: Development of a National Clearance and Settlement System - Authorizes the Commission to make rules applicable to brokers or dealers regulating the time and method of making settlements, payments and deliveries and closing of accounts. Provides that, in the exercise of this rulemaking authority, the Commission shall not affect the authority of the Board of Governors of the Federal Reserve System to regulate securities credit. Requires clearing agencies, securities depositories and transfer agents to register with the SEC, and establishes appropriate procedures. Sets forth procedures under which the Commission must grant or deny application for registration of clearing agencies and securities depositories. Authorizes the Commission to establish terms and conditions under which a clearing agency, securities depository or transfer agent may withdraw from registration. Gives the SEC direct rulemaking power over clearing agencies, securities depositories and transfer agents. Empowers the SEC to review clearing agency or securities depository action in the areas of disciplinary action or denial of admission to a participant. Grants the Commission disciplinary powers with respect to clearing agencies, securities depositories and transfer agents. Directs the SEC, on or before December 31, 1976, to take appropriate steps to eliminate the use of the stock certificate as a means of settlement of securities transactions between brokers and dealers. Authorizes the Commission to grant confidential treatment to material filed with it only under very limited conditions, including a finding that disclosure is not in the public interest. Empowers the Commission to prescribe rules with respect to the form or format of securities issued by companies, any class of whose securities is registered under the Act, or which would be required to be so registered except for the exemption from registration provided for securities of registered investment companies or insurance companies under certain conditions. Directs every issuer whose securities are registered on a national securities exchange to consolidate in a single person the functions of transfer agent and registrar. Directs the Securities and Exchange Commission to conduct a study to consider the public policy implications of the growing practice of registering securities in "street name" and to determine whether steps can be taken to facilitate communications between corporations and their shareholders while, at the same time, retaining benefits of such registration. Prohibits the imposition of state or local taxes on securities, or on the transfer of securities, solely because the facilities of a registered clearing agency or securities depository are physically located in the taxing jurisdiction. Requires registered national securities exchanges, associations, brokers, dealers, clearing agencies and securities depositories to: (1) report information about missing, lost or stolen securities to the SEC or such person as the SEC designates; and (2) require the fingerprinting of partners, directors, officers, and employees and the submittal of such fingerprints to the Attorney General of the United States for identification and appropriate processing. Title IV: Miscellaneous - Requires the SEC to include in its annual report to Congress certain designated information concerning the Commission's administration of the Freedom of Information Act. Raises the amount of the registration fee every national securities exchange must pay to the SEC from 1/500th of one percent to 1/100th of one percent of the dollar amount of sales of securities (other than certain governmental obligations) transacted on that exchange. Title V: Development of a National Securities Market System - Directs the Commission to establish a national market system for transactions in securities. Directs the Commission to make a study of the need for the establishment of a national regulatory body to administer the national market system, and to report its results to the Congress by December 31, 1976. Authorizes to be appropriated $300,000 for each study.

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2 official files

• Passed House amended

  summary · EN · 24 April 1975

  Open at official source

• Introduced in House

  summary · EN · 3 March 1975

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