812 Transactions by un- registere d holding com- pan ies . Unlawful acts . Registrat ion of hold- ing companies having outstanding securities which were distributed inter state since Janua ry I ]92,5. Re gistr ation of ho ld- ing companies . Requirement . 74TH CONGRESS . SESS. I. CH . 687. AUGUST 26, 1935. as subsidiary companies or affiliates under any provision or provi- sions of this title, and may provide within the extent of any such exemption that such specified class or classes of persons shall not be deemed subsidiary companies or affiliates within the meaning of any such provision or provisions, if and to the extent that it deems the exemption necessary or appropriate in the public interest or for the protection of investors or consumers and not contrary to the purposes of this title. TRAN SACTIONS BY UNR eGISTERED HOLDI NG COMPANIES SEC . 4. (a) After December 1, 1935, unless a holding company is registered under section 5, it shall be unlawful for such holding com- pany, directly or indirectly- (1) to sell, t ransport , transm it, or d istribut e, or o wn or op erate any utility assets for the transportation, transmission, or distribu- tion o f, natur al or ma nufactur ed gas o r electr ic ener gy in in terstate commerce ; (2) by use of the mails or any means or instrumentality of inter- state commerce, to negotiate, enter into, or take any step in the performance of, any service, sales, or construction contract under- taking to perform services or construction work for, or sell goods to, any public-utility company or holding company ; (3) to distribute or ma ke any public offering for sal e or exchange of any security of such holding company, any subsidiary company or affiliate of such holding company, any public-utility company, or any holding company , by use of the mails or any means or in strume ntalit y of i nterst ate co mmerce , or t o sell any such security having reason to believe that such security, by use of th e mail s or a ny mea ns or instru mental ity of inter state com- merce, will be distrib uted or made the subject of a p ublic of fering
(4) by use of the mails or any means or instrumentality of interstate commerce, to acquire or negotiate for the acquisition of any security or utility assets of any subsidiary company or affiliate of such holding company, any public-utility company, or any holdi ng co mpany ; (5) to engage in any business in interstate commerce ; or (6) to own, control, or hold with power to vote, any security of any subsidiary compare thereof that does any of the acts enumerated in paragraphs (1) to (5), inclusive, of this subsection . (b) Every holding company which has outstanding any security any of which, by use of the mails or any means or instrumentality of interstate commerce, has been distributed or made the subject of a public offering subsequent to January 1, 1925, and any of which security is owned or held on October 1, 1935 (or, if such company is not a holding company on that date, on the date such company becomes a holding company) by persons not resident in the State in which such holding company is organized, shall register under sec- tion 5 on or before December 1, 1935 or the thirtieth day after such co mpany become s a ho lding compan y, whi chever date is lat er . REGISTRATION OF HOLDING COMPANIES SEC . 5. (a) On or at any time after October 1, 1935, any holding company or any person purposing to become a holding company may register by filing with the Commission a notification of regis- tration, in such form as the Commission may by rules and regula- tions prescribe as necessary or appropriate in the public interest or for the protection of investors or consumers . A person shall be deemed to be registered upon receipt by the Commission of such notification of registration .
