54 STAT.] 76rH CONG., 3D SESS.-CH. 686 -AUG. 22 , 1940 payment of a single lump sum (which security shall be known as a "fully paid" face-amount certificate). (16) "Government security" means any security issued or guar- anteed as to principal or interest by the United States, or by a person controlled or supervised by and acting as an instrumentality of the Government of the United States pursuant to authority granted by the Congress of the United States; or any certificate of deposit for 'any of the foregoing. (17) "Insurance company" means a company which is organized as an insurance company, whose primary and predominant business activity is the writing of insurance or the reinsuring of risks under- written by insurance companies, and which is subject to supervision by the insurance commissioner or a similar official or agency of a State; or any receiver or similar official or any liquidating agent for such a company, in his capacity as such. (18) "Interstate commerce" means trade, commerce transporta- tion, or communication among the several States, or between any foreign country and any State, or between any State and any place or ship outside thereof. (19) "Investment adviser" of an investment company means (A) any person (other than a bona fide officer, director, trustee, member of an advisory board, or employee of such company, as such) who pur- suant to contract with such company regularly furnishes advice to such company with respect to the desirability of investing in, purchas- ing or selling securities or other property, or is empowered to deter- mine what securities or other property shall be purchased or sold by such company, and (B) any other person who pursuant to contract with a person described in clause (A) regularly performs substantially all of the duties undertaken by such person described in clause (A); but does not include (i) a person whose advice is furnished solely through uniform publications distributed to subscribers thereto, (ii) a person who furnishes only statistical and other factual information, advice regarding economic factors and trends, or advice as to occa- sional transactions in specific securities, but without generally fur- nishing advice or making recommendations regarding the purchase or sale of securities, (iii) a company furnishing such services at cost to one or more investment companies, insurance companies, or other financial institutions, (iv) any person the character and amount of whose compensation for such services must be approved by a court, or (v) such other persons as the Commission may by rules and regula- tions or order determine not to be within the intent of this definition. (20) "Investment banker" means any person engaged in the busi- ness of underwriting securities issued by other persons, but does not include an investment company, any person who acts as an underwriter in isolated transactions but not as a part of a regular business, or any person solely by reason of the fact that such person is an underwriter for one or more investment companies. (21) "Issuer" means every person who issues or proposes to issue any security, or has outstanding any security which it has issued. (22) "Lend" includes a purchase coupled with an agreement by the vendor to repurchase; "borrow" includes a sale coupled with a similar agreement. (23) "Majority-owned subsidiary" of a person means a company 50 per centum or more of the outstanding voting securities of which are owned by such person, or by a company which, within the meaning of this paragraph, is a majority-owned subsidiary of such person. (24) "Means or instrumentality of interstate commerce" includes any facility of a national securities exchange. " Government se- curity." "Insurance com- pany." "Interstate com- merce." "Investment ad- viser." "Investment bank- er." "Issuer." "Lend." " Majority-owned subsidiary." "Means or instru- mentalityofinterstate commerce."
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