PUBLIC LAWS-CH. 686-AUG. 22, 1940 Other exemptions. Closed-end com- panies, exemption. Applicability of pro- visions of this title to exempt companies. Unregistered Invest- ment companies. Activities forbid- den. (c) The Commission, by rules and regulations upon its own motion, or by order upon application, may conditionally or uncondi- tionally exempt any person, security, or transaction, or any class or classes of persons, securities, or transactions, from any provision or provisions of this title or of any rule or regulation thereunder, if and to the extent that such exemption is necessary or appropriate in the public interest and consistent with the protection of investors and the purposes fairly intended by the policy and provisions of this title. (d) The Commission, by rules and regulations or order, shall exempt a closed-end investment company from any or all provisions of this title, but. subject to such terms and conditions as may be necessary or appropriate in the public interest or for the protection of investors, if- (1) the aggregate sums received by such company from the sale of all its outstanding securities, plus the aggregate offering price of all securities of which such company is the issuer and which it proposes to offer for sale, do not exceed $100,000; (2) no security of which such company is the issuer has been or is proposed to be sold by such company or any underwriter therefor, in connection with a public offering, to any person who is not a resident of the State under the laws of which such company is organized or otherwise created; and (3) such exemption is not contrary to the public interest or inconsistent with the protection of investors. (e) If, in connection with any rule, regulation, or order under this section exempting any investment company from any provision of section 7, the Commission deems it necessary or appropriate in the public interest or for the protection of investors that certain specified provisions of this title pertaining to registered investment companies shall be applicable in respect of such company, the pro- visions so specified shall apply to such company, and to other persons in their transactions and relations with such company, as though such company were a registered investment company. TRANSACTIONS BY UNREGISTERED INVESTMENT COMPANIES SEC. 7. (a) No investment company organized or otherwise cre- ated under the laws of the United States or of a State and having a board of directors, unless registered under section 8, shall directly or indirectly- (1) offer for sale, sell, or deliver after sale, by the use of the mails or any means or instrumentality of interstate commerce any security or any interest in a security, whether the issuer of such security is such investment company or another person; or offer for sale, sell, or deliver after sale any such security or inter- est, having reason to believe that such security or interest will be made the subject of a public offering by use of the mails or any means or instrumentality of interstate commerce; (2) purchase, redeem, retire, or otherwise acquire or attempt to acquire, by use of the mails or any means or instrumentality of interstate commerce, any security or any interest in a security, whether the issuer of such security is such investment company or another person; (3) control any investment company which does any of the acts enumerated in paragraphs (1) and (2); (4) engage in any business in interstate commerce; or (5) control any company which is engaged in any business in interstate commerce. 802 [54 STAT.
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