84
STAT. ]
PUBLIC LAW 91-547-DEC. 14, 1970
1423
in th© manner provided by seotion l5A(k)(2) of th© Securities Exchange Act of 1034. . ., ^f If J.y'j. "(4) If any provision of this subsection is in conflict with any provision of any law of the United States in effect on the date this subsection takes effect, the provisions of this subsection shall prevail." (b) Section 22(o) of such Act (16 U.S.C. 80a-22(c)) is amended to ^s^/^^'/^",^ j^. read as follows: e.biuty. ' " (c) The Commission may make rules and regulations applicable to S4 st«t. B23. registered investment companies and to principal underwriters of, and dealers in, the redeemable securities of any registered investment company, whether or not members of any securities association, to the same extent, covering the same subject matter, and for the accomplishment of the same ends as are prescribed in subsection (a) of this section in respect of the rules which may be made by a registered securities association governing its members. Any rules and regulations so made by the Commission, to the extent that they may be inconsistent with the rules of any such association, shall so long as they remain in force supersede the rules of the association and be binding upon its members as well as all other underwriters and dealers to whom they may be applicable." Salei (c) Section 22(d) of such Act (15 U.S.C. 80a-22(d)) is amended to tionii reitrlc* read as follows: "(d) No registered investment company shall sell any redeemable security issued by it to any person except either to or through a principal underwriter for distribution or at a current public ©faring price described in the prospectus, and, if such class of security is being currently offered to the public by or through an underwriter, no principal underwriter of such security and no dealer shall sell any such security to any person except a dealer, a principal underwriter, or the issuer, except at a current public offering price described in the prospectus. Nothing in this subsection shall prevent a sale made (i) pursuant to an offer of exchange permitted by section 11 including any offer made JJ use aoL^'ii. pursuant to section 11(b); (ii) pursuant to an offer made solely to all Ante, p. uir.' registered holders of the securities, or of a particular class or series of securities issued by the companv proportionate to their holdings or proportionate to any cash distribution made to them by the company (subject to appropriate qualifications designed solely to avoid issuance of fractional securities); or (iii) in accordance with rules and regulations of the Commission made pursuant to subsection (b) of section 12." SEC. 13. (a) Section 24(d) of the Investment Company Act of 1940 ^^RKi^*tj«"°n^^_ (15 U.S.C. 80a-24(d)) is amended to read as follows: l^onl!' °" ^"^ " "(d) The exemption provided by paragraph (8) of section 3(a) of 54 Stat. 826; the Securities Act of 1933 shall not apply to any security of which an ^^4^stat!%. investment company is the issuer. The exemption provided by para- is use'77c'. graph (11) of said, section 3(a) shall not apply to any security of ^s Stat. 906. which a registered investment company is the issuer, except a security sold or disposed of by the issuer or bona fide offered to the public prior to the effective date of this title, and with respect to a security so sold, disposed of, or offered, shall not apply to any new offering thereof on or after the effective date of this title. The exemption provided by section 4(3) of the Securities Act of 1933 shall not apply to any transac- ^s Stat. sso. tion in a security issued by a face-amount certificate company or in a ^^ ^^^ ^'^' redeemable security issued by an open-end management company or unit investment trust if any other security of the same class is currently being offered or sold by the issuer or by or through an underwriter in a distribution which is not exempted from section 5 of said Act, except to such extent and subject to such terms and conditions as 5? use 7?e'^' the Commission, having due regard for the public interest and the protection of investors, may prescribe by rules or regulations with respect to any class of persons, securities, or transactions,"
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