An act to make certain amendments to sections 4, 13, 14, 15, and 15B of the Securities Exchange Act of 1934.
PL 98-38 (H.R.2681), enacted 06/06/1983

PUBLIC LAW 98-38—JUNE 6, 1983 
97 STAT. 205 
Public Law 98-38 
98th Congress 
An Act 
To make certain amendments to sections 4, 13, 14, 15, and 15B of the Securities 
Exchange Act of 1934. 
Be it enacted by the Senate and House of Representatives of the 
United States of America in Congress assembled, 
SECTION 1. Section 4 of the Securities Exchange Act of 1934 (15 
U.S.C. 78d) is amended by adding at the end thereof the following 
new subsections: 
"(c) Notwithstanding any other provision of law, in accordance 
with regulations which the Commission shall prescribe to prevent 
conflicts of interest, the Commission may accept pa3rment and reim-
bursement, in cash or in kind, from non-Federal agencies, organiza-
tions, and individuals for travel, subsistence, and other necessary 
expenses incurred by Commission members and employees in 
attending meetings and conferences concerning the functions or 
activities of the Commission. Any pa3niient or reimbursement ac-
cepted shall be credited to the appropriated funds of the Commis-
sion. The amount of travel, subsistence, and other necessary ex-
penses for members and employees paid or reimbursed under this 
subsection may exceed per diem amounts established in official 
travel regulations, but the Commission may include in its regula-
tions under this subsection a limitation on such amounts. 
"(d) Notwithstanding any other provision of law, former employ-
ers of participants in the Commission's professional fellows pro-
grams may pay such participants their actual expenses for 
relocation to Washington, District of Columbia, to facilitate their 
participation in such programs, and program participants may 
accept such payments.". 
SEC. 2. (a) Section 13(e) of the Securities Exchange Act of 1934 (15 
U.S.C. 78m) is amended by adding at the end thereof the following 
new paragraph: 
"(3) At the time of filing such statement as the (]!ommission may 
require by rule pursuant to paragraph (1) of this subsection, the 
person making the filing shall pay to the Commission a fee of Vso of 
1 per centum of the value of securities proposed to be purchased. 
The fee shall be reduced with respect to securities in an amount 
equal to any fee paid with respect to any securities issued in 
connection with the proposed transaction under section 6(b) of the 
Securities Act of 1933, or the fee paid under that section shall be 
reduced in an amount equal to the fee paid to the Commission in 
connection with such transaction under this paragraph.". 
(b) Section 14 of the Securities Exchange Act of 1934 (15 U.S.C. 
78n) is amended by adding at the end thereof the following new 
subsection: 
"(g)(lXA) At the time of filing such preliminary proxy solicitation 
material as the Commission may require by rule pursuant to subsec-
tion (a) of this section that concerns an acquisition, merger, consoli-
dation, or proposed sale or other disposition of substantially all the 
June 6, 1983 
[H.R. 2681] 
Securities 
Exchange 
Act of 1934, 
amendment. 
Reimbursement 
regulations. 
Filing fee. 
15 use 77f. 
Filing fees. 
97 STAT. 206 
PUBLIC LAW 98-38—JUNE 6, 1983 
assets of a company, the person making such filing, other than a 
15 use 80a-5i. 
company registered under the Investment Company Act of 1940, 
shall pay to the Commission the following fees: 
"(i) for preliminary proxy solicitation material involving an 
acquisition, merger, or consolidation, if there is a proposed 
;
* 
payment of cash or transfer of securities or property to share-
holders, a fee of Vso of 1 per centum of such proposed pa5niient, 
or of the value of such securities or other property proposed to 
be transferred; and 
"(ii) for preliminary proxy solicitation material involving a 
proposed sale or other disposition of substantially all of the 
assets of a company, a fee of Vso of 1 per centum of the cash or 
of the value of any securities or other property proposed to be 
received upon such sale or disposition. 
Reduction o
f 
"(B) The fee imposed under subparagraph (A) shall be reduced 
^®®^- 
with respect to securities in an amount equal to any fee paid to the 
Commission with respect to such securities in connection with the 
proposed transaction under section 6(b) of the Securities Act of 1933 
(15 U.S.C. 77f(b)), or the fee paid under that section shall be reduced 
in an amount equal to the fee paid to the Commission in connection 
with such transaction under this subsection. Where two or more 
companies involved in an acquisition, merger, consolidation, sale, or 
other disposition of substantially all the assets of a company must 
file such proxy material with the Commission, each shall pay a 
proportionate share of such fee. 
"(2) At the time of filing such preliminary information statement 
as the Commission may require by rule pursuant to subsection (c) of 
this section, the issuer shall pay to the Commission the same fee as 
required for preliminary proxy solicitation material under para-
graph (1) of this subsection. 
"(3) At the time of filing such statement as the Commission may 
require by rule pursuant to subsection (dXD of this section, the 
person making the filing shall pay to the Commission a fee of Vso of 
1 per centum of the aggregate amount of cash or of the value of 
securities or other property proposed to be offered. The fee shall be 
reduced with respect to securities in an amount equal to any fee 
paid with respect to such securities in connection with the proposed 
transaction under section 603) of the Securities Act of 1933 (15 tJ.S.C. 
77f(b)), or the fee paid under that section shall be reduced in an 
amount equal to the fee paid to the Commission in connection with 
such transaction under this subsection. 
"(4) Notwithstanding any other provision of law, the Commission 
may impose fees, charges, or prices for matters not involving any 
acquisition, merger, consolidation sale, or other disposition of assets 
described in this subsection, as authorized by section 9701 of title 31, 
96 Stat. 1051. 
United States Code, or otherwise.". 
SEC. 3. (a) Section 150t)) of the Securities Exchange Act of 1934 (15 
U.S.C. 78o03)) is amended— 
(1) by striking out paragraph (8) and inserting in lieu thereof 
the following: 
"(8) It shall be unlawful for any broker or dealer required to 
register pursuant to this title to effect any transaction in, or induce 
or attempt to induce the purchase or sale of, any security (other 
than an exempted security or commercisil paper, bankers' accep-
tances, or commercial bills), unless such broker or dealer is a 
member of a securities association registered pursuant to section 
PUBLIC LAW 98-38—JUNE 6, 1983 
97 STAT. 207 
15A of this title or effects transactions in securities solely on a 
is use 78o-3. 
national securities exchange of which it is a member."; and 
(2) by striking out paragraph (9) and inserting in lieu thereof 
the following: 
"(9) The Commission by rule or order, as it deems consistent with 
the public interest and the protection of investors, may conditionally 
or unconditionally exempt from paragraph (8) of this subsection any 
broker or dealer or class of brokers or dealers specified in such rule 
or order." 
(b) The amendments made by subsection (a) shall become effective Effective date. 
six months after the date of enactment of this Act. 
^ 
^ ^^ '^^^ "°*^^ 
SEC. 4. (a) Section 15B(bXlXA) of the Securities Exchange Act of 
1934 (15 U.S.C. 78o-4(bXl)) is amended by inserting immediately 
after "securities dealer" the following: "(other than by reason of 
being under common control with, or indirectly controlling, any 
broker or dealer which is not a municipal securities broker or 
municipal securities dealer)". 
(b) Section 15B(bX2XB) of the Securities Exchange Act of 1934 (15 
U.S.C. 78o-4(bX2XB)) is amended by inserting immediately after 
"broker, dealer, or municipal securities dealer" the following: 
"(other than by reason of beii^ under common control with, or 
indirectly controlling, any broker or dealer which is not a municipal 
securities broker or municipal securities dealer)". 
Approved June 6, 1983. 
LEGISLATIVE HISTORY—H.R. 2681: 
HOUSE REPORT No. 98-106 (Comm. on Energy and Commerce). 
CONGRESSIONAL RECORD, Vol. 129 (1983): 
May 17, considered and passed House. 
May 25, considered and passed Senate.