An Act to amend the Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended, to extend disclosure requirements to the issuers of additional publicly traded securities, to provide for improved qualification and disciplinary procedures for registered brokers and dealers, and for other purposes
PL 88-467 (S.1642), enacted 08/20/1964

78 STAT.] 
PUBLIC LAW 88-467-AUG. 20, 1964 
565 
Public Law 88-467 
AN ACT 
To amend the Securities Act of 1933, as amended, and the Securities Exchange 
Act of 1934, as amended, to extend disclosure requirements to the issuers 
of additional publicly traded securities, to provide for improved qualification 
and disciplinary procedures for registered brokers and dealers, and for other 
purposes. 
August 20, 1964 
[S, 1642] 
Be it enacted hy the Senate and House of Representatives 
of the 
United States of America in Congress assembled^ That this Act may 
be cited as the "Securities Acts Amendments of 1964". 
SEC. 2. Section 3(a) of the Securities Exchange Act of 1934 is 
amended by adding at the end thereof the following four paragraphs: 
"(18) The term 'person associated with a broker or dealer' means 
any partner, officer, director, or branch manager of such broker or 
dealer (or any person occupying a similar status or performing similar 
functions), or any person directly or indirectly controlling or con-
trolled by such broker or dealer, including any employee of such broker 
or dealer, except that for the purposes of section 15(b) of this title 
(other than paragraph (7) thereof), persons associated with a broker 
or dealer whose functions are clerical or ministerial shall not be 
included in the meaning of such term. 
The Commission may by rules 
and regulations classify, for the purpose of any portion or portions 
of this title, persons, including employees, controlled by a broker or a 
dealer. 
"(19) The terms 'investment company', 'affiliated person', and 
'insurance company' have the same meanings as in the Investment 
Company Act of 1940. 
"(20) The terms 'investment adviser' and 'underwriter' have the 
same meanings as in the Investment Advisers Act of 1940. 
"(21) The term 'person associated with a member' means a person 
who is registered with a registered securities association pursuant to 
its rules or who is associated with a broker or dealer which is a member 
of such association." 
SEC. 3. (a) Section 12(b) of the Securities Exchange Act of 1934 
is amended as follows: 
(1) Subparagraphs (I) through (K) of paragraph (1) are redesig-
nated as (J) through (L), respectively. 
(2) A new subparagraph (I) is added after subparagraph (H) to 
read as follows: 
"(I) material contracts, not made in the ordinary course of 
business, which are to be executed in whole or in part at or after 
the filing of the application or which were made not more than 
two years before such filing, and every material patent or con-
tract for a material patent right shall be deemed a material 
contract;" 
(3) A new paragraph (3) is added at the end of subsection (b) to 
read as follows: 
"(3) Such copies of material contracts, referred to in paragraph 
(1) (I) above, as the Commission may require as necessary or appro-
priate for the proper protection of investors and to insure fair dealing 
in the security." 
(b) Section 12(f) of said Act is amended to read as follows: 
"(f) (1) Notwithstanding the foregoing provisions of this section, 
any national securities exchange, subject to the terms and conditions 
hereinafter set forth— 
"(A) may continue unlisted trading privileges to which a 
security had been admitted on such exchange prior to the effective 
date of subsection (g) (1) of section 12 of this title. 
Securities Acts 
Amendments of 
1964. 
Definitions. 
48 Stat. 882. 
15 u s e 78c. 
Post, p. 570. 
54 Stat. 789. 
15 u s e 80a-51. 
15 u s e 80b-20. 
Registration re-
quirements. 
48 Stat. 892. 
15 u s e 78i. 
Unlisted trading 
privileges. 
15 u s e 78Z. 
Post, p. 566. 
566 
PUBLIC LAW 88-467-AUG. 20, 1964 
[78 STAT. 
48 Stat. 898. 
15 use 78s. 
Post, p. 569. 
Post, p. 579. 
Issuers engaged 
in interstate com-
merce. 
Ante, p. 565. 
15 u s e 781. 
"(B) upon application to and approval of such application by 
the Commission, may extend unlisted trading privileges to any 
security duly listed and registered on any other national securities 
exchange. 
If an extension of unlisted trading privileges to a security was 
originally based upon its listing and registration on another national 
securities exchange, such privileges shall continue in effect only so long 
as such security shall remain listed and registered on any other national 
securities exchange. 
"(2) No application pursuant to this subsection shall be approved 
unless the Commission finds, after appropriate notice and opportunity 
for hearing, that the extension of unlisted trading privileges pursuant 
to such application is necessary or appropriate in the public interest 
or for the protection of investors. 
" (3) The Commission shall by rules and regulations suspend unlisted 
trading privileges in whole or in part for any or all classes of securities 
for a period not exceeding twelve months, if it deems such suspension 
necessary or appropriate in the public interest or for the protection 
of investors or to prevent evasion of the purposes of this title. 
"(4) On the application of the issuer of any security for which 
unlisted trading privileges on any exchange have been continued or 
extended pursuant to this subsection, or of any broker or dealer who 
makes or creates a market for such security, or of any other person 
having a bona fide interest in the question of termination or suspension 
of such unlisted trading privileges, or on its own motion, the Commis-
sion shall by order terminate, or suspend for a period not exceeding 
twelve months, such unlisted trading privileges for such security if the 
Commission finds, after appropriate notice and opportunity for hear-
ing, that such termination or suspension is necessary or appropriate in 
the public interest or for the protection of investors. 
"(5) In any proceeding under this subsection in which appropriate 
notice and opportunity for hearing are required, notice of not less than 
ten days to the applicant in such proceeding, to the issuer of the 
security involved, to the exchange which is seeking to continue or 
extend or has continued or extended unlisted trading privileges for 
such security, and to the exchange, if any, on which such security is 
listed and registered, shall be deemed adequate notice, and any broker 
or dealer who makes or creates a market for such security, and any 
other person having a bona fide interest in such proceeding, shall upon 
application be entitled to be heard. 
"(6) Any security for which unlisted trading privileges are con-
tinued or extended pursuant to this subsection shall be deemed to be 
registered on a national securities exchange within the meaning of 
this title. The powers and duties of the Commission under section 
19(b) of this title shall be applicable to the rules of an exchange in 
respect of any such security. The Commission may, by such rules and 
regulations as it deems necessary or appropriate in the public interest 
or for the protection of investors, either unconditionally or upon 
specified terms and conditions, or for stated periods, exempt such 
securities from the operation of any provision of section 13, 14, or 
16 of this title." 
(c) Section 12 of said Act is further amended by adding thereto 
the following new subsection: 
"(g) (1) Every issuer which is engaged in interstate commerce, or 
in a business affecting interstate commerce, or whose securities are 
traded by use of the mails or any means or instrumentality of inter-
state commerce shall— 
"(A) within one hundred and twenty days after the last day 
of its firet fiscal year ended after the effective date of this sub-
78 STAT. ] 
PUBLIC LAW 88-467-AUG. 20, 1964 
567 
section on which the issuer has total assets exceeding $1,000,000 
and a class of equity security (other than an exempted security) 
held of record by seven hundred and fifty or more persons; and 
"(B) within one hundred and twenty days after the last day 
of its first fiscal year ended after two years from the effective date 
of this subsection on which the issuer has total assets exceeding 
$1,000,000 and a class of equity security (other than an exempted 
security) held of record by five hundred or more but less than 
seven hundred and fifty persons, 
register such security hj filing with the Commission a registration 
statement (and such copies thereof as the Commission may require) 
with respect to such security containing such information and docu-
ments as the Commission may specify comparable to that which is 
required in an application to register a security pursuant to sub-
section (b) of this section. Each such registration statement shall 
become effective sixty days after filing with the Commission or within 
such shorter period as the Commission may direct. Until such regis-
tration statement becomes effective it shall not be deemed filed for the 
purposes of section 18 of this title. Any issuer may register any class 
^| ^^^ ^9j7. 
of equity security not required to be registered by filing a registration 
statement pursuant to the provisions of this paragraph. The Com-
mission is authorized to extend the date upon which any issuer or class 
of issuers is required to register a security pursuant to the provisions 
of this paragraph. 
"(2) The provisions of this subsection shall not apply in respect ^.Nonappiica-
of— 
"(A) any security listed and registered on a national securities 
exchange. 
"(B) any security issued by an investment company registered 
pursuant to section 8 of the Investment Company Act of 1940. 
^^ ^^^ |°^^_-
"(C) any security, other than permanent stock, guaranty stock, 
permanent reserve stock, or any similar certificate evidencing 
nonwithdrawable capital, issued by a savings and loan association, 
building and loan association, cooperative bank, homestead asso-
ciation, or similar institution, which is supervised and examined by 
State or Federal authority having supervision over any such 
institution. 
"(D) any security of an issuer organized and operated ex-
clusively for religious, educational, benevolent, fraternal, chari-
table, or reformatory purposes and not for pecuniary profit, and 
no part of the net earnings of which inures to the benefit of any 
private shareholder or individual. 
"(E) any security of an issuer which is a 'cooperative asso-
ciation' as defined in the Agricultural Marketing Act, approved 
June 15, 1929, as amended, or a federation of such cooperative 
associations, if such federation possesses no greater powers or pur- i iVij. 
poses than cooperative associations so defined. 
"(F) any security issued by a mutual or cooperative organiza-
tion which supplies a commodity or service primarily for the 
benefit of its members and operates not for pecuniary profit, but 
only if the security is part of a class issuable only to persons who 
purchase commodities or services from the issuer, the security is 
transferable only to a successor in interest or occupancy of prem-
ises serviced or to be served by the issuer, and no dividends are 
payable to the holder of the security. 
(G) any security issued by an insurance company if all of the 
following conditions are met: 
"(i) Such insurance company is required to and does file 
an annual statement with the Commissioner of Insurance (or 
31-667 0-65—39 
15 u s e 80a-8. 
46 Stat. 11. 
12 use 1141-
568 
PUBLIC LAW 88-467-AUG. 20, 1964 
[78 STAT. 
Post, p. 579. 
Exemptions. 
Termination of 
registration. 
Definition. 
Ante, p. 566. 
15 u s e 78l. 
Post, pp. 569, 
574, 579. 
other officer or agency performing a similar function) of its 
domiciliary State, and such annual statement conforms to 
that prescribed by the National Association of Insurance 
Commissioners or in the determination of such State com-
missioner, officer or agency substantially conforms to that so 
prescribed. 
"(ii) Such insurance company is subject to regulation by 
its domiciliary State of proxies, consents, or authorizations in 
respect of securities issued by such company and such regu-
lation conforms to that prescribed by the National Associa-
tion of Insurance Commissioners. 
"(iii) After July 1,1966, the purchase and sales of securi-
ties issued by such insurance company by beneficial owners, 
directors, or officers of such company are subject to regulation 
(including reporting) by its domiciliary State substantially 
in the manner provided in section 16 of this title. 
"(3) The Commission may by rules or regulations or, on its own 
motion, after notice and opportunity for hearing, by order, exempt 
from this subsection any security of a foreign issuer, including any 
certificate of deposit for such a security, if the Commission finds that 
such exemption is in the public interest and is consistent with the pro-
tection of investors. 
" (4) Registration of any class of security pursuant to this subsec-
tion shall be terminated ninety days, or such shorter period as the 
Commission may determine, after the issuer files a certification with 
the Commission that the number of holders of record of such class 
of security is reduced to less than three hundred persons. The Com-
mission shall after notice and opportunity for hearing deny termina-
tion of registration if it finds that the certification is untrue. 
Ter-
mination of registration shall be deferred pending final determination 
on the question of denial. 
"(5) For the purposes of this subsection the term 'class' shall 
include all securities of an issuer which are of substantially similar 
character and the holders of which enjoy substantially similar 
rights and privileges. The Commission may for the purpose of this 
subsection define by rules and regulations the terms 'total assets' and 
'held of record' as it deems necessary or appropriate in the public 
interest or for the protection of investors in order to prevent circum-
vention of the provisions of this subsection." 
(d) Section 12 of said Act is further amended by adding thereto 
the following new subsection: 
"(h) The Commission may by rules and regulations, or upon appli-
cation of an interested person, by order, after notice and opportunity 
for hearing, exempt in whole or in part any issuer or class of issuers 
from the provisions of subsection (g) of this section or from section 
13, 14, or 15(d) or may exempt from section 16 any officer, director, 
or beneficial owner of securities of any issuer, any security of which 
is required to be registered pursuant to subsection (g) hereof, upon 
such terms and conditions and for such period as it deems necessary 
or appropriate, if the Commission finds, by reason of the number of 
public investors, amount of trading interest in the securities, the 
nature and extent of the activities of the issuer, income or assets of 
the issuer, or otherwise, that such action is not inconsistent with the 
public interest or the protection of investors. The Commission may, 
for the purposes of any of the above-mentioned sections or subsections 
of this title, classify issuers and prescribe requirements appropriate 
for each such class." 
(e) Section 12 of said Act is further amended by adding thereto 
the following new subsection: 
78 STAT. ] 
PUBLIC LAW 88-467-AUG. 20, 1964 
569 
"(i) In respect of any securities issued by banks the deposits of 
which are insured in accordance with the Federal Deposit Insurance 
Act, the powers, functions, and duties vested in the Commission under 
^^^ y|J; J^^^ 
this title to administer and enforce sections 12, 13, 14(a), 14(c), and 
note. 
16 (1) with respect to national banks and banks operating under the 
c,^*'f^i^^' os^" 
Code of Law for the District of Columbia are vested in the Comptroller 
pp. '570, IVg."' 
of the Currency, (2) with respect to all other member banks of the 
Federal Reserve System are vested in the Board of Governors of the 
Federal Reserve System, and (3) with respect to all other insured 
banks are vested in the Federal Deposit Insurance Corporation. 
The 
Comptroller of the Currency, the Board of Governors of the Federal 
Reserve System, and the Federal Deposit Insurance Corporation shall 
have power to make such rules and regulations as may be necessary 
for the execution of the functions vested in them as provided in this 
subsection and none of the rules, regulations, forms or orders issued 
or adopted by the Commission pursuant to this title shall be in any 
way binding upon such officers and agencies in the performance of 
such functions, or upon any such banks in connection with the 
performance of such functions." 
SEC. 4. Section 13(a) of the Securities Exchange Act of 1934 is 
"^^l^i^H;^^^ 
amended to read as follows: 
1
5 use 78m! 
"SEC. 13. (a) Every issuer of a security registered pursuant to sec-
tion 12 of this title shall file wath the Commission, in accordance with 
such rules and regulations as the Commission may prescribe as neces-
sary or appropriate for the proper protection of investors and to 
insure fair dealing in the security— 
" (1) such mf 
ormation and documents (and such copies thereof) 
as the Commission shall require to keep reasonably current the 
information and documents required to be included in or filed 
Avith an application or registration statement filed pursuant to 
section 12, except that the Commission may not require the filing 
of any material contract wholly executed before July 1, 1962. 
"(2) such annual reports (and such copies thereof), certified 
if required by the rules and regulations of the Commission by 
independent public accountants, and such quarterly reports (and 
such copies thereof), as the Commission may prescribe. 
Every issuer of a security registered on a national securities exchange 
shall also file a duplicate original of such information, documents, and 
reports with the exchange." 
SEC. 5. (a) Section 14(a) of the Securities Exchange Act of 1934 
proxies, 
is amended to read as follows: 
^
^ ^^^ ^^"' 
"SEC. 14. (a) It shall be unlawful for any person, by the use of the 
mails or by any means or instrumentality of interstate commerce or of 
any facility of a national securities exchange or otherwise, in contra-
vention of such rules and regulations as the Commission may pre-
scribe as necessary or appropriate in the public interest or for the 
protection of investors, to solicit or to permit the use of his name to 
solicit any proxy or consent or authorization in respect of any security 
(other than an exempted security) registered pursuant to section 12 
of this title." 
(b) Section 14(b) of said Act is amended to read as follow^s: 
"(b) It shall be unlawful for any member of a national securities 
exchange, or any broker or dealer registered under this title, in con-
travention of such rules and regulations as the Commission may pre-
scribe as necessary or appropriate in the public interest or for the pro-
tection of investors, to give, or to refrain from giving a proxy, consent, 
or authorization in respect of any security registered pursuant to sec-
tion 12 of this title and carried for the account of a customer." 
570 
PUBLIC LAW 88-467-AUG. 20, 1964 
[78 STAT. 
Ante, p. 569. 
Ante, pp. 
569. 
565-
Over-the-counter 
markets. 
49 Stat. 1377. 
15 u s e 78o. 
Brokers, regis-
trations. 
(c) Section 14 of said Act is further amended by adding thereto 
the following new subsection: 
"(c) Unless proxies, consents, or authorizations in respect of a se-
curity registered pursuant to section 12 of this title are solicitied by or 
on behalf of the management of the issuer from the holders of record 
of such security in accordance with the rules and regulations pre-
scribed under subsection (a) of this section, prior to any annual or 
other meeting of the holders of such security, such issuer shall, in 
accordance with rules and regulations prescribed by the Commission, 
file with the Commission and transmit to all holders of record of such 
security information substantially equivalent to the information 
which would be required to be transmitted if a solicitation were made, 
but no information shall be required to be filed or transmitted pur-
suant to this subsection before July 1, 1964." 
SEC. 6. (a) Section 15(a) of the Securities Exchange Act of 1934 
is amended to read as follows: 
"SEC. 15. (a) (1) No broker or dealer (other than one whose business 
is exclusively intrastate) shall make use of the mails or of any means 
or instrumentality of interstate commerce to effect any transaction in, 
or to induce the purchase or sale of, any security (other than an 
exempted security or commercial paper, bankers' acceptances, or com-
mercial bills) otherwise than on a national securities exchange, unless 
such broker or dealer is registered in accordance with subsection (b) 
of this section. 
"(2) The Commission may by such rules and regulations or orders 
as it deems necessary or appropriate in the public interest or for the 
protection of investors, either unconditionally or upon specified terms 
and conditions or for specified periods, exempt from paragraph (1) 
of this subsection any broker or dealer or class of brokers or dealers 
specified in such rules, regulations, or orders." 
(b) Section 15(b) of said Act is amended to read as follows: 
"(b) (1) A broker or dealer may be registered for the purposes of 
this section by filing with the Commission an application for registra-
tion, which shall contain such information in such detail as to such 
broker or dealer and any persons associated with such broker or dealer 
as the Commission may by rules and regulations require as necessary 
or appropriate in the public interest or for the protection of investors. 
Except as hereinafter provided, such registration shall become effec-
tive thirty days after the receipt of such application by the Commis-
sion or within such shorter period of time as the Commission may 
determine. 
"(2) An application for registration of a broker or dealer to be 
formed or organized may be made by a broker or dealer to which the 
broker or dealer to be formed or organized is to be the successor. 
Such 
application shall contain such information in such detail as to the 
applicant and as to the successor and any person associated with the 
applicant or the successor, as the Commission may by rules and regu-
lations require as necessary or appropriate in the public interest or 
for the protection of investors. Except as hereinafter prgvided, such 
registration shall become effective thirty days after the receipt of such 
application by the Commission or within such shorter period of time as 
the Commission may determine. Such registration shall terminate on 
the forty-fifth day after the effective date thereof, unless prior thereto 
the successor shall, in accordance with such rules and regulations as 
the Commission may prescribe, adopt such application as its own. 
"(3) If any amenament to any application for registration pursuant 
to this subsection is filed prior to the effective date of the registration, 
such amendment shall be deemed to have been filed simultaneously 
Avith and as part of such application; except that the Commission may, 
48 Stat. 885. 
15 u s e 78e. 
78 STAT. ] 
PUBLIC LAW 88-467-AUG. 20, 1964 
571 
if it appears necessary or appropriate in the public interest or for the 
protection of investors, defer the effective date of any such registration 
as thus amended until the thirtieth day after the filing of such 
iimendment. 
"(4) Any provision of this title (other than section 5 and subsection 
(a) of this section) which prohibits any act, practice, or course of 
business if the mails or any means or instrumentality of interstate 
commerce are used in connection therewith shall also prohibit any 
such act, practice, or course of business by any broker or dealer regis-
tered pursuant to this subsection or any person acting on behalf of 
such a broker or dealer, irrespective of any use of the mails or any 
means or instrumentality of interstate commerce in connection there-
with. 
"(5) The Commission shall, after appropriate notice and oppor- tratloLf °^'^''^'^' 
tunity for hearing, by order censure, deny registration to, suspend for 
a period not exceeding twelve months, or revoke the registration of, 
any broker or dealer if it finds that such censure, denial, suspension, 
or revocation is in the public interest and that such broker or dealer, 
whether prior or subsequent to becoming such, or any person associated 
with such broker or dealer, whether prior or subsequent to becoming 
so associated— 
"(A) has willfully made or caused to be made in any applica-
tion for registration or report required to be filed with the Com-
mission under this title, or in any proceeding before the Com-
mission with respect to registration, any statement which was at 
the time and in the light of the circumstances under which it was 
made false or misleading with respect to any material fact, or has 
omitted to state in any such application or report any material 
fact which is required to be stated therein. 
"(B) has been comvicted within ten years preceding the filing 
of the application or at any time thereafter of any felony or mis-
demeanor which the Commission finds— 
"(i) involves the purchase or sale of any security. 
" (ii) arises out of the conduct of the business of a broker, 
dealer, or investment adviser. 
"(iii) involves embezzlement, fraudulent conversion, or 
misappropriation of funds or securities. 
"(iv) involves the violation of section 1341, 1342, or 1343 
of title 18, United States Code. 
ro^taS.'^saa"' 
"(C) is permanently or temporarily enjoined by order, judg-
ment, or decree of any court of competent jurisdiction from acting 
as an investment adviser, underwriter, broker, or dealer, or as an 
affiliated person or employee of any investment company, bank, 
or insurance company, or from engaging in or continuing any 
conduct or practice in connection with any such activity, or in con-
nection with the purchase or sale of any security. 
"(D) has willfully violated any provision of the Securities Act 
of 1933, or of the Investment Advisers Act of 1940, or of the 
Investment Company Act of 1940, or of this title, or of any rule or 54 sfat^*^7 J
g
"
*
' 
regulation under any of such statutes. 
is use 77k, soa-
"(E) has willfully aided, abetted, counseled, commanded, si, 8ob-2o. 
induced, or procured the violation by any other person of the 
Securities Act of 1933, or the Investment Advisers Act of 1940, 
or the Investment Company Act of 1940, or of this title, or of 
any rule or regulation under any of such statutes or has failed 
reasonably to supervise, with a view to preventing violations of 
such statutes, rules, and regulations, another person who com-
mits such a violation, if such other person is subject to his super-
vision. 
For the purposes of this clause (E) no person shall b© 
deemed to have failed reasonably to supervise any pereon, if— 
572 
PUBLIC LAW 88-467-AUG. 20, 1964 
[78 STAT. 
"(i) there have been established procedures, and a system 
for applying such procedures, which would reasonably be 
expected to prevent and detect, insofar as practicable, any 
such violation by such other person, and 
"(ii) such person has reasonably discharged the duties and 
obligations incumbent upon him by reason of such proce-
dures and system without reasonable cause to believe that 
such procedures and system were not being complied with. 
"(F) is subject to an order of the Commission entered pursu-
ant to paragraph (7) of this subsection (b) barring or suspend-
ing the right of such person to be associated with a broker or 
dealer", which order is in effect with respect to such person. 
Postponement of 
^^ (Q) Pending final determination whether any registration under 
rag s ra on. 
^j^j^ subsectiou shall be denied, the Commission may by order post-
pone the effective date of such registration for a period not to exceed 
fifteen days, but if, after appropriate notice and opportunity for hear-
ing (which may consist solely of affidavits and oral arguments), it 
shall appear to the Commission to be necessary or appropriate in 
the public interest or for the protection of investors to postpone the 
effective date of such registration until final determination, the Com-
mission shall so order. 
Pending final determination whether any 
such registration shall be revok^^, the Commission shall by order 
suspend such registration if, after appropriate notice and oppor-
tunity for hearing, such suspension shall appear to the Commission 
to be necessary or appropriate in the public interest or for the protec-
tion of investors. Any registered broker or dealer may, upon such 
terms and conditions as the Commission may deem necessary in the 
public interest or for the protection of investors, withdraw from regis-
tration by filing a written notice of withdrawal with the Commission. 
If the Commission finds that any registered broker or dealer, or any 
broker or dealer for whom an application for registration is pend-
ing, is no longer in existence or has ceased to do business as a broker 
or dealer, the Commission shall by order cancel the registration or 
application of such broker or dealer. 
"(7) The Commission may, after appropriate notice and oppor-
tunity for hearing, by order censure any person, or bar or suspend 
for a period not exceeding twelve months any person from being 
associated with a broker or dealer, if the Commission finds that such 
censure, barring, or suspension is in the public interest and that such 
person has committed or omitted any act or omission enumerated in 
clause (A), (D) or (E) of paragraph (5) of this subsection or has 
been convicted of any offense specified in clause (B) of said paragraph 
(5) within ten years of the commencement of the proceedings under 
this paragraph or is enjoined from any action, conduct, or practice 
specified m clause (C) of said paragraph (5). It shall be-unlawful 
for any person as to whom such an order barring or suspending him 
from being associated with a broker or dealer is m effect, willfully to 
become, or to be, associated with a broker or dealer, without the consent 
of the Commission, and it shall be unlawful for any broker or dealer 
to permit such a person to become, or remain, a person associated with 
him, without the consent of the Commission, if such broker or dealer 
knew, or in the exercise of reasonable care, should have known, of such 
order. 
"(8) No broker or dealer registered under section 15 of this title 
shall, during any period when it is not a member of a securities asso-
ciation registered with the Commission under section 15A of this title, 
effect any transaction in, or induce the purchase or sale of, any security 
(otherwise than on a national securities exchange) unless such broker 
or dealer and all natural persons associated with such broker or dealer 
Poat, pp. 574-
579 
78 STAT. ] 
PUBLIC LAW 88-467-AUG. 20, 1964 
573 
meet such specified and appropriate standards with respect to training, 
experience, and such other qualifications as the Commission finds neces-
sary or desirable. The Commission shall establish such standards by 
rules and regulations, which may— 
"(A) appropriately classify brokers and dealers and persons 
associated with brokers and dealers (taking into account relevant 
matters, including types of business done and nature of securities 
sold). 
"(B) specify that all or any portion of such standards shall be 
applicable to any such class. 
"(C) require persons in any such class to pass examinations 
prescribed in accordance with such rules and regulations. 
"(D) provide that persons in any such class other than a broker 
or a dealer and partners, officers, and supervisory employees 
(which latter term may be defined by the Commission's rules and 
regulations and as so defined shall include branch managers of 
brokers or dealers) of brokers or dealers, may be qualified solely 
on the basis of compliance with such specified standards of train-
ing and such other qualifications as the Commission 
finds 
appropriate. 
The Commission may prescribe by rules and regulations reasonable 
fees and charges to defray its costs in carrying out this paragraph, 
including, but not limited to, fees for any examination administered 
by it, or under its direction. 
The Commission may cooperate with 
securities associations registered under section ISA of this title and 57^°^^' ^^' ^^^' 
with national securities exchanges in administering examinations and 
may require brokers and dealers subject to this paragraph and persons 
associated with such brokers and dealers to pass examinations admin-
istered by or on behalf of any such association or exchange and to pay 
to such association or exchange reasonable fees or charges to defray 
the costfe incurred by such association or exchange in administering 
such examinations. 
"(9) In addition to the fees and charges authorized by paragraph 
(8), each broker or dealer registered under section 15 of this title not 
a member of a securities association registered pursuant to section 
] 5A of this title shall pay to the Commission such reasonable fees and 
charges as may be necessary to defray the costs of additional regula-
tory duties required to be performed by the Commission because such 
broker or dealer is not a member of such a securities association. The 
Commission shall establish such fees and charges by rules and regula-
tions. 
"(10) No broker or dealer subject to paragraph (8) of this sub-
section shall effect any transaction in, or induce the purchase or sale 
of, any security (otherwise than on a national securities exchange) in 
contravention of such rules and regulations as the Commission may 
prescribe designed to promote just and equitable principles of trade, 
to provide safeguards against unreasonable profits or unreasonable 
rates of commissions or other charges, and in general, to protect in-
vestors and the public interest, and to remove impediments to and 
perfect the mechanism of a free and open market." 
(c) Section 15(c) of said Act is amended by adding at the end 
" f,«^A%^°J^ 
thereof the following new paragraphs: 
'" ''^'" °" 
"(4) If the Commission finds, after notice and opportunity for 
hearing, that any person subject to the provisions of section 12, 13, or 
subsection (d) of section 15 of this title or any rule or regulation there-
under has failed to comply with any such provision, rule, or regula-
tion in any material respect, the Commission may publish its findings 
and issue an order requiring such person to comply with such provision 
or such rule or regulation thereunder upon such terms and conditions 
and within such time as the Commission may specify in such order. 
15 use 78o. 
Ante, pp. 565-
569; Post, p. 574. 
574 
PUBLIC LAW 88-467-AUG. 20, 1964 
[78 STAT. 
49 Stat. 1379. 
15 use 78o. 
48 Stat. 74; 
68 Stat. 683. 
15 u s e 77a-77z. 
Ante, pp. 565-
569. 
Definition. 
National secu-
rities associa-
tions. 
Registration 
requirements. 
52 Stat. 1070. 
15 u s e 780-3. 
"(5) If in its opinion the public interest and the protection of in-
vestors so require, the Commission is authorized summarily to suspend 
trading, otherwise than on a national securities exchange, in any secu-
rity (other than an exempted security) for a period not exceeding ten 
days. No broker or dealer shall make use of the mails or of any means 
or instrumentality of interstate commerce to effect any transaction in, 
or to induce the purchase or sale of, any security in which trading is so 
suspended." 
(d) Section 15(d) of said Act is amended to read as follows: 
"(d) Each issuer which has filed a registration statement contain-
ing an undertaking which is or becomes operative under this subsec-
tion as in effect prior to the date of enactment of the Securities Acts 
Amendments of 1964, and each issuer which shall after such date file 
a registration statement which has become effective pursuant to the 
Securities Act of 1933, as amended, shall file with the Commission, in 
accordance with such rules and regulations as the Commission may 
prescribe as necessary or appropriate in the public interest or for 
the protection of investors, such supplementary and periodic informa-
tion, documents, and reports as may be required pursuant to section 
13 of this title in respect of a security registered pursuant to section 
12 of this title. The duty to file under this subsection shall be auto-
matically suspended if and so long as any issue of securities of such 
issuer is registered pursuant to section 12 of this title. The duty to file 
under this subsection shall also be automatically suspended as to any 
fiscal year, other than the fiscal year within which such registration 
statement became effective, if, at the beginning of such fiscal year, 
the securities of each class to which the registration statement relates 
are held of record by less than three hundred persons. For the pur-
poses of this subsection, the term 'class' shall be construed to include 
all securities of an issuer which are of substantially similar character 
and the holder's of which enjoy substantially similar rights and privi-
leges. Nothing in this subsection shall apply to securities issued by 
a foreign government or political subdivision thereof." 
SEC. 7. (a) Section 15A(b) of the Securities Exchange Act of 1934 
is amended as follows: 
(1) The semicolons at the end of paragraphs (1) through (8) are 
stricken out and periods are inserted in lieu thereof. 
(2) Paragraph (3) thereof is amended to read as follows: 
"(3) the rules of the association provide that any broker or 
dealer who makes use of the mails or any means or instrumentality 
of interstate commerce to effect any transaction in, or to induce 
the purchase or sale of, anv security otherwise than on a national 
securities exchange, may become a member of such association, 
except such as are excluded pursuant to paragraph (4) or (5) of 
this subsection, or a rule of the association permitted under this 
paragraph. 
The rules of the association may restrict membership 
in such association on such specified geographical basis, or on 
such specified basis relating to the type of business done by its 
members, or on such other specified and appropriate basis, as 
appears to the Commission to be necessary or appropriate in the 
public interest or for the protection of investors and to carry out 
the purpose of this section. Rules adopted by the association may 
provide that the association may, unless the Commission directs 
otherwise in cases in which the Commission finds it appropriate 
in the public interest so to direct, deny admission to or refuse 
to continue in such association any broker or dealer if— 
" (A) such broker or dealer, whether prior or subsequent to 
becoming such, or 
574. 
78 STAT. ] 
PUBLIC LAW 88-467-AUG. 20, 1964 
575 
"(B) any person associated with such broker or dealer, 
whether prior or subsequent to becoming so associated, 
has been and is suspended or expelled from a national securities 
exchange or has been and is barred or suspended from being 
associated with all members of such exchange, for violation of any 
rule of such exchange.". 
(3) Paragraph (4) thereof is amended to read as follows: 
"(4) the rules of the association provide that, except with the 
approval or at the direction of the Commission in cases in which 
the Commission finds it appropriate in the public interest so to 
approve or direct, no broker or dealer shall be admitted to or 
continued in membership in such association, if such broker or 
dealer— 
"(A) has been and is suspended or expelled from a regis-
tered securities association (whether national or affiliated) or 
from a national securities exchange or has been and is barred 
or suspended from being associated with all members of such 
association or from being associated with all brokers or 
dealers which are members of such exchange, for violation 
of any rule of such association or exchange which prohibits 
any act or transaction constituting conduct inconsistent with 
just and equitable principles of trade, or requires any act the 
omission of which constitutes conduct inconsistent with just 
and equitable principles of trade. 
"(B) is subject to an order of the Commission denying, 
suspending for a period not exceeding twelve months, or 
revoking his registration pursuant to section 15 of this title, ^,'^"'^' ^^' ^^°" 
or expelling or suspending him from membership in a regis-
tered securities association or a national securities exchange, 
or barring or suspending him from being associated with 
a broker or dealer. 
"(C) whether prior or subsequent to becoming a broker 
or dealer, by his conduct while associated with a broker or 
dealer, was a cause of any suspension, expulsion, or order of 
the character described in clause (A) or (B) which is in effect 
with respect to such broker or dealer, and in entering such a 
suspension, expulsion, or order, the Commission or any such 
exchange or association shall have jurisdiction to determine 
whether or not any person was a cause thereof. 
"(D) has associated with him any person who is known, 
or in the exercise of reasonable care should be known, to him 
to be a person who, if such person were a broker or dealer, 
would be ineligible for admission to or continuance in mem-
bership under clause (A), (B), or (C) of this paragraph." 
(4) Paragraphs (5) through (10) thereof are redesignated as 
paragraphs (6) through (11), respectively, and a new paragraph (5) 
is added to read as follows: 
"(5) the rules of the association provide that, except with the 
approval or at the direction of the Commission in cases in which 
the Commission finds it appropriate in the public interest so to 
approve or direct, no person shall become a member and no natural 
person shall become a person associated with a member, unless such 
person is qualified to become a member or a person associated with 
a member in conformity with specified and appropriate standards 
with respect to the training, experience, and such other qualifica-
tions of such person as the association finds necessary or desirable, 
and in the case of a member, the financial responsibility of such 
member. For the purpose of defining such standards and the 
application thereof, such rules may— 
576 
PUBLIC LAW 88-467-AUG. 20, 1964 
[78 STAT. 
"(A) appropriately classify prospective members (taking 
into account relevant matters, includmg type of business done 
and nature of securities sold) and persons proposed to be 
associated with members. 
"(B) specify that all or any portion of such standards shall 
be applicable to any such class. 
"(C) require persons in any such class to pass examinations 
prescribed in accordance with such rules. 
"(D) provide that persons in any such class other than 
prospective members and partners, officers and supervisory 
employees (which latter term may be defined by such rules 
and as so defined shall include branch managers of members) 
of members, may be qualified solely on the basis of compliance 
with specified standards of training and such other qualifi-
cations as the association finds appropriate. 
"(E) provide that applications to become a member or a 
person associated with a member shall set forth such facts 
as the association may prescribe as to the training, experi-
ence, and other qualifications (including, in the case of an 
appilicant for membership, financial responsibility) of the 
applicant and that the association may adopt procedures for 
verification of qualifications of the applicant. 
"(F) require any class of persons associated with a mem-
ber to be registered with the association in accordance with 
procedures specified by such rules (and any application or 
document supplemental thereto required by such rules of a 
person seeking to be registered with such association shall, 
48 Stat. 904. 
foj. the Durposcs of subsection (a) of section 32 of this title, 
1 c Tier' •7otf 
. 
1 
! • 
• 
• - ! 
1 
m
i 
1 
1 • 
be deemed an application required to be tiled under this 
title)." 
(5) Redesignated paragraph (9) is amended to read as follows: 
"(9) the rules of the association provide that its members and 
persons associated with its members shall be appropriately dis-
ciplined, by expulsion, suspension, fine, censure, or being sus-
pended or barred from being associated with all members, or any 
other fitting penalty, for any violation of its rules.". 
(6) Redesignated paragraph (10) is amended to read as follows: 
"(10) the rules of the association provide a fair and orderly 
procedure with respect to the disciplining of members and persons 
associated with members and the denial of membership to any 
broker or dealer seeking membership therein or the barring of any 
person from being associated with a member. 
In any proceeding 
to determine whether any member or other person shall be 
disciplined, such rules shall require that specific charges be 
brought; that such member or person shall be notified of, and be 
given an opportunity to defend against, such charges; that a rec-
ord shall be kept; and that the determination shall include— 
" (A) a statement setting forth any act or practice in which 
such member or other person may be found to have engaged, 
or which such member or other person may be found to have 
omitted. 
"(B) a statement setting forth the specific rule or rules 
of the association of which any such act or practice, or omis-
sion to act, is deemed to be in violation. 
"(C) a statement whether the acts or practices prohibited 
by such rule or rules, or the omission of any act required 
thereby, are deemed to constitute conduct inconsistent with 
just and equitable principles of trade. 
"(D) a statement setting forth the penalty imposed. 
15 use 78ff. 
78 STAT. ] 
PUBLIC LAW 88-467-AUG. 20, 1964 
577 
In any proceeding to determine whether a broker or dealer shall 
be denied membership or whether any person shall be barred 
from being associated with a member, such rules shall provide 
that the broker or dealer or person shall be notified of, and be 
given an opportunity to be heard upon, the specific grounds for 
denial or bar which are under consideration; that a record shall 
be kept; and that the determination shall set forth the specific 
grounds upon which the denial or bar is based,". 
(7) Section 15A(b) of said Act is further amended by adding at 
fs usc'rso-a, 
the end thereof the following: 
"(12) the rules of the association include provisions governing 
the form and content of quotations relating to securities sold 
otherwise than on a national securities exchange which may be 
disseminated by any member or any person associated with a 
member, and the persons to whom such quotations may be sup-
plied. 
Such rules relating to quotations shall be designed to pro-
duce fair and informative quotations, both at the wholesale and 
retail level, to prevent fictitious or misleading quotations, and to 
promote orderly procedures for 
collecting and 
publishing 
quotations. 
The provisions of this subsection, as in effect prior to the date of 
enactment of the Securities Acts Amendments of 1964, shall be appli-
cable to the rules of any registered securities association which was 
registered on such date until July 1, 1964. After July 1, 1964, the 
Commission may, after notice and opportunity for hearing, suspend 
the registration of any such association if it finds that the rules thereof 
do not conform to the requirements of this subsection, as amended by 
section 7 of the Securities Acts Amendments of 1964, and any such 
suspension shall remain in effect until the Commission issues an order 
determining that such rules have been modified to conform with such 
requirements." 
(b) Section 15A(d)(2) is amended by striking the figure "(9)" 
inserting in lieu thereof "(10)", and by inserting "and paragraph 
(12)," immediately after "inclusive,". 
(c) Section 15A(g) is amended to read as follows: 
^5 ug^" ^^^^^ 
"(g) If any registered securities association (whether national or 
affiliated) takes any disciplinary action against any member thereof 
or any person associated with such a member or denies admission to 
any broker or dealer seeking membership therein^ or bars any person 
from being associated with a member, such action shall be subject 
to review by the Commission, on its own motion, or upon application 
by any person aggrieved thereby filed within thirty days after such 
action has been taken or within such longer period as the Commission 
may determine. 
Application to the Commission for review, or the 
institution of review by the Commission on its own motion, shall oper-
ate as a stay of such action until an order is issued upon such review 
pursuant to subsection (h), unless the Commission otherwise orders, 
after notice and opportunity for hearing on the question of a stay 
(which hearing may consist solely of affidavits and oral arguments)." 
(d) Section 15A(h) of said Act is amended to read as follows: 
"(h) (1) In a proceeding to review disciplinary action taken by a 
registered securities association against a member thereof or a person 
associated with a member, if the Commission, after appropriate notice 
and opportunity for hearing, upon consideration of the record before 
the association and such other evidence as it may deem relevant— 
" (A) finds that such member or person has engaged in such acts 
or practices, or has omitted such act, as the association has found 
liim to have engaged in or omitted, and 
578 
PUBLIC LAW 88-467-AUG. 20, 1964 
[78 STAT. 
"(B) determines that such acts or practices, or omission to 
act, are in violation of such rules of the association as have been 
designated in the determination of the association, 
the Commission shall by order dismiss the proceeding, unless it ap-
pears to the Commission that such action should be modified in accord-
ance with paragraph (2) of this subsection. The Commission shall 
likewise determine whether the acts or practices prohibited, or the 
omission of any act required, by any such rule constitute conduct in-
consistent with just and equitable principles of trade, and shall so 
declare. 
If it appears to the Commission that the evidence does not 
warrant the finding required in clause (A), or if the Commission 
determines that such acts or practices as are found to have been en-
gaged in are not prohibited Iby the designated rule or rules of the 
association, or that such act as is found to have been omitted is not 
required b^ such designated rule or rules, the Commission shall by 
order set aside the action of the association. 
"(2) If, after appropriate notice and opportunity for hearing, the 
Commission finds that any penalty imposed upon a member or person 
associated with a member is excessive or oppressive, having due regard 
to the public interest, the Commission shall by order cancel, reduce, or 
require the remission of such penalty. 
"(3) In any proceeding to review the denial of membership in a 
registered securities association or the barring of any person from 
being associated with a member, if the Commission, after appropriate 
notice and hearing, and upon consideration of the record before the 
association and such other evidence as it may deem relevant, deter-
mines that the specific grounds on which such denial or bar is based 
exist in fact and are valid under this section, the Commission shall 
by order dismiss the proceeding; otherwise, the Commission shall by 
order set aside the action of the association and require it to admit 
the applicant broker or dealer to membership therein, or to permit 
such person to be associated with a member." 
15 use yso'^^s 
(^) Section 15A(k) (2) of said Act is amended to read as follows: 
"(2) The Commission may in writing request any registered se-
curities association to adopt any specified alteration of or supplement 
to its rules with respect to any of the matters hereinafter enumerated. 
If such association rails to adopt such alteration or supplement within 
a reasonable time, the Commission is authorized by order to alter 
or supplement the rules of such association in the manner thereto-
fore requested, or with such modifications of such alteration or supple-
ment as it deems necessary if, after appropriate notice and oppor-
t unity for hearing, it appears to the Commission that such alteration 
or supplement is necessary or appropriate in the public interest or 
for the protection of investors or to effectuate the purposes of this 
section, with respect to— 
"(A) the basis for, and procedure in connection with, the 
denial of membership or the barring from being associated with a 
member or the disciplining of members or persons associated with 
members, or the qualifications required for members or natural 
persons associated with members or any class thereof. 
"(B) the method fbr adoption of any change in or addition to 
the rules of the association. 
"(C) the method of choosing officers and directors. 
"(D) affiliation between registered securities associations." 
(f) Section 15A(1) of said Act is amended (1) by striking out the 
semicolon at the end of paragraph (1) thereof and inserting a period, 
and (2) by striking out paragraph (2) and inserting the following: 
"(2) after appropriate notice and opportunity for hearing, 
by order to suspend for a period not exceeding twelve months or 
78 STAT. ] 
PUBLIC LAW 88-467-AUG. 20, 1964 
579 
to expel from a registered securities association any member 
thereof, or to suspend for a period not exceeding twelve months 
or to bar any person from being associated with a member thereof, 
if the Commission finds that such member or person— 
"(A) has violated any provision of this title or any rule 
or regulation thereunder, or has effected any transaction for 
any other person who, he had reason to believe, was violating 
with respect to such transaction any provision of this title or 
any rule or regulation thereunder. 
"(B) has willfully violated any provision of the Securities 
Act of 1933, as amended, or of any rule or regulation there- gg'^gtat^^esa^' 
under, or has effected any transaction for any other person 
1
5 use 77 a-
who, he had reason to believe, was willfully violating with 77z. 
respect to such transaction any provision of such Act or rule 
or regulation." 
SEC. 8. (a) Section 16(a) of the Securities Exchange Act of 1934 is 
js stau 89^6. 
amended to read as follows: 
"SEC. 16. (a) Every person who is directly or indirectly the bene-
ficial owner of more than 10 per centum of any class of any equity 
security (other than an exempted security) which is registered pur-
suant to section 12 of this title, or who is a director or an officer of 
^"'®' PP- ^es-
the issuer of such security, shall file, at the time of the registration of 
such security on a national securities exchange or by the effective date 
of a registration statement filed pursuant to section 12(g) of this title, 
or within ten days after he becomes such beneficial owner, director, 
or officer, a statement with the Commission (and, if such security 
is registered on a national securities exchange, also with the exchange) 
of the amount of all equity securities of such issuer of which he is the 
beneficial owner, and within ten days after the close of each calendar 
month thereafter, if there has been a change in such ownership during 
such month, shall file with the Commission (and if such security is 
registered on a national securities exchange, shall also file with the 
exchange), a statement indicating his ownership at the close of the 
calendar month and such changes in his ownership as have occurred 
during such calendar month." 
(b) Section 16 of said Act is further amended by redesignating 
subsection (d) thereof as (e) and adding a new subsection (d) as 
follows: 
"(d) The provisions of subsection (b) of this section shall not apply 
to any purchase and sale, or sale and purchase, and the provisions of 
subsection (c) of this section shall not apply to any sale, of an equity 
security not then or theretofore held by him in an investment account, 
by a dealer in the ordinary course of his business and incident to the 
establishment or maintenance by him of a primary or secondary mar-
ket (otherwise than on a national securities exchange or an exchange 
exempted from registration under section 5 of this title) for such secu- 
^^ ^^^ ^^*'-
rity. 
The Commission may, by such rules and regulations as it deems 
necessary or appropriate in the public interest, define and prescribe 
terms and conditions with respect to securities held in an investment 
account and transactions made in the ordinary course of business and 
incident to the establishment or maintenance of a primary or secondary 
market." 
SEC. 9. Section 20(c) of the Securities Exchange Act of 1934 is 
^^ use 78t. 
amended to read as follows: 
"(c) It shall be unlawful for any director or officer of, or any owner 
of any securities issued by, any issuer required to file any document, 
report, or information under this title or any rule or regulation there-
under without just cause to hinder, delay, or obstruct the making or 
filing of any such document, report, or information." 
580 
PUBLIC LAW 88-467-AUG. 20, 1964 
[78 STAT. 
SEC. 10. Subsection (b) of section 23 of the Securities Exchange 
48 Stat. 901. 
Act of 1934 is amended by adding at the end tliereof the following new 
15 
78w. 
sentence: "The Commission shall include in its annual reports to the 
Congress for the fiscal years ended on June 30 of 1965, 1966, and 1967 
information, data, and recommendations specifically related to the 
operation of the amendments to this Act made by the Securities Acts 
Amendments of 1964." 
SEC. 11. The first sentence of subsection (b) of section 32 of the 
49 Stat. 1380. 
Securitics Exchange Act of 1934 is amended (1) by striking out "pur-
suant to an undertaking contained in a registration statement as pro-
vided in" and inserting in lieu thereof "required to be filed under" and 
(2) by inserting immediately after "this title" the following: "or any 
rule or regulation thereunder". 
48 Stat. 77. 
SEC. 12. Scction 4 of the Securities Act of 1933 is amended to read 
llsLlZt 
as follows: 
1
5 use 77e. 
"SEC. 4. The provisions of section 5 shall not apply to— 
"(1) transactions by any person other than an issuer, under-
writer, or dealer. 
" (2) transactions by an issuer not involving any public offering. 
"(3) transactions by a dealer (including an undei-writer no 
longer acting as an underwriter in respect of the security involved 
in such transaction), except— 
"(A) transactions taking place prior to the expiration ot 
forty days after the first date upon which the security was 
bona fide offered to the public by the issuer or by or through 
an underwriter, 
"(B) transactions in a security as to which a registration 
statement has been filed taking place prior to the expiration 
of forty days after the effective date of such registration state-
ment or prior to the expiration of forty days after the first 
date upon which the security was bona fide offered to the 
public by the issuer or by or through an underwriter after 
such effective date, whichever is later (excluding in the com-
putation of such forty days any time during'which a stop 
54 Stat. 857. 
Order issued under section 8 is in effect as to the security), 
1
5 use 77h. 
or such shorter period as the Commission may specify by 
rules and regulations or order, and 
"(C) transactions as to securities constituting the whole 
or a part of an unsold allotment to or subscription by such 
dealer as a participant in the distribution of such securities 
by the issuer or by or through an underwriter. 
With respect to transactions referred to in clause (B), if securi-
ties of the issuer have not previously been sold pursuant to an 
earlier effective registration statement the applicable period, 
instead of forty days, shall be ninety days, or such shorter period 
as the Commission may specify by rules and regulations or order. 
"(4) brokers' transactions executed upon customers' orders on 
any exchange or in the over-the-counter market but not the 
solicitation of such orders." 
Effective dates. 
^^^ 
i^ -j^g amendments made by this Act shall take effect as 
follows: 
(1) The effective date of section 12(g)(1) of the Securities 
Exchange Act of 1934, as added by section 3(c) of this Act, shall be 
July 1,1964. 
(2) The effective date of the amendments to sections 12(b) and 
15(a) of the Securities Exchange Act of 1934, contained in sections 
3 (a) and 6(a), respectively, of this Act, shall be July 1,1964. 
(3) All other amendments contained in this Act shall take effect 
on the date of its enactment. 
Approved August 20, 1964.