**(a) Rules and regulations** The Commission shall have authority from time to time to make, amend, and rescind such rules and regulations as may be necessary to carry out the provisions of this subchapter, including rules and regulations governing registration statements and prospectuses for various classes of securities and issuers, and defining accounting, technical, and trade terms used in this subchapter. Among other things, the Commission shall have authority, for the purposes of this subchapter, to prescribe the form or forms in which required information shall be set forth, the items or details to be shown in the balance sheet and earning statement, and the methods to be followed in the preparation of accounts, in the appraisal or valuation of assets and liabilities, in the determination of depreciation and depletion, in the differentiation of recurring and nonrecurring income, in the differentiation of investment and operating income, and in the preparation, where the Commission deems it necessary or desirable, of consolidated balance sheets or income accounts of any person directly or indirectly controlling or controlled by the issuer, or any person under direct or indirect common control with the issuer. The rules and regulations of the Commission shall be effective upon publication in the manner which the Commission shall prescribe. No provision of this subchapter imposing any liability shall apply to any act done or omitted in good faith in conformity with any rule or regulation of the Commission, notwithstanding that such rule or regulation may, after such act or omission, be amended or rescinded or be determined by judicial or other authority to be invalid for any reason.
**(b) Recognition of accounting standards**
(1) **In general** — In carrying out i
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Stable record: federal_law:legal_authorities:record_usc_0944cbb83c6d4fbf390245ee Source file: Laws/federal/codes/united-states-code/title-15/section-77s-special-powers-of-commission--e0cd0f9866.md Pages: Not recorded – Not recorded Passage SHA-256: fc303220a76411988b7801be9ff712da8f0cde2c6f6846d1ee23c967d3ec5a5c Retained source evidence SHA-256: 19f970286720221d75a286dbae27ea2cb9823c51b23bb7bf2c4f1ae2a1da1b86
Source location: Title 15, Chapter 2A, § 77s; chapter-2a-securities-and-trust-indentures.md
Stored source content
**(a) Rules and regulations** The Commission shall have authority from time to time to make, amend, and rescind such rules and regulations as may be necessary to carry out the provisions of this subchapter, including rules and regulations governing registration statements and prospectuses for various classes of securities and issuers, and defining accounting, technical, and trade terms used in this subchapter. Among other things, the Commission shall have authority, for the purposes of this subchapter, to prescribe the form or forms in which required information shall be set forth, the items or details to be shown in the balance sheet and earning statement, and the methods to be followed in the preparation of accounts, in the appraisal or valuation of assets and liabilities, in the determination of depreciation and depletion, in the differentiation of recurring and nonrecurring income, in the differentiation of investment and operating income, and in the preparation, where the Commission deems it necessary or desirable, of consolidated balance sheets or income accounts of any person directly or indirectly controlling or controlled by the issuer, or any person under direct or indirect common control with the issuer. The rules and regulations of the Commission shall be effective upon publication in the manner which the Commission shall prescribe. No provision of this subchapter imposing any liability shall apply to any act done or omitted in good faith in conformity with any rule or regulation of the Commission, notwithstanding that such rule or regulation may, after such act or omission, be amended or rescinded or be determined by judicial or other authority to be invalid for any reason.
**(b) Recognition of accounting standards**
(1) **In general** — In carrying out its authority under subsection (a) and under section 13(b) of the Securities Exchange Act of 1934 [[15 U.S.C. 78m(b)](https://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title15-section78m/b&num=0&edition=prelim)], the Commission may recognize, as “generally accepted” for purposes of the securities laws, any accounting principles established by a standard setting body—
(A) that—
(i) is organized as a private entity;
(ii) has, for administrative and operational purposes, a board of trustees (or equivalent body) serving in the public interest, the majority of whom are not, concurrent with their service on such board, and have not been during the 2-year period preceding such service, associated persons of any registered public accounting firm;
(iii) is funded as provided in [section 7219 of this title](https://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title15-section7219&num=0&edition=prelim);
(iv) has adopted procedures to ensure prompt consideration, by majority vote of its members, of changes to accounting principles necessary to reflect emerging accounting issues and changing business practices; and
(v) considers, in adopting accounting principles, the need to keep standards current in order to reflect changes in the business environment, the extent to which international convergence on high quality accounting standards is necessary or appropriate in the public interest and for the protection of investors; and
(B) that the Commission determines has the capacity to assist the Commission in fulfilling the requirements of subsection (a) and section 13(b) of the Securities Exchange Act of 1934 [[15 U.S.C. 78m(b)](https://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title15-section78m/b&num=0&edition=prelim)], because, at a minimum, the standard setting body is capable of improving the accuracy and effectiveness of financial reporting and the protection of investors under the securities laws.
(2) **Annual report** — A standard setting body described in paragraph (1) shall submit an annual report to the Commission and the public, containing audited financial statements of that standard setting body.
**(c) Production of evidence** For the purpose of all investigations which, in the opinion of the Commission, are necessary and proper for the enforcement of this subchapter, any member of the Commission or any officer or officers designated by it are empowered to administer oaths and affirmations, subpena witnesses, take evidence, and require the production of any books, papers, or other documents which the Commission deems relevant or material to the inquiry. Such attendance of witnesses and the production of such documentary evidence may be required from any place in the United States or any Territory at any designated place of hearing.
**(d) Federal and State cooperation**
(1) The Commission is authorized to cooperate with any association composed of duly constituted representatives of State governments whose primary assignment is the regulation of the securities business within those States, and which, in the judgment of the Commission, could assist in effectuating greater uniformity in Federal-State securities matters. The Commission shall, at its discretion, cooperate, coordinate, and share information with such an association for the purposes of carrying out the policies and projects set forth in paragraphs (2) and (3).
(2) It is the declared policy of this subsection that there should be greater Federal and State cooperation in securities matters, including—
(A) maximum effectiveness of regulation,
(B) maximum uniformity in Federal and State regulatory standards,
(C) minimum interference with the business of capital formation, and
(D) a substantial reduction in costs and paperwork to diminish the burdens of raising investment capital (particularly by small business) and to diminish the costs of the administration of the Government programs involved.
(3) The purpose of this subsection is to engender cooperation between the Commission, any such association of State securities officials, and other duly constituted securities associations in the following areas:
(A) the sharing of information regarding the registration or exemption of securities issues applied for in the various States;
(B) the development and maintenance of uniform securities forms and procedures; and
(C) the development of a uniform exemption from registration for small issuers which can be agreed upon among several States or between the States and the Federal Government. The Commission shall have the authority to adopt such an exemption as agreed upon for Federal purposes. Nothing in this chapter shall be construed as authorizing preemption of State law.
(4) In order to carry out these policies and purposes, the Commission shall conduct an annual conference as well as such other meetings as are deemed necessary, to which representatives from such securities associations, securities self-regulatory organizations, agencies, and private organizations involved in capital formation shall be invited to participate.
(5) For fiscal year 1982, and for each of the three succeeding fiscal years, there are authorized to be appropriated such amounts as may be necessary and appropriate to carry out the policies, provisions, and purposes of this subsection. Any sums so appropriated shall remain available until expended.
(6) Notwithstanding any other provision of law, neither the Commission nor any other person shall be required to establish any procedures not specifically required by the securities laws, as that term is defined in section 3(a)(47) of the Securities Exchange Act of 1934 [[15 U.S.C. 78c(a)(47)](https://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title15-section78c/a/47&num=0&edition=prelim)], or by chapter 5 of title 5, in connection with cooperation, coordination, or consultation with—
(A) any association referred to in paragraph (1) or (3) or any conference or meeting referred to in paragraph (4), while such association, conference, or meeting is carrying out activities in furtherance of the provisions of this subsection; or
(B) any forum, agency, or organization, or group referred to in [section 80c–1 of this title](https://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title15-section80c-1&num=0&edition=prelim), while such forum, agency, organization, or group is carrying out activities in furtherance of the provisions of such section 80c–1.
As used in this paragraph, the terms “association”, “conference”, “meeting”, “forum”, “agency”, “organization”, and “group” include any committee, subgroup, or representative of such entities.
**(e) Evaluation of rules or programs** For the purpose of evaluating any rule or program of the Commission issued or carried out under any provision of the securities laws, as defined in section 3 of the Securities Exchange Act of 1934 ([15 U.S.C. 78c](https://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title15-section78c&num=0&edition=prelim)), and the purposes of considering, proposing, adopting, or engaging in any such rule or program or developing new rules or programs, the Commission may—
(1) gather information from and communicate with investors or other members of the public;
(2) engage in such temporary investor testing programs as the Commission determines are in the public interest or would protect investors; and
(3) consult with academics and consultants, as necessary to carry out this subsection.
**(f) Rule of construction** For purposes of the Paperwork Reduction Act ([44 U.S.C. 3501](https://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title44-section3501&num=0&edition=prelim) et seq.), any action taken under subsection (e) shall not be construed to be a collection of information.
**(g) Funding for the GASB**
(1) **In general** — The Commission may, subject to the limitations imposed by section 15B of the Securities Exchange Act of 1934 ([15 U.S.C. 78](https://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title15-section78&num=0&edition=prelim)o–4), require a national securities association registered under the Securities Exchange Act of 1934 [[15 U.S.C. 78a](https://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title15-section78a&num=0&edition=prelim) et seq.] to establish—
(A) a reasonable annual accounting support fee to adequately fund the annual budget of the Governmental Accounting Standards Board (referred to in this subsection as the “GASB”); and
(B) rules and procedures, in consultation with the principal organizations representing State governors, legislators, local elected officials, and State and local finance officers, to provide for the equitable allocation, assessment, and collection of the accounting support fee established under subparagraph (A) from the members of the association, and the remittance of all such accounting support fees to the Financial Accounting Foundation.
(2) **Annual budget** — For purposes of this subsection, the annual budget of the GASB is the annual budget reviewed and approved according to the internal procedures of the Financial Accounting Foundation.
(3) **Use of funds** — Any fees or funds collected under this subsection shall be used to support the efforts of the GASB to establish standards of financial accounting and reporting recognized as generally accepted accounting principles applicable to State and local governments of the United States.
(4) **Limitation on fee** — The annual accounting support fees collected under this subsection for a fiscal year shall not exceed the recoverable annual budgeted expenses of the GASB (which may include operating expenses, capital, and accrued items).
(5) **Rules of construction**
(A) *Fees not public monies* — Accounting support fees collected under this subsection and other receipts of the GASB shall not be considered public monies of the United States.
(B) *Limitation on authority of the Commission* — Nothing in this subsection shall be construed to—
(i) provide the Commission or any national securities association direct or indirect oversight of the budget or technical agenda of the GASB; or
(ii) affect the setting of generally accepted accounting principles by the GASB.
(C) *Noninterference with States* — Nothing in this subsection shall be construed to impair or limit the authority of a State or local government to establish accounting and financial reporting standards.
Cross-references
Connections may be documented source relationships, shared citations or nearby passages. Each explains its basis; a connection alone does not establish applicability to your situation.
Federal law — U.S. Code and appendices · legal_authorities
§ 77s. Special powers of Commission
(a) Rules and regulations
The Commission shall have authority from
time to time to make, amend, and rescind such
rules and regulations as may be necessary to
carry out the provisions of this subchapter, in-
cluding rules and regulations governing reg-
istration statements and prospectuses for var-
ious classes of securities and issuers, and defin-
ing accounting, technical, and trade terms used
in this subchapter. Among other things, the
Commission shall have authority, for the pur-
poses of this subchapter, to prescribe the form
or forms in which required information shall be
set forth, the items or details to be shown in the
balance sheet and earning statement, and the
methods to be followed in the preparation of ac-
counts, in the appraisal or valuation of assets
and liabilities, in the determination of deprecia-
tion and depletion, in the differentiation of re-
curring and nonrecurring income, in the dif-
ferentiation of investment and operating in-
come, and in the preparation, where the Com-
mission deems it necessary or desirable, of con-
solidated balance sheets or income accounts of
any person directly or indirectly controlling or
controlled by the issuer, or any person under di-
rect or indirect common control with the issuer.
The rules and regulations of the Commission
shall be effective upon publication in the man-
ner which the Commission shall prescribe. No
provision of this subchapter imposing any liabil-
ity shall apply to any act done or omitted in
good faith in conformity with any rule or regu-
lation of the Commission, notwithstanding that
such rule or regulation may, after such act or
omission, be amended or rescinded or be deter-
mined by judicial or other authority to be in-
valid for any rea
Stored review status: release_metadata_unconfirmed. The source passage cites 15 U.S.C. § 78a. This identifies an authority to review, not proof of applicability.
Federal law — U.S. Code and appendices · legal_authorities
§ 78a. Short title
This chapter may be cited as the ‘‘Securities
Exchange Act of 1934.’’
(June 6, 1934, ch. 404, title I, § 1, 48 Stat. 881.)
Editorial Notes
REFERENCES IN TEXT
This chapter, referred to in text, was in the original
‘‘This Act’’ meaning the Securities Exchange Act of
1934, act June 6, 1934, ch. 404. The act was divided into
two titles as follows: ‘‘Title I—Regulation of Securities
Exchanges’’ and ‘‘Title II—Amendments to Securities
Act of 1933.’’ This section was section 1 of title I of the
Act, which title, as amended, is set out as sections 78a
to 78d–5, 78e to 78l, 78m, 78m–1, 78n to 78o, 78o–3, 78o–4,
78o–5 to 78o–7, 78o–10 to 78u–6, 78v to 78dd–1, 78ee to 78hh,
78mm, and 78pp to 78rr of this title. Sections 78kk, 78ll,
78nn, 78oo, and 78rr of this title, which were directed to
be added at the end of the Securities Exchange Act of
1934, have been treated in the Code as added to title I
of the Act to reflect the probable intent of Congress.
See Codification notes set out under those sections.
Title II of the act amended or repealed sections 77b, 77c,
77d, 77e, 77j, 77k, 77m, 77o, and 77s of this title, and
added former sections 78ii and 78jj of this title. For
complete classification of this Act to the Code, see Ta-
bles.
Statutory Notes and Related Subsidiaries
SHORT TITLE 2022 AMENDMENT
Pub. L. 117–263, div. E, title LVIII, § 5801, Dec. 23, 2022,
136 Stat. 3421, provided that: ‘‘This title [enacting sec-
tions 77z–4 and 78rr of this title and sections 14a, 253,
1772e, 1772f, 1831cc, 1831dd, 4527, 4528, 5334, 5335, 5498, and
5499 of Title 12, Banks and Banking, amending sections
77g, 78d, 78m, 78n, 78o–3, 78o–4, 78o–7, 80a–8, 80a–29, and
80b–4 of this title and sections 1467a, 1844, 5361, and 5468
of Title 12, enacting
Stored review status: historical_2024_not_currentness_verified. The source passage cites 15 U.S.C. § 78a. This identifies an authority to review, not proof of applicability.
Federal law — U.S. Code and appendices · legal_authorities
**(a) Definitions** When used in this chapter, unless the context otherwise requires—
(1) The term “exchange” means any organization, association, or group of persons, whether incorporated or unincorporated, which constitutes, maintains, or provides a market place or facilities for bringing together purchasers and sellers of securities or for otherwise performing with respect to securities the functions commonly performed by a stock exchange as that term is generally understood, and includes the market place and the market facilities maintained by such exchange.
(2) The term “facility” when used with respect to an exchange includes its premises, tangible or intangible property whether on the premises or not, any right to the use of such premises or property or any service thereof for the purpose of effecting or reporting a transaction on an exchange (including, among other things, any system of communication to or from the exchange, by ticker or otherwise, maintained by or with the consent of the exchange), and any right of the exchange to the use of any property or service.
(3)
(A) The term “member” when used with respect to a national securities exchange means (i) any natural person permitted to effect transactions on the floor of the exchange without the services of another person acting as broker, (ii) any registered broker or dealer with which such a natural person is associated, (iii) any registered broker or dealer permitted to designate as a representative such a natural person, and (iv) any other registered broker or dealer which agrees to be regulated by such exchange and with respect to which the exchange undertakes to enforce compliance with the provisions of this chapter, the rules and regulations thereunder, and its own rules. For purposes of section
Stored review status: release_metadata_unconfirmed. The source passage cites 15 U.S.C. § 78c. This identifies an authority to review, not proof of applicability.
Federal law — U.S. Code and appendices · legal_authorities
§ 78c. Definitions and application
(a) Definitions
When used in this chapter, unless the context
otherwise requires—
(1) The term ‘‘exchange’’ means any organi-
zation, association, or group of persons,
whether
incorporated
or
unincorporated,
which constitutes, maintains, or provides a
market place or facilities for bringing to-
gether purchasers and sellers of securities or
for otherwise performing with respect to secu-
rities the functions commonly performed by a
stock exchange as that term is generally un-
derstood, and includes the market place and
the market facilities maintained by such ex-
change.
(2) The term ‘‘facility’’ when used with re-
spect to an exchange includes its premises,
tangible or intangible property whether on the
premises or not, any right to the use of such
premises or property or any service thereof for
the purpose of effecting or reporting a trans-
action on an exchange (including, among other
things, any system of communication to or
from the exchange, by ticker or otherwise,
maintained by or with the consent of the ex-
change), and any right of the exchange to the
use of any property or service.
(3)(A) The term ‘‘member’’ when used with
respect to a national securities exchange
means (i) any natural person permitted to ef-
fect transactions on the floor of the exchange
without the services of another person acting
as broker, (ii) any registered broker or dealer
with which such a natural person is associ-
ated, (iii) any registered broker or dealer per-
mitted to designate as a representative such a
natural person, and (iv) any other registered
broker or dealer which agrees to be regulated
by such exchange and with respect to which
the exchange undertakes to enforce compli-
ance with the provisions of this cha
Stored review status: historical_2024_not_currentness_verified. The source passage cites 15 U.S.C. § 78c. This identifies an authority to review, not proof of applicability.
Federal law — U.S. Code and appendices · legal_authorities
**(a) Reports by issuer of security; contents** Every issuer of a security registered pursuant to section 78l of this title shall file with the Commission, in accordance with such rules and regulations as the Commission may prescribe as necessary or appropriate for the proper protection of investors and to insure fair dealing in the security—
(1) such information 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 with an application or registration statement filed pursuant to section 78l of this title, 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. In any registration statement, periodic report, or other reports to be filed with the Commission, an emerging growth company need not present selected financial data in accordance with section 229.301 of title 17, Code of Federal Regulations, for any period prior to the earliest audited period presented in connection with its first registration statement that became effective under this chapter or the Securities Act of 1933 [[15 U.S.C. 77a](https://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title15-section77a&num=0&edition=prelim) et seq.] and, with respect to any such statement or reports, an emerging growth company may not be
Stored review status: release_metadata_unconfirmed. The source passage cites 15 U.S.C. § 78m. This identifies an authority to review, not proof of applicability.
Federal law — U.S. Code and appendices · legal_authorities
§ 78m. Periodical and other reports
(a) Reports by issuer of security; contents
Every issuer of a security registered pursuant
to section 78l of this title shall file with the
Commission, in accordance with such rules and
regulations as the Commission may prescribe as
necessary or appropriate for the proper protec-
tion of investors and to insure fair dealing in
the security—
Page 293
TITLE 15—COMMERCE AND TRADE
§ 78m
(1) such information and documents (and
such copies thereof) as the Commission shall
require to keep reasonably current the infor-
mation and documents required to be included
in or filed with an application or registration
statement filed pursuant to section 78l of this
title, except that the Commission may not re-
quire the filing of any material contract whol-
ly 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 na-
tional securities exchange shall also file a dupli-
cate original of such information, documents,
and reports with the exchange. In any registra-
tion statement, periodic report, or other reports
to be filed with the Commission, an emerging
growth company need not present selected fi-
nancial data in accordance with section 229.301
of title 17, Code of Federal Regulations, for any
period prior to the earliest audited period pre-
sented in connection with its first registration
statement that became effective under this
chapter or the Securities Act of 1933 [15 U.S.C.
77a et seq.] and, with respect to any such state-
ment or reports, an emerging growth c
Stored review status: historical_2024_not_currentness_verified. The source passage cites 15 U.S.C. § 78m. This identifies an authority to review, not proof of applicability.
Federal law — U.S. Code and appendices · legal_authorities
The purposes of this subchapter are to—
(1) minimize the paperwork burden for individuals, small businesses, educational and nonprofit institutions, Federal contractors, State, local and tribal governments, and other persons resulting from the collection of information by or for the Federal Government;
(2) ensure the greatest possible public benefit from and maximize the utility of information created, collected, maintained, used, shared and disseminated by or for the Federal Government;
(3) coordinate, integrate, and to the extent practicable and appropriate, make uniform Federal information resources management policies and practices as a means to improve the productivity, efficiency, and effectiveness of Government programs, including the reduction of information collection burdens on the public and the improvement of service delivery to the public;
(4) improve the quality and use of Federal information to strengthen decisionmaking, accountability, and openness in Government and society;
(5) minimize the cost to the Federal Government of the creation, collection, maintenance, use, dissemination, and disposition of information;
(6) strengthen the partnership between the Federal Government and State, local, and tribal governments by minimizing the burden and maximizing the utility of information created, collected, maintained, used, disseminated, and retained by or for the Federal Government;
(7) provide for the dissemination of public information on a timely basis, on equitable terms, and in a manner that promotes the utility of the information to the public and makes effective use of information technology;
(8) ensure that the creation, collection, maintenance, use, dissemination, and disposition of information by or for the Federal Government is consistent w
Stored review status: release_metadata_unconfirmed. The source passage cites 44 U.S.C. § 3501. This identifies an authority to review, not proof of applicability.
Federal law — U.S. Code and appendices · legal_authorities
§ 3501. Purposes
The purposes of this subchapter are to—
(1) minimize the paperwork burden for indi-
viduals, small businesses, educational and
nonprofit institutions, Federal contractors,
State, local and tribal governments, and other
persons resulting from the collection of infor-
mation by or for the Federal Government;
(2) ensure the greatest possible public ben-
efit from and maximize the utility of informa-
tion created, collected, maintained, used,
shared and disseminated by or for the Federal
Government;
(3) coordinate, integrate, and to the extent
practicable and appropriate, make uniform
Federal information resources management
policies and practices as a means to improve
the productivity, efficiency, and effectiveness
of Government programs, including the reduc-
tion of information collection burdens on the
public and the improvement of service deliv-
ery to the public;
(4) improve the quality and use of Federal
information to strengthen decisionmaking, ac-
countability, and openness in Government and
society;
(5) minimize the cost to the Federal Govern-
ment of the creation, collection, maintenance,
use, dissemination, and disposition of informa-
tion;
(6) strengthen the partnership between the
Federal Government and State, local, and
tribal governments by minimizing the burden
and maximizing the utility of information cre-
ated, collected, maintained, used, dissemi-
nated, and retained by or for the Federal Gov-
ernment;
(7) provide for the dissemination of public
information on a timely basis, on equitable
terms, and in a manner that promotes the
utility of the information to the public and
makes effective use of information tech-
nology;
(8) ensure that the creation, collection,
maintenance, use, dissemination, and disposi-
Stored review status: historical_2024_not_currentness_verified. The source passage cites 44 U.S.C. § 3501. This identifies an authority to review, not proof of applicability.