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of the Commission, notwithstanding that such rule or regulation may, after such act or omission, be amended or rescinded or be determined by judicial or other authority to be invalid for any reason.
In carrying out its authority under subsection (a) and under section 13(b) of the Securities Exchange Act of 1934 , the Commission may recognize, as "generally accepted" for purposes of the securities laws, any accounting principles established by a standard setting body-
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.
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.
As used in this paragraph, the terms "association", "conference", "meeting", "forum", "agency", "organization", and "group" include any committee, subgroup, or representative of such entities.
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 (), and the purposes of considering, proposing, adopting, or engaging in any such rule or program or developing new rules or programs, the Commission may-
For purposes of the Paperwork Reduction Act (et seq.), any action taken under subsection (e) shall not be construed to be a collection of information.
The Commission may, subject to the limitations imposed by section 15B of the Securities Exchange Act of 1934 (), require a national securities association registered under the Securities Exchange Act of 1934 [ et seq.] to establish-
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.
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.
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).
Accounting support fees collected under this subsection and other receipts of the GASB shall not be considered public monies of the United States.
Nothing in this subsection shall be construed to-
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.
15 U.S.C. § 77s
REFERENCES IN TEXTThe Paperwork Reduction Act, referred to in subsec. (f), probably means chapter 35 (§3501 et seq.) of Title 44, Public Printing and Documents. See Short Title note set out under sectionof Title 44.The Securities Exchange Act of 1934, referred to in subsec. (g)(1), is act June 6, 1934, ch. 404, 48 Stat. 881, which is classified principally to chapter 2B (§78a et seq.) of this title. For complete classification of this Act to the Code, see section of this title and Tables.
AMENDMENTS2010-Subsec. (d)(6)(A). Pub. L. 111-203, §985(a)(3), which directed substitution of "in paragraph (1) or (3)" for "in paragraph (1) of (3)", could not be executed because the phrase "in paragraph (1) of (3)" did not appear. Subsecs. (e), (f). Pub. L. 111-203, §912, added subsecs. (e) and (f).Subsec. (g). Pub. L. 111-203, §978(a), added subsec. (g). 2002-Subsecs. (b) to (d). Pub. L. 107-204 added subsec. (b) and redesignated former subsecs. (b) and (c) as (c) and (d), respectively.1987-Subsec. (c)(6). Pub. L. 100-181 added par. (6). 1980-Subsec. (c). Pub. L. 96-477 added subsec. (c).1976-Subsec. (a). Pub. L. 94-210 struck out provisions relating to rules and regulations applicable to any common carrier subject to the provisions of section 20 of title 49.1934-Subsec. (a). Act June 6, 1934, inserted "technical" in first sentence and inserted last sentence.
EFFECTIVE DATE OF 2010 AMENDMENT Amendment by Pub. L. 111-203 effective 1 day after July 21, 2010, except as otherwise provided, see section 4 of Pub. L. 111-203, set out as an Effective Date note under sectionof Title 12, Banks and Banking.
EFFECTIVE DATE OF 1980 AMENDMENT Amendment by Pub. L. 96-477 effective Jan. 1, 1981, see section 507 of Pub. L. 96-477, set out as an Effective Date note under sectionof this title.
EFFECTIVE DATE OF 1976 AMENDMENT Amendment by Pub. L. 94-210 effective on 60th day after Feb. 5, 1976, but not applicable to any bona fide offering of a security made by the issuer, or by or through an underwriter, before such 60th day, see section 308(d)(1) of Pub. L. 94-210, set out as a note under sectionof this title.
TRANSFER OF FUNCTIONSFor transfer of functions of Securities and Exchange Commission, with certain exceptions, to Chairman of such Commission, see Reorg. Plan No. 10 of 1950, §§1, 2, eff. May 24, 1950, 15 F.R. 3175, 64 Stat. 1265, set out under sectionof this title.
STUDY ON MODERNIZATION AND SIMPLIFICATION OF REGULATION S-KPub. L. 114-94, div. G, title LXXII, §72003, Dec. 4, 2015, 129 Stat. 1785, provided that: "(a) STUDY.-The Securities and Exchange Commission shall carry out a study of the requirements contained in regulation S-K (et seq.). Such study shall-"(1) determine how best to modernize and simplify such requirements in a manner that reduces the costs and burdens on issuers while still providing all material information;"(2) emphasize a company by company approach that allows relevant and material information to be disseminated to investors without boilerplate language or static requirements while preserving completeness and comparability of information across registrants; and "(3) evaluate methods of information delivery and presentation and explore methods for discouraging repetition and the disclosure of immaterial information."(b) CONSULTATION.-In conducting the study required under subsection (a), the Commission shall consult with the Investor Advisory Committee and the Advisory Committee on Small and Emerging Companies. "(c) REPORT.-Not later than the end of the 360-day period beginning on the date of enactment of this Act [Dec. 4, 2015], the Commission shall issue a report to the Congress containing- "(1) all findings and determinations made in carrying out the study required under subsection (a);"(2) specific and detailed recommendations on modernizing and simplifying the requirements in regulation S-K in a manner that reduces the costs and burdens on companies while still providing all material information; and"(3) specific and detailed recommendations on ways to improve the readability and navigability of disclosure documents and to discourage repetition and the disclosure of immaterial information."(d) RULEMAKING.-Not later than the end of the 360-day period beginning on the date that the report is issued to the Congress under subsection (c), the Commission shall issue a proposed rule to implement the recommendations of the report issued under subsection (c). "(e) RULE OF CONSTRUCTION.-Revisions made to regulation S-K by the Commission under section 202 [probably means section 72002 of Pub. L. 114-94, set out as a note under section of this title] shall not be construed as satisfying the rulemaking requirements under this section."
- the terms "Administration" and "Administrator" mean the Small Business Administration and the Administrator thereof, respectively; and