(2) To issue notices of suspension of offering sheets and of opportunity for hearing thereon, in the manner prescribed in Rule 340 (a), § 230.340(a) of this chapter;

(3) To terminate temporary suspension orders issued by the Commission under Rule 340 (a), § 230.340 (a) of this chapter, and proceedings under Rule 340 (b), § 230.340 (b) of this chapter, prior to taking any evidence at any such hearing thereon when, as set forth in Rule 340 (c), § 230.340 (c) of this chapter, it appears that the offering sheet has been amended to cure the objections specified in the temporary suspension order or the notice instituting the proceeding;

(4) To authorize the issuance of orders granting requests for withdrawal of offering sheets, pursuant to Rule 350, § 230.350 of this chapter, when it appears that no sales of the securities described in said offering sheets have, in fact, been made;

(5) To authorize the issuance of orders declaring effective amendments to offering sheets filed in accordance with the provisions in Rule 352, § 230.352 of this chapter, and Rule 354, § 230.354 of this chapter;

(6) To authorize the issuance of orders terminating the effectiveness of offering sheets upon applications of persons filing them in compliance with the provisions of Rule 356, § 230.356 of this chapter.

(d) With respect to the Trust Indenture Act of 1939, 15 U.S.C. 77aaa et seq.:

(1) To determine to be effective prior to the twentieth day after filing thereof applications for qualification of indentures filed on Form T-3 pursuant to section 307 of the Act, 15 U.S.C. 77ggg, and Rule 7a-1 thereunder, § 260.7a-1 of this chapter;

(2) To authorize the issuance of orders exempting certain securities from the provisions of the Act pursuant to sections 304 (c) and (d) thereof, 15 U.S.C. 77ddd (c) and (d) and Rule 4(c)-1 thereunder, § 260.4c-1 of this chapter;

(3) In cases in which opportunity for hearing is waived, to authorize the issuance of orders determining that a trusteeship under an indenture to be qualified and another indenture is not so likely to involve a material conflict of interest as to make it necessary to disqualify the trustee pursuant to section 310(b) (1) (ii) of the Act, 15 U.S.C. 77jjj (b) (1) (ii) and Rule 10b-2 thereunder, § 260.10b-2 of this chapter.

(e) With respect to the Securities Exchange Act of 1934, 15 U.S.C. 78a, et seq.:

(1) To determine to be effective applications for registration of securities on a national securities exchange prior to thirty days after receipt of a certification pursuant to section 12(d) of the Act, 15 U.S.C. 787(d):

(2) Pursuant to instructions as to financial statements contained in forms adopted under the Act:

(i) To permit the omission of one or more financial statements therein required or the filing in substitution therefor of appropriate statements of comparable character;

(ii) To require the filing of other financial statements in addition to, or in substitution for, the statements therein required.

(3) (1) To grant applications for confidential treatment of contract provisions under section 24(b) of the Act and Rule 24b-2 thereunder, § 240.24b-2 of this chapter;

(ii) To accord confidential treatment to material other than contract provisions filed pursuant to section 24b-2 thereunder, § 240.24b-2 of this chapter, but only when the Commission has previously by order granted confidential treatment to the same information;

(iii) To schedule hearings on applications pursuant to section 24(b) of the Act and Rule 24b-2 thereunder; and to deny any such application as to which the applicant waives his right to a hearing, provided such applicant is advised of his right to have such denial reviewed by the Commission.

(4) To authorize the use of forms of proxies, proxy statements or other soliciting material within periods of time less than that prescribed in §§ 240.14a-6, .14a-8 (d), and .14a-11 of this chapter; to authorize the filing of information statements within periods of time less than that prescribed in § 240.14c-5 (a) of this chapter; and to authorize the filing of information pursuant to § 240.14f-1 of this chapter within periods of time less than that prescribed in that section.

(5) To grant or deny applications filed pursuant to section 12(g) (1) of the Act for extensions of time within which to file registration statements pursuant to that section and to grant or deny applications filed pursuant to § 240.12b-25 of this chapter for extensions of time within which to file information, documents, or reports, provided the applicant

is advised of his right to have any such denial reviewed by the Commission.

(6) To accelerate at the request of the issuer the effective date of registration statements filed pursuant to section 12(g) of the Act:

(7) To issue notices of applications for exemptions under section 12 (h) of the Act.

(8) At the request of the issuer, to accelerate the termination of registration of any class of equity securities, as provided in section 12(g) (4) of the Act (15 U.S.C. 781(g) (4)).

(f) Notwithstanding anything in the foregoing:

(1) Matters arising under the Investment Company Act of 1940, the Securities Act of 1933, the Securities Exchange Act of 1934 and the Trust Indenture Act of 1939 pertaining to investment companies registered under the Investment Company Act of 1940 are not within the scope of the functions delegated to the Director of the Division of Corporation Finance;

(2) The Director of the Division of Corporation Finance shall have the same authority with respect to the Securities Act of 1933, 15 U.S.C. 77a et seq., Regulation A, 17 CFR 230.251 et seq. and Regulation F, 17 CFR 230.651 et seq., as that delegated to each Regional Administrator in paragraphs (a), (b), and (d) of § 200.30-4.

(3) In any case in which the Director of the Division of Corporation Finance believes it appropriate, he may submit the matter to the Commission.

(Secs. 1, 2, 76 Stat. 394, 395; 15 U.S.C. 78d-1, 78d-2) [29 F.R. 15283, Nov. 14, 1964, as amended at 31 F.R. 6588, May 3, 1966; 33 F.R. 7625, May 23, 1968; 34 F.R. 2502, Feb. 21, 1969; 34 F.R. 19652, Dec. 13, 1969; 35 F.R. 18194, Nov. 28, 1970; 36 F.R. 20367, Oct. 21, 1971]

§ 200.30-2 Delegation of authority to Director of Division of Corporate Regulation.

Pursuant to the provisions of Public Law No. 87-592, 76 Stat. 394, the Securities and Exchange Commission hereby delegates, until the Commission orders otherwise, the following functions to the Director of the Division of Corporate Regulation, to be performed by him or under his direction by such person or persons as may be designated from time to time by the Chairman of the Commission:

(a) With respect to the Public Utility

Holding Company Act of 1935, 15 U.S.C. 79a, et seq.:

(1) To issue notices with respect to applications or declarations under the following sections of the Act and the rules and regulations promulgated thereunder where, upon examination, the application or declaration does not appear to him to present issues not previously settled by the Commission or to raise questions of fact or policy indicating that the public interest or the interest of investors or consumers requires that a hearing be held:

(i) Section 2(a) (3), 15 U.S.C. 79b (a) (3);

(ii) Section 2(a) (4), 15 U.S.C. 79b (a) (4);

(iii) Section 2(a) (7), 15 U.S.C. 79b (a) (7);

(iv) Section 2(a) (8), 15 U.S.C. 79b (a) (8);

(v) Section 3(a), 15 U.S.C. 79c(a);
(vi) Section 3(b), 15 U.S.C. 79c (b);
(vii) Section 5(d), 15 U.S.C. 79e(d);
(viii) Section 6(b), 15 U.S.C. 79f(b);
(ix) Section 7, 15 U.S.C. 79g;

(x) Section 9(c) (3), 15 U.S.C. 791(c) (3);

(xi) Section 10, 15 U.S.C. 79j;

(xii) Section 12(b), 15 U.S.C. 791(b); (xiii) Section 12(c), 15 U.S.C. 797(c); (xiv) Section 12(d), 15 U.S.C. 791(d); (xv) Section 12(e), 15 U.S.C. 797(e) (xvi) Section 12(f), 15 U.S.C. 797(f); (xvii) Section 12(g), 15 U.S.C. 791(g); (xviii) Section 13(b), 15 U.S.C. 79m (b);

(xix) Section 13(c), 15 U.S.C. 79m (c); (xx) Section 13(d), 15 U.S.C. 79m (d); (xxi) Section 13(e), 15 U.S.C. 79m (e);

(xxii) Section 13(f), 15 U.S.C. 79m (f).

(2) To authorize the issuance of orders where a notice has been issued and no request for a hearing has been received from any interested person within the period specified in the notice and the matter involved presents no issue that he believes has not previously been settled by the Commission and it does not appear to him to be necessary in the public interest or the interest of investors or consumers that a hearing be held; section 20(c), 15 U.S.C. 79t(c);

(3) To permit the withdrawal of applications or declarations filed pursuant to the Act, 15 U.S.C. 79a, et seq.;

(4) Upon a showing of good cause that it would not be contrary to the public interest or inconsistent with the pro

tection of investors or consumers, to grant, reasonable extensions of time with respect to the time for the filing with the Commission of registration statements and of reports pursuant to section 20(a), 15 U.S.C. 79t(a), and Rules 1(b), 1(c), 2, 24 and 29; §§ 250.1(b), 250.1(c), 250.2, 250.24 and 250.29 of this chapter;

(5) To issue notices and grant applications by a holding company or any subsidiary company thereof, under sec.. tion 3(c) of the Act, for revocation of previously granted exemptions from registration, unless, upon examination, the application appears to him to present issues not previously settled by the Commission or to raise questions of fact or policy indicating that the public interest or the interest of investors or consumers requires that a hearing be held;

(6) To permit the filing of preliminary registration statements pursuant to section 5(c) of the Act;

(7) To authorize the destruction of records pursuant to the provisions of General Instruction 3(c) of the Uniform System of Accounts for public utility holding companies, § 257.0-3 (c) of this chapter.

(8) To authorize the discontinuance of reporting of information otherwise required to be reported under sections 5(b), 13(c), 13(e), 13 (f), 14, and 20(a) of the Act;

(9) To grant extensions of time for filing registration statements and reports pursuant to sections 5(b), 13(c), 13(e), 13(f), 14, and 20(a) of the Act.

(b) With respect to the Investment Company Act of 1940, 15 U.S.C. 80a-1, et seq.:

(1) To issue notices, pursuant to Rule 0-5(a), § 270.0-5(a) of this chapter, with respect to applications for orders under the following sections of the Act and the rules and regulations promulgated thereunder where, upon examination, the application does not appear to him to present issues not previously settled by the Commission or to raise questions of fact or policy indicating that the public interest or the interest of investors requires that a hearing be held:

(i) Section 6(b), 15 U.S.C. 80a-6(b); (11) Section 6(c), 15 U.S.C. 80a-6(c); (iii) Section 6(d), 15 U.S.C. 80a-6(d); (iv) Section 6(e), 15 U.S.C. 80a-6(e); (v) Section 7(d), 15 U.S.C. 80a-7(d); (vi) Section 8(f), 15 U.S.C. 80a-8(f); (vii) Section 10(e), 15 U.S.C. 80a10(e);

(viii) Section 10(f), 15 U.S.C. 80a10(f);

(ix) Section 11(a), 15 U.S.C. 80811(a);

(x) Section 12(g), 15 U.S.C. 80a12(g);

(xi) Section 16(a), 15 U.S.C. 80816(a);

(xii) Section 17(b), 15 U.S.C. 80a17(b);

(xiii) Section 17(d), 15 U.S.C. 80a17(d);

(xiv) Section 17(e), 15 U.S.C. 80a17(e);

(xv) Section 17(f), 15 U.S.C. 80a17(f);

(xvi) Section 17(g), 15 U.S.C. 80a17(g);

(xvii) Section 18(j), 15 U.S.C. 80a18(j);

(xviii) Section 23(b), 15 U.S.C. 80a23(b);

(xix) Section 23(c), 15 U.S.C. 80823(c);

(xx) Section 28(c), 15 U.S.C. 80a28 (c);

(xxi) Section 31(d), 15 U.S.C. 80a30(d);

(xxii) Section 32(c), 15 U.S.C. 80a31(c);

(xxiii) Section 45 (a), 15 U.S.C. 80a44 (a).

(xxiv) Section 3(b) (2), 15 U.S.C. 80a3(b)(2).

(2) To authorize the issuance of orders where a notice, pursuant to Rule 0-5(a), § 270.0-5(a) of this chapter, has been issued and no request for a hearing has been received from any interested person within the period specified in the notice and the matter involved presents no issue that he believes has not previously been settled by the Commission and it does not appear to him to be necessary in the public interest or the interest of investors that a hearing be held; section 40 (a), 15 U.S.C. 30a-39(a);

(3) To permit the withdrawal of applications pursuant to the Act, 15 U.S.C. 80a-1, et seq.;

(4) In connection with the mailing of reports to stockholders and the filing with the Commission of registration statements and of reports: (i) To grant reasonable extensions of time, upon a showing of good cause and that it would not be contrary to the public interest or inconsistent with the protection of investors; and (ii) to deny requests for extension of time, provided the applicant is advised that he can request Commission review of any such denial.

(5) To permit, pursuant to Rule 20a-2(a) (9), § 270.20a-2(a) (9) of this chapter, the omission from a proxy statement of a registered investment company of the certification of the balance sheet of the investment adviser of such investment company and, if the investment adviser is primarily engaged in a business other than the underwriting or distribution of investment company securities or the performance of advisory services for registered investment companies, to permit the summarization or omission of such balance sheet.

(6) To authorize the issuance of orders granting confidential treatment pursuant to section 45(a) of the Act, 15 U.S.C. 80a-44(a), where applications for confidential treatment are made regarding matters of disclosure in registration statements filed pursuant to section 8 of the Act, 15 U.S.C. 80a-8, or in reports filed pursuant to section 30 of the Act, 15 U.S.C. 80a-29, but only when the Commission has previously by order granted confidential treatment to the same information.

(c) With respect to matters pertaining to investment companies registered under the Investment Company Act of 1940 arising under the Securities Act of 1933, the Securities Exchange Act of 1934 and the Trust Indenture Act of 1939, the same functions as are delegated to the Director of the Division of Corporation Finance in regard to companies other than such registered investment companies in paragraphs (a) (1), (2), (3), (5), and (6), (d), and (e) of § 200.30-1.

(d) With respect to registration of securities pursuant to the Securities Act of 1933, 15 U.S.C. 77a et seq., and Regulation C thereunder, § 230.400 et seq. of this chapter, pursuant to section 8(a) of the Securities Act of 1933, 15 U.S.C. 77h(a), and Regulation C thereunder, § 230.400 et seq. of this chapter, regarding registration statements filed by investment companies registered under the Investment Company Act of 1940 on any form subsequent to the effectiveness of another registration statement covering the securities of the same issuer where the issuer is subject to and is filing reports in compliance with the reporting requirements of section 13 or section 15(d) of the Securities Exchange Act of 1934, 15 U.S.C. 78m and 780 (d), or section 30 of the Investment Company Act of 1940, 15 U.S.C. 80a-29;

(1) To determine such registration statements to be effective within shorter periods of time than twenty days after filing thereof;

(2) To consent to the filing of amendments prior to the effective dates of such registration statements as parts thereof, or to determine that amendments filed prior to the effective dates of such registration statements have been filed pursuant to orders of the Commission, so as to be treated as parts of the registration statements for the purpose of section 8(a) of the Act;

(3) To determine to be effective applications for qualification of trust indentures filed therewith.

(e) With respect to the Securities Act of 1933, 15 U.S.C. 77a et seq. and Regulation E thereunder, § 230.601 et seq. of this chapter:

(1) To authorize the offering of securities:

(i) Less than ten days subsequent to the filing with the Commission of a notification on Form 1-E, pursuant to Rule 604(a), § 230.604(a) of this chapter;

(ii) Less than ten days subsequent to the filing of an amendment to a notification on Form 1-E, pursuant to Rule 604 (c), § 230.604(c) of this chapter;

(2) To authorize the use of a revised or amended offering circular less than ten days subsequent to the filing thereof pursuant to Rule 605 (e), § 230.605(e) of this chapter;

(3) To authorize the use of communications specified in subsections (a), (b), and (c) of Rule 607, § 230.607 of this chapter, less than five days subsequent to the filing thereof;

(4) To permit the withdrawal of any notification, or any exhibit or other documents filed as a part thereof, pursuant to Rule 604 (d), § 230.604(d) of this chapter.

(f) (1) To designate officers empowered to administer oaths and affirmations, subpoena witnesses, compel their attendance, take evidence, and require the production of any books, papers, correspondence, memoranda, contracts, agreements, or other records in the course of investigations instituted by the Commission pursuant to section 18(c) of the Public Utility Holding Company Act of 1935, 15 U.S.C. 79r(c), or pursuant to section 42(b) of the Investment Company Act of 1940, 15 U.S.C. 80a-41(b), or pursuant to section 19(b) of the Securi

ties Act of 1933, 15 U.S.C. 77s (b), or pursuant to section 21(b) of the Securities Exchange Act of 1934, 15 U.S.C. 78u (b), or pursuant to section 8(e) of the Securities Act of 1933, 15 U.S.C. 77h(e);

(2) In nonpublic investigatory proceedings within the responsibility of the director, to grant requests of persons to procure copies of the transcripts of their testimony given pursuant to Rule 6 of the Commission's rules relating to investigations as in effect prior to November 27, 1970 (§ 203.6 of this chapter).

(g) To issue certifications to investment companies which are principally engaged in the furnishing of capital to other corporations which are principally engaged in the development or exploitation of inventions, technological improvements, new processes, or products not previously generally available, pursuant to section 851(e) of the Internal Revenue Code of 1954 where applications from such companies do not present issues not previously settled by the Commission and do not require a hearing.

(h) Notwithstanding anything in the foregoing, in any case in which the Director of the Division of Corporate Regulation believes it appropriate he may submit the matter to the Commission. (Secs. 1, 2, 76 Stat. 394, 395; 15 U.S.C. 78d-1, 78d-2, sec. 851, 68A Stat. 270, as amended sec. 38, 72 Stat. 1638; 26 U.S.C. 851) [29 F.R. 15284, Nov. 14, 1964, as amended at 31 FR. 6588, May 3, 1966; 32 F.R. 15470, Nov. 7, 1967; 34 F.R. 2502, Feb. 21, 1969; 35 F.R. 941, Jan. 23, 1970; 35 F.R. 4121, Mar. 5, 1970; 35 F.R. 18194, Nov. 28, 1970]

§ 200.30-3 Delegation of authority to Director of Division of Trading and Markets.

Pursuant to the provisions of Public Law No. 87-592, 76 Stat. 394, the Securities and Exchange Commission hereby delegates, until the Commission orders otherwise, the following functions to the Director of the Division of Trading and Markets to be performed by him or under his direction by such person or persons as may be designated from time to time by the Chairman of the Commission:

(a) (1) To designate officers empowered to administer oaths and affirmations, subpoena witnesses, compel their attendence, take evidence, and require the production of any books, papers, or other documents in the course of investigations instituted by the Commission pursuant to section 19(b) of the Securities Act of 1933, 15 U.S.C. 77s(b), section 21(b) of

the Securities Exchange Act of 1934, 15 U.S.C. 78u(b), and section 209 (b) of the Investment Advisers Act of 1940, 15 U.S.C. 80b-9;

(2) In nonpublic investigatory proceedings within the responsibility of the director, to grant requests of persons to procure copies of the transcripts of their testimony given pursuant to Rule 6 of the Commission's rules relating to investigations as in effect prior to November 27, 1970 (§ 203.6 of this chapter).

(b) With respect to the Securities Exchange Act of 1934, 15 U.S.C. 78a, et seq.: (1) To approve the withdrawal or striking from listing and registration of securities registered on any national securities exchange pursuant to Section 12(d) of the Act, 15 U.S.C. 781(d) and Rules 12d-2-1 and 12d-2-2 thereunder, §§ 240.12d-2-1 and 240.12d-2-2 of this chapter;

(2) To extend unlisted trading privileges pursuant to Section 12(f) (2) of the Act, 15 U.S.C. 787(f) (2), and Rule 12f-1 thereunder, § 240.12f-1 of this chapter;

(3) Pursuant to section 15(b) of the Act, 15 U.S.C. 780(b):

(i) To determine registrations of brokers or dealers to be effective within any shorter period of time than thirty days after receipt of applications for registration;

(ii) To authorize the issuance of orders postponing the effective date of registrations of brokers or dealers, provided that without the consent of the applicant for registration no order shall be entered postponing the effective date of any registration pending final determination of whether such registration should be denied;

(iii) To authorize the issuance of orders canceling registrations of brokers or dealers, or pending applications for registration, if such brokers or dealers or applicants for registration are no longer in existence or have ceased to do business as brokers or dealers;

(4) Pursuant to Rule 15ab-1, § 240.15ab-1 of this chapter to approve applications for admission to, or continuance of, membership in national securities associations of brokers or dealers who would otherwise be disqualified from membership where such associations have recommended approval of the applications.

(5) Pursuant to Rule 17a-5(d) (§ 240.17a-5 (d) of this chapter), to con