relationships in a manner which commands the respect and confidence of their fellow citizens. Members of this Commission shall continue to be mindful of, and strictly abide by, the standards of personal conduct set forth in its Regulation regarding Conduct of Members and Employees and Former Members and Employees of the Commission, which is set forth in Subpart M of this Part 200, most of which has been in effect for many years, and which was originally codified in 1953. (c) However, in addition to the continued observance of those principles of personal conduct, it is fitting and proper for the members of the Commission to restate and resubscribe to the standards of conduct applicable to its executive, legislative and judicial responsibilities. [25 F.R. 6725, July 15, 1960, as amended at 31 F.R. 13533, Oct. 20, 1966] § 200.54 Constitutional obligations. The members of this Commission have undertaken in their oaths of office to support the Federal Constitution. Insofar as the enactments of the Congress impose executive duties upon the members, they must faithfully execute the laws which they are charged with administering. Members shall also carefully guard against any infringement of the constitutional rights, privileges, or immunities of those who are subject to regulation by this Commission. § 200.55 Statutory obligations. In administering the law, members of this Commission should vigorously enforce compliance with the law by all persons affected thereby. In the exercise of the rule-making powers delegated this Commission by the Congress, members should always be concerned that the rulemaking power be confined to the proper limits of the law and be consistent with the statutory purposes expressed by the Congress. In the exercise of their judicial functions, members shall honestly, fairly and impartially determine the rights of all persons under the law. § 200.56 Personal conduct. Appointment to the office of member of this Commission is a high honor and requires that the conduct of a member, not only in the performance of the duties of his office but also in his everyday life, should be beyond reproach. § 200.57 Relationships with other members. Each member should recognize that his conscience and those of other members are distinct entities and that differing shades of opinion should be anticipated. The free expression of opinion is a safeguard against the domination of this Commission by less than a majority, and is a keystone of the commission type of administration. However, a member should never permit his personal opinion so to conflict with the opinion of another member as to develop animosity or unfriendliness in the Commission, and every effort should be made to promote solidarity of conclusion. § 200.58 Maintenance of independence. This Commission has been established to administer laws enacted by the Congress. Its members are appointed by the President by and with the advice and consent of the Senate to serve terms as provided by law. However, under the law, this is an independent Agency, and in performing their duties, members should exhibit a spirit of firm independence and reject any effort by representatives of the executive or legislative branches of the government to affect their independent determination of any matter being considered by this Commission. A member should not be swayed by partisan demands, public clamor or considerations of personal popularity or notoriety; so also he should be above fear of unjust criticism by anyone. § 200.59 Relationship with persons subject to regulation. In all matters before him, a member should administer the law without regard to any personality involved, and with regard only to the issues. Members should not become indebted in any way to persons who are or may become subject to their jurisdiction. No member should accept loans, presents or favors of undue value from persons who are regulated or who represent those who are regulated. In performing their judicial functions, members should avoid discussion of a matter with any person outside this Commission and its staff while that matter is pending. In the performance of his rule-making and administrative functions, a member has a duty to solicit the views of interested persons. Care must be taken by a member in his relationship with persons with in or outside of the Commission to separate the judicial and the rule-making functions and to observe the liberties of discussion respectively appropriate. Insofar as it is consistent with the dignity of his official position, he should maintain contact with the persons outside the agency who may be affected by his rulemaking functions, but he should not accept unreasonable or lavish hospitality in so doing. § 200.60 Qualification to participate in particular matters. The question in a particular matter rests with that individual member. Each member should weigh carefully the question of his qualification with respect to any matter wherein he or any relatives or former business associates or clients are involved. He should disqualify himself in the event he obtained knowledge prior to becoming a member of the facts at issue before him in a quasi-judicial proceeding, or in other types of proceeding in any matter involving parties in whom he has any interest or relationship directly or indirectly. If an interested person suggests that a member should disqualify himself in a particular matter because of bias or prejudice, the member shall be the judge of his own qualification. § 200.61 Impressions of influence. A member should not, by his conduct, permit the impression to prevail that any person can improperly influence him, that any person unduly enjoys his favor or that he is affected in any way by the rank, position, prestige, or affluence of any person. § 200.62 Ex parte communications. All proceedings required to be determined by the Commission on the record shall be determined by the members solely upon the record and the arguments of the parties or their counsel properly made in the regular course of such proceeding. A member shall at all times comply with the Commission's Code of Behavior governing ex parte communications between persons outside the Commission and decisional employees, § 200.110 et seq. [28 F.R. 4446, May 3, 1963] regarded or overlooked. In such manner, a member shows a full understanding of the matter before him, avoids the suspicion of arbitrary conclusion, promotes confidence in his intellectual integrity and may contribute some useful precedent to the growth of the law. A member should be guided in his decisions by a deep regard for the integrity of the system of law which he administers. He should recall that he is not a repository of arbitrary power, but is acting on behalf of the public under the sanction of the law. § 200.64 Judicial review. The Congress has provided for review by the courts of the decisions and orders by this Commission. Members should recognize that their obligation to preserve the sanctity of the laws administered by them requires that they pursue and prosecute, vigorously and diligently but at the same time fairly and impartially and with dignity, all matters which they or others take to the courts for judicial review. $ 200.65 Legislative proposals. Members must recognize that the changing conditions in a volatile economy may require that they bring to the attention of the Congress proposals to amend, modify or repeal the laws administered by them. They should urge the Congress, whenever necessary, to effect such amendment, modification or repeal of particular parts of the statutes which they administer. In any action a member's motivation should be the common weal and not the particular interests of any particular group. § 200.66 Investigations. The power to investigate carries with it the power to defame and destroy. In determining to exercise their investigatory power, members should concern themselves only with the facts known to them and the reasonable inferences from those facts. A member should never suggest, vote for, or participate in an investigation aimed at a particular individual for reasons of animus, prejudice or vindictiveness. The requirements of the particular case alone should induce the exercise of the investigatory power, and no public pronouncement of the pendency of such an investigation should be made in the absence of reasonable evidence that the law has been violated and that the public welfare demands it. § 200.67 Power to adopt rules. In exercising its rule-making power, this Commission performs a legislative function. The delegation of this power by the Congress imposes the obligation upon the members to adopt rules necessary to effectuate the stated policies of the statute in the interest of all of the people. Care should be taken to avoid the adoption of rules which seek to extend the power of the Commission beyond proper statutory limits. Its rules should never tend to stifle or discourage legitimate business enterprises or activities, nor should they be interpreted sɔ as unduly and unnecessarily to burden those regulated with onerous obligations. On the other hand, the very statutory enactments evidence the need for regulation, and the necessary rules should be adopted or modifications made or rules should be repealed as changing requirements demand without fear or favor. Each member should promptly perform the duties with which he is charged by the statutes. The Commission should evaluate continuously its practices and procedures to assure that it promptly disposes of all matters affecting the rights of those regulated. This is particularly desirable in quasi-judicial proceedings. While avoiding arbitrary action in unreasonably or unjustly forcing matters to trial, members should endeavor to hold counsel to a proper appreciation of their duties to the public, their clients and other who are interested. Requests for continuances of matters should be determined in a manner consistent with this policy. § 200.69 Conduct toward parties and their counsel. Members should be temperate, attentive, patient and impartial when hearing the arguments of parties or their counsel. Members should not condone unprofessional conduct by attorneys in their representation of parties. The Commission should continuously assure that its staff follows the same principles in their relationships with parties and counsel. § 200.70 Business promotions. A member must not engage in any other business, employment or vocation while in office, nor may he ever use the power of his office or the influence of his name to promote the business interests of others. Members and particularly the Chairman of the Commission should scrutinize continuously its internal organization in order to assure that such organization handles all matters before it efficiently and expeditiɔusly, whi'e recɔgnizing that changing times bring changing emphasis in the administration of the laws. Subpart D-Information and Requests AUTHORITY: The provisions of this Subpart D issued under secs. 19, 23, 48 Stat. 85, 901, as amended, sec. 20, 49 Stat. 833, sec. 319, 53 Stat. 1173, secs. 38, 211, 54 Stat. 841, 855; 15 U.S.C. 77s, 78w, 79t, 77sss, 80a-37, 80b-11. SOURCE: The provisions of this Subpart D appear at 25 F.R. 6727, July 15, 1960, unless otherwise noted. § 200.80 Information and requests. (a) A detailed description of the available informal procedures that may be employed to secure advice and to consult with members of the staff on problems relating to the statutes and regulations administered by the Commission is contained in the material published in Part 202 of this chapter. (b) The Commission has specially staffed and equipped public reference rooms in its central offices at Washington, D.C., and in the New York and Chicago Regional Offices. More limited facilities for public use are provided in other regional and branch offices. (c) During the Commission's regular business hours, the public may examine, in the Washington offices, copies of public information filed with the Commission, and certain other public documents. Available documents include registration statements, applications, and declarations filed under the various statutes administered by the Commission, records of Commission action, and certain other public record material. (d) All regional offices have available for public examination copies of prospectuses used in recent offerings of se curities registered under the Securities Act, of active broker-dealer and investment adviser applications originating in their respective regions, and of Regulation A letters of notification filed in their respective regions. (e) In the New York offices of the Commission, other available materials include copies of recent periodic reports made by companies having securities listed on exchanges other than the New York Stock Exchange and the American Stock Exchange (reports by companies listed on the latter exchanges may be seen at the exchanges) and copies of current reports of many companies which have effective registration statements under the Securities Act of 1933. (f) In the Chicago offices of the Commission, recent reports of companies which have securities listed on the New York and American stock exchanges are available. Such (g) Certain materials are considered nonpublic or confidential and generally are not available to the public. documents include, but are not limited to: (1) Documents, papers, data or evidence obtained or made in the course of any nonpublic hearing, examination, or investigation; (2) correspondence, and internal Commission records and working papers, such as Minutes of Commission meetings and deliberations, staff drafts and working papers, intra-agency and internal memoranda, personnel documents, etc.; (3) material classified for purposes of national security; (4) letters or reports to members of Congress, Congressional committees, and other government agencies or officials unless and until such documents are made public by the recipients; (5) preliminary copies of proxy material, and (6) documents afforded confidential treatment pursuant to SEC statutes and rules. (h) Photocopies of registration statements, reports, and other public material filed with the Commission, or portions thereof, may be obtained through the public reference room at the central offices of the Commission in Washington. Fees charged to the public for photocopies are established by an annual contract between the Commission and the private copier who does the work. Current schedules of fees for copying work are available from the public reference room or any regional or branch office. Inquiries and orders may be made to the public reference room in Washington personally, by telephone, or by mail. (i) Annually the Records and Service Officer on behalf of the Commission makes a contract for stenographic reporting of hearings, examinations, and investigations in Washington and in the field. Interested members of the public may obtain copies of the transcript of public hearings from the contract reporter at prices set by tables of charges in the contract, copies of which are on file in the Commission offices in Washington and in each regional and branch office. (j) The Commission publishes an annual report to the Congress which sets forth the result of the Commission's operations during the past fiscal year under the various statutes committed to its charge. Copies may be obtained from the Superintendent of Documents, Government Printing Office, Washington, D.C. (k) The Commission's decisions, reports, orders, rules and regulations are published initially in the form of releases and distributed to the press and mailed to persons on the mailing list to receive them. The decisions and reports thereafter are printed in bound volumes entitled "Securities and Exchange Commission Decisions and Reports;" these volumes may be purchased from the Superintendent of Documents, United States Government Printing Office, Washington, D.C. (1) The Commission also makes other information in the fields of securities and finance, including economic studies, available to the public through the issuance of releases on specific subject matters. (m) A classification of the releases available from the Commission appears below as Appendix A to this subpart. Other publications available from the Commission are set forth in Appendix B tɔ this subpart. Copies of statutes, rules and regulations, and miscellaneous publications set forth in Appendix C to this subpart may be purchased from the Superintendent of Documents, United States Government Printing Office, Washington, D.C. APPENDIX A-CLASSIFICATION OF RELEASES AVAILABLE Mailing lists are maintained in the following classifications only: 1. Rule Proposals: A special classification for those who wish to receive all proposals (except those referred to in item 8 below) for adoption of new rules of forms or amendments of existing rules or forms (under any 2. All Rules Under Securities Act of 1933 (including those with respect to oil and gas royalties, securities and dealers) and under the Trust Indenture Act of 1939: This classification is only for new or amended rules as finally adopted. See classification 2 for proposed new or amended rules or forms. 8. All Rules Under Securities Exchange Act of 1934: This classification is only for new or amended rules, as finally adopted. See classification 2 for proposed new or amended rules or forms. 4. Holding Company Act Opinions and Rules: Special classification for those interested in Commission decisions and rules adopted under this Act (frequently, a summary of a decision is distributed in lieu of the full text thereof). See classification 2 for proposed new or amended rules or forms. 5. All Rules Under Investment Company Act of 1940: This classification is only for new or amended rules, as finally adopted. See classification 2 for proposed new amended rules or forms. or 7. Accounting: A paper-bound book containing Accounting Series Releases Nos. 1 to 77, inclusive, amended to March 10, 1956, may be purchased from the Superintendent of Documents, Government Printing Office, Washington, D.C. 20402, for $1. Proposed new or amended accounting rules will be distributed to persons whose names appear on the accounting list. When any such revision in the accounting rules or other accounting release is adopted, one copy thereof will generally be distributed to each person on this list. However, where the new rule or release is lengthy or may not be of wide, general interest, a special "summary" briefly describing the rule or release will be distributed to this list. In such event, one copy of such newly adopted rule or release may be obtained by request from our Publications and Distribution Unit. 8. Corporate Reorganizations: Announcements relating to the Commission's activities under Chapter X of the Bankruptcy Act, as amended, and advisory reports (or summaries thereof) filed with Courts pursuant thereto. 9. Securities Traded on Exchanges: Annual directory and quarterly supplements of securities traded on national securities exchanges. 10. Individuals' Saving: Releases issued quarterly presenting data on the volume and composition of individuals' saving. (Information is also included in the SEC monthly Statistical Bulletin.) 11. Weekly Trading Data on New York Exchanges: SEC stock price indexes and daily round-lot and odd-lot transactions effected on the New York and American Stock Exchanges. (Information is also included in the SEC monthly Statistical Bulletin.) 12. Plant and Equipment Expenditures: Releases issued quarterly presenting data on plan and equipment expenditures of United States business, both actual and anticipated. Joint study of SEC and Department of Commerce. (Information is also included in the SEC monthly Statistical Bulletin.) 13. Net Working Capital: Releases issued quarterly presenting data on current assets and liabilities of all United States corporations. (Information is also included in the SEC monthly Statistical Bulletin.) 14. Quarterly Financial Reports: Releases issued quarterly summarizing balance sheet and income data for U.S. manufacturing corporations reflected in reports of joint SEC and FTC study. (Copies of reports available at GPO at cost of $1 per year.) 15. New Securities Offerings: Releases issued quarterly presenting data on all new securities offerings by corporations in the United States. (More detailed data is available in the SEC monthly Statistical Bulletin.) 16. Corporate Pension Funds: Releases issued annually presenting estimates of corporate pension fund assets and their composition and data on receipts and expenditures. 17. Litigation Releases: Releases announcing actions to enjoin violations of SEC laws and rules and developments in such actions, as well as developments in criminal prosecutions for securities violations. [25 F.R. 6727, July 15, 1960, as amended at 27 F.R. 1722, Feb. 22, 1962] APPENDIX B-OTHER PUBLICATIONS AVAILABLE FROM THE COMMISSION Limited amounts of the following material are available, free of charge, upon request to the Commission's Publications and Distribution Unit: Work of the Securities and Exchange Commission. (This pamphlet describes briefly the duties and activities of the Commission.) Uniform System of Accounts for Public Utility Holding Companies. Uniform System of Accounts for Mutual Service Companies and Subsidiary Service Companies. List of Registered Investment Companies. Most frequently used Forms under each of the Acts. APPENDIX C-STATUTES, RULES, AND Copies of the material listed below may be purchased from the Superintendent of Documents, Government Printing Office, Washington, D.C.: Acts, Rules and Regulations: Securities Act of 1933, as Amended. General Rules and Regulations Under the Securities Act of 1933. |