U.S. Code » Title 15 » Chapter CHAPTER 2A— SECURITIES AND TRUST INDENTURES › Subchapter SUBCHAPTER III— TRUST INDENTURES

15 U.S.C. § 77iii

Effective time of qualification

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(a) Effective time of registration or application for qualification of indentureThe indenture under which a security has been or is to be issued shall be deemed to have been qualified under this subchapter—(1) when registration becomes effective as to such security; or(2) when an application for the qualification of such indenture becomes effective, pursuant to section 77ggg of this title.(b) Stop orders after effective time of qualification

After qualification has become effective as to the indenture under which a security has been or is to be issued, no stop order shall be issued pursuant to section 77h(d) of this title, suspending the effectiveness of the registration statement relating to such security or of the application for qualification of such indenture, except on one or more of the grounds specified in section 77h of this title, or the failure of the issuer to file an application as provided for by section 77eee(b)(2) of this title.

(c) Effect of subsequent rule or regulation on qualification

The making, amendment, or rescission of a rule, regulation, or order under the provisions of this subchapter (except to the extent authorized by subsection (a) of section 77nnn of this title with respect to rules and regulations prescribed pursuant to such subsection) shall not affect the qualification, form, or interpretation of any indenture as to which qualification became effective prior to the making, amendment, or rescission of such rule, regulation, or order.

(d) Liability of trustee under qualified indenture

No trustee under an indenture which has been qualified under this subchapter shall be subject to any liability because of any failure of such indenture to comply with any of the provisions of this subchapter, or any rule, regulation, or order thereunder.

(e) Power of Commission to conduct investigation

Nothing in this subchapter shall be construed as empowering the Commission to conduct an investigation or other proceeding for the purpose of determining whether the provisions of an indenture which has been qualified under this subchapter are being complied with, or to enforce such provisions.

(May 27, 1933, ch. 38, title III, § 309, as added Aug. 3, 1939, ch. 411, 53 Stat. 1157; amended Pub. L. 101–550, title IV, § 405, Nov. 15, 1990, 104 Stat. 2723.)Editorial NotesAmendments

1990—Subsec. (b). Pub. L. 101–550 inserted before period at end “, or the failure of the issuer to file an application as provided for by section 77eee(b)(2) of this title”.

Executive DocumentsTransfer of Functions

For 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 section 78d of this title.

Notes of Decisions
Cited in 8 cases, 1971–2020 · leading case: Fixed Income Shares: Series M v. Citibank N.A., 130 F. Supp. 3d 842 (S.D.N.Y. 2015).
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Fixed Income Shares: Series M v. Citibank N.A., 130 F. Supp. 3d 842 (S.D.N.Y. 2015). · cites it 2× “at 1339-40; see 15 U.S.C. § 77iii(e) (“Nothing in this subchapter shall be construed as empowering the Commission to conduct an investigation or other proceeding for the purpose of determining whether the provisions of an indenture which has been qualified under this subchapter…”
Royal Park Investments SA/NV v. HSBC Bank USA, 109 F. Supp. 3d 587 (S.D.N.Y. 2015). “Law § 130-k; 15 U.S.C. § 77iii(a). . See SEC filings, Exs.”
Zeffiro v. First Pennsylvania Banking & Trust Co., 473 F. Supp. 201 (E.D. Pa. 1979). · cites it 3× “§ 309, 15 U.S.C. § 77iii. The SEC will permit the registration to become effective if it finds, inter alia, that: (1) the security has been issued under an indenture; (2) that the person designated as trustee is eligible to so serve, § 305, 15 U.”
LNC Investments, Inc. v. First Fid. Bank, 935 F. Supp. 1333 (S.D.N.Y. 1996). “” 15 U.S.C. § 77iii(e) (1994). The SEC’s only affirmative powers he in qualifying indentures and receiving the required reports.”
Morris v. Cantor, 390 F. Supp. 817 (S.D.N.Y. 1975). “15 U.S.C. § 77iii(e). While the Act gives the Commission general rule making and investigative authority, it limits that authority to matters involving qualification of the indenture and required reports.”
Zeffiro v. First Pennsylvania Banking & Trust Co., 623 F.2d 290 (3d Cir. 1980). · cites it 2× “§ 309, 15 U.S.C. § 77iii. Securities not required to be registered under the 1933 Act are deemed “qualified” when the SEC permits the “application for qualification” to become effective.”
In re Discon Corp., 346 F. Supp. 839 (S.D. Fla. 1971). “” 15 U.S.C. §§ 77iii, 77jjj. The purpose of the registration statement and prospectus is to prevent fraud by fully and fairly disclosing the nature and finances of the company to investors who contemplate investing in the company.”
CNH Diversified Opportunities Master Account v. Cleveland Unlimited, 160 N.E.3d 667 (N.Y. 2020). · cites it 2× “The Indenture was not qualified under the TIA, meaning that it was not an indenture that governed securities registered with the Securities and Exchange Commission (see 15 USC § 77iii [a]). Nevertheless, in addition to restating some of the statutory language, the Indenture…”
15 U.S.C. § 77iii(a): 1 case
Royal Park Investments SA/NV v. HSBC Bank USA, 109 F. Supp. 3d 587 (S.D.N.Y. 2015). “Law § 130-k; 15 U.S.C. § 77iii(a). . See SEC filings, Exs.”
15 U.S.C. § 77iii(a)(2): 2 cases
Zeffiro v. First Pennsylvania Banking & Trust Co., 473 F. Supp. 201 (E.D. Pa. 1979). “§ 309, 15 U.S.C. § 77iii. The SEC will permit the registration to become effective if it finds, inter alia, that: (1) the security has been issued under an indenture; (2) that the person designated as trustee is eligible to so serve, § 305, 15 U.”
Zeffiro v. First Pennsylvania Banking & Trust Co., 623 F.2d 290 (3d Cir. 1980). “§ 309, 15 U.S.C. § 77iii. Securities not required to be registered under the 1933 Act are deemed “qualified” when the SEC permits the “application for qualification” to become effective.”
15 U.S.C. § 77iii(e): 4 cases
Fixed Income Shares: Series M v. Citibank N.A., 130 F. Supp. 3d 842 (S.D.N.Y. 2015). “at 1339-40; see 15 U.S.C. § 77iii(e) (“Nothing in this subchapter shall be construed as empowering the Commission to conduct an investigation or other proceeding for the purpose of determining whether the provisions of an indenture which has been qualified under this subchapter…”
LNC Investments, Inc. v. First Fid. Bank, 935 F. Supp. 1333 (S.D.N.Y. 1996). “” 15 U.S.C. § 77iii(e) (1994). The SEC’s only affirmative powers he in qualifying indentures and receiving the required reports.”
Zeffiro v. First Pennsylvania Banking & Trust Co., 473 F. Supp. 201 (E.D. Pa. 1979). “§ 309, 15 U.S.C. § 77iii. The SEC will permit the registration to become effective if it finds, inter alia, that: (1) the security has been issued under an indenture; (2) that the person designated as trustee is eligible to so serve, § 305, 15 U.”
Morris v. Cantor, 390 F. Supp. 817 (S.D.N.Y. 1975). “15 U.S.C. § 77iii(e). While the Act gives the Commission general rule making and investigative authority, it limits that authority to matters involving qualification of the indenture and required reports.”
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