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Fixed Deposit Account Opening Form (For New Customers)
Fixed Deposit Account Opening Form (For New Customers)
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(d) Exemptions. The Commission, by SOURCE: 65 FR 51738, Aug. 24, 2000, unless
order, may exempt from the provisions otherwise noted.
of this section, either unconditionally
§ 243.100 General rule regarding selec-
or on specified terms and conditions, tive disclosure.
any person, security, transaction,
quotation, or order, or any class or (a) Whenever an issuer, or any person
classes of persons, securities, acting on its behalf, discloses any ma-
quotations, or orders, if the Commis- terial nonpublic information regarding
sion determines that such exemption is that issuer or its securities to any per-
necessary or appropriate in the public son described in paragraph (b)(1) of this
interest, and is consistent with the section, the issuer shall make public
protection of investors. disclosure of that information as pro-
vided in § 243.101(e):
§ 242.612 Minimum pricing increment. (1) Simultaneously, in the case of an
intentional disclosure; and
(a) No national securities exchange,
(2) Promptly, in the case of a non-in-
national securities association, alter-
tentional disclosure.
native trading system, vendor, or
(b)(1) Except as provided in para-
broker or dealer shall display, rank, or
graph (b)(2) of this section, paragraph
accept from any person a bid or offer,
(a) of this section shall apply to a dis-
an order, or an indication of interest in
closure made to any person outside the
any NMS stock priced in an increment
issuer:
smaller than $0.01 if that bid or offer,
(i) Who is a broker or dealer, or a per-
order, or indication of interest is priced
son associated with a broker or dealer,
equal to or greater than $1.00 per share. as those terms are defined in Section
(b) No national securities exchange, 3(a) of the Securities Exchange Act of
national securities association, alter- 1934 (15 U.S.C. 78c(a));
native trading system, vendor, or (ii) Who is an investment adviser, as
broker or dealer shall display, rank, or that term is defined in Section
accept from any person a bid or offer, 202(a)(11) of the Investment Advisers
an order, or an indication of interest in Act of 1940 (15 U.S.C. 80b–2(a)(11)); an
any NMS stock priced in an increment institutional investment manager, as
smaller than $0.0001 if that bid or offer, that term is defined in Section 13(f)(5)
order, or indication of interest is priced of the Securities Exchange Act of 1934
less than $1.00 per share. (15 U.S.C. 78m(f)(5)), that filed a report
(c) The Commission, by order, may on Form 13F (17 CFR 249.325) with the
exempt from the provisions of this sec- Commission for the most recent quar-
tion, either unconditionally or on spec- ter ended prior to the date of the dis-
ified terms and conditions, any person, closure; or a person associated with ei-
security, quotation, or order, or any ther of the foregoing. For purposes of
class or classes of persons, securities, this paragraph, a ‘‘person associated
quotations, or orders, if the Commis- with an investment adviser or institu-
sion determines that such exemption is tional investment manager’’ has the
necessary or appropriate in the public meaning set forth in Section 202(a)(17)
interest, and is consistent with the of the Investment Advisers Act of 1940
protection of investors. (15 U.S.C. 80b–2(a)(17)), assuming for
these purposes that an institutional in-
PART 243—REGULATION FD vestment manager is an investment ad-
viser;
Sec. (iii) Who is an investment company,
243.100 General rule regarding selective dis- as defined in Section 3 of the Invest-
closure. ment Company Act of 1940 (15 U.S.C.
243.101 Definitions. 80a–3), or who would be an investment
243.102 No effect on antifraud liability. company but for Section 3(c)(1) (15
243.103 No effect on Exchange Act reporting U.S.C. 80a–3(c)(1)) or Section 3(c)(7) (15
status. U.S.C. 80a–3(c)(7)) thereof, or an affili-
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AUTHORITY: 15 U.S.C. 78c, 78i, 78j, 78m, 78o, ated person of either of the foregoing.
78w, 78mm, and 80a–29, unless otherwise For purposes of this paragraph, ‘‘affili-
noted. ated person’’ means only those persons
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§ 243.101 17 CFR Ch. II (4–1–10 Edition)
described in Section 2(a)(3)(C), (D), (E), (B) A free writing prospectus used
and (F) of the Investment Company after filing of the registration state-
Act of 1940 (15 U.S.C. 80a–2(a)(3)(C), (D), ment for the offering or a communica-
(E), and (F)), assuming for these pur- tion falling within the exception to the
poses that a person who would be an in- definition of prospectus contained in
vestment company but for Section clause (a) of section 2(a)(10) of the Se-
3(c)(1) (15 U.S.C. 80a–3(c)(1)) or Section curities Act;
3(c)(7) (15 U.S.C. 80a–3(c)(7)) of the In- (C) Any other Section 10(b) pro-
vestment Company Act of 1940 is an in- spectus;
vestment company; or (D) A notice permitted by Rule 135
(iv) Who is a holder of the issuer’s se- under the Securities Act (§ 230.135 of
curities, under circumstances in which this chapter);
it is reasonably foreseeable that the (E) A communication permitted by
person will purchase or sell the issuer’s Rule 134 under the Securities Act
securities on the basis of the informa- (§ 230.134 of this chapter); or
tion. (F) An oral communication made in
(2) Paragraph (a) of this section shall connection with the registered securi-
not apply to a disclosure made: ties offering after filing of the registra-
(i) To a person who owes a duty of tion statement for the offering under
trust or confidence to the issuer (such the Securities Act.
as an attorney, investment banker, or [65 FR 51738, Aug. 24, 2000, as amended at 70
accountant); FR 44829, Aug. 3, 2005; 74 FR 63865, Dec. 4,
(ii) To a person who expressly agrees 2009]
to maintain the disclosed information
in confidence; § 243.101 Definitions.
(iii) To the following entities solely This section defines certain terms as
for the purpose of determining or moni- used in Regulation FD (§§ 243.100
toring a credit rating: –243.103).
(A) Any nationally recognized statis- (a) Intentional. A selective disclosure
tical rating organization, as that term of material nonpublic information is
is defined in Section 3(a)(62) of the Se- ‘‘intentional’’ when the person making
curities Exchange Act of 1934 (15 U.S.C. the disclosure either knows, or is reck-
78c(a)(62)), pursuant to § 240.17g–5(a)(3) less in not knowing, that the informa-
of this chapter; or tion he or she is communicating is
(B) Any credit rating agency, as that both material and nonpublic.
term is defined in Section 3(a)(61) of (b) Issuer. An ‘‘issuer’’ subject to this
the Securities Exchange Act of 1934 (15 regulation is one that has a class of se-
U.S.C. 78c(a)(61)), that makes its credit curities registered under Section 12 of
ratings publicly available; or the Securities Exchange Act of 1934 (15
(iv) In connection with a securities U.S.C. 78l), or is required to file reports
offering registered under the Securities under Section 15(d) of the Securities
Act, other than an offering of the type Exchange Act of 1934 (15 U.S.C. 78o(d)),
described in any of Rule 415(a)(1)(i) including any closed-end investment
through (vi) under the Securities Act company (as defined in Section 5(a)(2)
(§ 230.415(a)(1)(i) through (vi) of this of the Investment Company Act of 1940)
chapter) (except an offering of the type (15 U.S.C. 80a–5(a)(2)), but not including
described in Rule 415(a)(1)(i) under the any other investment company or any
Securities Act (§ 230.415(a)(1)(i) of this foreign government or foreign private
chapter) also involving a registered of- issuer, as those terms are defined in
fering, whether or not underwritten, Rule 405 under the Securities Act
for capital formation purposes for the (§ 230.405 of this chapter).
account of the issuer (unless the (c) Person acting on behalf of an issuer.
issuer’s offering is being registered for ‘‘Person acting on behalf of an issuer’’
the purpose of evading the require- means any senior official of the issuer
ments of this section)), if the disclo- (or, in the case of a closed-end invest-
sure is by any of the following means: ment company, a senior official of the
wwoods2 on DSKDVH8Z91PROD with CFR
612
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Securities and Exchange Commission § 243.103
must deliver a prospectus or the sale of information about the issuer for pur-
the securities (unless the offering is poses of § 230.144(c) of this chapter
sooner terminated); (Rule 144(c)).
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