This chapter may be cited as the “Securities Exchange Act of 1934.”
June 6, 1934, ch. 404 48 Stat. 881 (, title I, § 1, .)
Editorial Notes
References in Text
act June 6, 1934, ch. 404
“Title I—Regulation of Securities Exchanges”
loooooolloooThis chapter, referred to in text, was in the original “This Act” meaning the Securities Exchange Act of 1934, . The act was divided into two titles as follows:
and “Title II—Amendments to Securities Act of 1933.” This section was section 1 of title I of the Act, which title, as amended, is set out as sections 78a to 78d–5, 78e to 78, 78m, 78m–1, 78n to 78, 78–3, 78–4, 78–5 to 78–7, 78–10 to 78u–6, 78v to 78dd–1, 78ee to 78hh, 78mm, and 78pp to 78rr of this title. Sections 78kk, 78, 78nn, 78, and 78rr of this title, which were directed to be added at the end of the Securities Exchange Act of 1934, have been treated in the Code as added to title I of the Act to reflect the probable intent of Congress. See Codification notes set out under those sections. Title II of the act amended or repealed sections 77b, 77c, 77d, 77e, 77j, 77k, 77m, 77, and 77s of this title, and added former sections 78ii and 78jj of this title. For complete classification of this Act to the Code, see Tables.
Statutory Notes and Related Subsidiaries
Short Title of 2025 Amendment
Pub. L. 119–60, div. H, title LXXXI, § 8103(a)139 Stat. 1838
section 78p of this titlesection 78p of this title“This section [amending and enacting provisions set out as notes under ] may be cited as the ‘Holding Foreign Insiders Accountable Act’.”
, , , provided that:
Short Title 2022 Amendment
Pub. L. 117–263, div. E, title LVIII, § 5801136 Stat. 3421
ooooosection 5491 of Title 12“This title [enacting sections 77z–4 and 78rr of this title and sections 14a, 253, 1772e, 1772f, 1831cc, 1831dd, 4527, 4528, 5334, 5335, 5498, and 5499 of Title 12, Banks and Banking, amending sections 77g, 78d, 78m, 78n, 78–3, 78–4, 78–7, 80a–8, 80a–29, and 80b–4 of this title and sections 1467a, 1844, 5361, and 5468 of Title 12, enacting provisions set out as notes under sections 77g, 78–3, 78–4, and 78rr of this title and sections 14a, 253, 1772e, 1831cc, 4527, 5334, 5335, and 5498 of Title 12, and amending provisions set out as a note under ] may be cited as the ‘Financial Data Transparency Act of 2022’.”
, , , provided that:
Short Title of 2018 Amendment
Pub. L. 115–141, div. S, title IX, § 901132 Stat. 1143
section 78d of this title“This title [amending ] may be cited as the ‘Small Business Access to Capital After a Natural Disaster Act’.”
, , , provided that:
Short Title of 2016 Amendment
Pub. L. 114–284, § 1130 Stat. 1447
section 78qq of this title“This Act [enacting and amending sections 78d and 80c–1 of this title] may be cited as the ‘SEC Small Business Advocate Act of 2016’.”
, , , provided that:
Short Title of 2012 Amendment
Pub. L. 112–106, § 1126 Stat. 306
section 77d–1 of this titleloolol“This Act [enacting , amending sections 77b, 77c, 77d, 77e to 77g, 77r, 78c, 78k–1, 78, 78m, 78n, 78n–1, 78, 78–6, 7213, and 7262 of this title, enacting provisions set out as notes under sections 77a, 77b, 77d, 77g, 77r, 78c, 78d, 78, and 78–6 of this title, and amending provisions set out as a note under section 78 of this title] may be cited as the ‘Jumpstart Our Business Startups Act’.”
, , , provided that:
Short Title of 2010 Amendment
Pub. L. 111–203, title IX, § 901124 Stat. 1822
“This title [see Tables for classification] may be cited as the ‘Investor Protection and Securities Reform Act of 2010’.”
, , , provided that:
Short Title of 2006 Amendment
Pub. L. 109–291, § 1120 Stat. 1327
oosection 4519 of Title 12section 1087–2 of Title 20section 181 of Title 23o“This Act [enacting section 78–7 of this title, amending sections 78c, 78, 78q, 78u–2, 80a–2, 80a–9, 80b–2, and 80b–3 of this title, , Banks and Banking, , Education, and , Highways, and enacting provisions set out as notes under section 78–7 of this title] may be cited as the ‘Credit Rating Agency Reform Act of 2006’.”
, , , provided that:
Short Title of 2004 Amendment
Pub. L. 108–458, title VII, § 7803(a)118 Stat. 3861
lo“This section [amending sections 78 and 78–5 of this title] may be cited as the ‘Emergency Securities Response Act of 2004’.”
, , , provided that:
Short Title of 2002 Amendments
Pub. L. 107–204, title XI, § 1101116 Stat. 807
section 994 of Title 28“This title [amending sections 77h–1, 78u–3, and 78ff of this title and sections 1512 and 1513 of Title 18, Crimes and Criminal Procedure, and enacting provisions set out as a note under , Judiciary and Judicial Procedure] may be cited as the ‘Corporate Fraud Accountability Act of 2002’.”
, , , provided that:
Pub. L. 107–123, § 1115 Stat. 2390
section 1833b of Title 12section 78ee of this titlesection 4802 of Title 5“This Act [enacting chapter 48 of Title 5, Government Organization and Employees, amending sections 77f, 77ggg, 78d, 78m, 78n, and 78ee of this title, sections 3132 and 5373 of Title 5, and , Banks and Banking, and enacting provisions set out as notes under and ] may be cited as the ‘Investor and Capital Markets Fee Relief Act’.”
, , , provided that:
Short Title of 1998 Amendments
Pub. L. 105–366, § 1112 Stat. 3302
section 78dd–3 of this titlesection 78dd–1 of this title“This Act [enacting , amending sections 78dd–1, 78dd–2, and 78ff of this title, and enacting provisions set out as notes under ] may be cited as the ‘International Anti-Bribery and Fair Competition Act of 1998’.”
, , , provided that:
Pub. L. 105–353, § 1112 Stat. 3227
oooll“This Act [amending sections 77b, 77k, 77m, 77p, 77r, 77v, 77z–1 to 77z–3, 77aa, 77ccc, 77ddd, 77mmm, 77sss, 78c, 78d, 78g, 78n, 78, 78–4, 78–5, 78q, 78s, 78t, 78u–4, 78z, 78bb, 78ee, 78kk, 78, 80a–2, 80a–3, 80a–12, 80a–18, 80a–29, 80a–30, 80b–3, and 80b–18a of this title and enacting provisions set out as notes under this section and sections 77p and 78u of this title] may be cited as the ‘Securities Litigation Uniform Standards Act of 1998’.”
, , , provided that:
Short Title of 1996 Amendment
Pub. L. 104–290, § 1(a)110 Stat. 3416
osection 1002 of Title 29osection 1002 of Title 29“This Act [enacting sections 77z–3, 78mm, and 80b–3a of this title, amending sections 77b, 77c, 77f, 77r, 77ddd, 78c, 78d, 78g, 78h, 78, 78q, 78bb, 78ee, 78kk, 80a–2, 80a–3, 80a–6, 80a–12, 80a–24, 80a–26, 80a–27, 80a–29, 80a–30, 80a–34, 80a–54, 80a–60, 80a–63, 80b–2, 80b–3, 80b–5, and 80b–18a of this title and , Labor, and enacting provisions set out as notes under this section, sections 77e, 77r, 78b, 78n, 78, 78ee, 80a–2, 80a–3, 80a–24, 80a–51, 80b–2, 80b–3a, 80b–10, and 80b–20 of this title, and ] may be cited as the ‘National Securities Markets Improvement Act of 1996’.”
, , , provided that:
Pub. L. 104–290, title I, § 101110 Stat. 3417
o“This title [enacting sections 77z–3 and 78mm of this title, amending sections 77b, 77r, 78c, 78g, 78h, 78, 78q, 78bb, and 80a–2 of this title, and enacting provisions set out as notes under sections 77e and 77r of this title] may be cited as the ‘Capital Markets Efficiency Act of 1996’.”
, , , provided that:
Pub. L. 104–290, title IV, § 401110 Stat. 3441
section 78ee of this title“This title [amending sections 77f, 78d, 78ee, and 78kk of this title and enacting provisions set out as notes under this section and ] may be cited as the ‘Securities and Exchange Commission Authorization Act of 1996’.”
, , , provided that:
Short Title of 1995 Amendment
Pub. L. 104–67, § 1(a)109 Stat. 737
losection 1964 of Title 18l“This Act [enacting sections 77z–1, 77z–2, 78j–1, 78u–4, and 78u–5 of this title, amending sections 77k, 77, 77t, 78, 78t, 78u, and 78u–4 of this title and , Crimes and Criminal Procedure, and enacting provisions set out as notes under sections 77k, 77, and 78j–1 of this title] may be cited as the ‘Private Securities Litigation Reform Act of 1995’.”
, , , provided that:
Short Title of 1994 Amendments
Pub. L. 103–389, § 1108 Stat. 4081
l“This Act [amending section 78 of this title] may be cited as the ‘Unlisted Trading Privileges Act of 1994’.”
, , , provided that:
Pub. L. 103–325, title II, § 201108 Stat. 2198
Pub. L. 103–325section 1835 of Title 12section 78b of this titlesection 3305 of Title 12“This subtitle [subtitle A (§§ 201–210) of title II of enacting , Banks and Banking, amending sections 77r–1, 78c, 78g, 78h, and 78k of this title and sections 24, 1464, and 1757 of Title 12, and enacting provisions set out as notes under and ] may be cited as the ‘Small Business Loan Securitization and Secondary Market Enhancement Act of 1994’.”
, , , provided that:
Short Title of 1993 Amendment
Pub. L. 103–202, § 1(a)107 Stat. 2344
section 3130 of Title 31oooosection 3121 of Title 31“This Act [enacting , Money and Finance, amending sections 78c, 78f, 78n, 78, 78–3, 78–5, 78s, and 78w of this title, and enacting provisions set out as notes under this section, sections 78f, 78n, and 78–5 of this title, and ] may be cited as the ‘Government Securities Act Amendments of 1993’.”
, , , provided that:
Pub. L. 103–202, title III, § 301107 Stat. 2359
o“This title [amending sections 78f, 78n, and 78–3 of this title and enacting provisions set out as notes under sections 78f and 78n of this title] may be cited as the ‘Limited Partnership Rollup Reform Act of 1993’.”
, , , provided that:
Short Title of 1990 Amendments
Pub. L. 101–550, § 1104 Stat. 2713
ooo“This Act [amending sections 77ccc to 77eee, 77iii to 77rrr, 77uuu, 77vvv, 78c, 78d, 78n, 78, 78–4, 78–5, 78q–1, 78x, 78kk, 79z–5, 80a–2, 80a–9, 80a–44, 80a–45, 80b–2, 80b–3, 80b–10, and 80b–18 of this title and enacting provisions set out as notes under this section and sections 77aaa and 78n of this title] may be cited as the ‘Securities Acts Amendments of 1990’.”
, , , provided that:
Pub. L. 101–550, title I, § 101104 Stat. 2713
“This title [amending sections 77uuu, 78d, 78kk, 79z–5, 80a–45, and 80b–18 of this title] may be cited as the ‘Securities and Exchange Commission Authorization Act of 1990’.”
, , , provided that:
Pub. L. 101–550, title II, § 201104 Stat. 2714
ooo“This title [amending sections 78c, 78d, 78, 78–4, 78–5, 78q–1, 78x, 80a–2, 80a–9, 80a–44, 80b–2, 80b–3, and 80b–10 of this title] may be cited as the ‘International Securities Enforcement Cooperation Act of 1990’.”
, , , provided that:
Pub. L. 101–550, title III, § 301104 Stat. 2721
section 78n of this titlesection 78n of this title“This title [amending and enacting provisions set out as a note under ] may be cited as the ‘Shareholder Communications Improvement Act of 1990’.”
, , , provided that:
Pub. L. 101–432, § 1104 Stat. 963
llo“This Act [enacting section 1831 of Title 12, Banks and Banking, amending sections 78i, 78, 78m, 78–5, 78q, 78q–1, and 78y of this title, and enacting provisions set out as notes under sections 78b and 78q–1 of this title] may be cited as the ‘Market Reform Act of 1990’.”
, , , provided that:
Pub. L. 101–429, § 1(a)104 Stat. 931
oooo“This Act [enacting sections 77h–1, 78q–2, 78u–2, and 78u–3 of this title, amending sections 77g, 77t, 78c, 78, 78–3, 78–4, 78q–1, 78u, 78u–1, 78w, 78cc, 80a–9, 80a–41, 80b–3, 80b–9, and 80b–14 of this title, and enacting provisions set out as notes under this section and sections 77g, 78, and 78s of this title] may be cited as the ‘Securities Enforcement Remedies and Penny Stock Reform Act of 1990’.”
, , , provided that:
Pub. L. 101–429, title V, § 501104 Stat. 951
section 78q–2 of this titleooo“This title [enacting , amending sections 77g, 78c, 78, 78–3, and 78cc of this title, and enacting provisions set out as notes under sections 78 and 78s of this title] may be cited as the ‘Penny Stock Reform Act of 1990’.”
, , , provided that:
Short Title of 1988 Amendments
Pub. L. 100–704, § 1102 Stat. 4677
oo“This Act [enacting sections 78t–1, 78u–1, and 80b–4a of this title, amending sections 78c, 78, 78u, 78ff, and 78kk of this title, and enacting provisions set out as notes under sections 78b, 78, and 78u–1 of this title] may be cited as the ‘Insider Trading and Securities Fraud Enforcement Act of 1988’.”
, , , provided that:
Pub. L. 100–418, title V, § 5001102 Stat. 1415
Pub. L. 100–418section 78dd–1 of this title“This part [part I (§§ 5001–5003) of subtitle A of title I of , amending sections 78m, 78dd–1, 78dd–2, and 78ff of this title and enacting provisions set out as a note under ] may be cited as the ‘Foreign Corrupt Practices Act Amendments of 1988’.”
, , , provided that:
Short Title of 1987 Amendment
Pub. L. 100–181, § 1101 Stat. 1249
lllooolll“This Act [enacting sections 78d–1, 78d–2, and 78 of this title, amending sections 77b, 77c, 77f, 77i, 77s, 77t, 77v, 77ccc, 78c, 78d, 78f, 78k–1, 78, 78m, 78, 78–4, 78–5, 78q, 78q–1, 78u, 78w, 78aa, 78bb, 78kk, 78, 79h, 79r, 79x, 79y, 79z–4, 80a–2, 80a–3, 80a–5, 80a–6, 80a–9, 80a–12, 80a–15, 80a–17, 80a–18, 80a–20, 80a–21, 80a–22, 80a–24, 80a–26, 80a–28, 80a–35, 80a–41, 80a–52, 80a–53, 80a–54, 80a–56, 80b–2, 80b–3, 80b–5, 80b–9, 80b–11, 80b–13, and 80b–14 of this title, and repealing sections 78d–1, 78d–2, and 78jj of this title] may be cited as the ‘Securities and Exchange Commission Authorization Act of 1987’.”
, , , provided that:
Short Title of 1986 Amendment
Pub. L. 99–571, § 1(a)100 Stat. 3208
osection 9110 of Title 31oosection 3121 of Title 31o“This Act [enacting section 78–5 of this title and , Money and Finance, amending sections 78c, 78, 78–3, 78q, 78w, 78y, 80a–9, and 80b–3 of this title and , and enacting provisions set out as notes under section 78–5 of this title] may be cited as the ‘Government Securities Act of 1986’.”
, , , provided that:
Short Title of 1985 Amendment
Pub. L. 99–222, § 199 Stat. 1737
section 78n of this titlesection 78n of this title“This Act [amending and enacting a provision set out as a note under ] may be cited as the ‘Shareholder Communications Act of 1985’.”
, , , provided that:
Short Title of 1984 Amendment
Pub. L. 98–376, § 198 Stat. 1264
osection 78c of this title“This Act [amending sections 78c, 78, 78t, 78u, and 78ff of this title and enacting provisions set out as a note under ] may be cited as the ‘Insider Trading Sanctions Act of 1984’.”
, , , provided that:
Short Title of 1977 Amendment
Pub. L. 95–213, title I, § 10191 Stat. 1494
“This title [enacting sections 78dd–1 and 78dd–2 of this title and amending sections 78m and 78ff of this title] may be cited as the ‘Foreign Corrupt Practices Act of 1977’.”
, , , provided that:
Pub. L. 95–213, title II, § 20191 Stat. 1498
o“This title [amending sections 78m and 78 of this title] may be cited as the ‘Domestic and Foreign Investment Improved Disclosure Act of 1977’.”
, , , provided that:
Short Title of 1975 Amendment
Pub. L. 94–29, § 189 Stat. 97
oloo“That this Act [enacting sections 78k–1, 78–4, 78q–1, and 78kk of this title, amending sections 77d, 77x, 77yyy, 78b, 78c, 78d–1, 78f, 78h, 78k, 78, 78m, 78, 78–3, 78q, 78s, 78u, 78w, 78x, 78y, 78bb, 78ee, 78ff, 78iii, 79z–3, 80a–9, 80a–10, 80a–13, 80a–15, 80a–16, 80a–18, 80a–31, 80a–35, 80a–48, 80b–3, 80b–4, and 80b–17 of this title, and enacting provisions set out as notes under sections 78b and 78f of this title] may be cited as the ‘Securities Acts Amendments of 1975’.”
, , , provided:
Short Title of 1964 Amendment
Pub. L. 88–467, § 178 Stat. 565
loosection 78c of this title“That this Act [amending sections 77d, 78c, 78 to 78, 78–3, 78p, 78t, 78w, and 78ff of this title and enacting provisions set out as a note under ] may be cited as the ‘Securities Acts Amendments of 1964’.”
, , , provided:
Short Title of 1936 Amendment
Act May 27, 1936, ch. 462 49 Stat. 1375 loolo, , enacting sections 78–1, 78–1, 78–2, and 78hh–1 of this title, and amending sections 78, 78, 78q, 78r, 78t, 78u, 78w, and 78ff of this title, is popularly known as the Unlisted Securities Trading Act.
Severability
Pub. L. 104–290, § 3110 Stat. 3417
“If any provision of this Act [see Short Title of 1996 Amendment note above], an amendment made by this Act, or the application of such provision or amendment to any person or circumstance is held to be unconstitutional, the remainder of this Act, the amendments made by this Act, and the application of the provisions of such to any person or circumstance shall not be affected thereby.”
, , , provided:
Congressional Findings of 1998 Amendment
Pub. L. 105–353, § 2112 Stat. 3227
“The Congress finds that—“(1) “(2) “(3) “(4) “(5)
, , , provided that:
the Private Securities Litigation Reform Act of 1995 [see Short Title of 1995 Amendment note above] sought to prevent abuses in private securities fraud lawsuits;
since enactment of that legislation, considerable evidence has been presented to Congress that a number of securities class action lawsuits have shifted from Federal to State courts;
this shift has prevented that Act from fully achieving its objectives;
State securities regulation is of continuing importance, together with Federal regulation of securities, to protect investors and promote strong financial markets; and
in order to prevent certain State private securities class action lawsuits alleging fraud from being used to frustrate the objectives of the Private Securities Litigation Reform Act of 1995, it is appropriate to enact national standards for securities class action lawsuits involving nationally traded securities, while preserving the appropriate enforcement powers of State securities regulators and not changing the current treatment of individual lawsuits.”
Purposes of 1996 Amendment
Pub. L. 104–290, title IV, § 402110 Stat. 3441
“The purposes of this title [see Short Title of 1996 Amendment note above] are—“(1) “(2)
, , , provided:
to authorize appropriations for the Commission for fiscal year 1997; and
to reduce over time the rates of fees charged under the Federal securities laws.”
Definitions
Pub. L. 104–290, § 2110 Stat. 3417
“For purposes of this Act [see Short Title of 1996 Amendment note above]—“(1) “(2)
, , , provided:
the term ‘Commission’ means the Securities and Exchange Commission; and
15 U.S.C. 78c the term ‘State’ has the same meaning as in section 3 of the Securities Exchange Act of 1934 [].”