Section 3 ……………………………………… c. Classes of Securities ……………………………………… § 77 c. I. Exempted Securities The most likely of all securities for which a registration is filed or has been filed, are for any security issued or guaranteed by the United States or any certificate of deposit for any subjects thereto, guaranteed by any bank, or issued by or representing an interest in or a direct obligation of a Federal Reserve bank, and for current transactions in a note, draft, bill of exchange, or banker’s acceptance deemed an “exempted security” according to Section 3(a)(2) and(3) of the “Securities Act of 1933”, or the proceeds of which have been or are to be used for current transactions, having a maturity not exceeding nine months, at the time of issuance, not exclusive of days of grace, or any renewal thereof the maturity of which is likewise limited. To the extent, they are responsible for any security exchanged by the issuer with its existing security holders exclusively where no commission or other remuneration is paid or given directly or indirectly for soliciting such exchange of it. In that, the security is issued by [a] savings and loan association, building and loan association, cooperative bank, homestead association, or similar institution, supervised and examined by State or Federal authority having supervision over any such institution under Section 3(a)(5) and (9) of the “Securities Act of 1933”. II. Securities Questioned as having Exempt Securities Status Of primary concern here, is that the prohibited instrument of transportation or communication in interstate commerce is in fact being carried, or caused to be carried through the mails as what is being held out, unlawfully, by many as a “security” being “offer for sale” by some very questionable brokers, dealers, issuers, and underwriters in connection with any “interest in a railroad equipment trust” defined as an “exempted security” under Section 3 (a)(6) of the “Securities Act of 1933”. Oddly enough, it is not in fact a “security” deemed exempt under this act. Begging someone or a “group” be made example over this emblematic and also egregious violation of, or oversight as to the effectiveness, of Section 5(a) of the “Securities Act of 1933” codified at 15 USC 77e (a). Due to what appears to be the very questionable brokers, dealers, issuers, and underwriters relying too heavily on Social Security to generate the funds needed for the corpus and income of the funds, also described below under a “government plan”, as part of an “interest in a railroad equipment trust”. Since, it meets and exception to the exemption and is thus deemed inapplicable thereto this act, according to Section 3 (a)(2) of the “Securities Act of 1933” codified at Title 15 USC 77c (a)(2) and (a)(6), respectively . II. What to Be On the Lookout for. . . (A) Generally speaking, it may be very easy for anyone, even in government or as a public servant, to confuse the difference between an “interest in a railroad equipment trust” and a “governmental plan”, when a “governmental plan” appears to be combined with elements of “interest in a railroad equipment trust”. Furthermore, this line is blurred more in private securities litigation when it is the defendant’s objective to confuse investors, between the two, while relying too heavily on Social Security for funds and income for a questionable investment or scheme. Where all a plaintiff need do in any private securities litigation action arising under this act, is proof that a defendant acted with a particular state of mind to recover money damages under Section 27 of the “Securities Act of 1933” codified at 15 USC 77z–1 (d). (B) The following supports the theory that any number of defendants under this act, are in fact “offering” a non-exempt security as to the public and investors alike: 1. Reason being, that the plan would have additionally met the given criterion of a “governmental plan” established and maintained for its employees by the Government of the United States, or subjects thereof. Having been established, or maintained for the exclusive benefit of the employees or their beneficiaries for the purpose of distributing to such employees or their beneficiaries the corpus and income of the funds accumulated under the plan to which the “Railroad Retirement Act of 1935 or 1937” applies and which is financed by contributions required under that act, is being undertaken pursuant to section 414 (d) of the “Internal Revenue Code”. 2. Upon satisfaction of a condition, making it impossible for any part of the corpus or income from the “interest in a railroad equipment trust” in an equipment trust, lease, conditional sales contract, or other similar arrangement entered into, issued, assumed, guaranteed by, or for the benefit of, a common carrier to finance the acquisition of rolling stock, including motive power. . . to be used for, or diverted to, purposes other than the exclusive benefit of such employees or their beneficiaries, prior to the satisfaction of all liabilities with respect to such employees and their beneficiaries. III. Opinion Fundamentally, this is a very confusing cross reference and seems ambiguous. I am confident it will be determined it is obsfucatory, and held in large part responsible for a major source of the large number of violations, civil liability, unlawful representations and penalties arising out of, and question of law regarding, the “Securities Act of 1933” in connection with the “sale” or “offer” of securities and the required filing of “registration statements”. This only addresses part of the concern as to the types of securities unscrupulous persons are looking to unload, and stick other people and investors alike with the responsibility of repaying them. Unlucky for them, I have very high standards, and I don’t care how much work they have done so far. I have not duty accept what they have to offer, and I won’t have a hard time convincing a judge I didn’t authorize them to do any work to begin with, whether or not it is up to spec. ________________________________________________________________________________ SR 220 Federal Act on the Amendment of the Swiss Civil Code Division Five: Negotiable Securities Art. 1147 B. Bill-like securities I. Payment instructions to order 1. In general Where a payment instruction is not designated as a bill of exchange in the text appearing on the instrument itself but is expressly made out to order and satisfies all the other requirements of a bill of exchange, it counts as a bill of exchange. Art. 1148 2. No duty to accept 1 The payment instruction to order must not be presented for acceptance. 2 If it is nevertheless presented but acceptance is refused, the bearer does not have right of recourse on these grounds. XIII. Reservation of Specific Law Section Six: Bill-like Securities and Other Instruments to Order ________________________________________________________________________________ Section 5 …………………………… d. Use of Mails in Interstate Commerce Prohibitions ………………………… § 77 d. Predominately speaking, a majority of the transactions made or attempted are in exempted securities involving the offer or sale of securities by an issuer where an investor’s annual income or net worth is less than $100,000. When the aggregate amount sold by an issuer does not exceed the greater of $2,000 or 5 percent of the annual income or net worth of such investor. Clearly, this is symbolic of a $2,000 sale exempted securities to investor’s with either $40,000 annual income or net worth, or a sale of $ 5,000 if that investor’s annual income or net worth is upwards of $100,000. This amount includes any amount sold in reliance on the exemption to Section 5 of the “Securities Act of 1933” prohibiting and making unlawful the use of any means or instruments of transportation or communication in interstate commerce Section 5 …………………………… e. Use of Mails in Interstate Commerce Prohibitions ………………………… § 77 e. One of the most essential components of this act is Section 5 of the “Securities Act of 1933” codified at 15 USC 77e, it is the cornerstone of any righteous argument in favor of a finding that securities fraud has been committed, if such evidence backing a finding of such ongoing fraud exists. The purpose of this section is to prohibit and make unlawful carrying of a “security”, or securities, through the mails or in interstate commerce for the purpose of sale by any means or instruments of transportation (or delivery after sale). The primary focus or cornerstone of a more righteous argument in favor of a finding of securities fraud is on the prohibition on the use of mails to carry securities. Though, there is an additional provision concerning the prohibition and unlawfulness of selling securities through the use of any prospectus or other medium use of any means or instruments of transportation or communication in interstate commerce or the mails. Matters to Consider 1. For those in need of explaining, the use of any means of transportation or communication, include transportation facilities, the carriers tracks and cars, equipment, passenger or shipping vehicles and vessels, and carriage by use of instrumentalities, or telephone companies and radio and television stations their transmission lines, base stations, offices, antennas and satellite dishes, in of and affecting interstate commerce, between points of same, or different states. 2. On the other hand, instruments of transportation or communication in interstate commerce could mean an actual “instrument”, or instruments, for the payment of money or securities of the carriers, or the instrumentalities and localities, key to their operation, where their facilities, equipment and offices are located tracks; including tracks, routes, or plans and transmission lines, necessary to their function, run through, or along, with which their persons, property and services are carried in interstate commerce. Section 6 ……………………….…………… f. Registration of Securities ………………………………… § 77 f. All issuers of securities have the inherent right to file registration statements for securities in accordance with Section 6(a) of the “Securities Act of 1933”. Registration statements for securities shall only be deemed effective as to the securities specified proposed to be offered. To be effective, securities must be registered with the Commission under the following terms and conditions. A registration statement has to be filed in triplicate, with one, signed by each issuer its principal executive officer or officers, financial and accounting officers, directors, and board members, or in the absence of any of them a majority of the persons or board having the power of management of the issuer. Foreign or Territorial person’s need only have their duly authorized representative in the United States sign. Whereas, registration statements for securities issued by a foreign government, or political subdivision thereof, need only be signed by the underwriter of such security. Upon affixing of all s signatures on said registration statements, it is presumed those signatures were made by the authority of the person whose signatures are so affixed. The burden of proof rests upon the party denying the authority of those so signing. Unlawfully affixing of any signature without this authority constitutes a violation of this act. ________________________________________________________________________________________ As a matter of fact and substance, this applies to transactions in exempted securities involving the offer or sale of securities by an issuer where the an aggregate amount sold to all investors by the issuer is not more than $1,000,000 pursuant to Section 4(a)(6)(A) (ii) of the “Securities Act of 1933” This amount includes any amount sold in reliance on the exemption to Section 5 of the “Securities Act of 1933” prohibiting and making unlawful the use of any means or instruments of transportation or communication in interstate commerce. Inasmuch as 10 percent of the annual income or net worth of such investor, or $10,000, was assessed in 2000 not to exceed a maximum aggregate amount sold of $100,000, if either the annual income or net worth of the investor is equal to or more than $100,000 on said transaction. ________________________________________________________________________________________
Posted on: Fri, 12 Sep 2014 20:31:03 +0000
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