§ 78ff. — Penalties.
[Laws in effect as of January 24, 2002]
[Document not affected by Public Laws enacted between
January 24, 2002 and December 19, 2002]
[CITE: 15USC78ff]
TITLE 15--COMMERCE AND TRADE
CHAPTER 2B--SECURITIES EXCHANGES
Sec. 78ff. Penalties
(a) Willful violations; false and misleading statements
Any person who willfully violates any provision of this chapter
(other than section 78dd-1 of this title), or any rule or regulation
thereunder the violation of which is made unlawful or the observance of
which is required under the terms of this chapter, or any person who
willfully and knowingly makes, or causes to be made, any statement in
any application, report, or document required to be filed under this
chapter or any rule or regulation thereunder or any undertaking
contained in a registration statement as provided in subsection (d) of
section 78o of this title, or by any self-regulatory organization in
connection with an application for membership or participation therein
or to become associated with a member thereof which statement was false
or misleading with respect to any material fact, shall upon conviction
be fined not more than $5,000,000, or imprisoned not more than 20 years,
or both, except that when such person is a person other than a natural
person, a fine not exceeding $25,000,000 may be imposed; but no person
shall be subject to imprisonment under this section for the violation of
any rule or regulation if he proves that he had no knowledge of such
rule or regulation.
(b) Failure to file information, documents, or reports
Any issuer which fails to file information, documents, or reports
required to be filed under subsection (d) of section 78o of this title
or any rule or regulation thereunder shall forfeit to the United States
the sum of $100 for each and every day such failure to file shall
continue. Such forfeiture, which shall be in lieu of any criminal
penalty for such failure to file which might be deemed to arise under
subsection (a) of this section, shall be payable into the Treasury of
the United States and shall be recoverable in a civil suit in the name
of the United States.
(c) Violations by issuers, officers, directors, stockholders, employees,
or agents of issuers
(1)(A) Any issuer that violates subsection (a) or (g) of section
78dd-1 of this title shall be fined not more than $2,000,000.
(B) Any issuer that violates subsection (a) or (g) of section 78dd-1
of this title shall be subject to a civil penalty of not more than
$10,000 imposed in an action brought by the Commission.
(2)(A) Any officer, director, employee, or agent of an issuer, or
stockholder acting on behalf of such issuer, who willfully violates
subsection (a) or (g) of section 78dd-1 of this title shall be fined not
more than $100,000, or imprisoned not more than 5 years, or both.
(B) Any officer, director, employee, or agent of an issuer, or
stockholder acting on behalf of such issuer, who violates subsection (a)
or (g) of section 78dd-1 of this title shall be subject to a civil
penalty of not more than $10,000 imposed in an action brought by the
Commission.
(3) Whenever a fine is imposed under paragraph (2) upon any officer,
director, employee, agent, or stockholder of an issuer, such fine may
not be paid, directly or indirectly, by such issuer.
(June 6, 1934, ch. 404, title I, Sec. 32, 48 Stat. 904; May 27, 1936,
ch. 462, Sec. 9, 49 Stat. 1380; June 25, 1938, ch. 677, Sec. 4, 52 Stat.
1076; Pub. L. 88-467, Sec. 11, Aug. 20, 1964, 78 Stat. 580; Pub. L. 94-
29, Secs. 23, 27(b), June 4, 1975, 89 Stat. 162, 163; Pub. L. 95-213,
title I, Sec. 103(b), Dec. 19, 1977, 91 Stat. 1496; Pub. L. 98-376,
Sec. 3, Aug. 10, 1984, 98 Stat. 1265; Pub. L. 100-418, title V,
Sec. 5003(b), Aug. 23, 1988, 102 Stat. 1419; Pub. L. 100-704, Sec. 4,
Nov. 19, 1988, 102 Stat. 4680; Pub. L. 105-366, Sec. 2(d), Nov. 10,
1998, 112 Stat. 3303; Pub. L. 107-204, title XI, Sec. 1106, July 30,
2002, 116 Stat. 810.)
References in Text
This chapter, referred to in subsec. (a), was in the original ``this
title''. See References in Text note set out under section 78a of this
title.
Amendments
2002--Subsec. (a). Pub. L. 107-204 substituted ``$5,000,000, or
imprisoned not more than 20 years'' for ``$1,000,000, or imprisoned not
more than 10 years'' and ``$25,000,000'' for ``$2,500,000''.
1998--Subsec. (c)(1). Pub. L. 105-366, Sec. 2(d)(1), (2),
substituted ``subsection (a) or (g) of section 78dd-1'' for ``section
78dd-1(a)'' in subpars. (A) and (B).
Subsec. (c)(2). Pub. L. 105-366, Sec. 2(d)(3), amended par. (2)
generally. Prior to amendment, par. (2) read as follows:
``(2)(A) Any officer or director of an issuer, or stockholder acting
on behalf of such issuer, who willfully violates section 78dd-1(a) of
this title shall be fined not more than $100,000, or imprisoned not more
than 5 years, or both.
``(B) Any employee or agent of an issuer who is a United States
citizen, national, or resident or is otherwise subject to the
jurisdiction of the United States (other than an officer, director, or
stockholder acting on behalf of such issuer), and who willfully violates
section 78dd-1(a) of this title, shall be fined not more than $100,000,
or imprisoned not more than 5 years, or both.
``(C) Any officer, director, employee, or agent of an issuer, or
stockholder acting on behalf of such issuer, who violates section 78dd-
1(a) of this title shall be subject to a civil penalty of not more than
$10,000 imposed in an action brought by the Commission.''
1988--Subsec. (a). Pub. L. 100-704 substituted ``$1,000,000'' for
``$100,000'', ``10 years'' for ``five years'', ``is a person other than
a natural person'' for ``is an exchange'', and ``$2,500,000'' for
``$500,000''.
Subsec. (c). Pub. L. 100-418 amended subsec. (c) generally. Prior to
amendment, subsec. (c) read as follows:
``(1) Any issuer which violates section 78dd-1(a) of this title
shall, upon conviction, be fined not more than $1,000,000.
``(2) Any officer or director of an issuer, or any stockholder
acting on behalf of such issuer, who willfully violates section 78dd-
1(a) of this title shall, upon conviction, be fined not more than
$10,000, or imprisoned not more than five years, or both.
``(3) Whenever an issuer is found to have violated section 78dd-1(a)
of this title, any employee or agent of such issuer who is a United
States citizen, national, or resident or is otherwise subject to the
jurisdiction of the United States (other than an officer, director, or
stockholder of such issuer), and who willfully carried out the act or
practice constituting such violation shall, upon conviction, be fined
not more than $10,000, or imprisoned not more than five years, or both.
``(4) Whenever a fine is imposed under paragraph (2) or (3) of this
subsection upon any officer, director, stockholder, employee, or agent
of an issuer, such fine shall not be paid, directly or indirectly, by
such issuer.''
1984--Subsec. (a). Pub. L. 98-376 substituted ``$100,000'' for
``$10,000''.
1977--Subsec. (a). Pub. L. 95-213, Sec. 103(b)(1), inserted ``(other
than section 78dd-1 of this title)'' after ``Any person who willfully
violates any provision of this chapter''.
Subsec. (c). Pub. L. 95-213, Sec. 103(b)(2), added subsec. (c).
1975--Subsec. (a). Pub. L. 94-29, Secs. 23(1), 27(b), inserted ``or
by any self-regulatory organization in connection with an application
for membership or participation therein or to become associated with a
member thereof,'' and substituted ``or imprisoned not more than five
years'' for ``or imprisoned not more than two years''.
Subsec. (c). Pub. L. 94-29, Sec. 23(2), struck out subsec. (c) which
rendered this section inapplicable to violations of any rule or
regulation prescribed pursuant to paragraph (3) of subsection (c) of
section 78o of this title.
1964--Subsec. (b). Pub. L. 88-467 substituted ``required to be filed
under'' for ``pursuant to an undertaking contained in a registration
statement as provided in'' and inserted ``or any rule or regulation
thereunder'' after ``section 78o of this title.''
1938--Subsec. (c). Act June 25, 1938, added subsec. (c).
1936--Subsec. (a). Act May 27, 1936, inserted ``or any undertaking
contained in a registration statement as provided in subsection (d) of
section 78o of this title''.
Subsec. (b). Act May 27, 1936, added subsec. (b).
Effective Date of 1988 Amendment
Amendment by Pub. L. 100-704 not applicable to actions occurring
before Nov. 19, 1988, see section 9 of Pub. L. 100-704, set out as a
note under section 78o of this title.
Effective Date of 1984 Amendment
Amendment by Pub. L. 98-376 effective Aug. 10, 1984, see section 7
of Pub. L. 98-376, set out as a note under section 78c of this title.
Effective Date of 1975 Amendment
Amendment by Pub. L. 94-29 effective June 4, 1975, see section 31(a)
of Pub. L. 94-29, set out as a note under section 78b of this title.
Effective Date of 1964 Amendment
Amendment by Pub. L. 88-467 effective Aug. 20, 1964, see section 13
of Pub. L. 88-467, set out as a note under section 78c of this title.
Section Referred to in Other Sections
This section is referred to in title 7 section 12a; title 22 section
2197; title 26 sections 162, 952, 964.
