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Trust Indenture Act of 1939
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Trust Indenture Act of 1939 : ウィキペディア英語版
Trust Indenture Act of 1939

The Trust Indenture Act of 1939 (TIA), codified at , supplements the Securities Act of 1933 in the case of the distribution of debt securities in the United States. Generally speaking, the TIA requires the appointment of a suitably independent and qualified trustee to act for the benefit of the holders of the securities, and specifies various substantive provisions for the trust indenture that must be entered into by the issuer and the trustee. The TIA is administered by the US Securities and Exchange Commission (SEC), which has made various regulations under the act.
==History==
Section 211 of The Securities Exchange Act of 1934 mandated that the SEC conduct various studies. Although not expressly required to study the trustee system then in use for the issuance of debt securities, SEC Commissioner William O. Douglas (as he then was) was convinced by November 1934 that the system required legislative reform. In June 1936, the Protective Committee Study, headed by Douglas, published its report ''Trustees Under Indentures''. It recommended that:
#trustees of indentures be disqualified where they have or acquire conflicts of interest incompatible with their fiduciary obligations;
#they be transformed into active trustees with respect to their obligations; and
#legislation separate from the Securities Exchange Act of 1934 would be more appropriate to govern this matter.
The Act was subsequently passed and was signed into law in August 1939. During the course of its passage, its legislative history shows that that Congress intended to address various deficiencies that were prevalent in trust indentures at the time:
:
* their failure of indentures to require evidence of an obligor’s performance thereunder,
:
* the lack of disclosure and reporting requirements, and
:
* the presence of significant obstacles to collective bondholder action.〔S. Rep. No. 76-248, at 1–2 (1939)〕

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