Proposed Collection; Comment Request, 53297-53298 [E8-21408]
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Federal Register / Vol. 73, No. 179 / Monday, September 15, 2008 / Notices
Dated: September 8, 2008.
Florence E. Harmon,
Acting Secretary.
[FR Doc. E8–21406 Filed 9–12–08; 8:45 am]
BILLING CODE 8010–01–P
SECURITIES AND EXCHANGE
COMMISSION
Submission for OMB Review;
Comment Request
Upon written request, copies available
from: Securities and Exchange
Commission, Office of Investor
Education and Advocacy,
Washington, DC 20549–0213.
mstockstill on PROD1PC66 with NOTICES
Extension: Rule 17Ad–3(b), SEC File No.
270–424, OMB Control No. 3235–0473.
Notice is hereby given that pursuant
to the Paperwork Reduction Act of 1995
(44 U.S.C. 3501 et seq.), the Securities
and Exchange Commission
(‘‘Commission’’) has submitted to the
Office of Management and Budget a
request for approval of extension of the
following previously approved
collection of information as discussed
below.
• Rule 17Ad–3(b) (17 CFR 240.17Ad–
3(b)).
Rule 17Ad–3(b) requires registered
transfer agents that for each of two
consecutive months have failed to
turnaround at least 75% of all routine
items in accordance with the
requirements of Rule 17Ad–2(a) or to
process at least 75% of all routine items
in accordance with the requirements of
Rule 17Ad–2(a) to send to the chief
executive officer of each issuer for
which such registered transfer agent acts
a copy of the written notice required
under Rule 17Ad–2(c), (d), and (h). The
issuer may use the information
contained in the notices in several ways:
(1) to provide an early warning to the
issuer of the transfer agent’s noncompliance with the Commission’s
minimum performance standards
regarding registered transfer agents, and
(2) to assure that issuers are aware of
certain problems and poor performances
with respect to the transfer agents that
are servicing the issuer’s securities. If
the issuer does not receive notice of a
registered transfer agent’s failure to
comply with the Commission’s
minimum performance standards then
the issuer will be unable to take
remedial action to correct the problem
or to find another registered transfer
agent. Pursuant to Rule 17Ad–3(b), a
transfer agent that has already filed a
Notice of Non-Compliance with the
Commission pursuant to Rule 17Ad–2
will only be required to send a copy of
that notice to issuers for which it acts
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20:22 Sep 12, 2008
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when that transfer agent fails to
turnaround 75% of all routine items or
to process 75% of all items.
The Commission estimates that only
two transfer agents will meet the
requirements of Rule 17Ad–3(b). If a
transfer agent fails to meet the minimum
requirements under 17Ad–3(b), such
transfer agent is simply sending a copy
of a form that had already been
produced for the Commission. The
Commission estimates a requirement
will take each respondent
approximately one hour to complete, for
a total annual estimate burden of two
hours at cost of approximately $60.00
for each hour. Please note that an
agency may not conduct or sponsor, and
a person is not required to respond to,
a collection of information unless it
displays a currently valid control
number.
General comments regarding the
estimated burden hours should be
directed to: (i) Desk Officer for the
Securities and Exchange Commission,
Office of Information and Regulatory
Affairs, Office of Management and
Budget, Room 10102, New Executive
Office Building, Washington, DC 20503
or by sending an e-mail to:
Kimberly_P._Nelson@omb.eop.gov; and
(ii) Lewis W. Walker, Acting Director/
Chief Information Officer, Securities
and Exchange Commission, C/O Shirley
Martinson, 6432 General Green Way,
Alexandria, Virginia 22312; or by
sending an e-mail to:
PRA_Mailbox@sec.gov. Comments must
be submitted to OMB within 30 days of
this notice.
Dated: September 8, 2008.
Florence E. Harmon,
Acting Secretary.
[FR Doc. E8–21407 Filed 9–12–08; 8:45 am]
BILLING CODE 8010–01–P
SECURITIES AND EXCHANGE
COMMISSION
Proposed Collection; Comment
Request
Upon Written Request, Copies Available
From: Securities and Exchange
Commission, Office of Investor
Education and Advocacy,
Washington, DC 20549.
Extension: Rule 32a–4, SEC File No. 270–
473, OMB Control No. 3235–0530.
Notice is hereby given that, pursuant
to the Paperwork Reduction Act of 1995
(44 U.S.C. 3501 et seq.), the Securities
and Exchange Commission
(‘‘Commission’’) is soliciting comments
on the collections of information
summarized below. The Commission
PO 00000
Frm 00110
Fmt 4703
Sfmt 4703
53297
plans to submit these existing
collections of information to the Office
of Management and Budget (‘‘OMB’’) for
extension and approval.
Section 32(a)(2) of the Investment
Company Act (15 U.S.C. 80a–31(a)(2))
requires that shareholders of a registered
investment management or face-amount
certificate company (‘‘fund’’) ratify or
reject the selection of a fund’s
independent public accountant. Rule
32a–4 (17 CFR 270.32a–4) exempts a
fund from this requirement if (i) the
fund’s board of directors establishes an
audit committee composed solely of
independent directors with
responsibility for overseeing the fund’s
accounting and auditing processes,1 (ii)
the fund’s board of directors adopts an
audit committee charter setting forth the
committee’s structure, duties, powers
and methods of operation, or sets out
similar provisions in the fund’s charter
or bylaws,2 and (iii) the fund maintains
a copy of such an audit committee
charter permanently in an easily
accessible place.3
Each fund that chooses to rely on rule
32a–4 incurs two collections of
information burdens. The first, related
to the board of directors’ adoption of the
audit committee charter, occurs once,
when the committee is established. The
second, related to the fund’s
maintenance and preservation of a copy
of the charter in an easily accessible
place, is an ongoing annual burden. The
information collection requirement in
rule 32a–4 enables the Commission to
monitor the duties and responsibilities
of an independent audit committee
formed by a fund relying on the rule.
Commission staff estimates that, on
average, the board of directors takes 15
minutes to adopt the audit committee
charter. Commission staff has estimated
that with an average of 8 directors on
the board,4 total director time to adopt
the charter is 2 hours. Combined with
an estimated 1 hour of paralegal time to
prepare the charter for board review, the
staff estimates a total one-time
collection of information burden of 3
hours for each fund. Once a board
adopts an audit committee charter, a
fund generally maintains it in a file
cabinet or as a computer file.
Commission staff has estimated that
there is no annual hourly burden
1 Rule
32a–4(a).
32a–4(b).
3 Rule 32a–4(c).
4 This estimate is based on staff discussions with
a representative of an entity that surveys funds and
calculates fund board statistics based on responses
to its surveys.
2 Rule
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15SEN1
53298
Federal Register / Vol. 73, No. 179 / Monday, September 15, 2008 / Notices
mstockstill on PROD1PC66 with NOTICES
associated with maintaining the charter
in this form.5
Because virtually all funds extant
have now adopted audit committee
charters, the annual one-time collection
of information burden associated with
adopting audit committee charters is
limited to the burden incurred by newly
established funds. Commission staff
estimates that fund sponsors establish
approximately 153 new funds each
year,6 and that all of these funds will
adopt an audit committee charter in
order to rely on rule 32a–4. Thus,
Commission staff estimates that the
annual one-time hour burden associated
with adopting an audit committee
charter under rule 32a–4 going forward
will be approximately 459 hours.7
As noted above, all funds that rely on
rule 32a–4 are subject to the ongoing
collection of information requirement to
preserve a copy of the charter in an
easily accessible place. This ongoing
requirement, which Commission staff
has estimated has no hourly burden,
applies to new funds that adopt an audit
committee charter each year and to all
funds that have previously adopted the
charter and continue to maintain it.
When funds adopt an audit committee
charter in order to rely on rule 32a–4,
they also may incur one-time costs
related to hiring outside counsel to
prepare the charter. Commission staff
estimates that those costs average
approximately $1000 per fund.8
Commission staff understands that
virtually all funds now rely on rule 32a–
4 and have adopted audit committee
charters, and thus estimates that the
annual cost burden related to hiring
outside legal counsel is limited to newly
established funds.
As noted above, Commission staff
estimates that approximately 153 new
5 No hour burden related to such maintenance of
the charter was identified by the funds the
Commission staff surveyed. Commission staff
understands that many audit committee charters
have been significantly revised after their adoption
in response to the Sarbanes-Oxley Act (Pub. L. No.
107–204, 116 Stat. 745) and other developments.
However, the costs associated with these revisions
are not attributable to the requirements of rule 32a–
4.
6 This estimate is based on the number of Form
N–8As filed from January 2005 through December
2007.
7 This estimate is based on the following
calculation: (3.0 burden hours for establishing
charter × 153 new funds = 459 burden hours).
8 Costs may vary based on the individual needs
of each fund. However, based on the staff’s
conversations with outside counsel that prepare
these charters, legal fees related to the preparation
and adoption of an audit committee charter usually
average $1000 or less. The Commission also
understands that the ICI has prepared a model audit
committee charter, which most legal professionals
use when establishing audit committees, thereby
reducing the costs associated with drafting a
charter.
VerDate Aug<31>2005
20:22 Sep 12, 2008
Jkt 214001
funds each year will adopt an audit
committee charter in order to rely on
rule 32a–4. Thus, Commission staff
estimates that the ongoing annual cost
burden associated with rule 32a–4 in
the future will be approximately
$153,000.9
The estimates of average burden hours
and costs are made solely for the
purposes of the Paperwork Reduction
Act, and are not derived from a
comprehensive or even a representative
survey or study of the costs of
Commission rules and forms.
The collections of information
required by rule 32a–4 are necessary to
obtain the benefits of the rule. The
Commission is seeking OMB approval,
because an agency may not conduct or
sponsor, and a person is not required to
respond to, a collection of information
unless it displays a currently valid
control number.
Written comments are invited on: (a)
Whether the collection of information is
necessary for the proper performance of
the functions of the Commission,
including whether the information has
practical utility; (b) the accuracy of the
Commission’s estimate of the burden of
the collection of information; (c) ways to
enhance the quality, utility, and clarity
of the information collected; and (d)
ways to minimize the burden of the
collection of information on
respondents, including through the use
of automated collection techniques or
other forms of information technology.
Consideration will be given to
comments and suggestions submitted in
writing within 60 days of this
publication.
Please direct your written comments
to Lewis W. Walker, Acting Director/
CIO, Securities and Exchange
Commission, C/O Shirley Martinson,
6432 General Green Way, Alexandria,
VA 22312; or send an e-mail to:
PRA_Mailbox@sec.gov.
Dated: September 8, 2008.
Florence E. Harmon,
Acting Secretary.
[FR Doc. E8–21408 Filed 9–12–08; 8:45 am]
BILLING CODE 8010–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–58486; File No. SR–ISE–
2008–36)
Self-Regulatory Organizations;
International Securities Exchange,
LLC; Notice of Filing and Immediate
Effectiveness of Proposed Rule
Change Relating to Non-Displayed
Penny Quotes and Orders
September 8, 2008.
Pursuant to section 19(b)(1) of the
Securities Exchange Act of 1934 (the
‘‘Exchange Act’’) 1 and Rule 19b–4
thereunder,2 notice is hereby given that
on August 28, 2008, the International
Securities Exchange, LLC (the
‘‘Exchange’’ or the ‘‘ISE’’) filed with the
Securities and Exchange Commission
(the ‘‘Commission’’) the proposed rule
change as described in Items I, II, and
III below, which Items have been
prepared by the Exchange. The
Commission is publishing this notice to
solicit comments on the proposed rule
change from interested persons.
I. Self-Regulatory Organization’s
Statement of the Terms of Substance of
the Proposed Rule Change
The ISE is proposing to allow nondisplayed penny quotes and orders in
options that trade in minimum pricing
increments greater than one cent. The
text of the proposed rule change is
available on the Exchange’s Web site
(https://www.ise.com), at the principal
office of the Exchange, and at the
Commission’s Public Reference Room.
II. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
In its filing with the Commission, the
self-regulatory organization included
statements concerning the purpose of,
and basis for, the proposed rule change
and discussed any comments it received
on the proposed rule change. The text
of these statements may be examined at
the places specified in Item IV below.
The self-regulatory organization has
prepared summaries, set forth in
sections A, B and C below, of the most
significant aspects of such statements.
A. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
1. Purpose
The Commission has approved rules
with respect to the Nasdaq Options
9 This estimate is based on the following
calculations: ($1000 cost of adopting charter × 153
newly established funds = $153,000).
PO 00000
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1 15
2 17
E:\FR\FM\15SEN1.SGM
U.S.C. 78s(b)(1).
CFR 240.19b–4.
15SEN1
]]>Agencies
[Federal Register Volume 73, Number 179 (Monday, September 15, 2008)]
[Notices]
[Pages 53297-53298]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: E8-21408]
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
Proposed Collection; Comment Request
Upon Written Request, Copies Available From: Securities and Exchange
Commission, Office of Investor Education and Advocacy, Washington, DC
20549.
Extension: Rule 32a-4, SEC File No. 270-473, OMB Control No. 3235-
0530.
Notice is hereby given that, pursuant to the Paperwork Reduction
Act of 1995 (44 U.S.C. 3501 et seq.), the Securities and Exchange
Commission (``Commission'') is soliciting comments on the collections
of information summarized below. The Commission plans to submit these
existing collections of information to the Office of Management and
Budget (``OMB'') for extension and approval.
Section 32(a)(2) of the Investment Company Act (15 U.S.C. 80a-
31(a)(2)) requires that shareholders of a registered investment
management or face-amount certificate company (``fund'') ratify or
reject the selection of a fund's independent public accountant. Rule
32a-4 (17 CFR 270.32a-4) exempts a fund from this requirement if (i)
the fund's board of directors establishes an audit committee composed
solely of independent directors with responsibility for overseeing the
fund's accounting and auditing processes,\1\ (ii) the fund's board of
directors adopts an audit committee charter setting forth the
committee's structure, duties, powers and methods of operation, or sets
out similar provisions in the fund's charter or bylaws,\2\ and (iii)
the fund maintains a copy of such an audit committee charter
permanently in an easily accessible place.\3\
---------------------------------------------------------------------------
\1\ Rule 32a-4(a).
\2\ Rule 32a-4(b).
\3\ Rule 32a-4(c).
---------------------------------------------------------------------------
Each fund that chooses to rely on rule 32a-4 incurs two collections
of information burdens. The first, related to the board of directors'
adoption of the audit committee charter, occurs once, when the
committee is established. The second, related to the fund's maintenance
and preservation of a copy of the charter in an easily accessible
place, is an ongoing annual burden. The information collection
requirement in rule 32a-4 enables the Commission to monitor the duties
and responsibilities of an independent audit committee formed by a fund
relying on the rule.
Commission staff estimates that, on average, the board of directors
takes 15 minutes to adopt the audit committee charter. Commission staff
has estimated that with an average of 8 directors on the board,\4\
total director time to adopt the charter is 2 hours. Combined with an
estimated 1 hour of paralegal time to prepare the charter for board
review, the staff estimates a total one-time collection of information
burden of 3 hours for each fund. Once a board adopts an audit committee
charter, a fund generally maintains it in a file cabinet or as a
computer file. Commission staff has estimated that there is no annual
hourly burden
[[Page 53298]]
associated with maintaining the charter in this form.\5\
---------------------------------------------------------------------------
\4\ This estimate is based on staff discussions with a
representative of an entity that surveys funds and calculates fund
board statistics based on responses to its surveys.
\5\ No hour burden related to such maintenance of the charter
was identified by the funds the Commission staff surveyed.
Commission staff understands that many audit committee charters have
been significantly revised after their adoption in response to the
Sarbanes-Oxley Act (Pub. L. No. 107-204, 116 Stat. 745) and other
developments. However, the costs associated with these revisions are
not attributable to the requirements of rule 32a-4.
---------------------------------------------------------------------------
Because virtually all funds extant have now adopted audit committee
charters, the annual one-time collection of information burden
associated with adopting audit committee charters is limited to the
burden incurred by newly established funds. Commission staff estimates
that fund sponsors establish approximately 153 new funds each year,\6\
and that all of these funds will adopt an audit committee charter in
order to rely on rule 32a-4. Thus, Commission staff estimates that the
annual one-time hour burden associated with adopting an audit committee
charter under rule 32a-4 going forward will be approximately 459
hours.\7\
---------------------------------------------------------------------------
\6\ This estimate is based on the number of Form N-8As filed
from January 2005 through December 2007.
\7\ This estimate is based on the following calculation: (3.0
burden hours for establishing charter x 153 new funds = 459 burden
hours).
---------------------------------------------------------------------------
As noted above, all funds that rely on rule 32a-4 are subject to
the ongoing collection of information requirement to preserve a copy of
the charter in an easily accessible place. This ongoing requirement,
which Commission staff has estimated has no hourly burden, applies to
new funds that adopt an audit committee charter each year and to all
funds that have previously adopted the charter and continue to maintain
it.
When funds adopt an audit committee charter in order to rely on
rule 32a-4, they also may incur one-time costs related to hiring
outside counsel to prepare the charter. Commission staff estimates that
those costs average approximately $1000 per fund.\8\ Commission staff
understands that virtually all funds now rely on rule 32a-4 and have
adopted audit committee charters, and thus estimates that the annual
cost burden related to hiring outside legal counsel is limited to newly
established funds.
---------------------------------------------------------------------------
\8\ Costs may vary based on the individual needs of each fund.
However, based on the staff's conversations with outside counsel
that prepare these charters, legal fees related to the preparation
and adoption of an audit committee charter usually average $1000 or
less. The Commission also understands that the ICI has prepared a
model audit committee charter, which most legal professionals use
when establishing audit committees, thereby reducing the costs
associated with drafting a charter.
---------------------------------------------------------------------------
As noted above, Commission staff estimates that approximately 153
new funds each year will adopt an audit committee charter in order to
rely on rule 32a-4. Thus, Commission staff estimates that the ongoing
annual cost burden associated with rule 32a-4 in the future will be
approximately $153,000.\9\
---------------------------------------------------------------------------
\9\ This estimate is based on the following calculations: ($1000
cost of adopting charter x 153 newly established funds = $153,000).
---------------------------------------------------------------------------
The estimates of average burden hours and costs are made solely for
the purposes of the Paperwork Reduction Act, and are not derived from a
comprehensive or even a representative survey or study of the costs of
Commission rules and forms.
The collections of information required by rule 32a-4 are necessary
to obtain the benefits of the rule. The Commission is seeking OMB
approval, because an agency may not conduct or sponsor, and a person is
not required to respond to, a collection of information unless it
displays a currently valid control number.
Written comments are invited on: (a) Whether the collection of
information is necessary for the proper performance of the functions of
the Commission, including whether the information has practical
utility; (b) the accuracy of the Commission's estimate of the burden of
the collection of information; (c) ways to enhance the quality,
utility, and clarity of the information collected; and (d) ways to
minimize the burden of the collection of information on respondents,
including through the use of automated collection techniques or other
forms of information technology. Consideration will be given to
comments and suggestions submitted in writing within 60 days of this
publication.
Please direct your written comments to Lewis W. Walker, Acting
Director/CIO, Securities and Exchange Commission, C/O Shirley
Martinson, 6432 General Green Way, Alexandria, VA 22312; or send an e-
mail to: PRA_Mailbox@sec.gov.
Dated: September 8, 2008.
Florence E. Harmon,
Acting Secretary.
[FR Doc. E8-21408 Filed 9-12-08; 8:45 am]
BILLING CODE 8010-01-P
