Submission for OMB Review; Comment Request, 66881-66882 [2012-27134]

Download as PDF Federal Register / Vol. 77, No. 216 / Wednesday, November 7, 2012 / Notices Office of Information and Regulatory Affairs, Office of Management and Budget, Room 10102, New Executive Office Building, Washington, DC 20503 or by sending an email to: shagufta_ahmed@omb.eop.gov; and (ii) Thomas Bayer, Director/Chief Information Officer, Securities and Exchange Commission, c/o Remi PavlikSimon, 6432 General Green Way, Alexandria, VA 22312 or send an email to PRA_Mailbox@sec.gov. Comments must be submitted within 30 days of this notice. Dated: October 29, 2012. Kevin M. O’Neill, Deputy Secretary. [FR Doc. 2012–27132 Filed 11–6–12; 8:45 am] BILLING CODE 8011–01–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. pmangrum on DSK3VPTVN1PROD with NOTICES Extension: Rule 23c–3 and Form N–23c–3; SEC File No. 270–373, OMB Control No. 3235– 0422. 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 (the ‘‘Commission’’) has submitted to the Office of Management and Budget (‘‘OMB’’) a request for extension of the previously approved collection of information discussed below. Rule 23c–3 (17 CFR 270.23c–3) under the Investment Company Act of 1940 (15 U.S.C. 80a–1 et seq.) permits a registered closed-end investment company (‘‘closed-end fund’’ or ‘‘fund’’) that meets certain requirements to repurchase common stock of which it is the issuer from shareholders at periodic intervals, pursuant to repurchase offers made to all holders of the stock. The rule enables these funds to offer their shareholders a limited ability to resell their shares in a manner that previously was available only to open-end investment company shareholders. To protect shareholders, a closed-end fund that relies on rule 23c–3 must send shareholders a notification that contains specified information each time the fund makes a repurchase offer (on a quarterly, semi-annual, or annual basis, or, for certain funds, on a discretionary basis not more often than every two VerDate Mar<15>2010 15:43 Nov 06, 2012 Jkt 229001 years). The fund also must file copies of the shareholder notification with the Commission (electronically through the Commission’s Electronic Data Gathering, Analysis, and Retrieval System (‘‘EDGAR’’)) on Form N–23c–3, a filing that provides certain information about the fund and the type of offer the fund is making.1 The fund must describe in its annual report to shareholders the fund’s policy concerning repurchase offers and the results of any repurchase offers made during the reporting period. The fund’s board of directors must adopt written procedures designed to ensure that the fund’s investment portfolio is sufficiently liquid to meet its repurchase obligations and other obligations under the rule. The board periodically must review the composition of the fund’s portfolio and change the liquidity procedures as necessary. The fund also must file copies of advertisements and other sales literature with the Commission as if it were an open-end investment company subject to section 24 of the Investment Company Act (15 U.S.C. 80a–24) and the rules that implement section 24. Rule 24b–3 under the Investment Company Act (17 CFR 270.24b–3), however, exempts the fund from that requirement if the materials are filed instead with the Financial Industry Regulatory Authority (‘‘FINRA’’). The requirement that the fund send a notification to shareholders of each offer is intended to ensure that a fund provides material information to shareholders about the terms of each offer. The requirement that copies be sent to the Commission is intended to enable the Commission to monitor the fund’s compliance with the notification requirement. The requirement that the shareholder notification be attached to Form N–23c–3 is intended to ensure that the fund provides basic information necessary for the Commission to process the notification and to monitor the fund’s use of repurchase offers. The requirement that the fund describe its current policy on repurchase offers and the results of recent offers in the annual shareholder report is intended to provide shareholders current information about the fund’s repurchase policies and its recent experience. The requirement that the board approve and review written procedures designed to maintain portfolio liquidity is intended to ensure that the fund has enough cash 1 Form N–23c–3, entitled ‘‘Notification of Repurchase Offer Pursuant to Rule 23c–3,’’ requires the fund to state its registration number, its full name and address, the date of the accompanying shareholder notification, and the type of offer being made (periodic, discretionary, or both). PO 00000 Frm 00089 Fmt 4703 Sfmt 4703 66881 or liquid securities to meet its repurchase obligations, and that written procedures are available for review by shareholders and examination by the Commission. The requirement that the fund file advertisements and sales literature as if it were an open-end fund is intended to facilitate the review of these materials by the Commission or FINRA to prevent incomplete, inaccurate, or misleading disclosure about the special characteristics of a closed-end fund that makes periodic repurchase offers. Based on staff experience, the Commission staff estimates that 20 funds make use of rule 23c–3 annually, including two funds that are relying upon rule 23c–3 for the first time. The Commission staff estimates that on average a fund spends 89 hours annually in complying with the requirements of the rule and Form N– 23c–3, with funds relying upon rule 23c–3 for the first time incurring an additional one-time burden of 28 hours. The Commission therefore estimates the total annual burden of the rule’s and form’s paperwork requirements to be 1,836 hours. In addition to the burden hours, the Commission estimates that the average yearly cost to each fund that relies on rule 23c–3 to print and mail repurchase offers to shareholders is approximately $29,966.50. The Commission estimates total annual cost is therefore approximately $599,330. Estimates of the 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 representative survey or study of the costs of Commission rules and forms. Compliance with the collection of information requirements of the rule and form is mandatory only for those funds that rely on the rule in order to repurchase shares of the fund. The information provided to the Commission on Form N–23c–3 will not be kept confidential. 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 OMB control number. The public may view the background documentation for this information collection at the following Web site: www.reginfo.gov. Comments 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 email to: Shagufta_Ahmed@omb.eop.gov; and (ii) Thomas Bayer, Chief Information E:\FR\FM\07NON1.SGM 07NON1 66882 Federal Register / Vol. 77, No. 216 / Wednesday, November 7, 2012 / Notices Officer, Securities and Exchange Commission, c/o Remi Pavlik-Simon, 6432 General Green Way, Alexandria, VA 22312; or send an email to: PRA_Mailbox@sec.gov. Comments must be submitted to OMB within 30 days of this notice. Dated: October 29, 2012. Kevin M. O’Neill, Deputy Secretary. [FR Doc. 2012–27134 Filed 11–6–12; 8:45 am] BILLING CODE 8011–01–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. pmangrum on DSK3VPTVN1PROD with NOTICES Extension: Rule 206(4)–2; SEC File No. 270–217, OMB Control No. 3235–0241. 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 (‘‘OMB’’) a request for extension and revision of the previously approved collection of information discussed below. The title for the collection of information is ‘‘Rule 206(4)–2 under the Investment Advisers Act of 1940— Custody of Funds or Securities of Clients by Investment Advisers.’’ Rule 206(4)–2 (17 CFR 275.206(4)–2) under the Investment Advisers Act of 1940 (15 U.S.C. 80b–1 et seq.) governs the custody of funds or securities of clients by Commission-registered investment advisers. Rule 206(4)–2 requires each registered investment adviser that has custody of client funds or securities to maintain those client funds or securities with a broker-dealer, bank or other ‘‘qualified custodian.’’ 1 The rule requires the adviser to promptly notify clients as to the place and manner of custody, after opening an account for the client and following any changes.2 If an adviser sends account statements to its clients, it must insert a legend in the notice and in subsequent account statements sent to those clients urging them to compare the account statements from the custodian with those from the adviser.3 The adviser also must have a reasonable basis, after due inquiry, for believing that the qualified custodian maintaining client funds and securities sends account statements directly to the advisory clients, and undergo an annual surprise examination by an independent public accountant to verify client assets pursuant to a written agreement with the accountant that specifies certain duties.4 Unless client assets are maintained by an independent custodian (i.e., a custodian that is not the adviser itself or a related person), the adviser also is required to obtain or receive a report of the internal controls relating to the custody of those assets from an independent public accountant that is registered with and subject to regular inspection by the Public Company Accounting Oversight Board (‘‘PCAOB’’).5 The rule exempts advisers from the rule with respect to clients that are registered investment companies. Advisers to limited partnerships, limited liability companies and other pooled investment vehicles are excepted from the account statement delivery and deemed to comply with the annual surprise examination requirement if the limited partnerships, limited liability companies or pooled investment vehicles are subject to annual audit by an independent public accountant registered with, and subject to regular inspection by the PCAOB, and the audited financial statements are distributed to investors in the pools.6 The rule also provides an exception to the surprise examination requirement for advisers that have custody because they have authority to deduct advisory fees from client accounts and advisers that have custody solely because a related person holds the adviser’s client assets and the related person is operationally independent of the adviser.7 Advisory clients use this information to confirm proper handling of their accounts. The Commission’s staff uses the information obtained through these collections in its enforcement, regulatory and examination programs. Without the information collected under the rule, the Commission would be less efficient and effective in its programs and clients would not have information valuable for monitoring an adviser’s handling of their accounts. The respondents to this information collection are investment advisers registered with the Commission and have custody of clients’ funds or 4 Rule 206(4)–2(a)(3), (4). 206(4)–2(a)(6). 6 Rule 206(4)–2(b)(4). 7 Rule 206(4)–2(b)(3), (b)(6). 5 Rule 1 Rule 206(4)–2(a)(1). 2 Rule 206(4)–2(a)(2). 3 Rule 206(4)–2(a)(2). VerDate Mar<15>2010 15:43 Nov 06, 2012 Jkt 229001 PO 00000 Frm 00090 Fmt 4703 Sfmt 9990 securities. We estimate that 4,763 advisers would be subject to the information collection burden under the rule 206(4)–2. The number of responses under rule 206(4)–2 will vary considerably depending on the number of clients for which an adviser has custody of funds or securities, and the number of investors in pooled investment vehicles that the adviser manages. It is estimated that the average number of responses annually for each respondent would be 6,830, and an average time of 0.01593 hour per response. The annual aggregate burden for all respondents to the requirements of rule 206(4)–2 is estimated to be 518,275 hours. This collection of information is found at 17 CFR 275.206(4)–2 and is mandatory. Responses to the collection of information are not kept confidential. Commission-registered investment advisers are required to maintain and preserve certain information required under rule 206(4)–2 for five years. The long-term retention of these records is necessary for the Commission’s examination program to ascertain compliance with the Investment Advisers Act. The estimated average burden hours are made solely for the purposes of Paperwork Reduction Act and are not derived from a comprehensive or even representative survey or study of the cost of Commission rules and forms. 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. The public may view the background documentation for this information collection at the following Web site, www.reginfo.gov. Please direct general comments regarding the above information to the following persons: (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 email to: Shagufta_Ahmed@omb.eop. gov; and (ii) Thomas Bayer, Director/ Chief Information Officer, Securities and Exchange Commission, c/o Remi Pavlik-Simon, 6432 General Green Way, Alexandria, VA 22312; or send an email to: PRA_Mailbox@sec.gov. Comments must be submitted to OMB within 30 days of this notice. Dated: October 29, 2012. Kevin M. O’Neill, Deputy Secretary. [FR Doc. 2012–27136 Filed 11–6–12; 8:45 am] BILLING CODE 8011–01–P E:\FR\FM\07NON1.SGM 07NON1

Agencies

[Federal Register Volume 77, Number 216 (Wednesday, November 7, 2012)]
[Notices]
[Pages 66881-66882]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: 2012-27134]


-----------------------------------------------------------------------

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.

Extension:
    Rule 23c-3 and Form N-23c-3; SEC File No. 270-373, OMB Control 
No. 3235-0422.

    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 (the ``Commission'') has submitted to the Office of 
Management and Budget (``OMB'') a request for extension of the 
previously approved collection of information discussed below.
    Rule 23c-3 (17 CFR 270.23c-3) under the Investment Company Act of 
1940 (15 U.S.C. 80a-1 et seq.) permits a registered closed-end 
investment company (``closed-end fund'' or ``fund'') that meets certain 
requirements to repurchase common stock of which it is the issuer from 
shareholders at periodic intervals, pursuant to repurchase offers made 
to all holders of the stock. The rule enables these funds to offer 
their shareholders a limited ability to resell their shares in a manner 
that previously was available only to open-end investment company 
shareholders. To protect shareholders, a closed-end fund that relies on 
rule 23c-3 must send shareholders a notification that contains 
specified information each time the fund makes a repurchase offer (on a 
quarterly, semi-annual, or annual basis, or, for certain funds, on a 
discretionary basis not more often than every two years). The fund also 
must file copies of the shareholder notification with the Commission 
(electronically through the Commission's Electronic Data Gathering, 
Analysis, and Retrieval System (``EDGAR'')) on Form N-23c-3, a filing 
that provides certain information about the fund and the type of offer 
the fund is making.\1\ The fund must describe in its annual report to 
shareholders the fund's policy concerning repurchase offers and the 
results of any repurchase offers made during the reporting period. The 
fund's board of directors must adopt written procedures designed to 
ensure that the fund's investment portfolio is sufficiently liquid to 
meet its repurchase obligations and other obligations under the rule. 
The board periodically must review the composition of the fund's 
portfolio and change the liquidity procedures as necessary. The fund 
also must file copies of advertisements and other sales literature with 
the Commission as if it were an open-end investment company subject to 
section 24 of the Investment Company Act (15 U.S.C. 80a-24) and the 
rules that implement section 24. Rule 24b-3 under the Investment 
Company Act (17 CFR 270.24b-3), however, exempts the fund from that 
requirement if the materials are filed instead with the Financial 
Industry Regulatory Authority (``FINRA'').
---------------------------------------------------------------------------

    \1\ Form N-23c-3, entitled ``Notification of Repurchase Offer 
Pursuant to Rule 23c-3,'' requires the fund to state its 
registration number, its full name and address, the date of the 
accompanying shareholder notification, and the type of offer being 
made (periodic, discretionary, or both).
---------------------------------------------------------------------------

    The requirement that the fund send a notification to shareholders 
of each offer is intended to ensure that a fund provides material 
information to shareholders about the terms of each offer. The 
requirement that copies be sent to the Commission is intended to enable 
the Commission to monitor the fund's compliance with the notification 
requirement. The requirement that the shareholder notification be 
attached to Form N-23c-3 is intended to ensure that the fund provides 
basic information necessary for the Commission to process the 
notification and to monitor the fund's use of repurchase offers. The 
requirement that the fund describe its current policy on repurchase 
offers and the results of recent offers in the annual shareholder 
report is intended to provide shareholders current information about 
the fund's repurchase policies and its recent experience. The 
requirement that the board approve and review written procedures 
designed to maintain portfolio liquidity is intended to ensure that the 
fund has enough cash or liquid securities to meet its repurchase 
obligations, and that written procedures are available for review by 
shareholders and examination by the Commission. The requirement that 
the fund file advertisements and sales literature as if it were an 
open-end fund is intended to facilitate the review of these materials 
by the Commission or FINRA to prevent incomplete, inaccurate, or 
misleading disclosure about the special characteristics of a closed-end 
fund that makes periodic repurchase offers.
    Based on staff experience, the Commission staff estimates that 20 
funds make use of rule 23c-3 annually, including two funds that are 
relying upon rule 23c-3 for the first time. The Commission staff 
estimates that on average a fund spends 89 hours annually in complying 
with the requirements of the rule and Form N-23c-3, with funds relying 
upon rule 23c-3 for the first time incurring an additional one-time 
burden of 28 hours. The Commission therefore estimates the total annual 
burden of the rule's and form's paperwork requirements to be 1,836 
hours. In addition to the burden hours, the Commission estimates that 
the average yearly cost to each fund that relies on rule 23c-3 to print 
and mail repurchase offers to shareholders is approximately $29,966.50. 
The Commission estimates total annual cost is therefore approximately 
$599,330.
    Estimates of the 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 representative survey or study of the costs of 
Commission rules and forms. Compliance with the collection of 
information requirements of the rule and form is mandatory only for 
those funds that rely on the rule in order to repurchase shares of the 
fund. The information provided to the Commission on Form N-23c-3 will 
not be kept confidential. 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 OMB control number.
    The public may view the background documentation for this 
information collection at the following Web site: www.reginfo.gov. 
Comments 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 email to: Shagufta_Ahmed@omb.eop.gov; and (ii) Thomas Bayer, Chief Information

[[Page 66882]]

Officer, Securities and Exchange Commission, c/o Remi Pavlik-Simon, 
6432 General Green Way, Alexandria, VA 22312; or send an email to: 
PRA_Mailbox@sec.gov. Comments must be submitted to OMB within 30 days 
of this notice.

    Dated: October 29, 2012.
Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2012-27134 Filed 11-6-12; 8:45 am]
BILLING CODE 8011-01-P
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