Submission for OMB Review; Comment Request, 6362-6364 [2013-01935]

Download as PDF 6362 Federal Register / Vol. 78, No. 20 / Wednesday, January 30, 2013 / Notices mstockstill on DSK4VPTVN1PROD with reviewing and documenting their safeguard policies and procedures. We expect that virtually all of the newly registered covered entities that do not have an affiliate are likely to be small entities and are likely to have smaller and less complex operations, with a correspondingly smaller set of safeguard policies and procedures to document, compared to other larger existing institutions with multiple affiliates. We estimate that it will take a typical newly registered unaffiliated institution approximately 60 hours to review, identify, and document their safeguard policies and procedures, for a total of 27,000 hours for all newly registered unaffiliated entities. Therefore, we estimate that the total annual hourly burden associated with the safeguards rule is 42,750 hours. We also estimate that all covered institutions will be respondents each year, for a total of 20,556 respondents. These estimates of average burden hours are made solely for the purposes of the Paperwork Reduction Act. 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 safeguard rule does not require the reporting of any information or the filing of any documents with the Commission. The collection of information required by the safeguard rule is mandatory. Written comments are invited on: (a) Whether the proposed collection of information is necessary for the proper performance of the functions of the agency, including whether the information will have practical utility; (b) the accuracy of the agency’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 Thomas Bayer, 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. Dated: January 24, 2013. Kevin M. O’Neill, Deputy Secretary. [FR Doc. 2013–01936 Filed 1–29–13; 8:45 am] BILLING CODE 8011–01–P VerDate Mar<15>2010 20:43 Jan 29, 2013 Jkt 229001 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 20549–0213. Extension: Form N–8F; OMB Control No. 3235–0157, SEC File No. 270–136. 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’’) is soliciting comments on the collection of information summarized below. The Commission plans to submit this existing collection of information to the Office of Management and Budget for extension and approval. Form N–8F (17 CFR 274.218) is the form prescribed for use by registered investment companies in certain circumstances to request orders of the Commission declaring that the registration of that investment company cease to be in effect. The form requests information about: (i) The investment company’s identity, (ii) the investment company’s distributions, (iii) the investment company’s assets and liabilities, (iv) the events leading to the request to deregister, and (v) the conclusion of the investment company’s business. The information is needed by the Commission to determine whether an order of deregistration is appropriate. The Form takes approximately 5.5 hours on average to complete. It is estimated that approximately 142 investment companies file Form N–8F annually, so the total annual burden for the form is estimated to be approximately 781 hours. The estimate of average burden hours is made solely for the purposes of the Paperwork Reduction Act and is not derived from a comprehensive or even a representative survey or study. The collection of information on Form N–8F is not mandatory. The information provided on Form N–8F is not 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. Written comments are requested on: (i) Whether the collections of information are necessary for the proper performance of the functions of the Commission, including whether the information has practical utility; (ii) the PO 00000 Frm 00074 Fmt 4703 Sfmt 4703 accuracy of the Commission’s estimate of the burdens of the collection of information; (iii) ways to enhance the quality, utility, and clarity of the information collected; and (iv) 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 Thomas Bayer, 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. Dated: January 24, 2013. Kevin M. O’Neill, Deputy Secretary. [FR Doc. 2013–01938 Filed 1–29–13; 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. Extension: Rule 17j–1; OMB Control No. 3235–0224, SEC File No. 270–239. Notice is hereby given that, pursuant to the Paperwork Reduction Act of 1995 (44 U.S.C. 350l–3520), the Securities and Exchange Commission (the ‘‘Commission’’) has submitted to the Office of Management and Budget a request for extension of the previously approved collection of information discussed below. Conflicts of interest between investment company personnel (such as portfolio managers) and their funds can arise when these persons buy and sell securities for their own accounts (‘‘personal investment activities’’). These conflicts arise because fund personnel have the opportunity to profit from information about fund transactions, often to the detriment of fund investors. Beginning in the early 1960s, Congress and the Securities and Exchange Commission (‘‘Commission’’) sought to devise a regulatory scheme to effectively address these potential conflicts. These efforts culminated in the addition of section 17(j) to the Investment Company Act of 1940 (the ‘‘Investment Company Act’’) (15 U.S.C. 80a–17(j)) in 1970 and the adoption by the Commission of rule 17j–1 (17 CFR 270.17j–1) in 1980.1 The 1 Prevention of Certain Unlawful Activities with Respect to Registered Investment Companies, E:\FR\FM\30JAN1.SGM 30JAN1 Federal Register / Vol. 78, No. 20 / Wednesday, January 30, 2013 / Notices mstockstill on DSK4VPTVN1PROD with Commission proposed amendments to rule 17j–1 in 1995 in response to recommendations made in the first detailed study of fund policies concerning personal investment activities by the Commission’s Division of Investment Management since rule 17j–1 was adopted. Amendments to rule 17j–1, which were adopted in 1999, enhanced fund oversight of personal investment activities and the board’s role in carrying out that oversight.2 Additional amendments to rule 17j–1 were made in 2004, conforming rule 17j–1 to rule 204A–1 under the Investment Advisers Act of 1940 (15 U.S.C. 80b), avoiding duplicative reporting, and modifying certain definitions and time restrictions.3 Section 17(j) makes it unlawful for persons affiliated with a registered investment company (‘‘fund’’) or with the fund’s investment adviser or principal underwriter (each a ‘‘17j–1 organization’’), in connection with the purchase or sale of securities held or to be acquired by the investment company, to engage in any fraudulent, deceptive, or manipulative act or practice in contravention of the Commission’s rules and regulations. Section 17(j) also authorizes the Commission to promulgate rules requiring 17j–1 organizations to adopt codes of ethics. In order to implement section 17(j), rule 17j–1 imposes certain requirements on 17j– 1 organizations and ‘‘Access Persons’’ 4 of those organizations. The rule prohibits fraudulent, deceptive or manipulative acts by persons affiliated with a 17j–1 organization in connection with their personal securities transactions in securities held or to be acquired by the fund. The rule requires each 17j–1 organization, unless it is a money market fund or a fund that does not invest in Covered Securities,5 to: (i) Adopt a written Investment Company Act Release No. 11421 (Oct. 31, 1980) (45 FR 73915 (Nov. 7, 1980)). 2 Personal Investment Activities of Investment Company Personnel, Investment Company Act Release No. 23958 (Aug. 20, 1999) (64 FR 46821 (Aug. 27, 1999)). 3 Investment Adviser Codes of Ethics, Investment Advisers Act Release No. 2256 (Jul. 2, 2004) (69 FR 41696 (Jul. 9, 2004)). 4 Rule 17j–1(a)(1) defines an ‘‘access person’’ as ‘‘Any Advisory Person of a Fund or of a Fund’s investment adviser. If an investment adviser’s primary business is advising Funds or other advisory clients, all of the investment adviser’s directors, officers, and general partners are presumed to be Access Persons of any Fund advised by the investment adviser. All of a Fund’s directors, officers, and general partners are presumed to be Access Persons of the Fund.’’ The definition of Access Person also includes ‘‘Any director, officer or general partner of a principal underwriter who, in the ordinary course of business, makes, participates in or obtains information regarding, the purchase or sale of Covered Securities by the Fund for which the principal underwriter acts, or whose functions or duties in the ordinary course of business relate to the making of any recommendation to the Fund regarding the purchase or sale of Covered Securities.’’ Rule 17j– 1(a)(1). 5 A ‘‘Covered Security’’ is any security that falls within the definition in section 2(a)(36) of the Act, except for direct obligations of the U.S. Government, bankers’ acceptances, bank certificates of deposit, commercial paper and high quality short-term debt instruments, including repurchase agreements, and shares issued by open-end funds. Rule 17j–1(a)(4). VerDate Mar<15>2010 20:43 Jan 29, 2013 Jkt 229001 codes of ethics, (ii) submit the code and any material changes to the code, along with a certification that it has adopted procedures reasonably necessary to prevent Access Persons from violating the code of ethics, to the fund board for approval, (iii) use reasonable diligence and institute procedures reasonably necessary to prevent violations of the code, (iv) submit a written report to the fund describing any issues arising under the code and procedures and certifying that the 17j–1 entity has adopted procedures reasonably necessary to prevent Access Persons from violating the code, (v) identify Access Persons and notify them of their reporting obligations, and (vi) maintain and make available to the Commission for review certain records related to the code of ethics and transaction reporting by Access Persons. The rule requires each Access Person of a fund (other than a money market fund or a fund that does not invest in Covered Securities) and of an investment adviser or principal underwriter of the fund, who is not subject to an exception,6 to file: (i) Within 10 days of becoming an Access Person, a dated initial holdings report that sets forth certain information with respect to the Access Person’s securities and accounts; (ii) dated quarterly transaction reports within 30 days of the end of each calendar quarter providing certain information with respect to any securities transactions during the quarter and any account established by the Access Person in which any securities were held during the quarter; and (iii) dated annual holding reports providing information with respect to each Covered Security the Access Person beneficially owns and accounts in which securities are held for his or her benefit. In addition, rule 17j–1 requires investment personnel of a fund or its investment adviser, before acquiring beneficial ownership in securities through an initial public offering (IPO) or in a private placement, to obtain 6 Rule 17j–1(d)(2) contains the following exceptions: (i) An Access Person need not file a report for transactions effected for, and securities held in, any account over which the Access Person does not have control; (ii) an independent director of the fund, who would otherwise be required to report solely by reason of being a fund director and who does not have information with respect to the fund’s transactions in a particular security, does not have to file an initial holdings report or a quarterly transaction report,; (iii) an Access Person of a principal underwriter of the fund does not have to file reports if the principal underwriter is not affiliated with the fund (unless the fund is a unit investment trust) or any investment adviser of the fund and the principal underwriter of the fund does not have any officer, director, or general partner who serves in one of those capacities for the fund or any investment adviser of the fund; (iv) an Access Person to an investment adviser need not make quarterly reports if the report would duplicate information provided under the reporting provisions of the Investment Adviser’s Act of 1940; (v) an Access Person need not make quarterly transaction reports if the information provided in the report would duplicate information received by the 17j–1 organization in the form of broker trade confirmations or account statements or information otherwise in the records of the 17j–1 organization; and (vi) an Access Person need not make quarterly transaction reports with respect to transactions effected pursuant to an Automatic Investment Plan. PO 00000 Frm 00075 Fmt 4703 Sfmt 4703 6363 approval from the fund or the fund’s investment adviser. The requirements that the management of a rule 17j–1 organization provide the fund’s board with new and amended codes of ethics and an annual issues and certification report are intended to enhance board oversight of personal investment policies applicable to the fund and the personal investment activities of Access Persons. The requirements that Access Persons provide initial holdings reports, quarterly transaction reports, and annual holdings reports and request approval for purchases of securities through IPOs and private placements are intended to help fund compliance personnel and the Commission’s examinations staff monitor potential conflicts of interest and detect potentially abusive activities. The requirement that each rule 17j–1 organization maintain certain records is intended to assist the organization and the Commission’s examinations staff in determining if there have been violations of rule 17j–1. We estimate that annually there are approximately 75,496 respondents under rule 17j–1, of which 5,496 are rule 17j–1 organizations and 70,000 are Access Persons. In the aggregate, these respondents make approximately 107,780 responses annually. We estimate that the total annual burden of complying with the information collection requirements in rule 17j–1 is approximately 387,599 hours. This hour burden represents time spent by Access Persons that must file initial and annual holdings reports and quarterly transaction reports, investment personnel that must obtain approval before acquiring beneficial ownership in any securities through an IPO or private placement, and the responsibilities of Rule 17j–1 organizations arising from information collection requirements under rule 17j–1. These include notifying Access Persons of their reporting obligations, preparing an annual rule 17j–1 report and certification for the board, documenting their approval or rejection of IPO and private placement requests, maintaining annual rule 17j–1 records, maintaining electronic reporting and recordkeeping systems, amending their codes of ethics as necessary, and, for new fund complexes, adopting a code of ethics. We estimate that there is an annual cost burden of approximately $5,000 per fund complex, for a total of $4,160,000, associated with complying with the information collection requirements in rule 17j–1. This represents the costs of purchasing and maintaining computers and software to assist funds in carrying out rule 17j–1 recordkeeping. These burden hour and cost estimates are based upon the Commission staff’s experience and discussions with the fund industry. The estimates of average burden hours and costs are made solely for the purposes of the Paperwork Reduction Act. These estimates are not derived from a comprehensive or even a representative survey or study of the costs of Commission rules. Compliance with the collection of information requirements of the rule is mandatory and is necessary to comply with the requirements of the rule in general. An E:\FR\FM\30JAN1.SGM 30JAN1 6364 Federal Register / Vol. 78, No. 20 / Wednesday, January 30, 2013 / Notices 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. Rule 17j–1 requires that records be maintained for at least five years in an easily accessible place.7 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 by sending an email to Shagufta_Ahmed@omb.eop.gov; and (ii) Thomas Bayer, 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: January 24, 2013. Kevin M. O’Neill, Deputy Secretary. 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’’) is soliciting comments on the collection of information summarized below. The Commission plans to submit this existing collection of information to the Office of Management and Budget for extension and approval. Regulation E (17 CFR 230.601 to 230.610a) exempts from registration under the Securities Act of 1933 (15 U.S.C. 77a et seq.) (‘‘Securities Act’’) securities issued by a small business investment company (‘‘SBIC’’) which is registered under the Investment Company Act of 1940 (15 U.S.C. 80a–1 et seq.) (‘‘Investment Company Act’’) or a closed-end investment company that has elected to be regulated as a business development company (‘‘BDC’’) under the Investment Company Act, so long as the aggregate offering price of all securities of the issuer that may be sold within a 12-month period does not exceed $5,000,000 and certain other conditions are met. Rule 607 under Regulation E (17 CFR 230.607) entitled, ‘‘Sales material to be filed,’’ requires sales material used in connection with securities offerings under Regulation E to be filed with the Commission at least five days (excluding weekends and holidays) prior to its use.1 Commission staff reviews sales material filed under rule 607 for materially misleading statements and omissions. The requirements of rule 607 are designed to protect investors from the use of false or misleading sales material in connection with Regulation E offerings. Respondents to this collection of information include SBICs and BDCs making an offering of securities under Regulation E. Each respondent’s reporting burden under rule 607 relates to the burden associated with filing its sales material electronically. The burden of filing electronically, however, is negligible and there have been no filings made under this rule, so this collection of information does not impose any burden on the industry. However, we are requesting one annual response and an annual burden of one hour for administrative purposes. The estimate of average burden hours is made solely for purposes of the Paperwork Reduction Act and is not derived from a quantitative, comprehensive, or even representative survey or study of the burdens associated with Commission rules and forms. The requirements of this collection of information are mandatory. Responses 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 control number. Written comments are invited on: (a) Whether the proposed collection of information is necessary for the proper performance of the functions of the agency, including whether the information will have practical utility; (b) the accuracy of the agency’s estimate of the burden of the collection of information; (c) ways to enhance the 7 If information collected pursuant to the rule is reviewed by the Commission’s examination staff, it will be accorded the same level of confidentiality accorded to other responses provided to the Commission in the context of its examination and oversight program. See section 31(c) of the Investment Company Act (15 U.S.C. 80a–30(c)). 1 Sales material includes advertisements, articles or other communications to be published in newspapers, magazines, or other periodicals; radio and television scripts; and letters, circulars or other written communications proposed to be sent given or otherwise communicated to more than ten persons. [FR Doc. 2013–01935 Filed 1–29–13; 8:45 am] BILLING CODE 8011–01–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 20549–0213. mstockstill on DSK4VPTVN1PROD with Extension: Rule 607, OMB Control No. 3235–0634, SEC File No. 270–561. VerDate Mar<15>2010 20:43 Jan 29, 2013 Jkt 229001 PO 00000 Frm 00076 Fmt 4703 Sfmt 4703 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 Thomas Bayer, 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. Dated: January 24, 2013. Kevin M. O’Neill, Deputy Secretary. [FR Doc. 2013–01937 Filed 1–29–13; 8:45 am] BILLING CODE 8011–01–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 20549–0213. Extension: Rule 17a–8; OMB Control No. 3235–0235, SEC File No. 270–225. Notice is hereby given that pursuant to the Paperwork Reduction Act of 1995 (44 U.S.C. 3501–3520), the Securities and Exchange Commission (the ‘‘Commission’’) is soliciting comments on the collection of information summarized below. The Commission plans to submit this existing collection of information to the Office of Management and Budget for extension and approval. Rule 17a–8 (17 CFR 270.17a–8) under the Investment Company Act of 1940 (the ‘‘Act’’) (15 U.S.C. 80a) is entitled ‘‘Mergers of affiliated companies.’’ Rule 17a–8 exempts certain mergers and similar business combinations (‘‘mergers’’) of affiliated registered investment companies (‘‘funds’’) from prohibitions under section 17(a) of the Act (15 U.S.C. 80a–17(a)) on purchases and sales between a fund and its affiliates. The rule requires fund directors to consider certain issues and to record their findings in board minutes. The rule requires the directors of any fund merging with an unregistered entity to approve procedures for the valuation of assets received from that entity. These E:\FR\FM\30JAN1.SGM 30JAN1

Agencies

[Federal Register Volume 78, Number 20 (Wednesday, January 30, 2013)]
[Notices]
[Pages 6362-6364]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: 2013-01935]


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

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 17j-1; OMB Control No. 3235-0224, SEC File No. 270-239.

    Notice is hereby given that, pursuant to the Paperwork Reduction 
Act of 1995 (44 U.S.C. 350l-3520), the Securities and Exchange 
Commission (the ``Commission'') has submitted to the Office of 
Management and Budget a request for extension of the previously 
approved collection of information discussed below.
    Conflicts of interest between investment company personnel (such 
as portfolio managers) and their funds can arise when these persons 
buy and sell securities for their own accounts (``personal 
investment activities''). These conflicts arise because fund 
personnel have the opportunity to profit from information about fund 
transactions, often to the detriment of fund investors. Beginning in 
the early 1960s, Congress and the Securities and Exchange Commission 
(``Commission'') sought to devise a regulatory scheme to effectively 
address these potential conflicts. These efforts culminated in the 
addition of section 17(j) to the Investment Company Act of 1940 (the 
``Investment Company Act'') (15 U.S.C. 80a-17(j)) in 1970 and the 
adoption by the Commission of rule 17j-1 (17 CFR 270.17j-1) in 
1980.\1\ The

[[Page 6363]]

Commission proposed amendments to rule 17j-1 in 1995 in response to 
recommendations made in the first detailed study of fund policies 
concerning personal investment activities by the Commission's 
Division of Investment Management since rule 17j-1 was adopted. 
Amendments to rule 17j-1, which were adopted in 1999, enhanced fund 
oversight of personal investment activities and the board's role in 
carrying out that oversight.\2\ Additional amendments to rule 17j-1 
were made in 2004, conforming rule 17j-1 to rule 204A-1 under the 
Investment Advisers Act of 1940 (15 U.S.C. 80b), avoiding 
duplicative reporting, and modifying certain definitions and time 
restrictions.\3\
---------------------------------------------------------------------------

    \1\ Prevention of Certain Unlawful Activities with Respect to 
Registered Investment Companies, Investment Company Act Release No. 
11421 (Oct. 31, 1980) (45 FR 73915 (Nov. 7, 1980)).
    \2\ Personal Investment Activities of Investment Company 
Personnel, Investment Company Act Release No. 23958 (Aug. 20, 1999) 
(64 FR 46821 (Aug. 27, 1999)).
    \3\ Investment Adviser Codes of Ethics, Investment Advisers Act 
Release No. 2256 (Jul. 2, 2004) (69 FR 41696 (Jul. 9, 2004)).
---------------------------------------------------------------------------

    Section 17(j) makes it unlawful for persons affiliated with a 
registered investment company (``fund'') or with the fund's 
investment adviser or principal underwriter (each a ``17j-1 
organization''), in connection with the purchase or sale of 
securities held or to be acquired by the investment company, to 
engage in any fraudulent, deceptive, or manipulative act or practice 
in contravention of the Commission's rules and regulations. Section 
17(j) also authorizes the Commission to promulgate rules requiring 
17j-1 organizations to adopt codes of ethics.
    In order to implement section 17(j), rule 17j-1 imposes certain 
requirements on 17j-1 organizations and ``Access Persons'' \4\ of 
those organizations. The rule prohibits fraudulent, deceptive or 
manipulative acts by persons affiliated with a 17j-1 organization in 
connection with their personal securities transactions in securities 
held or to be acquired by the fund. The rule requires each 17j-1 
organization, unless it is a money market fund or a fund that does 
not invest in Covered Securities,\5\ to: (i) Adopt a written codes 
of ethics, (ii) submit the code and any material changes to the 
code, along with a certification that it has adopted procedures 
reasonably necessary to prevent Access Persons from violating the 
code of ethics, to the fund board for approval, (iii) use reasonable 
diligence and institute procedures reasonably necessary to prevent 
violations of the code, (iv) submit a written report to the fund 
describing any issues arising under the code and procedures and 
certifying that the 17j-1 entity has adopted procedures reasonably 
necessary to prevent Access Persons from violating the code, (v) 
identify Access Persons and notify them of their reporting 
obligations, and (vi) maintain and make available to the Commission 
for review certain records related to the code of ethics and 
transaction reporting by Access Persons.
---------------------------------------------------------------------------

    \4\ Rule 17j-1(a)(1) defines an ``access person'' as ``Any 
Advisory Person of a Fund or of a Fund's investment adviser. If an 
investment adviser's primary business is advising Funds or other 
advisory clients, all of the investment adviser's directors, 
officers, and general partners are presumed to be Access Persons of 
any Fund advised by the investment adviser. All of a Fund's 
directors, officers, and general partners are presumed to be Access 
Persons of the Fund.'' The definition of Access Person also includes 
``Any director, officer or general partner of a principal 
underwriter who, in the ordinary course of business, makes, 
participates in or obtains information regarding, the purchase or 
sale of Covered Securities by the Fund for which the principal 
underwriter acts, or whose functions or duties in the ordinary 
course of business relate to the making of any recommendation to the 
Fund regarding the purchase or sale of Covered Securities.'' Rule 
17j-1(a)(1).
    \5\ A ``Covered Security'' is any security that falls within the 
definition in section 2(a)(36) of the Act, except for direct 
obligations of the U.S. Government, bankers' acceptances, bank 
certificates of deposit, commercial paper and high quality short-
term debt instruments, including repurchase agreements, and shares 
issued by open-end funds. Rule 17j-1(a)(4).
---------------------------------------------------------------------------

    The rule requires each Access Person of a fund (other than a 
money market fund or a fund that does not invest in Covered 
Securities) and of an investment adviser or principal underwriter of 
the fund, who is not subject to an exception,\6\ to file: (i) Within 
10 days of becoming an Access Person, a dated initial holdings 
report that sets forth certain information with respect to the 
Access Person's securities and accounts; (ii) dated quarterly 
transaction reports within 30 days of the end of each calendar 
quarter providing certain information with respect to any securities 
transactions during the quarter and any account established by the 
Access Person in which any securities were held during the quarter; 
and (iii) dated annual holding reports providing information with 
respect to each Covered Security the Access Person beneficially owns 
and accounts in which securities are held for his or her benefit. In 
addition, rule 17j-1 requires investment personnel of a fund or its 
investment adviser, before acquiring beneficial ownership in 
securities through an initial public offering (IPO) or in a private 
placement, to obtain approval from the fund or the fund's investment 
adviser.
---------------------------------------------------------------------------

    \6\ Rule 17j-1(d)(2) contains the following exceptions: (i) An 
Access Person need not file a report for transactions effected for, 
and securities held in, any account over which the Access Person 
does not have control; (ii) an independent director of the fund, who 
would otherwise be required to report solely by reason of being a 
fund director and who does not have information with respect to the 
fund's transactions in a particular security, does not have to file 
an initial holdings report or a quarterly transaction report,; (iii) 
an Access Person of a principal underwriter of the fund does not 
have to file reports if the principal underwriter is not affiliated 
with the fund (unless the fund is a unit investment trust) or any 
investment adviser of the fund and the principal underwriter of the 
fund does not have any officer, director, or general partner who 
serves in one of those capacities for the fund or any investment 
adviser of the fund; (iv) an Access Person to an investment adviser 
need not make quarterly reports if the report would duplicate 
information provided under the reporting provisions of the 
Investment Adviser's Act of 1940; (v) an Access Person need not make 
quarterly transaction reports if the information provided in the 
report would duplicate information received by the 17j-1 
organization in the form of broker trade confirmations or account 
statements or information otherwise in the records of the 17j-1 
organization; and (vi) an Access Person need not make quarterly 
transaction reports with respect to transactions effected pursuant 
to an Automatic Investment Plan.
---------------------------------------------------------------------------

    The requirements that the management of a rule 17j-1 
organization provide the fund's board with new and amended codes of 
ethics and an annual issues and certification report are intended to 
enhance board oversight of personal investment policies applicable 
to the fund and the personal investment activities of Access 
Persons. The requirements that Access Persons provide initial 
holdings reports, quarterly transaction reports, and annual holdings 
reports and request approval for purchases of securities through 
IPOs and private placements are intended to help fund compliance 
personnel and the Commission's examinations staff monitor potential 
conflicts of interest and detect potentially abusive activities. The 
requirement that each rule 17j-1 organization maintain certain 
records is intended to assist the organization and the Commission's 
examinations staff in determining if there have been violations of 
rule 17j-1.
    We estimate that annually there are approximately 75,496 
respondents under rule 17j-1, of which 5,496 are rule 17j-1 
organizations and 70,000 are Access Persons. In the aggregate, these 
respondents make approximately 107,780 responses annually. We 
estimate that the total annual burden of complying with the 
information collection requirements in rule 17j-1 is approximately 
387,599 hours. This hour burden represents time spent by Access 
Persons that must file initial and annual holdings reports and 
quarterly transaction reports, investment personnel that must obtain 
approval before acquiring beneficial ownership in any securities 
through an IPO or private placement, and the responsibilities of 
Rule 17j-1 organizations arising from information collection 
requirements under rule 17j-1. These include notifying Access 
Persons of their reporting obligations, preparing an annual rule 
17j-1 report and certification for the board, documenting their 
approval or rejection of IPO and private placement requests, 
maintaining annual rule 17j-1 records, maintaining electronic 
reporting and recordkeeping systems, amending their codes of ethics 
as necessary, and, for new fund complexes, adopting a code of 
ethics.
    We estimate that there is an annual cost burden of approximately 
$5,000 per fund complex, for a total of $4,160,000, associated with 
complying with the information collection requirements in rule 17j-
1. This represents the costs of purchasing and maintaining computers 
and software to assist funds in carrying out rule 17j-1 
recordkeeping.
    These burden hour and cost estimates are based upon the 
Commission staff's experience and discussions with the fund 
industry. The estimates of average burden hours and costs are made 
solely for the purposes of the Paperwork Reduction Act. These 
estimates are not derived from a comprehensive or even a 
representative survey or study of the costs of Commission rules.
    Compliance with the collection of information requirements of 
the rule is mandatory and is necessary to comply with the 
requirements of the rule in general. An

[[Page 6364]]

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. Rule 17j-1 requires that records be 
maintained for at least five years in an easily accessible place.\7\
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    \7\ If information collected pursuant to the rule is reviewed by 
the Commission's examination staff, it will be accorded the same 
level of confidentiality accorded to other responses provided to the 
Commission in the context of its examination and oversight program. 
See section 31(c) of the Investment Company Act (15 U.S.C. 80a-
30(c)).
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    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 by sending an email to Shagufta_Ahmed@omb.eop.gov; and (ii) Thomas Bayer, 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: January 24, 2013.
Kevin M. O'Neill,
Deputy Secretary.

[FR Doc. 2013-01935 Filed 1-29-13; 8:45 am]
BILLING CODE 8011-01-P