Submission for OMB Review; Comment Request, 22919-22921 [2013-08976]
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Federal Register / Vol. 78, No. 74 / Wednesday, April 17, 2013 / Notices
SECURITIES AND EXCHANGE
COMMISSION
Submission for OMB Review;
Comment Request
Upon Written Request, Copy Available
From: Securities and Exchange
Commission, Office of Investor
Education and Advocacy,
Washington, DC 20549–0213.
Extension: Form S–6.
OMB Control No.: 3235–0184, SEC File No.
270–181.
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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.
The title for the collection of
information is ‘‘Form S–6 (17 CFR
239.16), for Registration under the
Securities Act of 1933 of Securities of
Unit Investment Trusts Registered on
Form N–8B–2 (17 CFR 274.13).’’ Form
S–6 is a form used for registration under
the Securities Act of 1933 (15 U.S.C. 77a
et seq.) (‘‘Securities Act’’) of securities
of any unit investment trust (‘‘UIT’’)
registered under the Investment
Company Act of 1940 (15 U.S.C. 80a–1
et seq.) (‘‘Investment Company Act’’) on
Form N–8B–2.1 Section 5 of the
Securities Act (15 U.S.C. 77e) requires
the filing of a registration statement
prior to the offer of securities to the
public and that the statement be
effective before any securities are sold.
Section 5(b) of the Securities Act
requires that investors be provided with
a prospectus containing the information
required in a registration statement prior
to the sale or at the time of confirmation
or delivery of the securities.
Section 10(a)(3) of the Securities Act
(15 U.S.C. 77j(a)(3)) provides that when
a prospectus is used more than nine
months after the effective date of the
registration statement, the information
therein shall be as of a date not more
than sixteen months prior to such use.
As a result, most UITs update their
registration statements under the
Securities Act on an annual basis in
order that their sponsors may continue
1 Form N–8B–2 is the form used by UITs other
than separate accounts that are currently issuing
securities, including UITs that are issuers of
periodic payment plan certificates and UITs of
which a management investment company is the
sponsor or depositor to register under the
Investment Company Act pursuant to Section 8
thereof.
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to maintain a secondary market in the
units. UITs that are registered under the
Investment Company Act on Form N–
8B–2 file post-effective amendments to
their registration statements on Form S–
6 in order to update their prospectuses.
The purpose of Form S–6 is to meet
the filing and disclosure requirements of
the Securities Act and to enable filers to
provide investors with information
necessary to evaluate an investment in
the security. This information collection
differs significantly from many other
federal information collections, which
are primarily for the use and benefit of
the collecting agency. The information
required to be filed with the
Commission permits verification of
compliance with securities law
requirements and assures the public
availability and dissemination of the
information.
The Commission estimates that there
are approximately 1,287 initial
registration statements filed on Form S–
6 annually and approximately 1,268
annual post-effective amendments to
previously effective registration
statements filed on Form S–6. The
Commission estimates that the hour
burden for preparing and filing an
initial registration statement on Form S–
6 is 45 hours and for preparing and
filing a post-effective amendment to a
previously effective registration
statement filed on Form S–6 is 40 hours.
Therefore, the total burden of preparing
and filing Form S–6 for all affected UITs
is 108,635 hours.
The information collection
requirements imposed by Form S–6 are
mandatory. Responses to the collection
of information 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
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
PO 00000
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22919
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: April 11, 2013.
Kevin M. O’Neill,
Deputy Secretary.
[FR Doc. 2013–08973 Filed 4–16–13; 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 7d–1.
OMB Control No. 3235–0311, SEC File No.
270–176.
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 collections of information
summarized below. The Commission
plans to submit these existing collection
of information to the Office of
Management and Budget for extension
and approval.
Section 7(d) of the Investment
Company Act of 1940 (15 U.S.C. 80a–
7(d)) (the ‘‘Act’’ or ‘‘Investment
Company Act’’) requires an investment
company (‘‘fund’’) organized outside the
United States (‘‘foreign fund’’) to obtain
an order from the Commission allowing
the fund to register under the Act before
making a public offering of its securities
through the United States mail or any
means of interstate commerce. The
Commission may issue an order only if
it finds that it is both legally and
practically feasible effectively to enforce
the provisions of the Act against the
foreign fund, and that the registration of
the fund is consistent with the public
interest and protection of investors.
Rule 7d–1 (17 CFR 270.7d–1) under
the Act, which was adopted in 1954,
specifies the conditions under which a
Canadian management investment
company (‘‘Canadian fund’’) may
request an order from the Commission
permitting it to register under the Act.
Although rule 7d–1 by its terms applies
only to Canadian funds, other foreign
funds generally have agreed to comply
with the requirements of rule 7d–1 as a
prerequisite to receiving an order
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Federal Register / Vol. 78, No. 74 / Wednesday, April 17, 2013 / Notices
permitting those foreign funds’
registration under the Act.
The rule requires a Canadian fund
that wishes to register to file an
application with the Commission that
contains various undertakings and
agreements by the fund. The
requirement of the Canadian fund to file
an application is a collection of
information under the Paperwork
Reduction Act. Certain of the
undertakings and agreements, in turn,
impose the following additional
information collection requirements:
(1) The fund must file with the
Commission agreements between the
fund and its directors, officers, and
service providers requiring them to
comply with the fund’s charter and
bylaws, the Act, and certain other
obligations relating to the undertakings
and agreements in the application;
(2) the fund and each of its directors,
officers, and investment advisers that is
not a U.S. resident, must file with the
Commission an irrevocable designation
of the fund’s custodian in the United
States as agent for service of process;
(3) the fund’s charter and bylaws must
provide that (a) the fund will comply
with certain provisions of the Act
applicable to all funds, (b) the fund will
maintain originals or copies of its books
and records in the United States, and (c)
the fund’s contracts with its custodian,
investment adviser, and principal
underwriter, will contain certain terms,
including a requirement that the adviser
maintain originals or copies of pertinent
records in the United States;
(4) the fund’s contracts with service
providers will require that the provider
perform the contract in accordance with
the Act, the Securities Act of 1933 (15
U.S.C. 77a), and the Securities Exchange
Act of 1934 (15 U.S.C. 78a), as
applicable; and
(5) the fund must file, and
periodically revise, a list of persons
affiliated with the fund or its adviser or
underwriter.
As noted above, under section 7(d) of
the Act the Commission may issue an
order permitting a foreign fund’s
registration only if the Commission
finds that ‘‘by reason of special
circumstances or arrangements, it is
both legally and practically feasible
effectively to enforce the provisions of
the (Act).’’ The information collection
requirements are necessary to assure
that the substantive provisions of the
Act may be enforced as a matter of
contract right in the United States or
Canada by the fund’s shareholders or by
the Commission.
Rule 7d–1 also contains certain
information collection requirements that
are associated with other provisions of
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the Act. These requirements are
applicable to all registered funds and
are outside the scope of this request.
The Commission believes that one
foreign fund is registered under rule 7d–
1 and currently active. Apart from
requirements under the Act applicable
to all registered funds, rule 7d–1
imposes ongoing burdens to maintain
records in the United States, and to
update, as necessary, certain fund
agreements, designations of the fund’s
custodian as service agent, and the
fund’s list of affiliated persons. The
Commission staff estimates that each
year under the rule, the active registrant
and its directors, officers, and service
providers engage in the following
collections of information and
associated burden hours:
For the fund and its investment adviser
to maintain records in the United
States: 1
0 hours: 0 minutes of compliance
clerk time.
• For the fund to update its list of
affiliated persons:
2 hours: 2 hours of support staff time.
• For new officers, directors, and
service providers to enter into and
file agreements requiring them to
comply with the fund’s charter and
bylaws, the Act, and certain other
obligations:
0.5 hours: 7.5 minutes of director
time;
2.5 minutes of officer time;
20 minutes of support staff time.
• For new officers, directors, and
investment advisers who are not
residents of the United States to file
irrevocable designation of the
fund’s custodian as agent for
process of service:
0.25 hours: 5 minutes of director time;
10 minutes of support staff time.
Based on the estimates above, the
Commission estimates that the total
annual burden of the rule’s paperwork
requirements is 2.75 hours.2 We
estimate that directors perform 0.21
hours of these burden hours at a total
1 The rule requires an applicant and its
investment adviser to maintain records in the
United States (which, without the requirement,
might be maintained in Canada or another foreign
jurisdiction), which facilitates routine inspections
and any special investigations of the fund by
Commission staff. The registrant and its investment
adviser, however, already maintain the registrant’s
records in the United States and in no other
jurisdiction. Therefore, maintenance of the
registrant’s records in the United States does not
impose an additional burden beyond that imposed
by other provisions of the Act. Those provisions are
applicable to all registered funds and the
compliance burden of those provisions is outside
the scope of this request.
2 This estimate is based on the following
calculation: (0 + 2 + 0.5 + 0.25) = 2.75 hours.
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cost of $945,3 officers perform 0.04 of
these burden hours at a total cost of
17.32,4 and support staff perform 2.5 of
these burden hours at a total cost of
$150.5 Thus, the Commission estimates
the aggregate annual cost of these
burden hours associated with rule 7d–
1 is $1112.32.6
If a fund were to file an application
under the rule, the Commission
estimates that the rule would impose
initial information collection burdens
(for filing an application, preparing the
specified charter, bylaw, and contract
provisions, designations of agents for
service of process, and an initial list of
affiliated persons, and establishing a
means of keeping records in the United
States) of approximately 90 hours for
the fund and its associated persons. The
Commission is not including these
hours in its calculation of the annual
burden because no foreign fund has
applied under rule 7d–1 to register
under the Act in the last three years.
After registration, a Canadian fund
may file a supplemental application
seeking special relief designed for the
fund’s particular circumstances. Rule
7d–1 does not mandate these
applications. The active registrant has
filed a substantive supplemental
application in the past three years.
Therefore, the Commission staff
estimates that the rule would impose an
additional collection information
burden of 5 hours on a fund to comply
with the Commission’s application
process at a cost of $5957.7 The staff
3 The director estimates are based on the
following calculations: (7.5 minutes + 5 minutes)/
60 minutes per hour = 0.21 hours; and 0.21 hours
× $4500/hour = $945. The per hour cost estimate
is based on estimated hourly compensation for each
board member of $500 and an average board size
of 9 members.
4 The officer estimates are based on the following
calculations: 2.5 minutes/60 minutes per hour =
0.04 hours; 0.04 hours × $433/hour = $17.32. The
per hour cost estimate, as well as other internal
time cost estimates for management and
professional earnings, is based on the figure for
chief compliance officers found in SIFMA’s
Management & Professional Earnings in the
Securities Industry 2011, modified by Commission
staff to account for an 1800-hour work-year and
multiplied by 5.35 to account for bonuses, firm size,
employee benefits and overhead.
5 The support staff estimates are based on the
following calculations: 2 hours + 20 minutes + 10
minutes = 2.5 hours; and 2.5 hours × $60/hour =
$150. The per hour cost estimate, as well as other
internal time cost estimates for office salaries, is
based on the figure for compliance clerks found in
SIFMA’s Management & Professional Earnings in
the Securities Industry 2011, modified by
Commission staff to account for an 1800-hour workyear and multiplied by 2.93 to account for bonuses,
firm size, employee benefits and overhead.
6 This estimate is based on the following
calculation: $1112.32 = $945 + $17.32 + $150.
7 The staff estimates that, on average, the fund’s
investment adviser spends approximately 4 hours
to review an application, including 3.5 hours by an
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Federal Register / Vol. 78, No. 74 / Wednesday, April 17, 2013 / Notices
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understands that funds also obtain
assistance from outside counsel to
comply with the Commission’s
application process and the cost burden
of using outside counsel is set forth
below.
Therefore, the Commission staff
estimates that the aggregate annual
burden hours of the collection of
information associated with rule 7d–1 is
7.75 hours, at a cost of $7069.32.8 The
estimates of burden hours are made
solely for the purposes of the Paperwork
Reduction Act. The estimates are not
derived from a comprehensive or even
a representative survey or study of
Commission rules and forms.
If a Canadian or other foreign fund in
the future applied to register under the
Act under rule 7d–1, the fund initially
might have capital and start-up costs
(not including hourly burdens) of an
estimated $17,280 to comply with the
rule’s initial information collection
requirements. These costs include legal
and processing-related fees for
preparing the required documentation
(such as the application, charter, bylaw,
and contract provisions, designations
for service of process, and the list of
affiliated persons). Other related costs
would include fees for establishing
arrangements with a custodian or other
agent for maintaining records in the
United States, copying and
transportation costs for records, and the
costs of purchasing or leasing computer
equipment, software, or other record
storage equipment for records
maintained in electronic or
photographic form.
The Commission expects that a fund
and its sponsors would incur these costs
immediately, and that the annualized
cost of the expenditures would be
$17,280 in the first year. Some
expenditures might involve capital
improvements, such as computer
equipment, having expected useful lives
for which annualized figures beyond the
first year would be meaningful.
These annualized figures are not
provided, however, because, in most
cases, the expenses would be incurred
immediately rather than on an annual
basis. The Commission is not including
these costs in its calculation of the
annualized capital/start-up costs
because no fund has applied under rule
assistant general counsel at a cost of $407 per hour,
0.5 hours by an administrative assistant, at a cost
of $65 per hour, and the fund’s board of directors
spends an additional 1 hour at a cost of $4500 per
hour for a total of 5 hours, at a total cost of $5957.
This estimate is based on the following calculation:
(3.5 hours × $407 per hour) + (0.5 hours × $65 per
hour) + (1 hour × $4500 per hour) = $5957.
8 These estimates are based on the following
calculations: 2.75 + 5 = 7.75 hours; $1112.32 +
$5957 = $7069.32.
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7d–1 to register under the Act pursuant
to rule 7d–1 in the last three years.
As indicated above, a Canadian or
fund may file a supplemental
application seeking special relief
designed for the fund’s particular
circumstances. Rule 7d–1 does not
mandate these applications. The active
registrant filed a substantive
supplemental application in the past
three years. As noted above, the staff
understands that funds generally use
outside counsel to prepare the
application. The staff estimates that
outside counsel spends 10 hours
preparing a supplemental application,
including 8 hours by an associate and 2
hours by a partner. Outside counsel
billing arrangements and rates vary
based on numerous factors, but the staff
has estimated the average cost of outside
counsel as $400 per hour, based on
information received from funds,
intermediaries and their counsel. The
Commission staff therefore estimates
that the fund would obtain assistance
from outside counsel at a cost of $4000.9
We request written comment on: (a)
Whether the collections of information
are 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 burdens 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: April 11, 2013.
Kevin M. O’Neill,
Deputy Secretary.
[FR Doc. 2013–08976 Filed 4–16–13; 8:45 am]
BILLING CODE 8011–01–P
9 This estimate is based on the following
calculation: 10 hours × $400 per hour = $4000.
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22921
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 206(4)–7; OMB Control
No. 3235–0585; SEC File No. 270–523.
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 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.
The title for the collection of
information is ‘‘Investment Advisers Act
rule 206(4)–7 (17 CFR 275.206(4)–7),
Compliance procedures and practices.’’
Rule 206(4)–7 requires each investment
adviser registered with the Commission
to (i) Adopt and implement internal
compliance policies and procedures, (ii)
review those policies and procedures
annually, (iii) designate a chief
compliance officer, and (iv) maintain
certain compliance records. The rule is
designed to protect investors by
fostering better compliance with the
securities laws. The collection of
information under rule 206(4)–7 is
necessary to assure that investment
advisers maintain comprehensive
internal programs that promote the
advisers’ compliance with the
Investment Advisers Act of 1940. The
information collected under this rule
may also assist Commission staff in
assessing investment advisers’
compliance programs.
This collection of information is
mandatory. The information collected
pursuant to the rule 206(4)–7 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.
The respondents to this information
collection are investment advisers
registered with the Commission. Our
latest data indicate that there were
10,773 advisers registered with the
Commission as of February 1, 2013. The
Commission has estimated that
compliance with rule 206(4)–7 imposes
an annual burden of approximately 87
hours per respondent. Based on this
figure, the Commission estimates a total
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]]>Agencies
[Federal Register Volume 78, Number 74 (Wednesday, April 17, 2013)]
[Notices]
[Pages 22919-22921]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: 2013-08976]
-----------------------------------------------------------------------
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 7d-1.
OMB Control No. 3235-0311, SEC File No. 270-176.
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
collections of information summarized below. The Commission plans to
submit these existing collection of information to the Office of
Management and Budget for extension and approval.
Section 7(d) of the Investment Company Act of 1940 (15 U.S.C. 80a-
7(d)) (the ``Act'' or ``Investment Company Act'') requires an
investment company (``fund'') organized outside the United States
(``foreign fund'') to obtain an order from the Commission allowing the
fund to register under the Act before making a public offering of its
securities through the United States mail or any means of interstate
commerce. The Commission may issue an order only if it finds that it is
both legally and practically feasible effectively to enforce the
provisions of the Act against the foreign fund, and that the
registration of the fund is consistent with the public interest and
protection of investors.
Rule 7d-1 (17 CFR 270.7d-1) under the Act, which was adopted in
1954, specifies the conditions under which a Canadian management
investment company (``Canadian fund'') may request an order from the
Commission permitting it to register under the Act. Although rule 7d-1
by its terms applies only to Canadian funds, other foreign funds
generally have agreed to comply with the requirements of rule 7d-1 as a
prerequisite to receiving an order
[[Page 22920]]
permitting those foreign funds' registration under the Act.
The rule requires a Canadian fund that wishes to register to file
an application with the Commission that contains various undertakings
and agreements by the fund. The requirement of the Canadian fund to
file an application is a collection of information under the Paperwork
Reduction Act. Certain of the undertakings and agreements, in turn,
impose the following additional information collection requirements:
(1) The fund must file with the Commission agreements between the
fund and its directors, officers, and service providers requiring them
to comply with the fund's charter and bylaws, the Act, and certain
other obligations relating to the undertakings and agreements in the
application;
(2) the fund and each of its directors, officers, and investment
advisers that is not a U.S. resident, must file with the Commission an
irrevocable designation of the fund's custodian in the United States as
agent for service of process;
(3) the fund's charter and bylaws must provide that (a) the fund
will comply with certain provisions of the Act applicable to all funds,
(b) the fund will maintain originals or copies of its books and records
in the United States, and (c) the fund's contracts with its custodian,
investment adviser, and principal underwriter, will contain certain
terms, including a requirement that the adviser maintain originals or
copies of pertinent records in the United States;
(4) the fund's contracts with service providers will require that
the provider perform the contract in accordance with the Act, the
Securities Act of 1933 (15 U.S.C. 77a), and the Securities Exchange Act
of 1934 (15 U.S.C. 78a), as applicable; and
(5) the fund must file, and periodically revise, a list of persons
affiliated with the fund or its adviser or underwriter.
As noted above, under section 7(d) of the Act the Commission may
issue an order permitting a foreign fund's registration only if the
Commission finds that ``by reason of special circumstances or
arrangements, it is both legally and practically feasible effectively
to enforce the provisions of the (Act).'' The information collection
requirements are necessary to assure that the substantive provisions of
the Act may be enforced as a matter of contract right in the United
States or Canada by the fund's shareholders or by the Commission.
Rule 7d-1 also contains certain information collection requirements
that are associated with other provisions of the Act. These
requirements are applicable to all registered funds and are outside the
scope of this request.
The Commission believes that one foreign fund is registered under
rule 7d-1 and currently active. Apart from requirements under the Act
applicable to all registered funds, rule 7d-1 imposes ongoing burdens
to maintain records in the United States, and to update, as necessary,
certain fund agreements, designations of the fund's custodian as
service agent, and the fund's list of affiliated persons. The
Commission staff estimates that each year under the rule, the active
registrant and its directors, officers, and service providers engage in
the following collections of information and associated burden hours:
For the fund and its investment adviser to maintain records in the
United States: \1\
---------------------------------------------------------------------------
\1\ The rule requires an applicant and its investment adviser to
maintain records in the United States (which, without the
requirement, might be maintained in Canada or another foreign
jurisdiction), which facilitates routine inspections and any special
investigations of the fund by Commission staff. The registrant and
its investment adviser, however, already maintain the registrant's
records in the United States and in no other jurisdiction.
Therefore, maintenance of the registrant's records in the United
States does not impose an additional burden beyond that imposed by
other provisions of the Act. Those provisions are applicable to all
registered funds and the compliance burden of those provisions is
outside the scope of this request.
---------------------------------------------------------------------------
0 hours: 0 minutes of compliance clerk time.
For the fund to update its list of affiliated persons:
2 hours: 2 hours of support staff time.
For new officers, directors, and service providers to enter
into and file agreements requiring them to comply with the fund's
charter and bylaws, the Act, and certain other obligations:
0.5 hours: 7.5 minutes of director time;
2.5 minutes of officer time;
20 minutes of support staff time.
For new officers, directors, and investment advisers who are
not residents of the United States to file irrevocable designation of
the fund's custodian as agent for process of service:
0.25 hours: 5 minutes of director time;
10 minutes of support staff time.
Based on the estimates above, the Commission estimates that the
total annual burden of the rule's paperwork requirements is 2.75
hours.\2\ We estimate that directors perform 0.21 hours of these burden
hours at a total cost of $945,\3\ officers perform 0.04 of these burden
hours at a total cost of 17.32,\4\ and support staff perform 2.5 of
these burden hours at a total cost of $150.\5\ Thus, the Commission
estimates the aggregate annual cost of these burden hours associated
with rule 7d-1 is $1112.32.\6\
---------------------------------------------------------------------------
\2\ This estimate is based on the following calculation: (0 + 2
+ 0.5 + 0.25) = 2.75 hours.
\3\ The director estimates are based on the following
calculations: (7.5 minutes + 5 minutes)/60 minutes per hour = 0.21
hours; and 0.21 hours x $4500/hour = $945. The per hour cost
estimate is based on estimated hourly compensation for each board
member of $500 and an average board size of 9 members.
\4\ The officer estimates are based on the following
calculations: 2.5 minutes/60 minutes per hour = 0.04 hours; 0.04
hours x $433/hour = $17.32. The per hour cost estimate, as well as
other internal time cost estimates for management and professional
earnings, is based on the figure for chief compliance officers found
in SIFMA's Management & Professional Earnings in the Securities
Industry 2011, modified by Commission staff to account for an 1800-
hour work-year and multiplied by 5.35 to account for bonuses, firm
size, employee benefits and overhead.
\5\ The support staff estimates are based on the following
calculations: 2 hours + 20 minutes + 10 minutes = 2.5 hours; and 2.5
hours x $60/hour = $150. The per hour cost estimate, as well as
other internal time cost estimates for office salaries, is based on
the figure for compliance clerks found in SIFMA's Management &
Professional Earnings in the Securities Industry 2011, modified by
Commission staff to account for an 1800-hour work-year and
multiplied by 2.93 to account for bonuses, firm size, employee
benefits and overhead.
\6\ This estimate is based on the following calculation:
$1112.32 = $945 + $17.32 + $150.
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If a fund were to file an application under the rule, the
Commission estimates that the rule would impose initial information
collection burdens (for filing an application, preparing the specified
charter, bylaw, and contract provisions, designations of agents for
service of process, and an initial list of affiliated persons, and
establishing a means of keeping records in the United States) of
approximately 90 hours for the fund and its associated persons. The
Commission is not including these hours in its calculation of the
annual burden because no foreign fund has applied under rule 7d-1 to
register under the Act in the last three years.
After registration, a Canadian fund may file a supplemental
application seeking special relief designed for the fund's particular
circumstances. Rule 7d-1 does not mandate these applications. The
active registrant has filed a substantive supplemental application in
the past three years. Therefore, the Commission staff estimates that
the rule would impose an additional collection information burden of 5
hours on a fund to comply with the Commission's application process at
a cost of $5957.\7\ The staff
[[Page 22921]]
understands that funds also obtain assistance from outside counsel to
comply with the Commission's application process and the cost burden of
using outside counsel is set forth below.
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\7\ The staff estimates that, on average, the fund's investment
adviser spends approximately 4 hours to review an application,
including 3.5 hours by an assistant general counsel at a cost of
$407 per hour, 0.5 hours by an administrative assistant, at a cost
of $65 per hour, and the fund's board of directors spends an
additional 1 hour at a cost of $4500 per hour for a total of 5
hours, at a total cost of $5957. This estimate is based on the
following calculation: (3.5 hours x $407 per hour) + (0.5 hours x
$65 per hour) + (1 hour x $4500 per hour) = $5957.
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Therefore, the Commission staff estimates that the aggregate annual
burden hours of the collection of information associated with rule 7d-1
is 7.75 hours, at a cost of $7069.32.\8\ The estimates of burden hours
are made solely for the purposes of the Paperwork Reduction Act. The
estimates are not derived from a comprehensive or even a representative
survey or study of Commission rules and forms.
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\8\ These estimates are based on the following calculations:
2.75 + 5 = 7.75 hours; $1112.32 + $5957 = $7069.32.
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If a Canadian or other foreign fund in the future applied to
register under the Act under rule 7d-1, the fund initially might have
capital and start-up costs (not including hourly burdens) of an
estimated $17,280 to comply with the rule's initial information
collection requirements. These costs include legal and processing-
related fees for preparing the required documentation (such as the
application, charter, bylaw, and contract provisions, designations for
service of process, and the list of affiliated persons). Other related
costs would include fees for establishing arrangements with a custodian
or other agent for maintaining records in the United States, copying
and transportation costs for records, and the costs of purchasing or
leasing computer equipment, software, or other record storage equipment
for records maintained in electronic or photographic form.
The Commission expects that a fund and its sponsors would incur
these costs immediately, and that the annualized cost of the
expenditures would be $17,280 in the first year. Some expenditures
might involve capital improvements, such as computer equipment, having
expected useful lives for which annualized figures beyond the first
year would be meaningful.
These annualized figures are not provided, however, because, in
most cases, the expenses would be incurred immediately rather than on
an annual basis. The Commission is not including these costs in its
calculation of the annualized capital/start-up costs because no fund
has applied under rule 7d-1 to register under the Act pursuant to rule
7d-1 in the last three years.
As indicated above, a Canadian or fund may file a supplemental
application seeking special relief designed for the fund's particular
circumstances. Rule 7d-1 does not mandate these applications. The
active registrant filed a substantive supplemental application in the
past three years. As noted above, the staff understands that funds
generally use outside counsel to prepare the application. The staff
estimates that outside counsel spends 10 hours preparing a supplemental
application, including 8 hours by an associate and 2 hours by a
partner. Outside counsel billing arrangements and rates vary based on
numerous factors, but the staff has estimated the average cost of
outside counsel as $400 per hour, based on information received from
funds, intermediaries and their counsel. The Commission staff therefore
estimates that the fund would obtain assistance from outside counsel at
a cost of $4000.\9\
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\9\ This estimate is based on the following calculation: 10
hours x $400 per hour = $4000.
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We request written comment on: (a) Whether the collections of
information are 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 burdens
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: April 11, 2013.
Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2013-08976 Filed 4-16-13; 8:45 am]
BILLING CODE 8011-01-P
