Submission for OMB Review; Comment Request, 31426-31427 [2015-13381]
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asabaliauskas on DSK5VPTVN1PROD with NOTICES
31426
Federal Register / Vol. 80, No. 105 / Tuesday, June 2, 2015 / Notices
with all other Participating Insurance
Companies investing in that Fund.
The obligation to calculate voting
privileges as provided in the
Application shall be a contractual
obligation of all Participating Insurance
Companies under their participation
agreement with the Fund. Each
Participating Insurance Company will
vote shares of each Fund held in its
Separate Accounts for which no timely
voting instructions are received, as well
as shares held in its General Account or
otherwise attributed to it, in the same
proportion as those shares for which
voting instructions are received. Each
Qualified Plan will vote as required by
applicable law, governing Qualified
Plan documents and as provided in the
Application.
7. As long as the Commission
continues to interpret the 1940 Act as
requiring that pass-through voting
privileges be provided to Variable
Contract owners, a Fund Adviser or any
General Account will vote its respective
shares of a Fund in the same proportion
as all votes cast on behalf of all Variable
Contract owners having voting rights;
provided, however, that such an
Adviser or General Account shall vote
its shares in such other manner as may
be required by the Commission or its
staff.
8. Each Fund will comply with all
provisions of the 1940 Act requiring
voting by shareholders (which, for these
purposes, shall be the persons having a
voting interest in its shares), and, in
particular, the Fund will either provide
for annual meetings (except to the
extent that the Commission may
interpret section 16 of the 1940 Act not
to require such meetings) or comply
with section 16(c) of the 1940 Act
(although each Fund is not, or will not
be, one of those trusts of the type
described in section 16(c) of the 1940
Act), as well as with section 16(a) of the
1940 Act and, if and when applicable,
section 16(b) of the 1940 Act. Further,
each Fund will act in accordance with
the Commission’s interpretations of the
requirements of section 16(a) with
respect to periodic elections of
directors/trustees and with whatever
rules the Commission may promulgate
thereunder.
9. A Fund will make its shares
available to the VLI Accounts, VA
Accounts, and Qualified Plans at or
about the time it accepts any seed
capital from its Adviser or from the
General Account of a Participating
Insurance Company.
10. Each Fund has notified, or will
notify, all Participants that disclosure
regarding potential risks of mixed and
shared funding may be appropriate in
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17:26 Jun 01, 2015
Jkt 235001
VA Account and VLI Account
prospectuses or Qualified Plan
documents. Each Fund will disclose, in
its prospectus that: (a) shares of the
Fund may be offered to both VA
Accounts and VLI Accounts and, if
applicable, to Qualified Plans; (b) due to
differences in tax treatment and other
considerations, the interests of various
Variable Contract owners participating
in the Fund and the interests of
Qualified Plan participants investing in
the Fund, if applicable, may conflict;
and (c) the Fund’s Board will monitor
events in order to identify the existence
of any material irreconcilable conflicts
and to determine what action, if any,
should be taken in response to any such
conflicts.
11. If and to the extent Rule 6e–2 and
Rule 6e–3(T) under the 1940 Act are
amended, or proposed Rule 6e–3 under
the 1940 Act is adopted, to provide
exemptive relief from any provision of
the 1940 Act, or the rules thereunder,
with respect to mixed or shared
funding, on terms and conditions
materially different from any
exemptions granted in the order
requested in the Application, then each
Fund and/or Participating Insurance
Companies, as appropriate, shall take
such steps as may be necessary to
comply with Rules 6e–2 or 6e–3(T), as
amended, or Rule 6e–3, to the extent
such rules are applicable.
12. Each Participant, at least annually,
shall submit to the Board of each Fund
such reports, materials or data as the
Board reasonably may request so that
the directors/trustees may fully carry
out the obligations imposed upon the
Board by the conditions contained in
the Application. Such reports, materials
and data shall be submitted more
frequently if deemed appropriate by the
Board. The obligations of the
Participants to provide these reports,
materials and data to the Board, when
it so reasonably requests, shall be a
contractual obligation of all Participants
under their participation agreement
with the Fund.
13. All reports of potential or existing
conflicts received by a Board, and all
Board action with regard to determining
the existence of a conflict, notifying
Participants of a conflict and
determining whether any proposed
action adequately remedies a conflict,
will be properly recorded in the minutes
of the Board or other appropriate
records, and such minutes or other
records shall be made available to the
Commission upon request.
14. Each Fund will not accept a
purchase order from a Qualified Plan if
such purchase would make the
Qualified Plan an owner of 10 percent
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Fmt 4703
Sfmt 4703
or more of the assets of a Fund unless
the Qualified Plan executes an
agreement with the Fund governing
participation in the Fund that includes
the conditions set forth herein to the
extent applicable. A Qualified Plan will
execute an application containing an
acknowledgement of this condition at
the time of its initial purchase of shares.
Conclusion
Applicants submit, for all of the
reasons explained above, that the
exemptions requested are appropriate in
the public interest and consistent with
the protection of investors and the
purposes fairly intended by the policy
and provisions of the 1940 Act.
For the Commission, by the Division of
Investment Management, pursuant to
delegated authority.
Robert W. Errett,
Deputy Secretary.
[FR Doc. 2015–13176 Filed 6–1–15; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Extension: Rule 10f–3; OMB Control No.
3235–0226, SEC File No. 270–237]
Submission for OMB Review;
Comment Request
Upon Written Request, Copies Available
From: Securities and Exchange
Commission, Office of FOIA Services,
100 F Street NE., Washington, DC
20549–2736.
Notice is hereby given that, pursuant
to the Paperwork Reduction Act of 1995
(44 U.S.C. 3501–3520), the Securities
and Exchange Commission
(‘‘Commission’’) has submitted to the
Office of Management and Budget a
request for extension and approval of
the collections of information discussed
below.
Section 10(f) of the Investment
Company Act of 1940 (15 U.S.C. 80a)
(the ‘‘Act’’) prohibits a registered
investment company (‘‘fund’’) from
purchasing any security during an
underwriting or selling syndicate if the
fund has certain relationships with a
principal underwriter for the security.
Congress enacted this provision in 1940
to protect funds and their shareholders
by preventing underwriters from
‘‘dumping’’ unmarketable securities on
affiliated funds.
Rule 10f–3 (17 CFR 270.10f–3)
permits a fund to engage in a securities
transaction that otherwise would violate
section 10(f) if, among other things: (i)
Each transaction effected under the rule
is reported on Form N–SAR; (ii) the
E:\FR\FM\02JNN1.SGM
02JNN1
asabaliauskas on DSK5VPTVN1PROD with NOTICES
Federal Register / Vol. 80, No. 105 / Tuesday, June 2, 2015 / Notices
fund’s directors have approved
procedures for purchases made in
reliance on the rule, regularly review
fund purchases to determine whether
they comply with these procedures, and
approve necessary changes to the
procedures; and (iii) a written record of
each transaction effected under the rule
is maintained for six years, the first two
of which in an easily accessible place.
The written record must state: (i) From
whom the securities were acquired; (ii)
the identity of the underwriting
syndicate’s members; (iii) the terms of
the transactions; and (iv) the
information or materials on which the
fund’s board of directors has determined
that the purchases were made in
compliance with procedures established
by the board.
The rule also conditionally allows
managed portions of fund portfolios to
purchase securities offered in otherwise
off-limits primary offerings. To qualify
for this exemption, rule 10f–3 requires
that the subadviser that is advising the
purchaser be contractually prohibited
from providing investment advice to
any other portion of the fund’s portfolio
and consulting with any other of the
fund’s advisers that is a principal
underwriter or affiliated person of a
principal underwriter concerning the
fund’s securities transactions.
These requirements provide a
mechanism for fund boards to oversee
compliance with the rule. The required
recordkeeping facilitates the
Commission staff’s review of rule 10f–
3 transactions during routine fund
inspections and, when necessary, in
connection with enforcement actions.
The staff estimates that approximately
270 funds engage in a total of
approximately 3,350 rule 10f–3
transactions each year.1 Rule 10f–3
requires that the purchasing fund create
a written record of each transaction that
includes, among other things, from
whom the securities were purchased
and the terms of the transaction. The
staff estimates 2 that it takes an average
fund approximately 30 minutes per
transaction and approximately 1,675
hours 3 in the aggregate to comply with
this portion of the rule.
The funds also must maintain and
preserve these transactional records in
accordance with the rule’s
recordkeeping requirement, and the staff
estimates that it takes a fund
1 These
estimates are based on staff extrapolations
from filings with the Commission.
2 Unless stated otherwise, the information
collection burden estimates are based on
conversations between the staff and representatives
of funds.
3 This estimate is based on the following
calculation: (0.5 hours × 3,350 = 1,675 hours).
VerDate Sep<11>2014
17:26 Jun 01, 2015
Jkt 235001
approximately 20 minutes per
transaction and that annually, in the
aggregate, funds spend approximately
1,117 hours 4 to comply with this
portion of the rule.
In addition, fund boards must, no less
than quarterly, examine each of these
transactions to ensure that they comply
with the fund’s policies and procedures.
The information or materials upon
which the board relied to come to this
determination also must be maintained
and the staff estimates that it takes a
fund 1 hour per quarter and, in the
aggregate, approximately 1,080 hours 5
annually to comply with this rule
requirement.
The staff estimates that reviewing and
revising as needed written procedures
for rule 10f–3 transactions takes, on
average for each fund, two hours of a
compliance attorney’s time per year.6
Thus, annually, in the aggregate, the
staff estimates that funds spend a total
of approximately 540 hours 7 on
monitoring and revising rule 10f–3
procedures.
Based on an analysis of fund filings,
the staff estimates that approximately
251 fund portfolios enter into
subadvisory agreements each year.8
Based on discussions with industry
representatives, the staff estimates that
it will require approximately 3 attorney
hours to draft and execute additional
clauses in new subadvisory contracts in
order for funds and subadvisers to be
able to rely on the exemptions in rule
10f–3. Because these additional clauses
are identical to the clauses that a fund
would need to insert in their
subadvisory contracts to rely on rules
12d3–1, 17a–10, and 17e–1, and because
we believe that funds that use one such
rule generally use all of these rules, we
apportion this 3 hour time burden
equally to all four rules. Therefore, we
estimate that the burden allocated to
rule 10f–3 for this contract change
would be 0.75 hours.9 Assuming that all
251 funds that enter into new
subadvisory contracts each year make
the modification to their contract
4 This estimate is based on the following
calculations: (20 minutes × 3,350 transactions =
67,000 minutes; 67,000 minutes/60 = 1,117 hours).
5 This estimate is based on the following
calculation: (1 hour per quarter × 4 quarters × 270
funds = 1,080 hours).
6 These averages take into account the fact that in
most years, fund attorneys and boards spend little
or no time modifying procedures and in other years,
they spend significant time doing so.
7 This estimate is based on the following
calculation: (270 funds × 2 hours = 540 hours).
8 Based on information in Commission filings, we
estimate that 38 percent of funds are advised by
subadvisers.
9 This estimate is based on the following
calculation (3 hours ÷ 4 rules = .75 hours).
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Fmt 4703
Sfmt 4703
31427
required by the rule, we estimate that
the rule’s contract modification
requirement will result in 188 burden
hours annually.10
The staff estimates, therefore, that rule
10f–3 imposes an information collection
burden of 4,060 hours.11 This estimate
does not include the time spent filing
transaction reports on Form N–SAR,
which is encompassed in the
information collection burden estimate
for that form.
The collection of information required
by rule 10f–3 is necessary to obtain the
benefits of the rule. 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 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) Pamela
Dyson, Director/Chief Information
Officer, Securities and Exchange
Commission, c/o Remi Pavlik-Simon,
100 F Street NE., Washington, DC 20549
or send an email to: PRA_Mailbox@
sec.gov. Comments must be submitted to
OMB within 30 days of this notice.
Dated: May 28, 2015.
Robert W. Errett,
Deputy Secretary.
[FR Doc. 2015–13381 Filed 6–1–15; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–75051; File No. SR–BX–
2015–030]
Self-Regulatory Organizations;
NASDAQ OMX BX, Inc.; Notice of Filing
of Proposed Rule Change To Amend
the Amended and Restated Certificate
of Incorporation and By-Laws of The
NASDAQ OMX Group, Inc.
May 27, 2015.
Pursuant to section 19(b)(1) of the
Securities Exchange Act of 1934 (the
10 These estimates are based on the following
calculations: (0.75 hours × 251 portfolios = 188
burden hours).
11 This estimate is based on the following
calculation: (1,675 hours + 1,117 hours + 1,080
hours + 188 hours = 4,060 total burden hours).
E:\FR\FM\02JNN1.SGM
02JNN1
]]>Agencies
[Federal Register Volume 80, Number 105 (Tuesday, June 2, 2015)]
[Notices]
[Pages 31426-31427]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2015-13381]
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[Extension: Rule 10f-3; OMB Control No. 3235-0226, SEC File No. 270-
237]
Submission for OMB Review; Comment Request
Upon Written Request, Copies Available From: Securities and Exchange
Commission, Office of FOIA Services, 100 F Street NE., Washington, DC
20549-2736.
Notice is hereby given that, pursuant to the Paperwork Reduction
Act of 1995 (44 U.S.C. 3501-3520), the Securities and Exchange
Commission (``Commission'') has submitted to the Office of Management
and Budget a request for extension and approval of the collections of
information discussed below.
Section 10(f) of the Investment Company Act of 1940 (15 U.S.C. 80a)
(the ``Act'') prohibits a registered investment company (``fund'') from
purchasing any security during an underwriting or selling syndicate if
the fund has certain relationships with a principal underwriter for the
security. Congress enacted this provision in 1940 to protect funds and
their shareholders by preventing underwriters from ``dumping''
unmarketable securities on affiliated funds.
Rule 10f-3 (17 CFR 270.10f-3) permits a fund to engage in a
securities transaction that otherwise would violate section 10(f) if,
among other things: (i) Each transaction effected under the rule is
reported on Form N-SAR; (ii) the
[[Page 31427]]
fund's directors have approved procedures for purchases made in
reliance on the rule, regularly review fund purchases to determine
whether they comply with these procedures, and approve necessary
changes to the procedures; and (iii) a written record of each
transaction effected under the rule is maintained for six years, the
first two of which in an easily accessible place. The written record
must state: (i) From whom the securities were acquired; (ii) the
identity of the underwriting syndicate's members; (iii) the terms of
the transactions; and (iv) the information or materials on which the
fund's board of directors has determined that the purchases were made
in compliance with procedures established by the board.
The rule also conditionally allows managed portions of fund
portfolios to purchase securities offered in otherwise off-limits
primary offerings. To qualify for this exemption, rule 10f-3 requires
that the subadviser that is advising the purchaser be contractually
prohibited from providing investment advice to any other portion of the
fund's portfolio and consulting with any other of the fund's advisers
that is a principal underwriter or affiliated person of a principal
underwriter concerning the fund's securities transactions.
These requirements provide a mechanism for fund boards to oversee
compliance with the rule. The required recordkeeping facilitates the
Commission staff's review of rule 10f-3 transactions during routine
fund inspections and, when necessary, in connection with enforcement
actions.
The staff estimates that approximately 270 funds engage in a total
of approximately 3,350 rule 10f-3 transactions each year.\1\ Rule 10f-3
requires that the purchasing fund create a written record of each
transaction that includes, among other things, from whom the securities
were purchased and the terms of the transaction. The staff estimates
\2\ that it takes an average fund approximately 30 minutes per
transaction and approximately 1,675 hours \3\ in the aggregate to
comply with this portion of the rule.
---------------------------------------------------------------------------
\1\ These estimates are based on staff extrapolations from
filings with the Commission.
\2\ Unless stated otherwise, the information collection burden
estimates are based on conversations between the staff and
representatives of funds.
\3\ This estimate is based on the following calculation: (0.5
hours x 3,350 = 1,675 hours).
---------------------------------------------------------------------------
The funds also must maintain and preserve these transactional
records in accordance with the rule's recordkeeping requirement, and
the staff estimates that it takes a fund approximately 20 minutes per
transaction and that annually, in the aggregate, funds spend
approximately 1,117 hours \4\ to comply with this portion of the rule.
---------------------------------------------------------------------------
\4\ This estimate is based on the following calculations: (20
minutes x 3,350 transactions = 67,000 minutes; 67,000 minutes/60 =
1,117 hours).
---------------------------------------------------------------------------
In addition, fund boards must, no less than quarterly, examine each
of these transactions to ensure that they comply with the fund's
policies and procedures. The information or materials upon which the
board relied to come to this determination also must be maintained and
the staff estimates that it takes a fund 1 hour per quarter and, in the
aggregate, approximately 1,080 hours \5\ annually to comply with this
rule requirement.
---------------------------------------------------------------------------
\5\ This estimate is based on the following calculation: (1 hour
per quarter x 4 quarters x 270 funds = 1,080 hours).
---------------------------------------------------------------------------
The staff estimates that reviewing and revising as needed written
procedures for rule 10f-3 transactions takes, on average for each fund,
two hours of a compliance attorney's time per year.\6\ Thus, annually,
in the aggregate, the staff estimates that funds spend a total of
approximately 540 hours \7\ on monitoring and revising rule 10f-3
procedures.
---------------------------------------------------------------------------
\6\ These averages take into account the fact that in most
years, fund attorneys and boards spend little or no time modifying
procedures and in other years, they spend significant time doing so.
\7\ This estimate is based on the following calculation: (270
funds x 2 hours = 540 hours).
---------------------------------------------------------------------------
Based on an analysis of fund filings, the staff estimates that
approximately 251 fund portfolios enter into subadvisory agreements
each year.\8\ Based on discussions with industry representatives, the
staff estimates that it will require approximately 3 attorney hours to
draft and execute additional clauses in new subadvisory contracts in
order for funds and subadvisers to be able to rely on the exemptions in
rule 10f-3. Because these additional clauses are identical to the
clauses that a fund would need to insert in their subadvisory contracts
to rely on rules 12d3-1, 17a-10, and 17e-1, and because we believe that
funds that use one such rule generally use all of these rules, we
apportion this 3 hour time burden equally to all four rules. Therefore,
we estimate that the burden allocated to rule 10f-3 for this contract
change would be 0.75 hours.\9\ Assuming that all 251 funds that enter
into new subadvisory contracts each year make the modification to their
contract required by the rule, we estimate that the rule's contract
modification requirement will result in 188 burden hours annually.\10\
---------------------------------------------------------------------------
\8\ Based on information in Commission filings, we estimate that
38 percent of funds are advised by subadvisers.
\9\ This estimate is based on the following calculation (3 hours
/ 4 rules = .75 hours).
\10\ These estimates are based on the following calculations:
(0.75 hours x 251 portfolios = 188 burden hours).
---------------------------------------------------------------------------
The staff estimates, therefore, that rule 10f-3 imposes an
information collection burden of 4,060 hours.\11\ This estimate does
not include the time spent filing transaction reports on Form N-SAR,
which is encompassed in the information collection burden estimate for
that form.
---------------------------------------------------------------------------
\11\ This estimate is based on the following calculation: (1,675
hours + 1,117 hours + 1,080 hours + 188 hours = 4,060 total burden
hours).
---------------------------------------------------------------------------
The collection of information required by rule 10f-3 is necessary
to obtain the benefits of the rule. 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 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) Pamela Dyson, Director/Chief
Information Officer, Securities and Exchange Commission, c/o Remi
Pavlik-Simon, 100 F Street NE., Washington, DC 20549 or send an email
to: PRA_Mailbox@sec.gov. Comments must be submitted to OMB within 30
days of this notice.
Dated: May 28, 2015.
Robert W. Errett,
Deputy Secretary.
[FR Doc. 2015-13381 Filed 6-1-15; 8:45 am]
BILLING CODE 8011-01-P
