Adoption of Updated EDGAR Filer Manual, Form ID Amendments, 25803-25806 [2021-08759]

Download as PDF Federal Register / Vol. 86, No. 89 / Tuesday, May 11, 2021 / Rules and Regulations FAA Policy: Review of Solar Energy System Projects on Federally-Obligated Airports The following sets forth FAA’s policy for analyzing ocular impact and the obligations of an Airport Sponsor when a solar energy system is proposed for development on a federally-obligated airport with an ATCT. It is in the public interest to enhance safety by analyzing ocular impact of proposed solar energy systems at federally-obligated towered airports. The policy applies to any proposed solar energy system on a federallyobligated towered airport. Standard for Analyzing Ocular Impact For federally-obligated towered airports, the airport sponsor will revise an Airport Layout Plan to depict proposed solar installations of any size that are not co-located with an existing structure and require a new footprint (as required by 49 U.S.C. 47107(a)(16)(A)). The airport sponsor will also file a Notice of Proposed Construction or Alteration Form 7460–1 (as required by 14 CFR 77.9). To demonstrate compliance with 14 CFR 77.5(c), FAA will rely on the airport sponsor to include a statement in its completed Form 7460–1 that the proposed solar project will not result in ocular (i.e. glint or glare) impacts to the airport’s ATCT cab. The airport sponsor is encouraged to conduct an ocular analysis of potential impacts to ATCT cabs prior to the submittal of its Form 7460–1. If the 7460–1 evaluation results in a ‘‘no objection’’ finding, FAA will include the following statement in the aeronautical study determination: FAA relies on the airport sponsor’s statement in the submitted Form 7460–1 that it has proposed a project that will not create ocular (i.e., glint or glare) impacts to personnel in the airport’s airport traffic control tower. If impacts to the airport traffic control tower are discovered after construction, the Sponsor must mitigate those impacts at its own expense. The Sponsor remains subject to a compliance action under 14 CFR part 16 for failing to mitigate ocular impacts that interfere with aviation safety. khammond on DSKJM1Z7X2PROD with RULES FAA encourages airport sponsors of federally-obligated towered airports to conduct a sufficient analysis to support their assertion that a proposed solar energy system will not result in ocular impacts. There are several tools available on the open market to airport sponsors that can analyze potential glint and glare to an ATCT cab. For proposed systems that will clearly not impact ATCT cabs (e.g., on-airport solar energy 15:58 May 10, 2021 Jkt 253001 Integration of This Policy Statement Into FAA Orders and Publications FAA will incorporate this policy into applicable FAA Orders and publications, such as Advisory Circulars, as they are updated. The agency will also continually review this policy in the interest of aviation safety. FAA reserves the right to update this policy if the agency collects or receives additional information on glint and glare from on-airport solar energy systems. The FAA will incorporate any updates into applicable FAA Orders and publications. This policy does not have the force and effect of law and is not meant to bind the public in any way, it is intended only to provide clarity to the public regarding existing requirements under the law or agency policies. Issued in Washington, DC. Robert John Craven, Director, Airport Planning and Programming. [FR Doc. 2021–09862 Filed 5–10–21; 8:45 am] BILLING CODE 4910–13–P SECURITIES AND EXCHANGE COMMISSION 17 CFR Parts 232, 239, 249, 269 and 274 [Release Nos. 33–10935; 34–91352; 39– 2538, IC–34226] Adoption of Updated EDGAR Filer Manual, Form ID Amendments Securities and Exchange Commission. ACTION: Final rule. AGENCY: Tools To Assess Ocular Impact VerDate Sep<11>2014 systems that are blocked from the ATCT cab’s view by another structure), the use of such tools may not be necessary to support the assertion that a proposed solar energy system will not result in ocular impacts. FAA suggests that airport sponsors with questions about conducting this analysis contact their local FAA Airports District Office (or Regional Office for those Regions without District Offices) during the early stages of a solar energy system siting process. Regional and Airports District Offices are available to provide assistance with this process. The Securities and Exchange Commission (the ‘‘Commission’’) is adopting amendments to Volumes I and II of the Electronic Data Gathering, Analysis, and Retrieval system (‘‘EDGAR’’) Filer Manual (‘‘EDGAR Filer Manual’’ or ‘‘Filer Manual’’), a related form, and related rules. The amendments result in a more uniform SUMMARY: PO 00000 Frm 00003 Fmt 4700 Sfmt 4700 25803 and secure process for EDGAR access by requiring certain applicants that already have an EDGAR Central Index Key (or CIK) account number, but do not have EDGAR access codes, to submit the related form and an authenticating document to obtain access to EDGAR. The related form has also been amended to update its instructions and crossreferences to Volume I of the Filer Manual. The revisions to Volume II reflect additional updates to the EDGAR system. DATES: Effective date: May 11, 2021. Incorporation by reference: The incorporation by reference of the EDGAR Filer Manual is approved by the Director of the Federal Register as of May 11, 2021. Compliance date: The applicable compliance date is discussed in Section VII. FOR FURTHER INFORMATION CONTACT: For questions regarding the amendments to Volume I of the Filer Manual, Form ID, and related rules, please contact Rosemary Filou, Chief Counsel, or Monica Lilly, Senior Special Counsel, in the EDGAR Business Office at 202–551– 3900. For questions concerning the changes to the submission form types for Forms N–NMFP and N–CEN, please contact Heather Fernandez in the Division of Investment Management at (202) 551–6708. For questions concerning changes to the submission form types for Form C, please contact Christian Windsor, Senior Special Counsel, in the Division of Corporation Finance at (202) 551–3419. For questions concerning the XBRL submissions, please contact the Office of Structured Disclosure in the Division of Economic and Risk Analysis at (202) 551–5494. SUPPLEMENTARY INFORMATION: We are adopting an updated EDGAR Filer Manual, Volume I: ‘‘General Information,’’ Version 37 (March 2021) and Volume II: ‘‘EDGAR Filing,’’ Version 57 (March 2021); amendments to 17 CFR 232.10 and 17 CFR 232.301 (‘‘Rule 301’’); and amendments to Form ID (17 CFR 239.63, 17 CFR 249.446, 17 CFR 269.7, and 17 CFR 274.402). The updated Filer Manual volumes are incorporated by reference into the Code of Federal Regulations. I. Background The Filer Manual contains technical specifications needed for filers to make submissions on EDGAR. Filers must comply with the applicable provisions of the Filer Manual in order to assure the timely acceptance and processing of E:\FR\FM\11MYR1.SGM 11MYR1 25804 Federal Register / Vol. 86, No. 89 / Tuesday, May 11, 2021 / Rules and Regulations filings made in electronic format.1 Filers should consult the Filer Manual in conjunction with our rules governing mandated electronic filings when preparing documents for electronic submission. Volume I of the Filer Manual provides general information regarding electronic submissions to the Commission on EDGAR, including information concerning requirements for becoming an EDGAR filer.2 The amendments to Volume I require certain applicants that already have an EDGAR Central Index Key (or CIK) account number, but do not have EDGAR access codes, to submit the application for EDGAR access codes (Form ID) and an authenticating document to obtain access to EDGAR. In addition, the Commission is: • Amending related rules and Form ID to reflect the changes to the EDGAR access process; • Modifying Form ID to update its instructions and cross-references to Volume I of the Filer Manual; and • Amending Volume II of the Filer Manual in accordance with additional EDGAR updates. II. Amendments to Volume I of the Filer Manual, Rules Related to EDGAR Access, and Form ID All individuals, companies, and other organizations who seek a CIK and access codes to file on EDGAR must complete and submit a Form ID and an authenticating document.3 The Form ID and authenticating document are intended to allow Commission staff to review applicant business information, determine if a person signing the Form ID is authorized by the applicant, and confirm the authorized person’s identity through notarization. A separate, abbreviated process existed for certain applicants seeking EDGAR access codes that already have CIKs but have not filed electronically on EDGAR—for example, broker-dealers who have previously filed with the Commission only in paper form. This process was referred to as ‘‘Convert Paper Only Filer to Electronic Filer.’’ In order to implement a more uniform and secure process for EDGAR access, 1 See Rule 301. originally adopted the Filer Manual on April 1, 1993, with an effective date of April 26, 1993. Release No. 33–6986 (Apr. 1, 1993) [58 FR 18638]. The most recent update to the Filer Manual was Volume I: ‘‘General Information,’’ Version 36 (December 2020) and Volume II: ‘‘EDGAR Filing,’’ Version 56 (December 2020). See Adoption of Updated EDGAR Filer Manual, Proposed Collection and Comment Request for Form ID, Release No. 33– 10902 (Dec. 11, 2020) [86 FR 7968 (Feb. 3, 2021)] (‘‘Revised Volume I Release’’). 3 See 17 CFR 232.10(b), 17 CFR 239.63, 17 CFR 249.446, 17 CFR 269.7 and 17 CFR 274.402. khammond on DSKJM1Z7X2PROD with RULES 2 We VerDate Sep<11>2014 15:58 May 10, 2021 Jkt 253001 the Commission is amending Volume I of the EDGAR Filer Manual to require these applicants that already have CIKs, but do not have EDGAR access codes, to submit a Form ID and authenticating document to obtain EDGAR access.4 This process will streamline administration of EDGAR access in the short term, and facilitate modernization of EDGAR access in the longer term. As a conforming change, the Commission is deleting the phrase, ‘‘to whom the Commission previously has not assigned a Central Index Key (CIK) code’’ in rules related to EDGAR access requests.5 Separately, the Commission is amending Form ID to delete references to applicants that do not have CIKs. These amendments clarify that a Form ID submission will be required by ‘‘Convert Paper Only Filer to Electronic Filer’’ applicants that already have CIKs but do not have EDGAR access codes.6 Finally, the Commission is modifying Form ID to update its instructions and cross-references to Volume I of the Filer Manual.7 III. EDGAR Releases and Amendments to Volume II of the Filer Manual EDGAR is being updated in Release 21.1, and was previously updated in Release 21.0.1, and corresponding amendments to Volume II of the Filer Manual are being made to reflect these changes, as described below.8 On November 2, 2020, the Commission adopted changes to Form C to be used by participants in Regulation Crowdfunding offerings.9 As a result of 4 The amendments to Volume I of the Filer Manual also include adding the title ‘‘EDGAR Access Consequences of Potentially Misleading or Manipulative Submissions and Unauthorized Submissions’’ to the discussion regarding 17 CFR 232.15 (Rule 15 of Regulation S–T) and changing the reference ‘‘authentication’’ documents to ‘‘authenticating’’ documents. 5 See new rules 17 CFR 232.10(b), 17 CFR 239.63, 17 CFR 249.446, 17 CFR 269.7, and 17 CFR 274.402. 6 We have submitted revised burden estimates on the Form ID collection of information to OMB for approval and have provided a notice and opportunity for the public to comment on the revised burden estimates. See, e.g., Proposed Collection and Comment Request for Form ID [85 FR 86599 (Dec. 30, 2020)]. 7 See Revised Volume I Release (allowing applicants to EDGAR the option of obtaining electronic notarizations and remote online notarizations). The Commission also amended 17 CFR 232.10(b) to remove the manual signature requirement for EDGAR access requests to allow electronic signature requests. Id. 8 EDGAR Release 21.1 will be deployed on or about March 22, 2021. EDGAR Release 21.0.1 was deployed on January 11, 2021, and EDGAR Release 21.0.2 was deployed on February 18, 2021 (note that there were no corresponding amendments to the EDGAR Filer Manual for Release 21.0.2). 9 See Facilitating Capital Formation and Expanding Investment Opportunities by Improving Access to Capital in Private Markets, Release No. 33–10884 (Nov. 2, 2020) [86 FR 3496 (Jan. 14, 2021)]. PO 00000 Frm 00004 Fmt 4700 Sfmt 4700 this rulemaking, EDGAR Release 21.1 updates the following submission form types to include co-issuer fields: C, C/A, C–U, C–AR, C–AR/A, and C–TR. Filers can specify the co-issuer name, legal status, and address if the co-issuer is not an EDGAR filer but associated with the C, C/A, C–U, C–AR C–AR/A, and C–TR filing. Alternatively, if the coissuer is an EDGAR filer, the system will pre-populate this information based on the CIK provided. See Chapter 8 (Preparing And Transmitting Online Submissions) of the EDGAR Filer Manual, Volume II: ‘‘EDGAR Filing.’’ In order to simplify the preparation of XBRL submissions and reduce the number of separate file attachments, the content of section 6.7.8 (Element xsd:schema must not contain any occurrences of ‘‘embedded’’ linkbases) of Volume II of the Filer Manual has been deleted and marked as ‘‘Reserved.’’ Relatedly, updates have been made to section 6.9 (Syntax of all Linkbases) of Volume II of the Filer Manual. See Chapter 6 (Interactive Data) of the EDGAR Filer Manual, Volume II: ‘‘EDGAR Filing.’’ EDGAR Release 21.0.1 updated submission form types N–MFP2 and N–MFP2/A to allow filers to provide negative values for Item A.16 and select ‘‘Exempt Government’’ and ‘‘Government/Agency’’ as the category of the fund in Item A.10 of the form types. EDGAR will continue to allow filers to choose ‘‘Exempt Government’’ and ‘‘Treasury’’ as the category of the fund in Item A.10 of the form types. See Appendix A (Messages Reported by EDGAR) of the EDGAR Filer Manual, Volume II: ‘‘EDGAR Filing.’’ EDGAR Release 21.0.1 updated filerconstructed submission form types N–CEN and N–CEN/A to validate the CIK provided in the ‘‘Filer Information’’ section of the header with the CIK listed in the ‘‘Information about the Registrant’’ section. See Appendix A (Messages Reported by EDGAR) of the EDGAR Filer Manual, Volume II: ‘‘EDGAR Filing.’’ EDGAR Release 21.1 also introduces, and Release 21.0.2 introduced, additional changes in EDGAR that do not require corresponding amendments to the Filer Manual. See the ‘‘Updates’’ section of Volume II of the EDGAR Filer Manual, Volume II: ‘‘EDGAR Filing.’’ IV. Amendments to Rule 301 of Regulation S–T Along with the adoption of the updated Filer Manual, we are amending Rule 301 of Regulation S–T to provide for the incorporation by reference into the Code of Federal Regulations of the current revisions. This incorporation by E:\FR\FM\11MYR1.SGM 11MYR1 Federal Register / Vol. 86, No. 89 / Tuesday, May 11, 2021 / Rules and Regulations reference was approved by the Director of the Federal Register in accordance with 5 U.S.C. 552(a) and 1 CFR part 51. The updated EDGAR Filer Manual is available at https://www.sec.gov/edgar/ filer-information/current-edgar-filermanual. Typically, the EDGAR Filer Manual is also available for website viewing and printing in the Commission’s Public Reference Room, 100 F Street NE, Washington, DC 20549, on official business days between the hours of 10 a.m. and 3 p.m. Due to pandemic conditions, however, access to the Commission’s Public Reference Room is not permitted at this time. V. Administrative Law Matters; Effective and Compliance Dates Because the Filer Manual, and form and rule amendments, relate solely to agency procedures or practice and do not substantially alter the rights and obligations of non-agency parties, publication for notice and comment is not required under the Administrative Procedure Act (‘‘APA’’).10 It follows that the amendments do not require analysis under requirements of the Regulatory Flexibility Act 11 or a report to Congress under the Small Business Regulatory Fairness Act.12 The effective date for the Filer Manual, Form ID, and related rule amendments is May 11, 2021. The compliance date for the updated Volume I of the Filer Manual, Form ID amendments (17 CFR 239.63, 17 CFR 249.446, 17 CFR 269.7, and 17 CFR 274.402), and 17 CFR 232.10(b) is June 25, 2021. In accordance with the APA,13 we find that there is good cause to establish an effective date less than 30 days after publication of these rules. The Commission believes that establishing an effective date less than 30 days after publication of these rules is necessary to coordinate the effectiveness of the updated Filer Manual with the related system upgrades. khammond on DSKJM1Z7X2PROD with RULES VI. Statutory Basis We are adopting the amendments to Regulation S–T and Form ID under the authority in Sections 6, 7, 8, 10, and 19(a) of the Securities Act of 1933,14 Sections 3, 12, 13, 14, 15, 15B, 23, and 35A of the Securities Exchange Act of 1934,15 Section 319 of the Trust Indenture Act of 1939,16 and Sections 8, 10 5 U.S.C. 553(b)(A). U.S.C. 601–612. 12 5 U.S.C. 804(3)(C). 13 5 U.S.C. 553(d)(3). 14 15 U.S.C. 77f, 77g, 77h, 77j, and 77s(a). 15 15 U.S.C. 78c, 78l, 78m, 78n, 78o, 78o–4, 78w, and 78ll. 16 15 U.S.C. 77sss. 11 5 VerDate Sep<11>2014 15:58 May 10, 2021 Jkt 253001 30, 31, and 38 of the Investment Company Act of 1940.17 List of Subjects 17 CFR Parts 232 Incorporation by reference, Reporting and recordkeeping requirements, Securities. 17 CFR Parts 239, 249, 269 and 274 Reporting and recordkeeping requirements, Securities. Text of the Amendments In accordance with the foregoing, title 17, chapter II of the Code of Federal Regulations is amended as follows: PART 232—REGULATION S–T— GENERAL RULES AND REGULATIONS FOR ELECTRONIC FILINGS 1. The authority citation for part 232 continues to read, in part, as follows: ■ Authority: 15 U.S.C. 77c, 77f, 77g, 77h, 77j, 77s(a), 77z–3, 77sss(a), 78c(b), 78l, 78m, 78n, 78o(d), 78w(a), 78ll, 80a–6(c), 80a–8, 80a–29, 80a–30, 80a–37, 7201 et seq.; and 18 U.S.C. 1350, unless otherwise noted. * * § 232.10 * * * 2. Amend § 232.10(b) by removing the phrase ‘‘to whom the Commission previously has not assigned a Central Index Key (CIK) code,’’. ■ 3. Revise § 232.301 to read as follows: PO 00000 PART 239—FORMS PRESCRIBED UNDER THE SECURITIES ACT OF 1933 4. The authority citation for part 239 continues to read, in part, as follows: ■ Authority: 15 U.S.C. 77c, 77f, 77g, 77h, 77j, 77s, 77z–2, 77z–3, 77sss, 78c, 78l, 78m,78n, 78o(d), 78o–7 note, 78u–5, 78w(a), 78ll, 78mm, 80a–2(a), 80a–3, 80a–8, 80a–9, 80a–10, 80a–13, 80a–24, 80a–26, 80a–29, 80a–30, and 80a–37; and sec. 107, Pub. L. 112–106, 126 Stat. 312, unless otherwise noted. * * * § 239.63 * * [Amended] 5. In § 239.63, amend the introductory text by removing the phrase ‘‘to whom the Commission previously has not assigned a Central Index Key (CIK) code,’’. PART 249—FORMS, SECURITIES EXCHANGE ACT OF 1934 EDGAR Filer Manual. Filers must prepare electronic filings in the manner prescribed by the EDGAR Filer Manual, promulgated by the Commission, which sets forth the technical formatting requirements for electronic submissions. The requirements for becoming an EDGAR Filer and updating company data are set forth in the updated EDGAR Filer Manual, Volume I: ‘‘General Information,’’ Version 37 (March 2021). The requirements for filing on EDGAR are set forth in the updated EDGAR Filer Manual, Volume II: ‘‘EDGAR Filing,’’ Version 57 (March 2021). All of these provisions have been incorporated by reference into the Code of Federal Regulations, which action was approved by the Director of the Federal Register in accordance with 5 U.S.C. 552(a) and 1 CFR part 51. You must comply with these requirements in order for documents to be timely received and accepted. The EDGAR Filer Manual is available at https://www.sec.gov/edgar/ filer-information/current-edgar-filermanual. The EDGAR Filer Manual is also available for website viewing and 17 15 printing in the Commission’s Public Reference Room, 100 F Street NE, Washington, DC 20549, on official business days between the hours of 10 a.m. and 3 p.m. You can also inspect the document at the National Archives and Records Administration (NARA). For information on the availability of this material at NARA, email fedreg.legal@ nara.gov, or go to: https:// www.archives.gov/federal-register/cfr/ ibr-locations.html. ■ [Amended] ■ § 232.301 25805 U.S.C. 80a–8, 80a–29, 80a–30, and 80a–37. Frm 00005 Fmt 4700 Sfmt 4700 6. The authority citation for part 249 continues to read, in part, as follows: ■ Authority: 15 U.S.C. 78a et seq. and 7201 et seq.; 12 U.S.C. 5461 et seq.; 18 U.S.C. 1350; Sec. 953(b), Pub. L. 111–203, 124 Stat. 1904; Sec. 102(a)(3), Pub. L. 112–106, 126 Stat. 309 (2012); Sec. 107, Pub. L. 112–106, 126 Stat. 313 (2012), and Sec. 72001, Pub. L. 114–94, 129 Stat. 1312 (2015), unless otherwise noted. * * * § 249.446 * * [Amended] 7. In § 249.446, amend the introductory text by removing the phrase ‘‘to whom the Commission previously has not assigned a Central Index Key (CIK) code,’’. ■ PART 269—FORMS PRESCRIBED UNDER THE TRUST INDENTURE ACT OF 1939 8. The authority citation for part 269 continues to read as follows: ■ Authority: 15 U.S.C. 77ddd(c), 77eee, 77ggg, 77hhh, 77iii, 77jjj, 77sss, and 78ll(d), unless otherwise noted. * E:\FR\FM\11MYR1.SGM * * 11MYR1 * * 25806 § 269.7 Federal Register / Vol. 86, No. 89 / Tuesday, May 11, 2021 / Rules and Regulations [Amended] 9. In § 269.7, amend the introductory text by removing the phrase ‘‘to whom the Commission previously has not assigned a Central Index Key (CIK) code,’’. ■ Species Hall’s bulrush [FR Doc. 2021–08759 Filed 5–10–21; 8:45 am] BILLING CODE 8011–01–P Triangle pigtoe PART 274—FORMS PRESCRIBED UNDER THE INVESTMENT COMPANY ACT OF 1940 DEPARTMENT OF THE INTERIOR 10. The authority citation for part 274 continues to read, in part, as follows: 50 CFR Part 17 ■ Authority: 15 U.S.C. 77f, 77g, 77h, 77j, 77s, 78c(b), 78l, 78m, 78n, 78o(d), 80a–8, 80a–24, 80a–26, and 80a–29, and Pub. L. 111–203, sec. 939A, 124 Stat. 1376 (2010), unless otherwise noted. * * § 274.402 * * Fish and Wildlife Service [FF09E21000 FXES11110900000 212] Endangered and Threatened Wildlife and Plants; Two Species Not Warranted for Listing as Endangered or Threatened Species * [Amended] AGENCY: 11. In § 274.402, amend the introductory text by removing the phrase ‘‘to whom the Commission previously has not assigned a Central Index Key (CIK) code,’’. ■ ACTION: Note: The text of Form ID does not, and the amendments will not, appear in the Code of Federal Regulations. a. In the instructions to the form, removing ‘‘to whom the Commission previously has not assigned a Central Index Key (CIK) code,’’ from the first sentence in the section entitled ‘‘Using and Preparing Form ID’’; ■ b. In the instructions to the form, revising the third paragraph in the section entitled ‘‘Using and Preparing Form ID’’ to read as follows: ‘‘The applicant must provide applicable responses within the Form ID electronic filing. The applicant can save a partial or full Form ID electronic filing. At the completion of filling out the online form, the applicant must sign the copy within the ‘‘Form ID: Notarized Authentication’’ section and have the signature notarized to confirm authenticity of the Form ID filing. This signed and notarized document will fulfill the authenticating document requirement. This authenticated document must be attached to the ■ c. electronic Form ID filing in PDF format.’’; and ■ d. In the instructions to the form, removing the last sentence in the second paragraph under ‘‘Contact for EDGAR Information, Inquiries, and Access Codes’’ in the section entitled ‘‘Section III—Contact Information.’’ 15:58 May 10, 2021 We, the U.S. Fish and Wildlife Service (Service), announce findings that two species are not warranted for listing as endangered or threatened species under the Endangered Species Act of 1973, as amended (Act). After a thorough review of the best available scientific and commercial information, we find that it is not warranted at this time to list Hall’s bulrush (Schoenoplectiella hallii) or triangle pigtoe (formerly Fusconaia lananensis). However, we ask the public to submit to us at any time any new information relevant to the status of any of the species mentioned above or their habitats. The findings in this document were made on May 11, 2021. DATES: Detailed descriptions of the bases for these findings are available on the internet at https:// www.regulations.gov under the following docket numbers: ADDRESSES: Species Docket No. Hall’s bulrush ..... Triangle pigtoe ... FWS–R3–ES–2020–0144 FWS–R2–ES–2020–0145 Supporting information used to prepare this finding is available by contacting the appropriate person as specified under FOR FURTHER INFORMATION CONTACT. Please submit any new information, materials, comments, or questions concerning this finding to the appropriate person, as specified under FOR FURTHER INFORMATION CONTACT. FOR FURTHER INFORMATION CONTACT: By the Commission. VerDate Sep<11>2014 Notification of findings. SUMMARY: 12. Form ID (referenced in §§ 239.63, 249.446, 259.602, 269.7 and 274.402) is amended by: ■ Fish and Wildlife Service, Interior. ■ khammond on DSKJM1Z7X2PROD with RULES Dated: March 18, 2021. Vanessa A. Countryman, Secretary. Jkt 253001 PO 00000 Frm 00006 Fmt 4700 Sfmt 4700 Contact information Karen Herrington, Field Supervisor, Missouri Ecological Services Field Office, 573–234–2132, karen_ herrington@fws.gov. Debra Bills, Field Supervisor, Arlington Ecological Services Field Office, 817– 277–1100 x22113, debra_ bills@fws.gov. If you use a telecommunications device for the deaf (TDD), please call the Federal Relay Service at 800–877–8339. SUPPLEMENTARY INFORMATION: Background Under section 4(b)(3)(B) of the Act (16 U.S.C. 1531 et seq.), we are required to make a finding whether or not a petitioned action is warranted within 12 months after receiving any petition for which we have determined contains substantial scientific or commercial information indicating that the petitioned action may be warranted (‘‘12-month finding’’). We must make a finding that the petitioned action is: (1) Not warranted; (2) warranted; or (3) warranted but precluded. We must publish a notice of these 12-month findings in the Federal Register. Summary of Information Pertaining to the Five Factors Section 4 of the Act (16 U.S.C. 1533) and the implementing regulations at part 424 of title 50 of the Code of Federal Regulations (50 CFR part 424) set forth procedures for adding species to, removing species from, or reclassifying species on the Lists of Endangered and Threatened Wildlife and Plants (Lists). The Act defines ‘‘species’’ as any subspecies of fish or wildlife or plants, and any distinct population segment of any species of vertebrate fish or wildlife which interbreeds when mature. The Act defines ‘‘endangered species’’ as any species that is in danger of extinction throughout all or a significant portion of its range (16 U.S.C. 1532(6)), and ‘‘threatened species’’ as any species that is likely to become an endangered species within the foreseeable future throughout all or a significant portion of its range (16 U.S.C. 1532(20)). Under section 4(a)(1) of the Act, a species may be determined to be an endangered species or a threatened species because of any of the following five factors: (A) The present or threatened destruction, modification, or curtailment of its habitat or range; (B) Overutilization for commercial, recreational, scientific, or educational purposes; E:\FR\FM\11MYR1.SGM 11MYR1

Agencies

[Federal Register Volume 86, Number 89 (Tuesday, May 11, 2021)]
[Rules and Regulations]
[Pages 25803-25806]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2021-08759]


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SECURITIES AND EXCHANGE COMMISSION

17 CFR Parts 232, 239, 249, 269 and 274

[Release Nos. 33-10935; 34-91352; 39-2538, IC-34226]


Adoption of Updated EDGAR Filer Manual, Form ID Amendments

AGENCY: Securities and Exchange Commission.

ACTION: Final rule.

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SUMMARY: The Securities and Exchange Commission (the ``Commission'') is 
adopting amendments to Volumes I and II of the Electronic Data 
Gathering, Analysis, and Retrieval system (``EDGAR'') Filer Manual 
(``EDGAR Filer Manual'' or ``Filer Manual''), a related form, and 
related rules. The amendments result in a more uniform and secure 
process for EDGAR access by requiring certain applicants that already 
have an EDGAR Central Index Key (or CIK) account number, but do not 
have EDGAR access codes, to submit the related form and an 
authenticating document to obtain access to EDGAR. The related form has 
also been amended to update its instructions and cross-references to 
Volume I of the Filer Manual. The revisions to Volume II reflect 
additional updates to the EDGAR system.

DATES: 
    Effective date: May 11, 2021.
    Incorporation by reference: The incorporation by reference of the 
EDGAR Filer Manual is approved by the Director of the Federal Register 
as of May 11, 2021.
    Compliance date: The applicable compliance date is discussed in 
Section VII.

FOR FURTHER INFORMATION CONTACT: For questions regarding the amendments 
to Volume I of the Filer Manual, Form ID, and related rules, please 
contact Rosemary Filou, Chief Counsel, or Monica Lilly, Senior Special 
Counsel, in the EDGAR Business Office at 202-551-3900. For questions 
concerning the changes to the submission form types for Forms N-NMFP 
and N-CEN, please contact Heather Fernandez in the Division of 
Investment Management at (202) 551-6708. For questions concerning 
changes to the submission form types for Form C, please contact 
Christian Windsor, Senior Special Counsel, in the Division of 
Corporation Finance at (202) 551-3419. For questions concerning the 
XBRL submissions, please contact the Office of Structured Disclosure in 
the Division of Economic and Risk Analysis at (202) 551-5494.

SUPPLEMENTARY INFORMATION: We are adopting an updated EDGAR Filer 
Manual, Volume I: ``General Information,'' Version 37 (March 2021) and 
Volume II: ``EDGAR Filing,'' Version 57 (March 2021); amendments to 17 
CFR 232.10 and 17 CFR 232.301 (``Rule 301''); and amendments to Form ID 
(17 CFR 239.63, 17 CFR 249.446, 17 CFR 269.7, and 17 CFR 274.402). The 
updated Filer Manual volumes are incorporated by reference into the 
Code of Federal Regulations.

I. Background

    The Filer Manual contains technical specifications needed for 
filers to make submissions on EDGAR. Filers must comply with the 
applicable provisions of the Filer Manual in order to assure the timely 
acceptance and processing of

[[Page 25804]]

filings made in electronic format.\1\ Filers should consult the Filer 
Manual in conjunction with our rules governing mandated electronic 
filings when preparing documents for electronic submission.
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    \1\ See Rule 301.
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    Volume I of the Filer Manual provides general information regarding 
electronic submissions to the Commission on EDGAR, including 
information concerning requirements for becoming an EDGAR filer.\2\ The 
amendments to Volume I require certain applicants that already have an 
EDGAR Central Index Key (or CIK) account number, but do not have EDGAR 
access codes, to submit the application for EDGAR access codes (Form 
ID) and an authenticating document to obtain access to EDGAR. In 
addition, the Commission is:
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    \2\ We originally adopted the Filer Manual on April 1, 1993, 
with an effective date of April 26, 1993. Release No. 33-6986 (Apr. 
1, 1993) [58 FR 18638]. The most recent update to the Filer Manual 
was Volume I: ``General Information,'' Version 36 (December 2020) 
and Volume II: ``EDGAR Filing,'' Version 56 (December 2020). See 
Adoption of Updated EDGAR Filer Manual, Proposed Collection and 
Comment Request for Form ID, Release No. 33-10902 (Dec. 11, 2020) 
[86 FR 7968 (Feb. 3, 2021)] (``Revised Volume I Release'').
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     Amending related rules and Form ID to reflect the changes 
to the EDGAR access process;
     Modifying Form ID to update its instructions and cross-
references to Volume I of the Filer Manual; and
     Amending Volume II of the Filer Manual in accordance with 
additional EDGAR updates.

II. Amendments to Volume I of the Filer Manual, Rules Related to EDGAR 
Access, and Form ID

    All individuals, companies, and other organizations who seek a CIK 
and access codes to file on EDGAR must complete and submit a Form ID 
and an authenticating document.\3\ The Form ID and authenticating 
document are intended to allow Commission staff to review applicant 
business information, determine if a person signing the Form ID is 
authorized by the applicant, and confirm the authorized person's 
identity through notarization. A separate, abbreviated process existed 
for certain applicants seeking EDGAR access codes that already have 
CIKs but have not filed electronically on EDGAR--for example, broker-
dealers who have previously filed with the Commission only in paper 
form. This process was referred to as ``Convert Paper Only Filer to 
Electronic Filer.''
---------------------------------------------------------------------------

    \3\ See 17 CFR 232.10(b), 17 CFR 239.63, 17 CFR 249.446, 17 CFR 
269.7 and 17 CFR 274.402.
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    In order to implement a more uniform and secure process for EDGAR 
access, the Commission is amending Volume I of the EDGAR Filer Manual 
to require these applicants that already have CIKs, but do not have 
EDGAR access codes, to submit a Form ID and authenticating document to 
obtain EDGAR access.\4\ This process will streamline administration of 
EDGAR access in the short term, and facilitate modernization of EDGAR 
access in the longer term.
---------------------------------------------------------------------------

    \4\ The amendments to Volume I of the Filer Manual also include 
adding the title ``EDGAR Access Consequences of Potentially 
Misleading or Manipulative Submissions and Unauthorized 
Submissions'' to the discussion regarding 17 CFR 232.15 (Rule 15 of 
Regulation S-T) and changing the reference ``authentication'' 
documents to ``authenticating'' documents.
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    As a conforming change, the Commission is deleting the phrase, ``to 
whom the Commission previously has not assigned a Central Index Key 
(CIK) code'' in rules related to EDGAR access requests.\5\ Separately, 
the Commission is amending Form ID to delete references to applicants 
that do not have CIKs. These amendments clarify that a Form ID 
submission will be required by ``Convert Paper Only Filer to Electronic 
Filer'' applicants that already have CIKs but do not have EDGAR access 
codes.\6\
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    \5\ See new rules 17 CFR 232.10(b), 17 CFR 239.63, 17 CFR 
249.446, 17 CFR 269.7, and 17 CFR 274.402.
    \6\ We have submitted revised burden estimates on the Form ID 
collection of information to OMB for approval and have provided a 
notice and opportunity for the public to comment on the revised 
burden estimates. See, e.g., Proposed Collection and Comment Request 
for Form ID [85 FR 86599 (Dec. 30, 2020)].
---------------------------------------------------------------------------

    Finally, the Commission is modifying Form ID to update its 
instructions and cross-references to Volume I of the Filer Manual.\7\
---------------------------------------------------------------------------

    \7\ See Revised Volume I Release (allowing applicants to EDGAR 
the option of obtaining electronic notarizations and remote online 
notarizations). The Commission also amended 17 CFR 232.10(b) to 
remove the manual signature requirement for EDGAR access requests to 
allow electronic signature requests. Id.
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III. EDGAR Releases and Amendments to Volume II of the Filer Manual

    EDGAR is being updated in Release 21.1, and was previously updated 
in Release 21.0.1, and corresponding amendments to Volume II of the 
Filer Manual are being made to reflect these changes, as described 
below.\8\
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    \8\ EDGAR Release 21.1 will be deployed on or about March 22, 
2021. EDGAR Release 21.0.1 was deployed on January 11, 2021, and 
EDGAR Release 21.0.2 was deployed on February 18, 2021 (note that 
there were no corresponding amendments to the EDGAR Filer Manual for 
Release 21.0.2).
---------------------------------------------------------------------------

    On November 2, 2020, the Commission adopted changes to Form C to be 
used by participants in Regulation Crowdfunding offerings.\9\ As a 
result of this rulemaking, EDGAR Release 21.1 updates the following 
submission form types to include co-issuer fields: C, C/A, C-U, C-AR, 
C-AR/A, and C-TR. Filers can specify the co-issuer name, legal status, 
and address if the co-issuer is not an EDGAR filer but associated with 
the C, C/A, C-U, C-AR C-AR/A, and C-TR filing. Alternatively, if the 
co-issuer is an EDGAR filer, the system will pre-populate this 
information based on the CIK provided. See Chapter 8 (Preparing And 
Transmitting Online Submissions) of the EDGAR Filer Manual, Volume II: 
``EDGAR Filing.''
---------------------------------------------------------------------------

    \9\ See Facilitating Capital Formation and Expanding Investment 
Opportunities by Improving Access to Capital in Private Markets, 
Release No. 33-10884 (Nov. 2, 2020) [86 FR 3496 (Jan. 14, 2021)].
---------------------------------------------------------------------------

    In order to simplify the preparation of XBRL submissions and reduce 
the number of separate file attachments, the content of section 6.7.8 
(Element xsd:schema must not contain any occurrences of ``embedded'' 
linkbases) of Volume II of the Filer Manual has been deleted and marked 
as ``Reserved.'' Relatedly, updates have been made to section 6.9 
(Syntax of all Linkbases) of Volume II of the Filer Manual. See Chapter 
6 (Interactive Data) of the EDGAR Filer Manual, Volume II: ``EDGAR 
Filing.''
    EDGAR Release 21.0.1 updated submission form types N-MFP2 and N-
MFP2/A to allow filers to provide negative values for Item A.16 and 
select ``Exempt Government'' and ``Government/Agency'' as the category 
of the fund in Item A.10 of the form types. EDGAR will continue to 
allow filers to choose ``Exempt Government'' and ``Treasury'' as the 
category of the fund in Item A.10 of the form types. See Appendix A 
(Messages Reported by EDGAR) of the EDGAR Filer Manual, Volume II: 
``EDGAR Filing.''
    EDGAR Release 21.0.1 updated filer-constructed submission form 
types N-CEN and N-CEN/A to validate the CIK provided in the ``Filer 
Information'' section of the header with the CIK listed in the 
``Information about the Registrant'' section. See Appendix A (Messages 
Reported by EDGAR) of the EDGAR Filer Manual, Volume II: ``EDGAR 
Filing.''
    EDGAR Release 21.1 also introduces, and Release 21.0.2 introduced, 
additional changes in EDGAR that do not require corresponding 
amendments to the Filer Manual. See the ``Updates'' section of Volume 
II of the EDGAR Filer Manual, Volume II: ``EDGAR Filing.''

IV. Amendments to Rule 301 of Regulation S-T

    Along with the adoption of the updated Filer Manual, we are 
amending Rule 301 of Regulation S-T to provide for the incorporation by 
reference into the Code of Federal Regulations of the current 
revisions. This incorporation by

[[Page 25805]]

reference was approved by the Director of the Federal Register in 
accordance with 5 U.S.C. 552(a) and 1 CFR part 51.
    The updated EDGAR Filer Manual is available at https://www.sec.gov/edgar/filer-information/current-edgar-filer-manual. Typically, the 
EDGAR Filer Manual is also available for website viewing and printing 
in the Commission's Public Reference Room, 100 F Street NE, Washington, 
DC 20549, on official business days between the hours of 10 a.m. and 3 
p.m. Due to pandemic conditions, however, access to the Commission's 
Public Reference Room is not permitted at this time.

V. Administrative Law Matters; Effective and Compliance Dates

    Because the Filer Manual, and form and rule amendments, relate 
solely to agency procedures or practice and do not substantially alter 
the rights and obligations of non-agency parties, publication for 
notice and comment is not required under the Administrative Procedure 
Act (``APA'').\10\ It follows that the amendments do not require 
analysis under requirements of the Regulatory Flexibility Act \11\ or a 
report to Congress under the Small Business Regulatory Fairness 
Act.\12\
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    \10\ 5 U.S.C. 553(b)(A).
    \11\ 5 U.S.C. 601-612.
    \12\ 5 U.S.C. 804(3)(C).
---------------------------------------------------------------------------

    The effective date for the Filer Manual, Form ID, and related rule 
amendments is May 11, 2021. The compliance date for the updated Volume 
I of the Filer Manual, Form ID amendments (17 CFR 239.63, 17 CFR 
249.446, 17 CFR 269.7, and 17 CFR 274.402), and 17 CFR 232.10(b) is 
June 25, 2021.
    In accordance with the APA,\13\ we find that there is good cause to 
establish an effective date less than 30 days after publication of 
these rules. The Commission believes that establishing an effective 
date less than 30 days after publication of these rules is necessary to 
coordinate the effectiveness of the updated Filer Manual with the 
related system upgrades.
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    \13\ 5 U.S.C. 553(d)(3).
---------------------------------------------------------------------------

VI. Statutory Basis

    We are adopting the amendments to Regulation S-T and Form ID under 
the authority in Sections 6, 7, 8, 10, and 19(a) of the Securities Act 
of 1933,\14\ Sections 3, 12, 13, 14, 15, 15B, 23, and 35A of the 
Securities Exchange Act of 1934,\15\ Section 319 of the Trust Indenture 
Act of 1939,\16\ and Sections 8, 30, 31, and 38 of the Investment 
Company Act of 1940.\17\
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    \14\ 15 U.S.C. 77f, 77g, 77h, 77j, and 77s(a).
    \15\ 15 U.S.C. 78c, 78l, 78m, 78n, 78o, 78o-4, 78w, and 78ll.
    \16\ 15 U.S.C. 77sss.
    \17\ 15 U.S.C. 80a-8, 80a-29, 80a-30, and 80a-37.
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List of Subjects

 17 CFR Parts 232

    Incorporation by reference, Reporting and recordkeeping 
requirements, Securities.

 17 CFR Parts 239, 249, 269 and 274

    Reporting and recordkeeping requirements, Securities.

Text of the Amendments

    In accordance with the foregoing, title 17, chapter II of the Code 
of Federal Regulations is amended as follows:

PART 232--REGULATION S-T--GENERAL RULES AND REGULATIONS FOR 
ELECTRONIC FILINGS

0
1. The authority citation for part 232 continues to read, in part, as 
follows:

    Authority: 15 U.S.C. 77c, 77f, 77g, 77h, 77j, 77s(a), 77z-3, 
77sss(a), 78c(b), 78l, 78m, 78n, 78o(d), 78w(a), 78ll, 80a-6(c), 
80a-8, 80a-29, 80a-30, 80a-37, 7201 et seq.; and 18 U.S.C. 1350, 
unless otherwise noted.
* * * * *


Sec.  232.10  [Amended]

0
2. Amend Sec.  232.10(b) by removing the phrase ``to whom the 
Commission previously has not assigned a Central Index Key (CIK) 
code,''.

0
3. Revise Sec.  232.301 to read as follows:


Sec.  232.301  EDGAR Filer Manual.

    Filers must prepare electronic filings in the manner prescribed by 
the EDGAR Filer Manual, promulgated by the Commission, which sets forth 
the technical formatting requirements for electronic submissions. The 
requirements for becoming an EDGAR Filer and updating company data are 
set forth in the updated EDGAR Filer Manual, Volume I: ``General 
Information,'' Version 37 (March 2021). The requirements for filing on 
EDGAR are set forth in the updated EDGAR Filer Manual, Volume II: 
``EDGAR Filing,'' Version 57 (March 2021). All of these provisions have 
been incorporated by reference into the Code of Federal Regulations, 
which action was approved by the Director of the Federal Register in 
accordance with 5 U.S.C. 552(a) and 1 CFR part 51. You must comply with 
these requirements in order for documents to be timely received and 
accepted. The EDGAR Filer Manual is available at https://www.sec.gov/edgar/filer-information/current-edgar-filer-manual. The EDGAR Filer 
Manual is also available for website viewing and printing in the 
Commission's Public Reference Room, 100 F Street NE, Washington, DC 
20549, on official business days between the hours of 10 a.m. and 3 
p.m. You can also inspect the document at the National Archives and 
Records Administration (NARA). For information on the availability of 
this material at NARA, email [email protected], or go to: https://www.archives.gov/federal-register/cfr/ibr-locations.html.

PART 239--FORMS PRESCRIBED UNDER THE SECURITIES ACT OF 1933

0
4. The authority citation for part 239 continues to read, in part, as 
follows:

    Authority:  15 U.S.C. 77c, 77f, 77g, 77h, 77j, 77s, 77z-2, 77z-
3, 77sss, 78c, 78l, 78m,78n, 78o(d), 78o-7 note, 78u-5, 78w(a), 
78ll, 78mm, 80a-2(a), 80a-3, 80a-8, 80a-9, 80a-10, 80a-13, 80a-24, 
80a-26, 80a-29, 80a-30, and 80a-37; and sec. 107, Pub. L. 112-106, 
126 Stat. 312, unless otherwise noted.
* * * * *


Sec.  239.63  [Amended]

0
5. In Sec.  239.63, amend the introductory text by removing the phrase 
``to whom the Commission previously has not assigned a Central Index 
Key (CIK) code,''.

PART 249--FORMS, SECURITIES EXCHANGE ACT OF 1934

0
6. The authority citation for part 249 continues to read, in part, as 
follows:

    Authority: 15 U.S.C. 78a et seq. and 7201 et seq.; 12 U.S.C. 
5461 et seq.; 18 U.S.C. 1350; Sec. 953(b), Pub. L. 111-203, 124 
Stat. 1904; Sec. 102(a)(3), Pub. L. 112-106, 126 Stat. 309 (2012); 
Sec. 107, Pub. L. 112-106, 126 Stat. 313 (2012), and Sec. 72001, 
Pub. L. 114-94, 129 Stat. 1312 (2015), unless otherwise noted.
* * * * *


Sec.  249.446  [Amended]

0
7. In Sec.  249.446, amend the introductory text by removing the phrase 
``to whom the Commission previously has not assigned a Central Index 
Key (CIK) code,''.

PART 269--FORMS PRESCRIBED UNDER THE TRUST INDENTURE ACT OF 1939

0
8. The authority citation for part 269 continues to read as follows:

    Authority: 15 U.S.C. 77ddd(c), 77eee, 77ggg, 77hhh, 77iii, 
77jjj, 77sss, and 78ll(d), unless otherwise noted.
* * * * *

[[Page 25806]]

Sec.  269.7  [Amended]

0
9. In Sec.  269.7, amend the introductory text by removing the phrase 
``to whom the Commission previously has not assigned a Central Index 
Key (CIK) code,''.

PART 274--FORMS PRESCRIBED UNDER THE INVESTMENT COMPANY ACT OF 1940

0
10. The authority citation for part 274 continues to read, in part, as 
follows:

    Authority:  15 U.S.C. 77f, 77g, 77h, 77j, 77s, 78c(b), 78l, 78m, 
78n, 78o(d), 80a-8, 80a-24, 80a-26, and 80a-29, and Pub. L. 111-203, 
sec. 939A, 124 Stat. 1376 (2010), unless otherwise noted.
* * * * *


Sec.  274.402  [Amended]

0
11. In Sec.  274.402, amend the introductory text by removing the 
phrase ``to whom the Commission previously has not assigned a Central 
Index Key (CIK) code,''.

0
12. Form ID (referenced in Sec. Sec.  239.63, 249.446, 259.602, 269.7 
and 274.402) is amended by:

    Note:  The text of Form ID does not, and the amendments will 
not, appear in the Code of Federal Regulations.

0
a. In the instructions to the form, removing ``to whom the Commission 
previously has not assigned a Central Index Key (CIK) code,'' from the 
first sentence in the section entitled ``Using and Preparing Form ID'';
0
b. In the instructions to the form, revising the third paragraph in the 
section entitled ``Using and Preparing Form ID'' to read as follows: 
``The applicant must provide applicable responses within the Form ID 
electronic filing. The applicant can save a partial or full Form ID 
electronic filing. At the completion of filling out the online form, 
the applicant must sign the copy within the ``Form ID: Notarized 
Authentication'' section and have the signature notarized to confirm 
authenticity of the Form ID filing. This signed and notarized document 
will fulfill the authenticating document requirement. This 
authenticated document must be attached to the
0
c. electronic Form ID filing in PDF format.''; and
0
d. In the instructions to the form, removing the last sentence in the 
second paragraph under ``Contact for EDGAR Information, Inquiries, and 
Access Codes'' in the section entitled ``Section III--Contact 
Information.''

    By the Commission.

    Dated: March 18, 2021.
Vanessa A. Countryman,
Secretary.
[FR Doc. 2021-08759 Filed 5-10-21; 8:45 am]
BILLING CODE 8011-01-P
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