Adoption of Updated EDGAR Filer Manual, 40308-40310 [2021-15317]
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40308
Federal Register / Vol. 86, No. 142 / Wednesday, July 28, 2021 / Rules and Regulations
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surface and IFR arrivals descending
below 1,500 feet above the surface. To
properly contain arriving and departing
IFR aircraft, the radius south of the
airport is reduced from 6.9 miles to 5
miles. The radius north of the airport is
increased from 6.9 miles to 7.3 miles.
Also, the area extending north of the
airport is increased to properly contain
IFR aircraft performing a procedure turn
maneuver for the NDB–A Approach.
This action also removes the Class E
airspace extending upward from 1,200
feet above the surface. This airspace
area is wholly contained within the
Denver en route airspace and
duplication is not necessary.
Further, this action removes the
Saratoga NDB and the Cherokee VOR/
DME from the Class E5’s text header and
airspace description. The navigational
aids (NAVAIDs) are not needed to
define the airspace and removal of the
NAVAIDs simplifies the airspace
description.
Lastly, the action implements several
administrative updates to the airspace
text header. The city name is removed
from the second line of the text header,
and the airport’s geographic coordinates
on the third line of the text header are
updated to ‘‘lat. 41°26′37″ N, long.
106°49′39″ W,’’ to match the FAA
database.
FAA Order 7400.11, Airspace
Designations and Reporting Points, is
published yearly and effective on
September 15.
Regulatory Notices and Analyses
The FAA has determined that this
regulation only involves an established
body of technical regulations for which
frequent and routine amendments are
necessary to keep them operationally
current, is non-controversial, and
unlikely to result in adverse or negative
comments. It, therefore: (1) Is not a
‘‘significant regulatory action’’ under
Executive Order 12866; (2) is not a
‘‘significant rule’’ under DOT
Regulatory Policies and Procedures (44
FR 11034; February 26, 1979); and (3)
does not warrant preparation of a
regulatory evaluation as the anticipated
impact is so minimal. Since this is a
routine matter that will only affect air
traffic procedures and air navigation, it
is certified that this rule, when
promulgated, would not have a
significant economic impact on a
substantial number of small entities
under the criteria of the Regulatory
Flexibility Act.
Environmental Review
The FAA has determined that this
action qualifies for categorical exclusion
under the National Environmental
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Policy Act in accordance with FAA
Order 1050.1F, ‘‘Environmental
Impacts: Policies and Procedures,’’
paragraph 5–6.5a. This airspace action
is not expected to cause any potentially
significant environmental impacts, and
no extraordinary circumstances exist
that warrant the preparation of an
environmental assessment.
List of Subjects in 14 CFR Part 71
SECURITIES AND EXCHANGE
COMMISSION
17 CFR Parts 232
[Release Nos. 33–10948; 34–92216; 39–
2539; IC–34304]
Adoption of Updated EDGAR Filer
Manual
Airspace, Incorporation by reference,
Navigation (air).
Securities and Exchange
Commission.
ACTION: Final rule.
Adoption of the Amendment
SUMMARY:
In consideration of the foregoing, the
Federal Aviation Administration
amends 14 CFR part 71 as follows:
PART 71—DESIGNATION OF CLASS A,
B, C, D, AND E AIRSPACE AREAS; AIR
TRAFFIC SERVICE ROUTES; AND
REPORTING POINTS
1. The authority citation for 14 CFR
part 71 continues to read as follows:
■
Authority: 49 U.S.C. 106(f), 106(g), 40103,
40113, 40120; E.O. 10854, 24 FR 9565, 3 CFR,
1959–1963 Comp., p. 389.
§ 71.1
[Amended]
2. The incorporation by reference in
14 CFR 71.1 of FAA Order 7400.11E,
Airspace Designations and Reporting
Points, dated July 21, 2020, and
effective September 15, 2020, is
amended as follows:
■
Paragraph 6005 Class E Airspace Areas
Extending Upward from 700 feet or more
above the Surface of the Earth.
*
*
*
ANM WY E5
*
*
Saratoga, WY [Amended]
Shively Field Airport, WY
(Lat. 41°26′37″ N, long. 106°49′39″ W)
That airspace extending upward from 700
feet above the surface within a 5-mile radius
of the airport beginning at the 075° bearing
from the airport clockwise to the 234° bearing
from the airport, and within a 7.3-mile radius
of the airport beginning at the 234° bearing
from the airport clockwise to the 075° bearing
from the airport, and within 4 miles east and
8 miles west of the 341° bearing from the
airport, extending from the 7.3-miles radius
to 16.1 miles north of the airport.
Issued in Des Moines, Washington, on July
22, 2021.
Maria A. Aviles,
Acting Group Manager, Operations Support
Group, Western Service Center.
[FR Doc. 2021–15988 Filed 7–27–21; 8:45 am]
BILLING CODE 4910–13–P
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AGENCY:
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’’) and related
rules. The EDGAR system was upgraded
on June 18, 2021.
DATES:
Effective date: July 28, 2021.
Incorporation by reference: The
incorporation by reference of the
EDGAR Filer Manual is approved by the
Director as of July 28, 2021.
FOR FURTHER INFORMATION CONTACT: For
questions regarding the amendments to
Volumes I and II of the Filer Manual
and related rules, please contact
Rosemary Filou, Chief Counsel, or Jane
Patterson, Senior Counsel, in the
EDGAR Business Office at (202) 551–
3900. For questions concerning Form
N–CEN updates, please contact Heather
Fernandez in the Division of Investment
Management at (202) 551–6708. For
questions concerning the changes to
Forms S–1, S–3, F–1 and F–3, please
contact Chris 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 38 (June 2021)
and Volume II: ‘‘EDGAR Filing,’’
Version 58 (June 2021). 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
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Federal Register / Vol. 86, No. 142 / Wednesday, July 28, 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.
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II. Amendments to Volumes I of the
Filer Manual
The EDGAR System was updated in
Release 21.2 and the following update is
being made to Volume I of the EDGAR
Filer Manual.
Volume I of the EDGAR Filer Manual
sets forth the requirements, among other
things, for securely maintaining EDGAR
access codes, maintaining current
company information in EDGAR, and
obtaining a new passphrase—the access
code that allows a filer to reset other
codes—when the passphrase is lost or
compromised. A filer who has lost their
passphrase may reset it by requesting a
security token be sent to the contact
email address on record for the account.
Individuals frequently contact the
Commission, however, indicating they
represent the filer but do not have
EDGAR access codes, and the contact
email on file is not current. Volume I
allows these filers to regain access to
their EDGAR account through a
‘‘manual passphrase’’ request. The
Commission staff attempts to carefully
screen these requests, and Volume I is
being amended to add requirements to
enable Commission staff to more
effectively assess manual passphrase
requests.
The amendments will require filers to
upload specified supporting
documentation to demonstrate the
relationships between the entity
requesting access and the existing
EDGAR account, and the entity
requesting access and the individual
acting for that entity. Filers seeking
access to an existing EDGAR account for
which they have neither the access
codes nor the current contact email
address would be required to submit
documents with the request for access,
and additional documents as requested
by SEC staff. The amendments will also
provide that filers seeking access under
this process must allow at least five (5)
business days for processing of the
request, and must respond to requests
from SEC staff for additional
information and documents.
III. Edgar System Changes and
Associated Modifications to Volume II
of the Edgar Filer Manual
EDGAR is being updated in Release
21.2, and was previously updated in
21.1.3, and corresponding amendments
1 See
Rule 301.
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to Volume II of the Filer Manual are
being made to reflect these changes, as
described below.2
On April 8, 2020, the Commission
amended Forms S–1, S–3, F–1 and F–
3 to enable issuers of Exchange Traded
Vehicle Securities to register an
indeterminate number of shares and to
pay fees annually based on net
issuances, or to register a fixed amount
of the securities and pay the associated
fees.3 EDGAR Release 21.2 updates
submission form types S–1, S1/A, S–3,
S–3/A, F–1, F–1/A, F–3 and F–3/A to
include ‘‘Exchange Traded Vehicle
Securities’’ as a new security type. See
Chapter 7 (Preparing and Transmitting
EDGARLink Online Submissions) of the
EDGAR Filer Manual, Volume II:
‘‘EDGAR Filing.’’
On October 7, 2020, the Commission
adopted new rules and amended
existing rules and forms to create a
comprehensive regulatory framework
for fund of funds arrangements.4 As part
of the new rule, Release 21.2 updates
submission form types N–CEN and N–
CENA to include updated form content
and adds two new questions on the form
types related to unit investment trusts in
Part F., and to management companies
in Part C. See Chapter 8 (Preparing and
Transmitting Online Submissions) of
the EDGAR Filer Manual, Volume II:
‘‘EDGAR Filing.’’
Also, the following updates will be
made to Volume II of EDGAR Filer
Manual:
Updates to technical instructions will
be added to support filers with
constructing attached documents and
document types and interactive data.
See Chapter 5 (Constructing Attached
Documents and Document Types) and
Chapter 6 (Interactive Data) of the
EDGAR Filer Manual, Volume II:
‘‘EDGAR Filing.’’
The EDGAR Frequently Asked
Questions (FAQ) screens of the EDGAR
Filing website and the EDGAR Filer
Management website will be updated to
remove the ‘‘EDGAR Quick Reference
Guides’’ hyperlink.5 See Appendix B
(Frequently Asked Questions) of the
EDGAR Filer Manual, Volume II:
‘‘EDGAR Filing.’’
EDGAR Release 21.1.3 also
introduced the following software
2 EDGAR Release 21.2 will be deployed on or
about June 21, 2021. EDGAR Release 21.1.3 was
deployed on May 7, 2021.
3 See Securities Offering Reform for Closed End
Investment Companies, Release 33–10771 (Apr. 8,
2020) [85 FR 33290 (June 1, 2020)].
4 See Fund of Fund Arrangements, Release No.
33–10871 (Oct. 7, 2020) [85 FR 73924 (Nov. 19,
2020)].
5 The ‘‘EDGAR Quick Reference Guide’’ was
removed from Volume I of the EDGAR Filer Manual
in Release 20.4.
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40309
changes and the Filer Manual is being
revised accordingly:
• In accordance with Release 33–
10884,6 submission form types C, C/A,
and C–U were updated to increase the
offering limit from $1,070,000 to
$5,000,000. Filers can specify up to
$5,000,000 for the Target Offering
Amount and Maximum Offering
Amount. See Chapter 8 (Preparing and
Transmitting Online Submissions) of
the EDGAR Filer Manual, Volume II:
‘‘EDGAR Filing.’’
• In Release 33–10231,7 the
Commission rescinded Forms N–Q and
N–SAR. Accordingly, effective May 10,
2021, Release 21.1.3 modified EDGAR to
no longer accept the following form
types: N–Q, N–Q/A, NSAR–A, NSAR–
A/A, NSAR–AT, NSAR–AT/A, NSAR–
B, NSAR–B/A, NSAR–BT, NSAR–BT/A,
NSAR–U, NSAR–U/A, NT–NSAR, and
NT–NSAR/A. See Chapter 3 (Index to
Forms), Chapter 7 (Preparing and
Transmitting EDGARLink Online
Submissions), Appendix C (EDGAR
Submission Types), and Appendix E
(Automated Conformance Rules for
EDGAR Data Fields) of the EDGAR Filer
Manual, Volume II: ‘‘EDGAR Filing.’’
Additional update and minor
corrections made to the EDGAR Filer
Manual, Volume II: ‘‘EDGAR Filing’’
include:
• Updates to instructions for filing
Form X–17A–5 Part III noting the staff
of the Division of Trading and Markets’
temporary conditional no-action
position for broker-dealers that are
unable to obtain notarization services
due to difficulties arising from COVID–
19. See Section 8.2.20 of Chapter 8
(Preparing and Transmitting Online
Submissions).
• Correction of the title ‘‘EDGAR TA
XML Technical Specification.’’ See
Chapter 3 (Index to Forms).
• Replacement of Figure 8–188:
‘‘Signature Screen for submission form
type X–17A–5.’’
• Updates to references to ‘‘Convert
Paper Only Filer to Electronic Filer’’ to
‘‘Apply for EDGAR Access: Applicants
With a CIK but Without EDGAR Access
Codes.’’ 8
6 See Facilitating Capital Formation and
Expanding Investment Opportunities by Improving
Access to Capital in Private Markets, Release 33–
10884 (Nov. 2, 2020) [86 FR 3496 (Jan. 14, 2021)].
7 See Investment Company Reporting
Modernization, Release 33–10231 (Oct. 13, 2016)
[81 FR 81870 (Nov. 18, 2016)].
8 Starting June 25, 2021, applicants for EDGAR
access who previously used the ‘‘Convert Paper
Only Filer to Electronic Filer’’ process would now
be required to submit the Form ID and an
authenticating document to apply for access to file
on EDGAR. See Adoption of Updated EDGAR Filer
Manual, Form ID Amendments, Release No. 33–
10935 [86 FR 25803].
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Federal Register / Vol. 86, No. 142 / Wednesday, July 28, 2021 / Rules and Regulations
EDGAR Release 21.2 also introduces
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
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.
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V. Administrative Law Matters
Securities Act of 1933,13 Sections 3, 12,
13, 14, 15, 15B, 23, and 35A of the
Securities Exchange Act of 1934,14
Section 319 of the Trust Indenture Act
of 1939,15 and Sections 8, 30, 31, and 38
of the Investment Company Act of
1940.16
List of Subjects in 17 CFR Part 232
Incorporation by reference, 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.
2. Section 232.301 is revised to read
as follows:
■
§ 232.301
EDGAR Filer Manual.
13 15
U.S.C. 77f, 77g, 77h, 77j, and 77s(a).
14 15 U.S.C. 78c, 78l, 78m, 78n, 78o, 78o–4, 78w,
and 78ll.
15 15 U.S.C. 77 sss.
16 15 U.S.C. 80a–8, 80a–29, 80a–30, and 80a–37.
U.S.C. 553(b)(A).
U.S.C. 601–612.
11 5 U.S.C. 804(3)(C).
12 5 U.S.C. 553(d)(3).
10 5
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By the Commission.
Dated: June 21, 2021.
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2021–15317 Filed 7–27–21; 8:45 am]
BILLING CODE 8011–01–P
■
Filers must prepare electronic filings
Because the Filer Manual, and form
in the manner prescribed by the EDGAR
and rule amendments, relate solely to
Filer Manual, promulgated by the
agency procedures or practice and do
Commission, which sets forth the
not substantially alter the rights and
technical formatting requirements for
obligations of non-agency parties,
electronic submissions. The
publication for notice and comment is
requirements for becoming an EDGAR
not required under the Administrative
Filer and updating company data are set
Procedure Act (‘‘APA’’).9 It follows that
forth in the updated EDGAR Filer
the amendments do not require analysis Manual, Volume I: ‘‘General
under requirements of the Regulatory
Information,’’ Version 38 (June 2021).
Flexibility Act 10 or a report to Congress The requirements for filing on EDGAR
under the Small Business Regulatory
are set forth in the updated EDGAR Filer
Fairness Act.11
Manual, Volume II: ‘‘EDGAR Filing,’’
The effective date for the updated
Version 58 (June 2021). All of these
Filer Manual and related rule
provisions have been incorporated by
amendments is July 28, 2021. In
reference into the Code of Federal
accordance with the APA,12 we find that Regulations, which action was approved
there is good cause to establish an
by the Director of the Federal Register
effective date less than 30 days after
in accordance with 5 U.S.C. 552(a) and
publication of these rules. The
1 CFR part 51. You must comply with
Commission believes that establishing
these requirements in order for
an effective date less than 30 days after
documents to be timely received and
publication of these rules is necessary to accepted. The EDGAR Filer Manual is
coordinate the effectiveness of the
available at https://www.sec.gov/edgar/
updated Filer Manual with the related
filer-information/current-edgar-filersystem upgrades.
manual. Typically, the EDGAR Filer
Manual is also available for website
VI. Statutory Basis
viewing and printing in the
We are adopting the amendments to
Commission’s Public Reference Room,
Regulation S–T under the authority in
100 F Street NE, Washington, DC 20549,
Sections 6, 7, 8, 10, and 19(a) of the
95
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. 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.
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DEPARTMENT OF THE TREASURY
Office of Foreign Assets Control
31 CFR Part 589
Publication of Ukraine-Related Web
General License 15 and Subsequent
Iterations
Office of Foreign Assets
Control, Treasury.
ACTION: Publication of web general
licenses.
AGENCY:
The Department of the
Treasury’s Office of Foreign Assets
Control (OFAC) is publishing 11
Ukraine-related web general licenses
(GLs) in the Federal Register: GL 15, GL
15A, GL 15B, GL 15C, GL 15D, GL 15E,
GL 15F, GL 15G, GL 15H, and GL 15I,
each of which is now expired and was
previously issued on OFAC’s website, as
well as GL 15J, which was also
previously issued on OFAC’s website
and expires on January 26, 2022.
DATES: GL 15J was issued on December
23, 2020 and expires on January 26,
2022. See SUPPLEMENTARY INFORMATION
of this rule for additional relevant dates.
FOR FURTHER INFORMATION CONTACT:
OFAC: Assistant Director for Licensing,
202–622–2480; Assistant Director for
Regulatory Affairs, 202–622–4855; or
Assistant Director for Sanctions
Compliance & Evaluation, 202–622–
2490.
SUMMARY:
SUPPLEMENTARY INFORMATION:
Electronic Availability
This document and additional
information concerning OFAC are
available on OFAC’s website:
www.treasury.gov/ofac.
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Agencies
[Federal Register Volume 86, Number 142 (Wednesday, July 28, 2021)]
[Rules and Regulations]
[Pages 40308-40310]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2021-15317]
=======================================================================
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
17 CFR Parts 232
[Release Nos. 33-10948; 34-92216; 39-2539; IC-34304]
Adoption of Updated EDGAR Filer Manual
AGENCY: Securities and Exchange Commission.
ACTION: Final rule.
-----------------------------------------------------------------------
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'') and related rules. The
EDGAR system was upgraded on June 18, 2021.
DATES:
Effective date: July 28, 2021.
Incorporation by reference: The incorporation by reference of the
EDGAR Filer Manual is approved by the Director as of July 28, 2021.
FOR FURTHER INFORMATION CONTACT: For questions regarding the amendments
to Volumes I and II of the Filer Manual and related rules, please
contact Rosemary Filou, Chief Counsel, or Jane Patterson, Senior
Counsel, in the EDGAR Business Office at (202) 551-3900. For questions
concerning Form N-CEN updates, please contact Heather Fernandez in the
Division of Investment Management at (202) 551-6708. For questions
concerning the changes to Forms S-1, S-3, F-1 and F-3, please contact
Chris 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 38 (June 2021) and
Volume II: ``EDGAR Filing,'' Version 58 (June 2021). 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 40309]]
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.
---------------------------------------------------------------------------
\1\ See Rule 301.
---------------------------------------------------------------------------
II. Amendments to Volumes I of the Filer Manual
The EDGAR System was updated in Release 21.2 and the following
update is being made to Volume I of the EDGAR Filer Manual.
Volume I of the EDGAR Filer Manual sets forth the requirements,
among other things, for securely maintaining EDGAR access codes,
maintaining current company information in EDGAR, and obtaining a new
passphrase--the access code that allows a filer to reset other codes--
when the passphrase is lost or compromised. A filer who has lost their
passphrase may reset it by requesting a security token be sent to the
contact email address on record for the account. Individuals frequently
contact the Commission, however, indicating they represent the filer
but do not have EDGAR access codes, and the contact email on file is
not current. Volume I allows these filers to regain access to their
EDGAR account through a ``manual passphrase'' request. The Commission
staff attempts to carefully screen these requests, and Volume I is
being amended to add requirements to enable Commission staff to more
effectively assess manual passphrase requests.
The amendments will require filers to upload specified supporting
documentation to demonstrate the relationships between the entity
requesting access and the existing EDGAR account, and the entity
requesting access and the individual acting for that entity. Filers
seeking access to an existing EDGAR account for which they have neither
the access codes nor the current contact email address would be
required to submit documents with the request for access, and
additional documents as requested by SEC staff. The amendments will
also provide that filers seeking access under this process must allow
at least five (5) business days for processing of the request, and must
respond to requests from SEC staff for additional information and
documents.
III. Edgar System Changes and Associated Modifications to Volume II of
the Edgar Filer Manual
EDGAR is being updated in Release 21.2, and was previously updated
in 21.1.3, and corresponding amendments to Volume II of the Filer
Manual are being made to reflect these changes, as described below.\2\
---------------------------------------------------------------------------
\2\ EDGAR Release 21.2 will be deployed on or about June 21,
2021. EDGAR Release 21.1.3 was deployed on May 7, 2021.
---------------------------------------------------------------------------
On April 8, 2020, the Commission amended Forms S-1, S-3, F-1 and F-
3 to enable issuers of Exchange Traded Vehicle Securities to register
an indeterminate number of shares and to pay fees annually based on net
issuances, or to register a fixed amount of the securities and pay the
associated fees.\3\ EDGAR Release 21.2 updates submission form types S-
1, S1/A, S-3, S-3/A, F-1, F-1/A, F-3 and F-3/A to include ``Exchange
Traded Vehicle Securities'' as a new security type. See Chapter 7
(Preparing and Transmitting EDGARLink Online Submissions) of the EDGAR
Filer Manual, Volume II: ``EDGAR Filing.''
---------------------------------------------------------------------------
\3\ See Securities Offering Reform for Closed End Investment
Companies, Release 33-10771 (Apr. 8, 2020) [85 FR 33290 (June 1,
2020)].
---------------------------------------------------------------------------
On October 7, 2020, the Commission adopted new rules and amended
existing rules and forms to create a comprehensive regulatory framework
for fund of funds arrangements.\4\ As part of the new rule, Release
21.2 updates submission form types N-CEN and N-CENA to include updated
form content and adds two new questions on the form types related to
unit investment trusts in Part F., and to management companies in Part
C. See Chapter 8 (Preparing and Transmitting Online Submissions) of the
EDGAR Filer Manual, Volume II: ``EDGAR Filing.''
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\4\ See Fund of Fund Arrangements, Release No. 33-10871 (Oct. 7,
2020) [85 FR 73924 (Nov. 19, 2020)].
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Also, the following updates will be made to Volume II of EDGAR
Filer Manual:
Updates to technical instructions will be added to support filers
with constructing attached documents and document types and interactive
data. See Chapter 5 (Constructing Attached Documents and Document
Types) and Chapter 6 (Interactive Data) of the EDGAR Filer Manual,
Volume II: ``EDGAR Filing.''
The EDGAR Frequently Asked Questions (FAQ) screens of the EDGAR
Filing website and the EDGAR Filer Management website will be updated
to remove the ``EDGAR Quick Reference Guides'' hyperlink.\5\ See
Appendix B (Frequently Asked Questions) of the EDGAR Filer Manual,
Volume II: ``EDGAR Filing.''
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\5\ The ``EDGAR Quick Reference Guide'' was removed from Volume
I of the EDGAR Filer Manual in Release 20.4.
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EDGAR Release 21.1.3 also introduced the following software changes
and the Filer Manual is being revised accordingly:
In accordance with Release 33-10884,\6\ submission form
types C, C/A, and C-U were updated to increase the offering limit from
$1,070,000 to $5,000,000. Filers can specify up to $5,000,000 for the
Target Offering Amount and Maximum Offering Amount. See Chapter 8
(Preparing and Transmitting Online Submissions) of the EDGAR Filer
Manual, Volume II: ``EDGAR Filing.''
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\6\ See Facilitating Capital Formation and Expanding Investment
Opportunities by Improving Access to Capital in Private Markets,
Release 33-10884 (Nov. 2, 2020) [86 FR 3496 (Jan. 14, 2021)].
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In Release 33-10231,\7\ the Commission rescinded Forms N-Q
and N-SAR. Accordingly, effective May 10, 2021, Release 21.1.3 modified
EDGAR to no longer accept the following form types: N-Q, N-Q/A, NSAR-A,
NSAR-A/A, NSAR-AT, NSAR-AT/A, NSAR-B, NSAR-B/A, NSAR-BT, NSAR-BT/A,
NSAR-U, NSAR-U/A, NT-NSAR, and NT-NSAR/A. See Chapter 3 (Index to
Forms), Chapter 7 (Preparing and Transmitting EDGARLink Online
Submissions), Appendix C (EDGAR Submission Types), and Appendix E
(Automated Conformance Rules for EDGAR Data Fields) of the EDGAR Filer
Manual, Volume II: ``EDGAR Filing.''
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\7\ See Investment Company Reporting Modernization, Release 33-
10231 (Oct. 13, 2016) [81 FR 81870 (Nov. 18, 2016)].
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Additional update and minor corrections made to the EDGAR Filer
Manual, Volume II: ``EDGAR Filing'' include:
Updates to instructions for filing Form X-17A-5 Part III
noting the staff of the Division of Trading and Markets' temporary
conditional no-action position for broker-dealers that are unable to
obtain notarization services due to difficulties arising from COVID-19.
See Section 8.2.20 of Chapter 8 (Preparing and Transmitting Online
Submissions).
Correction of the title ``EDGAR TA XML Technical
Specification.'' See Chapter 3 (Index to Forms).
Replacement of Figure 8-188: ``Signature Screen for
submission form type X-17A-5.''
Updates to references to ``Convert Paper Only Filer to
Electronic Filer'' to ``Apply for EDGAR Access: Applicants With a CIK
but Without EDGAR Access Codes.'' \8\
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\8\ Starting June 25, 2021, applicants for EDGAR access who
previously used the ``Convert Paper Only Filer to Electronic Filer''
process would now be required to submit the Form ID and an
authenticating document to apply for access to file on EDGAR. See
Adoption of Updated EDGAR Filer Manual, Form ID Amendments, Release
No. 33-10935 [86 FR 25803].
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[[Page 40310]]
EDGAR Release 21.2 also introduces 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 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
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'').\9\ It follows that the amendments do not require
analysis under requirements of the Regulatory Flexibility Act \10\ or a
report to Congress under the Small Business Regulatory Fairness
Act.\11\
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\9\ 5 U.S.C. 553(b)(A).
\10\ 5 U.S.C. 601-612.
\11\ 5 U.S.C. 804(3)(C).
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The effective date for the updated Filer Manual and related rule
amendments is July 28, 2021. In accordance with the APA,\12\ 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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\12\ 5 U.S.C. 553(d)(3).
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VI. Statutory Basis
We are adopting the amendments to Regulation S-T under the
authority in Sections 6, 7, 8, 10, and 19(a) of the Securities Act of
1933,\13\ Sections 3, 12, 13, 14, 15, 15B, 23, and 35A of the
Securities Exchange Act of 1934,\14\ Section 319 of the Trust Indenture
Act of 1939,\15\ and Sections 8, 30, 31, and 38 of the Investment
Company Act of 1940.\16\
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\13\ 15 U.S.C. 77f, 77g, 77h, 77j, and 77s(a).
\14\ 15 U.S.C. 78c, 78l, 78m, 78n, 78o, 78o-4, 78w, and 78ll.
\15\ 15 U.S.C. 77 sss.
\16\ 15 U.S.C. 80a-8, 80a-29, 80a-30, and 80a-37.
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List of Subjects in 17 CFR Part 232
Incorporation by reference, 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.
0
2. Section 232.301 is revised 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 38 (June 2021). The requirements for filing on
EDGAR are set forth in the updated EDGAR Filer Manual, Volume II:
``EDGAR Filing,'' Version 58 (June 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. 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. 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.
By the Commission.
Dated: June 21, 2021.
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2021-15317 Filed 7-27-21; 8:45 am]
BILLING CODE 8011-01-P