Submission for OMB Review; Comment Request; Extension: Rule 23c-3 and Form N-23c-3, 74313-74314 [2024-20700]

Download as PDF Federal Register / Vol. 89, No. 177 / Thursday, September 12, 2024 / Notices change should be approved or disapproved. IV. Solicitation of Comments Interested persons are invited to submit written data, views and arguments concerning the foregoing, including whether the proposed rule change is consistent with the Act. Comments may be submitted by any of the following methods: • Use the Commission’s internet comment form (https://www.sec.gov/ rules/sro.shtml); or • Send an email to rule-comments@ sec.gov. Please include file number SR– NYSENAT–2024–24 on the subject line. Paper Comments ddrumheller on DSK120RN23PROD with NOTICES1 • Send paper comments in triplicate to Secretary, Securities and Exchange Commission, 100 F Street NE, Washington, DC 20549–1090. All submissions should refer to file number SR–NYSENAT–2024–24. This file number should be included on the subject line if email is used. To help the Commission process and review your comments more efficiently, please use only one method. The Commission will post all comments on the Commission’s internet website (https://www.sec.gov/ rules/sro.shtml). Copies of the submission, all subsequent amendments, all written statements with respect to the proposed rule change that are filed with the Commission, and all written communications relating to the proposed rule change between the Commission and any person, other than those that may be withheld from the public in accordance with the provisions of 5 U.S.C. 552, will be 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. Copies of the filing also will be available for inspection and copying at the principal office of the Exchange. Do not include personal identifiable information in submissions; you should submit only information that you wish to make available publicly. We may redact in part or withhold entirely from publication submitted material that is obscene or subject to copyright protection. All submissions should refer to file number SR–NYSENAT–2024–24 and should be submitted on or before October 3, 2024. 20:43 Sep 11, 2024 [FR Doc. 2024–20641 Filed 9–11–24; 8:45 am] BILLING CODE 8011–01–P SECURITIES AND EXCHANGE COMMISSION [SEC File No. 270–373, OMB Control No. 3235–0422] Electronic Comments VerDate Sep<11>2014 For the Commission, by the Division of Trading and Markets, pursuant to delegated authority.25 Sherry R. Haywood, Assistant Secretary. Jkt 262001 Submission for OMB Review; Comment Request; Extension: Rule 23c–3 and Form N–23c–3 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 et seq.), the Securities and Exchange Commission (the ‘‘Commission’’) has submitted to the Office of Management and Budget (‘‘OMB’’) a request for extension of the previously approved collection of information discussed below. Rule 23c–3 (17 CFR 270.23c–3) under the Investment Company Act of 1940 (15 U.S.C. 80a–1 et seq.) permits a registered closed-end investment company (‘‘closed-end fund’’ or ‘‘fund’’) that meets certain requirements to repurchase common stock of which it is the issuer from shareholders at periodic intervals, pursuant to repurchase offers made to all holders of the stock. The rule enables these funds to offer their shareholders a limited ability to resell their shares in a manner that previously was available only to open-end investment company shareholders. A closed-end fund that relies on rule 23c–3 must send shareholders a notification that contains specified information each time the fund makes a repurchase offer (on a quarterly, semiannual, or annual basis, or, for certain funds, on a discretionary basis not more often than every two years). The fund also must file copies of the shareholder notification with the Commission (electronically through the Commission’s Electronic Data Gathering, Analysis, and Retrieval System (‘‘EDGAR’’)) on Form N–23c–3, a filing that provides certain information about the fund and the type of offer the fund is making.1 The fund CFR 200.30–3(a)(12). N–23c–3, entitled ‘‘Notification of Repurchase Offer Pursuant to Rule 23c–3,’’ requires the fund to state its registration number, its full 74313 must describe in its annual report to shareholders the fund’s policy concerning repurchase offers and the results of any repurchase offers made during the reporting period. The fund’s board of directors must adopt written procedures designed to ensure that the fund’s investment portfolio is sufficiently liquid to meet its repurchase obligations and other obligations under the rule. The board periodically must review the composition of the fund’s portfolio and change the liquidity procedures as necessary. The fund also must file copies of advertisements and other sales literature with the Commission as if it were an open-end investment company subject to Section 24 of the Investment Company Act (15 U.S.C. 80a–24) and the rules that implement Section 24. Rule 24b–3 under the Investment Company Act (17 CFR 270.24b–3), however, exempts the fund from that requirement if the materials are filed instead with the Financial Industry Regulatory Authority (‘‘FINRA’’). The requirement that the fund send a notification to shareholders of each offer is intended to ensure that a fund provides material information to shareholders about the terms of each offer. The requirement that copies be sent to the Commission is intended to enable the Commission to monitor the fund’s compliance with the notification requirement. The requirement that the shareholder notification be attached to Form N–23c–3 is intended to ensure that the fund provides basic information necessary for the Commission to process the notification and to monitor the fund’s use of repurchase offers. The requirement that the fund describe its current policy on repurchase offers and the results of recent offers in the annual shareholder report is intended to provide shareholders current information about the fund’s repurchase policies and its recent experience. The requirement that the board approve and review written procedures designed to maintain portfolio liquidity is intended to ensure that the fund has enough cash or liquid securities to meet its repurchase obligations, and that written procedures are available for review by shareholders and examination by the Commission. The requirement that the fund file advertisements and sales literature as if it were an open-end fund is intended to facilitate the review of these materials by the Commission or FINRA to prevent incomplete, inaccurate, or misleading disclosure 25 17 1 Form PO 00000 Frm 00114 Fmt 4703 Sfmt 4703 name and address, the date of the accompanying shareholder notification, and the type of offer being made (periodic, discretionary, or both). E:\FR\FM\12SEN1.SGM 12SEN1 ddrumheller on DSK120RN23PROD with NOTICES1 74314 Federal Register / Vol. 89, No. 177 / Thursday, September 12, 2024 / Notices about the special characteristics of a closed-end fund that makes periodic repurchase offers. The Commission staff estimates that 80 funds make use of rule 23c–3 annually, including 14 funds that are relying upon rule 23c–3 for the first time. The Commission staff estimates that on average a fund spends 89 hours annually in complying with the requirements of the rule and Form N– 23c–3, with funds relying upon rule 23c–3 for the first time incurring an additional one-time burden of 28 hours. The Commission therefore estimates the total annual hour burden of the rule’s and form’s paperwork requirements to be 7,512 hours. In addition to the burden hours, the Commission staff estimates that the average yearly cost to each fund that relies on rule 23c–3 to print and mail repurchase offers to shareholders is about $38,003.10. The Commission estimates total annual cost is therefore about $3,040,248. Estimates of average burden hours and costs are made solely for purposes of the Paperwork Reduction Act and are not derived from a comprehensive or even representative survey or study of the costs of Commission rules and forms. Compliance with the collection of information requirements of the rule and form is mandatory only for those funds that rely on the rule to repurchase shares of the fund. The information provided to the Commission on Form N–23c–3 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 background documentation for this information collection at the following website: www.reginfo.gov. Find this particular information collection by selecting ‘‘Currently under 30-day Review—Open for Public Comments’’ or by using the search function. Written comments and recommendations for the proposed information collection should be sent within 30 days of publication of this notice by October 15, 2024 to (i) MBX.OMB.OIRA.SEC_desk_officer@ omb.eop.gov and (ii) Austin Gerig, Director/Chief Data Officer, Securities and Exchange Commission, c/o Oluwaseun Ajayi, 100 F Street NE, Washington, DC 20549, or by sending an email to: PRA_Mailbox@sec.gov. Dated: September 9, 2024. Vanessa A. Countryman, Secretary. [FR Doc. 2024–20700 Filed 9–11–24; 8:45 am] BILLING CODE 8011–01–P VerDate Sep<11>2014 20:43 Sep 11, 2024 Jkt 262001 SECURITIES AND EXCHANGE COMMISSION regarding cabinet and combined waitlists. [Release No. 34–100966; File No. SR– NYSECHX–2024–27] Background Shortly after the onset of the Covid– 19 pandemic, the Exchange began experiencing unprecedented User 4 demand for cabinets and power at the Mahwah, New Jersey data center (‘‘MDC’’).5 In order to manage its inventory, in late 2020, the Exchange filed to create purchasing limits and a waitlist for cabinet orders (‘‘Cabinet Waitlist’’).6 In early 2021, the Exchange filed to create additional purchasing limits and a waitlist for orders for additional power in the MDC.7 In 2021 and 2022, the Exchange expanded the amount of space and power available in the MDC by opening a new colocation hall (i.e., Hall 4). ICE is currently expanding the amount of colocation space and power available at the MDC through a new colocation hall (i.e., Hall 5). The Exchange subsequently amended the Fee Schedule to provide an alternative procedure by which the Exchange can allocate power in the Mahwah Data Center via depositguaranteed orders from Users made within a 90-day ‘‘Ordering Window.’’ 8 Self-Regulatory Organizations; NYSE Chicago, Inc.; Notice of Filing and Immediate Effectiveness of Proposed Rule Change Amending the Existing Note in the Connectivity Fee Schedule September 6, 2024. Pursuant to Section 19(b)(1) 1 of the Securities Exchange Act of 1934 (‘‘Act’’) 2 and Rule 19b–4 thereunder,3 notice is hereby given that on August 27, 2024, NYSE Chicago, Inc. (‘‘NYSE Chicago’’ or the ‘‘Exchange’’) filed with the Securities and Exchange Commission (the ‘‘Commission’’) the proposed rule change as described in Items I and II below, which Items have been prepared by the self-regulatory organization. The Commission is publishing this notice to solicit comments on the proposed rule change from interested persons. I. Self-Regulatory Organization’s Statement of the Terms of Substance of the Proposed Rule Change The Exchange proposes to amend the existing note in the Connectivity Fee Schedule (‘‘Fee Schedule’’) regarding cabinet and combined waitlists. The proposed rule change is available on the Exchange’s website at www.nyse.com, at the principal office of the Exchange, and at the Commission’s Public Reference Room. II. Self-Regulatory Organization’s Statement of the Purpose of, and Statutory Basis for, the Proposed Rule Change In its filing with the Commission, the self-regulatory organization included statements concerning the purpose of, and basis for, the proposed rule change and discussed any comments it received on the proposed rule change. The text of those statements may be examined at the places specified in Item IV below. The Exchange has prepared summaries, set forth in sections A, B, and C below, of the most significant parts of such statements. A. Self-Regulatory Organization’s Statement of the Purpose of, and the Statutory Basis for, the Proposed Rule Change 1. Purpose The Exchange proposes to amend the existing note in the Fee Schedule 1 15 U.S.C. 78s(b)(1). U.S.C. 78a. 3 17 CFR 240.19b–4. 2 15 PO 00000 Frm 00115 Fmt 4703 Sfmt 4703 4 For purposes of the Exchange’s colocation services, a ‘‘User’’ means any market participant that requests to receive colocation services directly from the Exchange. See Securities Exchange Act Release No. 87408 (October 28, 2019), 84 FR 58778 at n.6 (November 1, 2019) (SR–NYSECHX–2019– 12). As specified in the Fee Schedule, a User that incurs colocation fees for a particular colocation service pursuant thereto would not be subject to colocation fees for the same colocation service charged by the New York Stock Exchange LLC (‘‘NYSE’’), NYSE American LLC, NYSE Arca, Inc., and NYSE National, Inc. (together, the ‘‘Affiliate SROs’’). Each Affiliate SRO has submitted substantially the same proposed rule change to propose the changes described herein. See SR– NYSE–2024–49, SR–NYSEAMER–2024–52, SR– NYSEARCA–2024–71, and SR–NYSENAT–2024– 24. 5 Through its Fixed Income and Data Services (‘‘FIDS’’) (previously ICE Data Services) business, Intercontinental Exchange, Inc. (‘‘ICE’’) operates the MDC. The Exchange and the Affiliate SROs are indirect subsidiaries of ICE. 6 See Securities Exchange Act Release No. 90732 (December 18, 2020), 85 FR 84443 (December 28, 2020) (SR–NYSE–2020–73, SR–NYSEAMER–2020– 66, SR–NYSEArca–2020–82, SR–NYSECHX–2020– 26, and SR–NYSENAT–2020–28) (establishing the procedures in current Colocation Note 6(a) and 7(a)). 7 See Securities Exchange Act Release No. 91515 (April 8, 2021), 86 FR 19674 (April 14, 2021) (SR– NYSE–2021–12, SR–NYSEAMER–2021–08, SR– NYSEArca–2021–11, SR–NYSECHX–2021–02, and SR–NYSENAT–2021–03) (establishing the procedures in current Colocation Note 6(b) and 7(b)). 8 See Securities Exchange Act Release No. 98937 (November 14, 2023), 88 FR 80795 (November 20, 2023) (SR–NYSE–2023–29, SR–NYSEAMER–2023– 39, SR–NYSEArca–2023–53, SR–NYSECHX–2023– 16, and SR–NYSENAT–2023–18) (‘‘Ordering Window Approval Order’’). E:\FR\FM\12SEN1.SGM 12SEN1

Agencies

[Federal Register Volume 89, Number 177 (Thursday, September 12, 2024)]
[Notices]
[Pages 74313-74314]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2024-20700]


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SECURITIES AND EXCHANGE COMMISSION

[SEC File No. 270-373, OMB Control No. 3235-0422]


Submission for OMB Review; Comment Request; Extension: Rule 23c-3 
and Form N-23c-3

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 et seq.), the Securities and Exchange 
Commission (the ``Commission'') has submitted to the Office of 
Management and Budget (``OMB'') a request for extension of the 
previously approved collection of information discussed below.
    Rule 23c-3 (17 CFR 270.23c-3) under the Investment Company Act of 
1940 (15 U.S.C. 80a-1 et seq.) permits a registered closed-end 
investment company (``closed-end fund'' or ``fund'') that meets certain 
requirements to repurchase common stock of which it is the issuer from 
shareholders at periodic intervals, pursuant to repurchase offers made 
to all holders of the stock. The rule enables these funds to offer 
their shareholders a limited ability to resell their shares in a manner 
that previously was available only to open-end investment company 
shareholders.
    A closed-end fund that relies on rule 23c-3 must send shareholders 
a notification that contains specified information each time the fund 
makes a repurchase offer (on a quarterly, semi-annual, or annual basis, 
or, for certain funds, on a discretionary basis not more often than 
every two years). The fund also must file copies of the shareholder 
notification with the Commission (electronically through the 
Commission's Electronic Data Gathering, Analysis, and Retrieval System 
(``EDGAR'')) on Form N-23c-3, a filing that provides certain 
information about the fund and the type of offer the fund is making.\1\ 
The fund must describe in its annual report to shareholders the fund's 
policy concerning repurchase offers and the results of any repurchase 
offers made during the reporting period. The fund's board of directors 
must adopt written procedures designed to ensure that the fund's 
investment portfolio is sufficiently liquid to meet its repurchase 
obligations and other obligations under the rule. The board 
periodically must review the composition of the fund's portfolio and 
change the liquidity procedures as necessary. The fund also must file 
copies of advertisements and other sales literature with the Commission 
as if it were an open-end investment company subject to Section 24 of 
the Investment Company Act (15 U.S.C. 80a-24) and the rules that 
implement Section 24. Rule 24b-3 under the Investment Company Act (17 
CFR 270.24b-3), however, exempts the fund from that requirement if the 
materials are filed instead with the Financial Industry Regulatory 
Authority (``FINRA'').
---------------------------------------------------------------------------

    \1\ Form N-23c-3, entitled ``Notification of Repurchase Offer 
Pursuant to Rule 23c-3,'' requires the fund to state its 
registration number, its full name and address, the date of the 
accompanying shareholder notification, and the type of offer being 
made (periodic, discretionary, or both).
---------------------------------------------------------------------------

    The requirement that the fund send a notification to shareholders 
of each offer is intended to ensure that a fund provides material 
information to shareholders about the terms of each offer. The 
requirement that copies be sent to the Commission is intended to enable 
the Commission to monitor the fund's compliance with the notification 
requirement. The requirement that the shareholder notification be 
attached to Form N-23c-3 is intended to ensure that the fund provides 
basic information necessary for the Commission to process the 
notification and to monitor the fund's use of repurchase offers. The 
requirement that the fund describe its current policy on repurchase 
offers and the results of recent offers in the annual shareholder 
report is intended to provide shareholders current information about 
the fund's repurchase policies and its recent experience. The 
requirement that the board approve and review written procedures 
designed to maintain portfolio liquidity is intended to ensure that the 
fund has enough cash or liquid securities to meet its repurchase 
obligations, and that written procedures are available for review by 
shareholders and examination by the Commission. The requirement that 
the fund file advertisements and sales literature as if it were an 
open-end fund is intended to facilitate the review of these materials 
by the Commission or FINRA to prevent incomplete, inaccurate, or 
misleading disclosure

[[Page 74314]]

about the special characteristics of a closed-end fund that makes 
periodic repurchase offers.
    The Commission staff estimates that 80 funds make use of rule 23c-3 
annually, including 14 funds that are relying upon rule 23c-3 for the 
first time. The Commission staff estimates that on average a fund 
spends 89 hours annually in complying with the requirements of the rule 
and Form N-23c-3, with funds relying upon rule 23c-3 for the first time 
incurring an additional one-time burden of 28 hours. The Commission 
therefore estimates the total annual hour burden of the rule's and 
form's paperwork requirements to be 7,512 hours. In addition to the 
burden hours, the Commission staff estimates that the average yearly 
cost to each fund that relies on rule 23c-3 to print and mail 
repurchase offers to shareholders is about $38,003.10. The Commission 
estimates total annual cost is therefore about $3,040,248.
    Estimates of average burden hours and costs are made solely for 
purposes of the Paperwork Reduction Act and are not derived from a 
comprehensive or even representative survey or study of the costs of 
Commission rules and forms. Compliance with the collection of 
information requirements of the rule and form is mandatory only for 
those funds that rely on the rule to repurchase shares of the fund. The 
information provided to the Commission on Form N-23c-3 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 background documentation for this information 
collection at the following website: www.reginfo.gov. Find this 
particular information collection by selecting ``Currently under 30-day 
Review--Open for Public Comments'' or by using the search function. 
Written comments and recommendations for the proposed information 
collection should be sent within 30 days of publication of this notice 
by October 15, 2024 to (i) [email protected] 
and (ii) Austin Gerig, Director/Chief Data Officer, Securities and 
Exchange Commission, c/o Oluwaseun Ajayi, 100 F Street NE, Washington, 
DC 20549, or by sending an email to: [email protected].

    Dated: September 9, 2024.
Vanessa A. Countryman,
Secretary.
[FR Doc. 2024-20700 Filed 9-11-24; 8:45 am]
BILLING CODE 8011-01-P
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