Schedule 14N

Forms and Documents

Document Name	Status
PRA Supporting Statement.PR9046.EA.doc Supporting Statement A	2009-09-02

IC Document Collections

IC ID	Document Title	Status
190486	Schedule 14N	New

ICR Details

OMB Control No: 3235-0655	ICR Reference No: 200908-3235-010
Status: Historical Inactive	Previous ICR Reference No:
Agency/Subagency: SEC	Agency Tracking No: CF-270-598
Title: Schedule 14N
Type of Information Collection: New collection (Request for a new OMB Control Number)	Common Form ICR:  No
Type of Review Request: Regular
OIRA Conclusion Action: Preapproved	Conclusion Date: 11/10/2009
	Date Received in OIRA: 09/03/2009
Terms of Clearance: Pre-approval contingent upon no substantive changes to this collection after adoption of the final rule. Otherwise this collection should be re-submitted to OMB for review.

	Inventory as of this Action	Requested	Previously Approved
Expiration Date	11/30/2012	36 Months From Approved
Responses	327	0	0
Time Burden (Hours)	14,887	0	0
Cost Burden (Dollars)	1,984,890	0	0

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Abstract: New Schedule 14N would require filing of certain information with the Commission by shareholders who submit nominees for director either under a company's governing documents or the Commission's proposed Exchange Act Rule 14a-11.

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Authorizing Statute(s): US Code: 15 USC 78c, 78m, 78n, 78o, 78w(a) Name of Law: Securities Exchange Act of 1934
   US Code: 15 USC 78mm Name of Law: Securities Exchange Act of 1934
   US Code: 15 USC 80a-10, 80a-20(a), 80a-37 Name of Law: Investment Company Act of 1940
  

Citations for New Statutory Requirements: None

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Associated Rulemaking Information
RIN:	Stage of Rulemaking:	Federal Register Citation:	Date:
3235-AK27	Proposed rulemaking	74 FR 29024	06/18/2009

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Federal Register Notices & Comments

Did the Agency receive public comments on this ICR? No

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Number of Information Collection (IC) in this ICR: 1

IC Title	Form No.	Form Name
Schedule 14N

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ICR Summary of Burden

	Total Request	Previously Approved	Change Due to New Statute	Change Due to Agency Discretion	Change Due to Adjustment in Estimate	Change Due to Potential Violation of the PRA
Annual Number of Responses	327	0	0	327	0	0
Annual Time Burden (Hours)	14,887	0	0	14,887	0	0
Annual Cost Burden (Dollars)	1,984,890	0	0	1,984,890	0	0

Burden increases because of Program Change due to Agency Discretion: Yes

Burden Increase Due to: Changing Regulations

Burden decreases because of Program Change due to Agency Discretion: No

Burden Reduction Due to:

Short Statement: The proposals in Release No. 33-9046 would allow shareholders to more fully exercise their rights to nominate directors. The collection of information on new Schedule 14N is necessary to assist shareholders in making an informed voting decision with regard to any nominee(s) put forth by a nominating shareholder or group, by allowing shareholders to gauge the nominating shareholder’s interest in the company, longevity of ownership, and intent with regard to continued ownership in the company. The proposal will result in an increase of 14,887 burden hours and an increase in the cost burden of $1,984,890 for services of outside professionals. For a more detailed discussion, please refer to the supporting statement.

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Annual Cost to Federal Government: $50,000

Does this IC contain surveys, censuses, or employ statistical methods? No

Is the Supporting Statement intended to be a Privacy Impact Assessment required by the E-Government Act of 2002? No

Is this ICR related to the Affordable Care Act [Pub. L. 111-148 & 111-152]? Uncollected

Is this ICR related to the Dodd-Frank Wall Street Reform and Consumer Protection Act, [Pub. L. 111-203]? Uncollected

Is this ICR related to the American Recovery and Reinvestment Act of 2009 (ARRA)? No

Is this ICR related to the Pandemic Response? Uncollected

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Common Form ICR:  No

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On behalf of this Federal agency, I certify that the collection of information encompassed by this request complies with 5 CFR 1320.9 and the related provisions of 5 CFR 1320.8(b)(3).

The following is a summary of the topics, regarding the proposed collection of information, that the certification covers:

(a) It is necessary for the proper performance of agency functions;

(b) It avoids unnecessary duplication;

(c) It reduces burden on small entities;

(d) It uses plain, coherent, and unambiguous language that is understandable to respondents;

(e) Its implementation will be consistent and compatible with current reporting and recordkeeping practices;

(f) It indicates the retention periods for recordkeeping requirements;

(g) It informs respondents of the information called for under 5 CFR 1320.8 (b)(3) about:

(i) Why the information is being collected;

(ii) Use of information;

(iii) Burden estimate;

(iv) Nature of response (voluntary, required for a benefit, or mandatory);

(v) Nature and extent of confidentiality; and

(vi) Need to display currently valid OMB control number;

(h) It was developed by an office that has planned and allocated resources for the efficient and effective management and use of the information to be collected.

(i) It uses effective and efficient statistical survey methodology (if applicable); and

(j) It makes appropriate use of information technology.

If you are unable to certify compliance with any of these provisions, identify the item by leaving the box unchecked and explain the reason in the Supporting Statement.

Certification Date: 09/03/2009

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