Form D-Notice of sales filed by issuers of securities under Regulation D.

Forms and Documents

Document Name	Status
Form SEC 1972 Form D is a notice of sales filed by issuers of securities under Regulation D. Form and Instruction	Modified
FINAL PRA supporting statement.8-7-13.pdf Supporting Statement A	2013-08-08

IC Document Collections

IC ID	Document Title	Status
34297	Form D is a notice of sales filed by issuers of securities under Regulation D. Form and Instruction	Modified

ICR Details

OMB Control No: 3235-0076	ICR Reference No: 201308-3235-002
Status: Historical Active	Previous ICR Reference No: 201307-3235-020
Agency/Subagency: SEC	Agency Tracking No: CF-270-72
Title: Form D-Notice of sales filed by issuers of securities under Regulation D.
Type of Information Collection: Revision of a currently approved collection	Common Form ICR:  No
Type of Review Request: Regular
OIRA Conclusion Action: Approved without change	Conclusion Date: 09/23/2013
	Date Received in OIRA: 08/09/2013
Terms of Clearance:

	Inventory as of this Action	Requested	Previously Approved
Expiration Date	09/30/2016	36 Months From Approved	08/31/2015
Responses	21,824	0	18,187
Time Burden (Hours)	21,824	0	18,187
Cost Burden (Dollars)	26,188,800	0	21,824,400

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Abstract: Form D is a notice of sales filed by issuers making an offering of securities in reliance on an exemption under Regulation D or Section 4(a)(5) of the Securities Act of 1933.

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Authorizing Statute(s): US Code: 15 USC 77d(a)(1), 77d(a)(2), 77g, Name of Law: Securities Act of 1933
   US Code: 15 USC 77q(a), 77s, 77z-3 Name of Law: Securities Act of 1933
   US Code: 15 USC 78b, 78c, 78i(a), 78j, 78k-1, Name of Law: Securities Exchange Act of 1934
   US Code: 15 USC 78l, 78m, 78n, 78o(c), 78o(g), Name of Law: Securities Exchange Act of 1934
   US Code: 15 USC 78q-1(a), 78w(a), 78dd Name of Law: Securities Exchange Act of 1934
   US Code: 15 USC 80a-23, 80a-29, 80a-37 Name of Law: Investment Company Act of 1940
  

Citations for New Statutory Requirements: PL: Pub.L. 112 - 106 201 Name of Law: Jumpstart Our Business Startups Act

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Associated Rulemaking Information
RIN:	Stage of Rulemaking:	Federal Register Citation:	Date:
3235-AL34	Final or interim final rulemaking	78 FR 44771	07/24/2013

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Federal Register Notices & Comments

Did the Agency receive public comments on this ICR? Yes

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

IC Title	Form No.	Form Name
Form D is a notice of sales filed by issuers of securities under Regulation D.	SEC 1972	Form D - Notice of Exempt Offering of Securities

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ICR Summary of Burden

	Total Approved	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	21,824	18,187	3,637	0	0	0
Annual Time Burden (Hours)	21,824	18,187	3,637	0	0	0
Annual Cost Burden (Dollars)	26,188,800	21,824,400	4,364,400	0	0	0

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

Burden Increase Due to:

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

Burden Reduction Due to:

Short Statement: In Release No. 33-9415, the Commission adopted new Rule 506(c) of Regulation D to implement Section 201(a)(1) of the Jumpstart Our Business Startups Act. In the release, the Commission also adopted an amendment to Form D to add a separate check box for issuers to indicate whether they are claiming an exemption under Rule 506(c). While we estimate that, under the amendment to Form D, the burden for responding to the collection of information in Form D will be substantially the same as before the amendment to Form D, we believe that the adoption of Rule 506(c), which removes the prohibition on the use of general solicitation or general advertising for a subset of Rule 506 offerings provided that certain conditions are met, will increase the number of Form D filings that are made with the Commission. Accordingly, we estimate that the rule and form amendments will result in approximately 3,637 new burden hours of in-house personnel time and an increase of $4,364,400 in costs for the services of outside professionals.

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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]? No

Is this ICR related to the Dodd-Frank Wall Street Reform and Consumer Protection Act, [Pub. L. 111-203]? No

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: 08/09/2013

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