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
PRA supporting statement (Form D proposing release) - 10-24-13.pdf Supporting Statement A	2013-10-29

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: 201310-3235-005
Status: Historical Inactive	Previous ICR Reference No: 201308-3235-002
Agency/Subagency: SEC	Agency Tracking No: CF 270-072
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: Comment filed on proposed rule and continue	Conclusion Date: 03/20/2014
	Date Received in OIRA: 10/30/2013
Terms of Clearance: Pursuant to 5 CFR 1320.11(c), OMB files this comment on this information collection request (ICR. The agency shall examine public comment in response to the NPRM and will describe in the supporting statement of its next collection any public comments received regarding the collection as well as why (or why it did not) incorporate the commenter’s recommendation. The next submission to OMB must include the draft final rule.

	Inventory as of this Action	Requested	Previously Approved
Expiration Date	09/30/2016	36 Months From Approved	11/30/2016
Responses	21,824	0	21,824
Time Burden (Hours)	21,824	0	21,824
Cost Burden (Dollars)	26,188,800	0	26,188,800

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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)(2), 77s(a), 77z-3 Name of Law: Securities Act of 1933
   US Code: 15 USC 78j(b), 78w(a) Name of Law: Securities Exchange Act of 1934
  

Citations for New Statutory Requirements: PL: Pub.L. 112 - 106 201(a) Name of Law: Jumpstart Our Business Startups Act
PL: Pub.L. 111 - 203 926 Name of Law: Dodd-Frank Wall Street Reform and Consumer Protection Act

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Associated Rulemaking Information
RIN:	Stage of Rulemaking:	Federal Register Citation:	Date:
3235-AL46	Proposed rulemaking	78 FR 44806	07/24/2013

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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
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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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 regard to the amendments relating to Form D, the Commission proposed to require the advance filing of Form D for Rule 506(c) offerings and to require the filing of a closing amendment to Form D after the termination of all Rule 506 offerings. In addition, the Commission proposed to expand the information requirements of Form D, primarily with respect to Rule 506 offerings, including information on the types of general solicitation used and the methods used to verify the accredited investor status of purchasers in Rule 506(c) offerings. While we do not anticipate that these proposed rule and form amendments will result in an increase in the number of Regulation D offerings, we estimate that the paperwork burden associated with filing the required information on Form D over the span of a particular offering would increase from four hours to approximately 6 hours per offering. We estimate that, under the proposed amendments, the increase in the annual compliance burden of the Form D collection of information requirements would be an aggregate of 32,736 annual hours and $39,283,200 for the services of outside professionals per year.

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Annual Cost to Federal Government: $100,000

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]? Yes

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: 10/30/2013

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