Rule 701-Exemption for offers and sales of securities pursuant to certain compensatory benefit plans and contracts relating to compensation.

Forms and Documents

Document Name	Status
PRA SUPPORTING STATEMENT FOR FINAL RULE - July 19, 2018.pdf Supporting Statement A	2018-08-01

IC Document Collections

IC ID	Document Title	Status
35315	Rule 701-Exemption for offers and sales of securities pursuant to certain compensatory benefit plans and contracts relating to compensation.	Modified

ICR Details

OMB Control No: 3235-0522	ICR Reference No: 201807-3235-004
Status: Historical Active	Previous ICR Reference No: 201806-3235-015
Agency/Subagency: SEC	Agency Tracking No: CF 270-306
Title: Rule 701-Exemption for offers and sales of securities pursuant to certain compensatory benefit plans and contracts relating to compensation.
Type of Information Collection: Revision of a currently approved collection	Common Form ICR:  No
Type of Review Request: Emergency	Approval Requested By: 08/23/2018
OIRA Conclusion Action: Approved without change	Conclusion Date: 11/08/2018
	Date Received in OIRA: 08/03/2018
Terms of Clearance:

	Inventory as of this Action	Requested	Previously Approved
Expiration Date	05/31/2019	6 Months From Approved	10/31/2020
Responses	800	0	1,600
Time Burden (Hours)	400	0	800
Cost Burden (Dollars)	480,000	0	960,000

---

Abstract: Rule 701 requires issuers conducting employee benefit plan offerings in excess of $5 million in reliance on the rule to provide the employee covered by the plan with risk and financial statement disclosures.

Emergency Justfication: The Commission requests an emergency extension for the information collection because the amendment to Rule 701 implements Section 507 of the Economic Growth, Regulatory Relief, and Consumer Protection Act, which was enacted on May 24, 2018. Section 507 directs the Commission to adopt the amendment to Rule 701 no later than 60 days after the date of enactment. The Commission for good cause found that notice and comment were unnecessary because the amendment merely conforms the information collection to the requirement of the Act and does not involve the exercise of discretion by the Commission.

---

Authorizing Statute(s): US Code: 15 USC 77c(b) 77s(a), 77z-3 Name of Law: Securities Act of 1933
  

Citations for New Statutory Requirements: PL: Pub.L. 115 - 174 507 Name of Law: Economic Growth, Regulatory Relief, and Consumer Protection Act

---

Associated Rulemaking Information
RIN:	Stage of Rulemaking:	Federal Register Citation:	Date:
3235-AM39	Final or interim final rulemaking	83 FR 34940	07/24/2018

---

Federal Register Notices & Comments

Did the Agency receive public comments on this ICR? No

---

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

IC Title	Form No.	Form Name
Rule 701-Exemption for offers and sales of securities pursuant to certain compensatory benefit plans and contracts relating to compensation.

---

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	800	1,600	-800	0	0	0
Annual Time Burden (Hours)	400	800	-400	0	0	0
Annual Cost Burden (Dollars)	480,000	960,000	-480,000	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: The amendment adopted in Release No. 33-10520 will reduce the burdens for non-reporting issuers who rely on Rule 701 to make exempt compensatory offerings in the $5 million to $10 million range over a 12-month period. For purposes of the PRA, we estimate that the proposed amendment to Rule 701 would result in a net decrease of 400 burden hours and a net decrease in the cost burden of ($480,000) for the services of outside professionals.

---

Annual Cost to Federal Government: $50,000

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

Does this ICR request any personally identifiable information (see OMB Circular No. A-130 for an explanation of this term)? Please consult with your agency's privacy program when making this determination.     No

Does this ICR include a form that requires a Privacy Act Statement (see 5 U.S.C. §552a(e)(3))? Please consult with your agency's privacy program when making this determination.     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

---

Common Form ICR:  No

---

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: 08/03/2018

---