In response to the emergency request memorandum submitted by the SEC on 2/4/2019, OIRA is approving the Commission's request for emergency consideration of OMB control # 3235-0286 for a period of six months. This action is due to a statutory requirement that the SEC issue a final rule amendment to implement immediate changes to Regulation A (and associated information collections). The agency noted that it was exercising limited discretion and, as a result, did not issue a proposed rule in advance of the final rule amendment (Adopting Release). As a result of this abridged rulemaking process, normal clearance procedures, including standard notice and comment periods, were not taken with respect to this ICR revision. Prior to the expiration of this package in six months, SEC shall undertake standard notice and comment procedures and describe in its next ICR submission all comments received and the extent to which commenters' recommendations were adopted.
Inventory as of this Action
Requested
Previously Approved
08/31/2019
6 Months From Approved
08/31/2021
179
0
112
98,309
0
63,084
13,107,812
0
8,400,000
Regulation A provides an exemption from registration under the Securities Act of 1933 for certain limited securities offerings by issuers who do not otherwise file reports with the Commission. Form 1-A is an offering statement filed under Regulation A.
The amendments to Regulation A were mandated by Section 508 of the Economic Growth, Regulatory Relief and Consumer Protection Act (âEconomic Growth Actâ), which was enacted on May 24, 2018. Section 508 of the Economic Growth Act requires that the Commission amend Rule 251 of Regulation A to allow Exchange Act reporting companies to use the exemption provided by Regulation A. In addition, under Rule 257(b) of Regulation A, an issuer that has filed an offering statement for a Tier 2 offering that has been qualified pursuant to Regulation A must file specified periodic and current reports with the Commission. Section 508 of the Economic Growth Act requires that the Commission amend Rule 257, with respect to a Tier 2 offering, to deem a reporting company issuer as having met the periodic and current reporting requirements of Rule 257 if such issuer meets the reporting requirements of Section 13 of the Exchange Act. Because the amendments were necessary to conform Regulation A to the requirements of the Act and involve limited exercise of agency discretion, the Commission concluded that notice and public comment were unnecessary.
As explained in further detail in Items 12 and 13 above, the change in burden for Form 1 A corresponds to an estimated decrease in the existing paperwork burden of the form per response because Exchange Act reporting companies are likely to have already prepared much of the information required to respond to Form 1-A for other purposes, and an increase in the overall paperwork burden of the form because we expect that permitting Exchange Act reporting companies to use the exemption will result in a greater number of responses. The approximately 67 additional issuers we estimate will rely on amended Regulation A and file Form 1-A annually would increase the overall current paperwork burden under Form 1-A from 84,112 hours to 131,078.12 hours, an increase of 46,966.12 hours. This corresponds to an increase in the total internal burden hours from 63,084 to 98,308.59, an increase of 35,224.59, and an increase in total outside costs from $8,400,000 to $13,107,812 an increase of $4,707,812.
$50,000
No
No
No
No
No
No
Uncollected
Jennifer Zapralka 202 551-3300
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:
(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;
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.
Form SEC - 486 Form 1-A
Final PRA supporting statement 02-04-2019.pdf
Form 1-A