60 day notice

25486

Federal Register / Vol. 85, No. 85 / Friday, May 1, 2020 / Notices

$1,528,120.1 The Commission,
therefore, requests authorization to
increase the inventory of total burden
hours per year for all funds under rule
17d–1 from the current authorized
burden of 2002 hours to 3,542 hours.
The increase is due to an increase in the
number of funds that filed applications
for exemptions under rule 17d–1.
As noted above, the Commission staff
understands that funds that file an
application under rule 17d–1 generally
use outside counsel to assist in
preparing the application. The staff
estimates that, on average, funds spend
an additional $93,131 for outside legal
services in connection with seeking
Commission approval of affiliated joint
transactions. Thus, the staff estimates
that the total annual cost burden
imposed by the exemptive application
requirements of rule 17d–1 is
$2,142,013.2
We estimate that funds currently do
not rely on the exemption from the term
‘‘financial interest’’ with respect to any
interest that the fund’s board of
directors (including a majority of the
directors who are not interested persons
of the fund) finds to be not material.
Accordingly, we estimate that annually
there will be no transactions under rule
17d–1 that will result in this aspect of
the collection of information.
Based on these calculations, the total
annual hour burden is estimated to be
3,542 hours and the total annual cost
burden is estimated to be $2,142,013.
The estimate of average burden hours
is made solely for the purposes of the
Paperwork Reduction Act. The estimate
is not derived from a comprehensive or
even a representative survey or study of
the costs of Commission rules.
Complying with these collections of
information requirement is necessary to
obtain the benefit of relying on rule
17d–1. Responses will not be kept
confidential. An agency may not
conduct or sponsor, and a person is not
1 The

Commission staff estimates that a senior
executive, such as the fund’s chief compliance
officer, will spend an average of 62 hours and a
mid-level compliance attorney will spend an
average of 92 hours to comply with this collection
of information: 62 hours + 92 hours = 154 hours.
23 funds × 154 burden hours = 3,542 burden hours.
The Commission staff estimate that the chief
compliance officer is paid $530 per hour and the
compliance attorney is paid $365 per hour. ($530
per hour × 62 hours) + ($365 per hour × 92 hours)
= $66,440 per fund. $66,440 × 23 funds =
$1,528,120. The $530 and $365 per hour figures are
based on salary information compiled by SIFMA’s
Management & Professional Earnings in the
Securities Industry, 2019. The Commission staff has
modified SIFMA’s information to account for an
1800-hour work year and inflation, and multiplied
by 5.35 to account for bonuses, firm size, employee
benefits, and overhead.
2 The estimate is based on the following
calculation: $93,131 × 23 funds = $2,142,013.

VerDate Sep<11>2014

08:07 May 01, 2020

Jkt 250001

required to respond to, a collection of
information unless it displays a
currently valid control number.
Written comments are invited on: (a)
Whether the proposed collection of
information is necessary for the proper
performance of the functions of the
agency, including whether the
information will have practical utility;
(b) the accuracy of the agency’s estimate
of the burden of the collection of
information; (c) ways to enhance the
quality, utility, and clarity of the
information collected; and (d) ways to
minimize the burden of the collection of
information on respondents, including
through the use of automated collection
techniques or other forms of information
technology. Consideration will be given
to comments and suggestions submitted
in writing within 60 days of this
publication.
Please direct your written comments
to David Bottom, Director/Chief
Information Officer, Securities and
Exchange Commission, C/O Cynthia
Roscoe, 100 F Street NE, Washington,
DC 20549; or send an email to: PRA_
[email protected].
Dated: April 28, 2020.
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2020–09295 Filed 4–30–20; 8:45 am]
BILLING CODE 8011–01–P

SECURITIES AND EXCHANGE
COMMISSION
[SEC File No. 270–513, OMB Control No.
3235–0571]

Proposed Collection; Comment
Request
Upon Written Request, Copies Available
From: Securities and Exchange
Commission, Office of FOIA Services,
100 F Street NE, Washington, DC
20549–2736
Extension:
Rule 206(4)–6

Notice is hereby given that pursuant
to the Paperwork Reduction Act of 1995
(44 U.S.C. 3501 et seq.) the Securities
and Exchange Commission (the
‘‘Commission’’) is soliciting comments
on the collections of information
summarized below. The Commission
plans to submit these existing
collections of information to the Office
of Management and Budget (‘‘OMB’’) for
extension and approval.
The title for the collection of
information is ‘‘Rule 206(4)–6’’ under
the Investment Advisers Act of 1940 (15
U.S.C. 80b–1 et seq.) (‘‘Advisers Act’’)
and the collection has been approved
under OMB Control No. 3235–0571. The

PO 00000

Frm 00104

Fmt 4703

Sfmt 4703

Commission adopted rule 206(4)–6 (17
CFR 275.206(4)–6), the proxy voting
rule, to address an investment adviser’s
fiduciary obligation to clients who have
given the adviser authority to vote their
securities. Under the rule, an
investment adviser that exercises voting
authority over client securities is
required to: (i) Adopt and implement
written policies and procedures that are
reasonably designed to ensure that the
adviser votes client securities in the best
interest of clients, including procedures
to address any material conflict that
may arise between the interests of the
adviser and the client; (ii) disclose to
clients how they may obtain
information from the adviser on how the
adviser has voted with respect to their
securities; and (iii) describe to clients
the adviser’s proxy voting policies and
procedures and, on request, furnish a
copy of the policies and procedures to
the requesting client. The rule is
designed to assure that advisers that
vote proxies for their clients vote those
proxies in their clients’ best interest and
provide clients with information about
how their proxies were voted.
Rule 206(4)–6 contains ‘‘collection of
information’’ requirements within the
meaning of the Paperwork Reduction
Act. The respondents are investment
advisers registered with the Commission
that vote proxies with respect to clients’
securities. Advisory clients of these
investment advisers use the information
required by the rule to assess
investment advisers’ proxy voting
policies and procedures and to monitor
the advisers’ performance of their proxy
voting activities. The information
required by Adviser’s Act rule 204–2, a
recordkeeping rule, also is used by the
Commission staff in its examination and
oversight program. Without the
information collected under the rules,
advisory clients would not have
information they need to assess the
adviser’s services and monitor the
adviser’s handling of their accounts, and
the Commission would be less efficient
and effective in its programs.
The estimated number of investment
advisers subject to the collection of
information requirements under the rule
is 12,265. It is estimated that each of
these advisers is required to spend on
average 10 hours annually documenting
its proxy voting procedures under the
requirements of the rule, for a total
burden of 122,650 hours. We further
estimate that on average, approximately
279 clients of each adviser would
request copies of the underlying policies
and procedures. We estimate that it
would take these advisers 0.1 hours per
client to deliver copies of the policies
and procedures, for a total burden of

E:\FR\FM\01MYN1.SGM

01MYN1

Federal Register / Vol. 85, No. 85 / Friday, May 1, 2020 / Notices
342,194 hours. Accordingly, we
estimate that rule 206(4)–6 results in an
annual aggregate burden of collection
for SEC-registered investment advisers
of a total of 464,844 hours.
Written comments are invited on: (a)
Whether the collections of information
are necessary for the proper
performance of the functions of the
Commission, including whether the
information has practical utility; (b) the
accuracy of the Commission’s estimate
of the burdens of the collections of
information; (c) ways to enhance the
quality, utility, and clarity of the
information collected; and (d) ways to
minimize the burdens of the collections
of information on respondents,
including through the use of automated
collection techniques or other forms of
information technology. Consideration
will be given to comments and
suggestions submitted in writing within
60 days of this publication. An agency
may not conduct or sponsor a collection
of information unless it displays a
currently valid OMB control number.
No person shall be subject to any
penalty for failing to comply with a
collection of information subject to the
PRA that does not display a valid OMB
control number.
Please direct your written comments
to David Bottom, Director/Chief
Information Officer, Securities and
Exchange Commission, C/O Cynthia
Roscoe, 100 F Street NE, Washington,
DC 20549; or send an email to: PRA_
[email protected].
Dated: April 28, 2020.
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2020–09297 Filed 4–30–20; 8:45 am]

SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–88754; File No. SR–NYSE–
2020–34]

Self-Regulatory Organizations; New
York Stock Exchange LLC; Notice of
Filing and Immediate Effectiveness of
Proposed Rule Change To Amend Rule
1.1 To Modify the Definition of ‘‘UTP
Exchange Traded Product’’ and Rule
5.1 To Incorporate the Modified
Definition of ‘‘UTP Exchange Traded
Product’’
Pursuant to Section 19(b)(1) 1 of the
Securities Exchange Act of 1934
(‘‘Act’’) 2 and Rule 19b–4 thereunder,3
1 15

U.S.C. 78s(b)(1).
U.S.C. 78a.
3 17 CFR 240.19b–4.
2 15

VerDate Sep<11>2014

08:07 May 01, 2020

Jkt 250001

I. Self-Regulatory Organization’s
Statement of the Terms of Substance of
the Proposed Rule Change
The Exchange proposes to amend (1)
Rule 1.1 to modify the definition of
‘‘UTP Exchange Traded Product’’ and
(2) Rule 5.1 to incorporate the definition
of UTP Exchange Traded Product as set
forth in revised Rule 1.1. The proposed
rule change is available on the
Exchange’s website at www.nyse.com, at
the principal office of the Exchange, and
at the Commission’s Public Reference
Room.
II. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
In its filing with the Commission, the
self-regulatory organization included
statements concerning the purpose of,
and basis for, the proposed rule change
and discussed any comments it received
on the proposed rule change. The text
of those statements may be examined at
the places specified in Item IV below.
The Exchange has prepared summaries,
set forth in sections A, B, and C below,
of the most significant parts of such
statements.
A. Self-Regulatory Organization’s
Statement of the Purpose of, and the
Statutory Basis for, the Proposed Rule
Change

BILLING CODE 8011–01–P

April 27, 2020.

notice is hereby given that on April 16,
2020, New York Stock Exchange LLC
(‘‘Exchange’’) filed with the Securities
and Exchange Commission
(‘‘Commission’’) the proposed rule
change as described in Items I and II
below, which Items have been prepared
by the self-regulatory organization. The
Commission is publishing this notice to
solicit comments on the proposed rule
change from interested persons.

1. Purpose
The Exchange proposes to amend (1)
Rule 1.1 to modify the definition of
‘‘UTP Exchange Traded Product’’ and
(2) Rule 5.1 to incorporate the definition
of UTP Exchange Traded Product as set
forth in revised Rule 1.1.
Rule 1.1
Rule 1.1(l) currently provides that the
term ‘‘Exchange Traded Product’’ means
a security that meets the definition of
‘‘derivative securities product’’ in Rule
19b–4(e) under the Securities Exchange
Act of 1934 and a ‘‘UTP Exchange
Traded Product’’ means an Exchange
Traded Product that trades on the
Exchange pursuant to unlisted trading
privileges. The Exchange proposes to
amend the definition of ‘‘UTP Exchange
Traded Product’’ to mean one of the

PO 00000

Frm 00105

Fmt 4703

Sfmt 4703

25487

following Exchange Traded Products
that trades on the Exchange pursuant to
unlisted trading privileges: Equity
Linked Notes, Investment Company
Units, Index-Linked Exchangeable
Notes, Equity Gold Shares, Equity
Index-Linked Securities, CommodityLinked Securities, Currency-Linked
Securities, Fixed-Income Index-Linked
Securities, Futures-Linked Securities,
Multifactor-Index-Linked Securities,
Trust Certificates, Currency and Index
Warrants, Portfolio Depository Receipts,
Trust Issued Receipts, CommodityBased Trust Shares, Currency Trust
Shares, Commodity Index Trust Shares,
Commodity Futures Trust Shares,
Partnership Units, Paired Trust Shares,
Trust Units, Managed Fund Shares,
Managed Trust Securities, and Managed
Portfolio Shares.
This proposed change is based on
NYSE National, Inc. (‘‘NYSE National’’)
Rule 1.1(m) and NYSE Chicago, Inc.
(‘‘NYSE Chicago’’) Rule 1.1(k).4 This list
is designed to align the rules of the
Exchange with the rules of NYSE
National and NYSE Chicago and to
enumerate the types of Exchange Traded
Products to which the Exchange would
extend unlisted trading privileges
(‘‘UTP’’).
Rule 5.1
Rule 5.1(a)(1) provides that the
Exchange may extend UTP to any
security that is an NMS stock (as
defined in Rule 600 of Regulation NMS
under the Act) that is listed on another
national securities exchange or with
respect to which unlisted trading
privileges may otherwise be extended in
accordance with Section 12(f) of the
Act. Rule 5.1(a)(2) further specifies that
a UTP Exchange Traded Product, which
is defined in that Rule as a ‘‘new
derivative securities product’’ as
defined in Rule 19b–4(e) under the
Exchange Act and traded pursuant to
Rule 19b–4(e) under the Act, would be
subject to the additional rules
enumerated in Rule 5.1(a)(2)(A)–(E).
Because the Exchange proposes to
modify the definition of UTP Exchange
Trading Product in Rule 1.1(l) to
conform to the rules of NYSE National
and NYSE Chicago, the Exchange
proposes to amend Rule 5.1(a)(2) to
eliminate redundant text and cross
reference the term ‘‘UTP Exchange
Traded Product’’ as it is defined in Rule
1.1. This proposed change would also
4 NYSE National and NYSE Chicago have filed
proposed rule changes for immediate effectiveness
to amend their respective rules to add Managed
Portfolio Shares to their definitions of UTP
Exchange Traded Products. See SR–NYSENAT–
2020–16 (filed April 16, 2020) and SR–NYSECHX–
2020–13 (filed April 16, 2020).

E:\FR\FM\01MYN1.SGM

01MYN1