60 Day Notice

Federal Register / Vol. 85, No. 98 / Wednesday, May 20, 2020 / Notices
is a temporary measure designed to
allow companies to raise necessary
capital quickly in response to current,
unusual market conditions. For these
reasons, the Commission believes that
waiver of the 30-day operative delay is
consistent with the protection of
investors and the public interest.
Accordingly, the Commission hereby
waives the 30-day operative delay and
designates the proposal operative upon
filing.19
At any time within 60 days of the
filing of the proposed rule change, the
Commission summarily may
temporarily suspend such rule change if
it appears to the Commission that such
action is necessary or appropriate in the
public interest, for the protection of
investors, or otherwise in furtherance of
the purposes of the Act. If the
Commission takes such action, the
Commission shall institute proceedings
under Section 19(b)(2)(B) 20 of the Act to
determine whether the proposed rule
change should be approved or
disapproved.

change that are filed with the
Commission, and all written
communications relating to the
proposed rule change between the
Commission and any person, other than
those that may be withheld from the
public in accordance with the
provisions of 5 U.S.C. 552, will be
available for website viewing and
printing in the Commission’s Public
Reference Room, 100 F Street NE,
Washington, DC 20549 on official
business days between the hours of
10:00 a.m. and 3:00 p.m. Copies of the
filing also will be available for
inspection and copying at the principal
office of the Exchange. All comments
received will be posted without change.
Persons submitting comments are
cautioned that we do not redact or edit
personal identifying information from
comment submissions. You should
submit only information that you wish
to make available publicly. All
submissions should refer to File
Number SR–NYSE–2020–43 and should
be submitted on or before June 10, 2020.

IV. Solicitation of Comments
Interested persons are invited to
submit written data, views, and
arguments concerning the foregoing,
including whether the proposed rule
change is consistent with the Act.
Comments may be submitted by any of
the following methods:

For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.21
J. Matthew DeLesDernier,
Assistant Secretary.

Electronic Comments
• Use the Commission’s internet
comment form (http://www.sec.gov/
rules/sro.shtml); or
• Send an email to rule-comments@
sec.gov. Please include File Number SR–
NYSE–2020–43 on the subject line.

SECURITIES AND EXCHANGE
COMMISSION

Paper Comments
• Send paper comments in triplicate
to: Secretary, Securities and Exchange
Commission, 100 F Street NE,
Washington, DC 20549–1090.
All submissions should refer to File
Number SR–NYSE–2020–43. This file
number should be included on the
subject line if email is used. To help the
Commission process and review your
comments more efficiently, please use
only one method. The Commission will
post all comments on the Commission’s
internet website (http://www.sec.gov/
rules/sro.shtml). Copies of the
submission, all subsequent
amendments, all written statements
with respect to the proposed rule

Upon Written Request, Copies Available
From: Securities and Exchange
Commission, Office of FOIA Services,
100 F Street NE, Washington, DC
20549–2736.

19 For purposes only of waiving the 30-day
operative delay, the Commission has considered the
proposed rule change’s impact on efficiency,
competition, and capital formation. See 15 U.S.C.
78c(f).
20 15 U.S.C. 78s(b)(2)(B).

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[FR Doc. 2020–10818 Filed 5–19–20; 8:45 am]
BILLING CODE 8011–01–P

[SEC File No. 270–087, OMB Control No.
3235–0078]

Proposed Collection; Comment
Request

Extension:
Rule 15c3–3

Notice is hereby given that pursuant
to the Paperwork Reduction Act of 1995
(‘‘PRA’’) (44 U.S.C. 3501 et seq.), the
Securities and Exchange Commission
(‘‘Commission’’) is soliciting comments
on the existing collection of information
provided for in Rule 15c3–3 (17 CFR
240.15c3–3), under the Securities
Exchange Act of 1934 (15 U.S.C. 78a et
seq.). The Commission plans to submit
this existing collection of information to
the Office of Management and Budget
(‘‘OMB’’) for extension and approval.
Furthermore, notice is given regarding
new collections of information that were
21 17

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CFR 200.30–3(a)(12).

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previously proposed in Rule 18a–4
(OMB No. 3235–0700) and that are
being moved to this Rule 15c3–3 (OMB
No. 3235–0078) based on comments
received during the rulemaking process.
With respect to the extension of the
previously approved collection of
information, Rule 15c3–3 requires that a
broker-dealer that holds customer
securities obtain and maintain
possession and control of fully-paid and
excess margin securities they hold for
customers. In addition, the Rule
requires that a broker-dealer that holds
customer funds make either a weekly or
monthly computation to determine
whether certain customer funds need to
be segregated in a special reserve bank
account for the exclusive benefit of the
firm’s customers. It also requires that a
broker-dealer maintain a written
notification from each bank where a
Special Reserve Bank Account is held
acknowledging that all assets in the
account are for the exclusive benefit of
the broker-dealer’s customers, and to
provide written notification to the
Commission (and its designated
examining authority) under certain,
specified circumstances. Finally, brokerdealers that sell securities futures
products (‘‘SFP’’) to customers must
provide certain notifications to
customers and make a record of any
changes of account type.
A broker-dealer required to maintain
the Special Reserve Bank Account
prescribed by Rule 15c3–3 must obtain
and retain a written notification from
each bank in which it has a Special
Reserve Bank Account to evidence the
bank’s acknowledgement that assets
deposited in the Account are being held
by the bank for the exclusive benefit of
the broker-dealer’s customers. In
addition, a broker-dealer must
immediately notify the Commission and
its designated examining authority if it
fails to make a required deposit to its
Special Reserve Bank Account. Finally,
a broker-dealer that effects transactions
in SFPs for customers also will have
paperwork burdens to make a record of
each change in account type.
The Commission staff estimates a total
annual time burden of approximately
625,490 hours and a total annual cost
burden of approximately $1,440,513 to
comply with the existing information
collection requirements of the rule.
With respect to the new collections of
information, in 2019, the Commission
adopted amendments to establish
segregation and notice requirements for
broker-dealers with respect to their
security-based swap activity. The
Commission staff estimates a total
annual time burden of approximately
96,601 hours and a total annual cost

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Federal Register / Vol. 85, No. 98 / Wednesday, May 20, 2020 / Notices

burden of approximately $65,334 to
comply with the new information
collection requirements of the rule.
The Commission staff thus estimates
that the aggregate annual information
collection burden associated with Rule
15c3–3 is approximately 722,091 hours
and $1,505,847.
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 shall have practical utility;
(b) the accuracy of the agency’s estimate
of the burden of the proposed collection
of information; (c) ways to enhance the
quality, utility, and clarity of the
information to be 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.
An agency may not conduct or
sponsor, and a person is not required to
respond to, a collection of information
under the PRA unless it displays a
currently 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: May 15, 2020.
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2020–10875 Filed 5–19–20; 8:45 am]
BILLING CODE 8011–01–P

SECURITIES AND EXCHANGE
COMMISSION
[SEC File No. 270–473, OMB Control No.
3235–0530]

Submission for OMB Review;
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 32a–4

Notice is hereby given that, pursuant
to the Paperwork Reduction Act of 1995
(44 U.S.C. 350l et seq.), the Securities
and Exchange Commission
(‘‘Commission’’) has submitted to the
Office of Management and Budget

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requests for extension of the previously
approved collections of information
discussed below.
Section 32(a)(2) of the Investment
Company Act of 1940 (15 U.S.C. 80a
31(a)(2)) (‘‘Act’’) requires that the
selection of a registered management
investment company’s or registered
face-amount certificate company’s
(collectively, ‘‘funds’’) independent
public accountant be submitted to
shareholders for ratification or rejection.
Rule 32a–4 under the Investment
Company Act (17 CFR 270.32a–4)
exempts a fund from this requirement if,
among other things, the fund has an
audit committee consisting entirely of
independent directors. The rule permits
continuing oversight of a fund’s
accounting and auditing processes by an
independent audit committee in place
of a shareholder vote.
Among other things, in order to rely
on rule 32a–4, a fund’s board of
directors must adopt an audit committee
charter and must preserve that charter,
and any modifications to the charter,
permanently in an easily accessible
place. The purpose of these conditions
is to ensure that Commission staff will
be able to monitor the duties and
responsibilities of an audit committee of
a fund relying on the rule.
Commission staff estimates that on
average the board of directors takes 15
minutes to adopt the audit committee
charter. Commission staff has estimated
that with an average of 8 directors on
the board,1 total director time to adopt
the charter is 2 hours. Combined with
an estimated 1⁄2 hour of paralegal time
to prepare the charter for board review,
the staff estimates a total one-time
collection of information burden of 21⁄2
hours for each fund. Once a board
adopts an audit committee charter, the
charter is preserved as part of the fund’s
records. Commission staff estimates that
there is no annual hourly burden
associated with preserving the charter in
accordance with this rule.2
Because virtually all existing funds
have now adopted audit committee
charters, the annual one-time collection
of information burden associated with
adopting audit committee charters is
limited to the burden incurred by newly
established funds. Commission staff
estimates that fund sponsors establish
approximately 90 new funds each year,3
1 This estimate is based on staff experience and
on discussions with a representative of an entity
that surveys funds and calculates fund board
statistics based on responses to its surveys.
2 This estimate is based on staff experience and
discussions with funds regarding the hour burden
related to maintenance of the charter.
3 This estimate is based on the average number of
notifications of registration on Form N–8A filed
from 2017 2019.

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and that all of these funds will adopt an
audit committee charter in order to rely
on rule 32a–4. Thus, Commission staff
estimates that the annual one-time hour
burden associated with adopting an
audit committee charter under rule 32a–
4 is approximately 225 hours.4
When funds adopt an audit committee
charter in order to rely on rule 32a–4,
they also may incur one-time costs
related to hiring outside counsel to
prepare the charter. Commission staff
estimates that those costs average
approximately $1500 per fund.5 As
noted above, Commission staff estimates
that approximately 90 new funds each
year will adopt an audit committee
charter in order to rely on rule 32a–4.
Thus, Commission staff estimates that
the ongoing annual cost burden
associated with rule 32a–4 in the future
will be approximately $135,000.6
The estimates of average burden hours
and costs are made solely for the
purposes of the Paperwork Reduction
Act, and are not derived from a
comprehensive or even a representative
survey or study of the costs of
Commission rules and forms. The
collections of information required by
rule 32a–4 are necessary to obtain the
benefits of the rule. The Commission is
seeking OMB approval, because an
agency may not conduct or sponsor, and
a person is not required to respond to,
a collection of information unless it
displays a currently valid control
number.
The public may view background
documentation for this information
collection at the following website:
www.reginfo.gov. Find this particular
information collection by selecting
‘‘Currently under 30-day Review—Open
for Public Comments’’ or by using the
search function. Written comments and
recommendations for the proposed
information collection should be sent
within 30 days of publication of this
notice to (i) www.reginfo.gov/public/do/
PRAMain and (ii) David Bottom,
Director/Chief Information Officer,
Securities and Exchange Commission, c/
o Cynthia Roscoe, 100 F Street NE,
4 This estimate is based on the following
calculation: (2.5 burden hours for establishing
charter × 90 new funds = 225 burden hours).
5 Costs may vary based on the individual needs
of each fund. However, based on the staff’s
experience and conversations with outside counsel
that prepare these charters, legal fees related to the
preparation and adoption of an audit committee
charter usually average $1500 or less. The
Commission also understands that model audit
committee charters are available, which reduces the
costs associated with drafting a charter.
6 This estimate is based on the following
calculations: ($1500 cost of adopting charter × 90
newly established funds = $135,000).

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