60 Day Notice

3235-0080 60 Day Notice.pdf

Rule 12d2-2 (17 CFR 240.12d2-2) and Form 25 (17 CFR 249.25) - Removal from Listing and Registration

60 Day Notice

OMB: 3235-0080

Document [pdf]
Download: pdf | pdf
Federal Register / Vol. 85, No. 223 / Wednesday, November 18, 2020 / Notices
DC 20549; or send an email to: PRA_
[email protected].
Dated: November 12, 2020.
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2020–25351 Filed 11–17–20; 8:45 am]
BILLING CODE 8011–01–P

SECURITIES AND EXCHANGE
COMMISSION
[SEC File No. 270–186, OMB Control No.
3235–0186]

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

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Revision:
Form N–8B–2

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’’) has submitted to the
Office of Management and Budget a
request for extension of the previously
approved collection of information
discussed below.
Form N–8B–2 (17 CFR 274.12) is the
form used by unit investment trusts
(‘‘UITs’’) other than separate accounts
that are currently issuing securities,
including UITs that are issuers of
periodic payment plan certificates and
UITs of which a management
investment company is the sponsor or
depositor, to comply with the filing and
disclosure requirements imposed by
section 8(b) of the Investment Company
Act of 1940 (15 U.S.C. 80a–8(b)). Form
N–8B–2 requires disclosure about the
organization of a UIT, its securities, the
personnel and affiliated persons of the
depositor, the distribution and
redemption of securities, the trustee or
custodian, and financial statements. The
Commission uses the information
provided in the collection of
information to determine compliance
with section 8(b) of the Investment
Company Act.
Each registrant subject to the Form
N–8B–2 filing requirement files Form
N–8B–2 for its initial filing and does not
file post-effective amendments on Form
N–8B–2.1 The Commission staff
estimates that approximately one
respondent files one Form N–8B–2
1 Post-effective

amendments are filed with the
Commission on the UIT’s Form S–6. Hence,
respondents only file Form N–8B–2 for their initial
registration statement and not for post-effective
amendments.

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filing annually with the Commission.
Based on form amendments to include
formatting and hyperlinking
requirements to Form N–8B–2 arising
from the adoption of the FAST Act
release,2 staff estimates that the burden
for compliance with Form N–8B–2 is
approximately 28 hours per filing.3 The
total hourly burden for the Form N–8B–
2 filing requirement therefore is 28
hours in the aggregate (1 respondent ×
one filing per respondent × 28 hours per
filing), at an internal cost burden of
$9,912, and external cost burden of
$10,300.
Estimates of the burden hours are
made solely for the purposes of the PRA
and are not derived from a
comprehensive or even a representative
survey or study of the costs of SEC rules
and forms. The information provided on
Form N–8B–2 is mandatory. The
information provided on Form N–8B–2
will not be kept confidential. 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 OMB control
number.
The public may view the background
documentation for this information
collection at the following website,
www.reginfo.gov. Comments should be
directed to: (i) Desk Officer for the
Securities and Exchange Commission,
Office of Information and Regulatory
Affairs, Office of Management and
Budget, Room 10102, New Executive
Office Building, Washington, DC 20503,
or by sending an email to:
[email protected]; and (ii)
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]. Written comments
and recommendations for the proposed
information collection should be sent
within 30 days of publication of this
notice to www.reginfo.gov/public/do/
PRAMain. Find this particular
information collection by selecting
‘‘Currently under 30-day Review—Open
for Public Comments’’ or by using the
search function.
2 FAST Act Modernization and Simplification of
Regulation S–K, Securities Act Release No. 10618
(March 20, 2019) [84 FR 12674 (April 2, 2019)].
3 Staff estimates are also adjusted to reflect new
disclosures for UIT ETFs arising from the adoption
of the Exchange-Traded Funds release. See
Exchange-Traded Funds, Investment Company Act
Release No. 33646 (Sept. 25, 2019) [84 FR 57162
(Oct. 24, 2019)].

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Dated: November 12, 2020.
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2020–25353 Filed 11–17–20; 8:45 am]
BILLING CODE 8011–01–P

SECURITIES AND EXCHANGE
COMMISSION
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 12d2–2 and Form 25 [SEC File No.
270–86, OMB Control No. 3235–0080]

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 collections of information
provided for in Rule 12d2–2 (17 CFR
240.12d2–2) and Form 25 (17 CFR
249.25) under the Securities Exchange
Act of 1934 (15 U.S.C. 78a et seq.). The
Commission plans to submit these
existing collections of information to the
Office of Management and Budget for
extension and approval for
On February 12, 1935, the
Commission adopted Rule 12d2–2 1 and
Form 25, under the Securities Exchange
Act of 1934 (‘‘Act’’), to establish the
conditions and procedures under which
a security may be delisted from an
exchange and withdrawn from
registration under Section 12(b) of the
Act.2 The Commission adopted
amendments to Rule 12d2–2 and Form
25 in 2005.3 Under the amended Rule
12d2–2, all issuers and national
securities exchanges seeking to delist
and deregister a security in accordance
with the rules of an exchange must file
the adopted version of Form 25 with the
Commission. The Commission also
adopted amendments to Rule 19d–1
under the Act to require exchanges to
file the adopted version of Form 25 as
notice to the Commission under Section
19(d) of the Act. Finally, the
Commission adopted amendments to
exempt standardized options and
security futures products from Section
12(d) of the Act. These amendments are
intended to simplify the paperwork and
procedure associated with a delisting
1 See Securities Exchange Act Release No. 98
(February 12, 1935).
2 See Securities Exchange Act Release No. 7011
(February 5, 1963), 28 FR 1506 (February 16, 1963).
3 See Securities Exchange Act Release No. 52029
(July 14, 2005), 70 FR 42456 (July 22, 2005).

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73522

Federal Register / Vol. 85, No. 223 / Wednesday, November 18, 2020 / Notices

and to unify general rules and
procedures relating to the delisting
process.
Form 25 is useful because it informs
the Commission that a security
previously traded on an exchange is no
longer traded. In addition, Form 25
enables the Commission to verify that
the delisting and/or deregistration has
occurred in accordance with the rules of
the exchange. Further, Form 25 helps to
focus the attention of delisting issuers to
make sure that they abide by the proper
procedural and notice requirements
associated with a delisting and/or a
deregistration. Without Rule 12d2–2
and Form 25, as applicable, the
Commission would be unable to fulfill
its statutory responsibilities.
There are 24 national securities
exchanges that could possibly be
respondents complying with the
requirements of the Rule and Form 25.4
The burden of complying with Rule
12d2–2 and Form 25 is not evenly
distributed among the exchanges,
however, since there are many more
securities listed on the New York Stock
Exchange, the NASDAQ Stock Market,
and NYSE American than on the other
exchanges. However, for purposes of
this filing, the Commission staff has
assumed that the number of responses is
evenly divided among the exchanges.
Since approximately 830 responses
under Rule 12d2–2 and Form 25 for the
purpose of delisting and/or
deregistration of equity securities are
received annually by the Commission
from the national securities exchanges,
the resultant aggregate annual reporting
hour burden would be, assuming on
average one hour per response, 830
annual burden hours for all exchanges
(24 exchanges × an average of 34.6
responses per exchange × 1 hour per
response). In addition, since
approximately 110 responses are
received by the Commission annually
from issuers wishing to remove their
securities from listing and registration
on exchanges, the Commission staff
estimates that the aggregate annual

reporting hour burden on issuers would
be, assuming on average one reporting
hour per response, 110 annual burden
hours for all issuers (110 issuers × 1
response per issuer × 1 hour per
response). Accordingly, the total annual
hour burden for all respondents to
comply with Rule 12d2–2 is 940 hours
(830 hours for exchanges + 110 hours
for issuers). The total related internal
cost of compliance associated with these
burden hours is $201,615 ($166,415 for
exchanges plus $35,200 for issuers).
Written comments are invited on: (a)
Whether the proposed collection of
information is necessary for the proper
performance of the functions of the
Commission, including whether the
information shall have practical utility;
(b) the accuracy of the Commission’s
estimates of the burden of the proposed
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.
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: November 12, 2020.
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2020–25355 Filed 11–17–20; 8:45 am]
BILLING CODE 8011–01–P

khammond on DSKJM1Z7X2PROD with NOTICES

4 The

staff notes that a few of these 24 registered
national securities exchanges only have rules to
permit the listing of standardized options, which
are exempt from Rule 12d2–2 under the Act.
Nevertheless, the staff counted national securities
exchanges that can only list options as potential
respondents because these exchanges could
potentially adopt new rules, subject to Commission
approval under Section 19(b) of the Act, to list and
trade equity and other securities that have to
comply with Rule 12d2–2 under the Act. Notice
registrants that are registered as national securities
exchanges solely for the purposes of trading
securities futures products have not been counted
since, as noted above, securities futures products
are exempt from complying with Rule 12d-2–2
under the Act and therefore do not have to file
Form 25.

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SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–90409; File No. SR–
NYSEArca–2020–95]

Self-Regulatory Organizations; NYSE
Arca, Inc.; Notice of Filing and
Immediate Effectiveness of Proposed
Rule Change Amending the Fees for
NYSE Arca BBO and NYSE Arca
Trades by Modifying the Application of
the Access Fee and Amending the
Fees for NYSE Arca Trades by
Adopting a Waiver Applicable to the
Redistribution Fee
November 12, 2020.

Pursuant to Section 19(b)(1) of the
Securities Exchange Act of 1934 (the
‘‘Act’’),1 and Rule 19b–4 thereunder,2
notice is hereby given that on November
2, 2020, NYSE Arca, Inc. (‘‘NYSE Arca’’
or the ‘‘Exchange’’) filed with the
Securities and Exchange Commission
(the ‘‘Commission’’) the proposed rule
change as described in Items I, II, and
III below, which Items have been
prepared by the Exchange. The
Commission is publishing this notice to
solicit comments on the proposed rule
change from interested persons.
I. Self-Regulatory Organization’s
Statement of the Terms of Substance of
the Proposed Rule Change
The Exchange proposes to (1) amend
the fees for NYSE Arca BBO and NYSE
Arca Trades by modifying the
application of the Access Fee; and (2)
amend the fees for NYSE Arca Trades by
adopting a waiver applicable to the
Redistribution Fee. The Exchange
proposes to implement the proposed fee
changes on January 1, 2021. 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.
1 15
2 17

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U.S.C. 78s(b)(1).
CFR 240.19b–4.

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