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
Rule 701 Form S-8 Technical Amendments PRA Supporting Statement.Final(1).pdf Supporting Statement A	2020-12-30

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: 202012-3235-020
Status: Received in OIRA	Previous ICR Reference No: 201905-3235-013
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: Regular	Date Submitted to OIRA: 12/31/2020

	Requested	Previously Approved
Expiration Date	36 Months From Approved	07/31/2022
Responses	840	800
Time Burden (Hours)	315	400
Cost Burden (Dollars)	378,000	480,000

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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.

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Authorizing Statute(s): US Code: 15 USC 77c(b), 77f, 77g, 77h, 77j Name of Law: Securities Act of 1933
   US Code: 15 USC 77s(a), 77z-3 Name of Law: Securities Act of 1933
   US Code: 15 USC 78c(b), 78l, 78m, 78o, 78w(a) Name of Law: Securities Exchange Act of 1934
   US Code: 15 USC 78mm Name of Law: Securities Exchange Act of 1934
  

Citations for New Statutory Requirements: None

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Associated Rulemaking Information
RIN:	Stage of Rulemaking:	Federal Register Citation:	Date:
3235-AM38	Proposed rulemaking	85 FR 80232	12/11/2020

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Federal Register Notices & Comments

Did the Agency receive public comments on this ICR? No

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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.

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ICR Summary of Burden

	Total Request	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	840	800	0	40	0	0
Annual Time Burden (Hours)	315	400	0	-85	0	0
Annual Cost Burden (Dollars)	378,000	480,000	0	-102,000	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: Yes

Burden Reduction Due to: Changing Regulations

Short Statement: The proposed amendments to Rule 701 under the Securities Act of 1933 would reduce an issuer’s paperwork burden by reducing the frequency of Rule 701(e) financial statement updates; allowing Exchange Act Rule 12g3-2(b) eligible foreign private issuers to disclose financial statements that are not reconciled to U.S. GAAP; and allowing issuers to disclose valuation information consistent with IRC Section 409A rather than financial statements. For purposes of the PRA, we estimate that, for Rule 701, the proposed amendments would result in a reduction of 85 internal burden hours and a reduction in the cost burden of $102,000 for the services of outside professionals.

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Annual Cost to Federal Government: $103,479,690

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? No

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Common Form ICR:  No

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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: 12/31/2020

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