Form 15.supportingstatement.2021

SUPPORTING STATEMENT
FOR THE PAPERWORK REDUCTION ACT INFORMATION COLLECTION
FOR THE FORM 15

A.

JUSTIFICATION

1.

Circumstances Making the Collection of Information Necessary

Section 12(g)(4) of the Securities Exchange Act of 1934 (the “1934 Act”) provides that
registration of a class of equity security shall be terminated in 90 days (or less as determined by the
Commission) after the issuer files a certification stating that the number of holders of record of such
class is fewer than 300 persons, or in the case of a bank or a bank holding company 1,200 persons.
Similarly, Section 15(d) of the 1934 Act states that the duty to file reports under that section is
automatically suspended if, at the beginning of the relevant fiscal year, the class of securities in
question is held of record by fewer than 300 persons, or in the case of a bank or a bank holding
company 1,200 persons. In order to facilitate compliance with these sections, the Commission
adopted Form 15. In addition, Form 15 enables the Commission to expedite the processing of the
certification requirements under Section 12(g)(4) of the Exchange Act. Also, it informs the public
of those issuers whose duty to file reports pursuant to Section 15 has been suspended.
2.

Purpose and Use of the Information Collection

The reported information on Form 15 is needed by the Commission to fulfill its statutory
responsibility of determining whether to accelerate the effective date of the termination of
registration and to apprise investors that periodic reports concerning the affected issuer will no
longer be filed with the Commission.
3.

Consideration Given to Information Technology

Form 15 is electronically filed using the Commission’s Electronic Data Gathering, Analysis
and Retrieval (EDGAR) system.
4.

Duplication of Information
No similar data is available and no other sources of this information are currently identified.

5.

Reducing the Burden on Small Entities

This collection of information should not unduly burden small entities. Form 15 only requires
companies to check the applicable boxes.

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6.

Consequences of Not Conducting Collection

The Commission would not have adequate grounds to accelerate the effective date of a
termination of registration of a class of securities if less frequent collections are conducted.
Furthermore, the public would not be informed that the registrant does not file periodic reports.
7.

Special Circumstances
There are no special circumstances.

8.

Consultations with Person Outside the Agency

No comments were received during the 60-day comment period prior to OMB’s review of
this submission.
9.

Payment or Gift to Respondents
No payment or gift has been provided to any respondents.

10.

Confidentiality
Form 6-K is a public document.

11.

Sensitive Questions

No information of a sensitive nature, including social security numbers, will be required
under this collection of information. The information collection collects basic Personally Identifiable
Information (PII) that may include signature of the official signing on behalf of the entity.
However, the agency has determined that the information collection does not constitute a system of
record for purposes of the Privacy Act. Information is not retrieved by a personal identifier. In
accordance with Section 208 of the E-Government Act of 2002, the agency has conducted a
Privacy Impact Assessment (PIA) of the EDGAR system, in connection with this collection of
information. The EDGAR PIA, published on February 5, 2021 is provided as a supplemental
document and is also available at https://www.sec.gov/privacy

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12.

Estimated of Respondent Reporting Burden
Estimated Reporting Burden
Information
Collection
Title
Form 15

OMB Control
Number

Number of
Responses

Burden
Hours

3235-0167

1,062

1,593

For purposes of the Paperwork Reduction Act (“PRA”), we estimate that Form 15 takes
approximately 1.5 hours per response to comply with the collection of information requirements and
is filed by 1,062 respondents. We derived our burden hour estimates by estimating the average
number of hours it would take an issuer to compile the necessary information and data, prepare and
review disclosure, file documents and retain records. In connection with rule amendments to the
form, we occasionally receive PRA estimates from public commenters about incremental burdens
that are used in our burden estimates. We believe that the actual burdens will likely vary among
individual issuers based on the nature of their operations. We further estimate that 100% of the
collection of information burden is carried by the issuer internally. Based on our estimates, we
calculated the total reporting burden to be 1,593 hours (1.5 hours per response x 1,062 responses).
For administrative convenience, the total related to the paperwork burden hours has been rounded
to the nearest whole number. The estimated burden hours are made solely for the purpose of the
Paperwork Reduction Act.
13.

Estimate of Total Annualized Cost Burden
Form 15 does not directly impose any cost on respondents aside from the reporting burden.

14.

Costs to Federal Government

The annual cost of reviewing and processing disclosure documents, including registration
statements, post-effective amendments, proxy statements, annual reports and other filings of
operating companies amounted to approximately $103,479,690 in fiscal year 2019, based on the
Commission’s computation of the value of staff time devoted to this activity and related overhead.
15.

Reason for Change in Burden
There is no change in burden.

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Information Collection Planned for Statistical Purposes
The information collection is not planned for statistical purposes.

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17.

Approval to Omit OMB Expiration Date

We request authorization to omit the expiration date on the electronic version of the form.
Including the expiration date on the electronic version of the form will result in increased costs,
because the need to make changes to the form may not follow the application’s scheduled version
release dates. The OMB control number will be displayed.
18.

Exceptions to Certification for Paperwork Reduction Act Submissions
There are no exceptions to certification for Paperwork Reduction Act submissions.

B.

STATISTICAL METHODS
The information collection does not employ statistical methods.