60 Day Notice

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Federal Register / Vol. 86, No. 137 / Wednesday, July 21, 2021 / Notices
projections of the social security
equivalent benefit account, railroad
retirement account and cost estimates
made for proposed amendments to laws
administered by the RRB are dependent
on input developed from the
information collection.

The RRB utilizes Form BA–11 to
obtain gross earnings information from
railroad employers. Employers have the
option of preparing and submitting BA–
11 reports online via the RRB’s
Employer Reporting System or on paper
(or in like format) by File Transfer
Protocol (FTP) or secure Email. The

online BA–11 includes the option to file
a ‘‘negative report’’ (no employees, or no
employees with the digits ‘‘30’’).
Completion is mandatory. One response
is requested of each respondent. The
RRB proposes no changes to Form BA–
11.

ESTIMATE OF ANNUAL RESPONDENT BURDEN
Annual
responses

Form No.
BA–11
BA–11
BA–11
BA–11
BA–11

Burden
(hours)

CD–ROM .........................................................................................................................
File Transfer Protocol ......................................................................................................
Secure Email ...................................................................................................................
(Internet)—Positive ..........................................................................................................
(Internet)—Negative .........................................................................................................

0
11
0
154
424

30
300
30
30
15

0
55
0
77
106

Total ......................................................................................................................................

589

........................

238

Additional Information or Comments:
To request more information or to
obtain a copy of the information
collection justification, forms, and/or
supporting material, contact Kennisha
Tucker at (312) 469–2591 or
[email protected]. Comments
regarding the information collection
should be addressed to Brian Foster,
Railroad Retirement Board, 844 North
Rush Street, Chicago, Illinois 60611–
1275 or emailed to [email protected].
Written comments should be received
within 60 days of this notice.
Brian D. Foster,
Clearance Officer.
[FR Doc. 2021–15479 Filed 7–20–21; 8:45 am]
BILLING CODE 7905–01–P

SECURITIES AND EXCHANGE
COMMISSION
[OMB Control No. 3235–0422, SEC File No.
270–373]

Proposed Collection; Comment
Request
Extension:
Rule 23c–3 and Form N–23c–3

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Time
(minutes)

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 collection of information
summarized below. The Commission
plans to submit this existing collection
of information to the Office of
Management and Budget (‘‘OMB’’) for
extension and approval.
Rule 23c–3 (17 CFR 270.23c–3) under
the Investment Company Act of 1940
(15 U.S.C. 80a–1 et seq.) permits a
registered closed-end investment

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company (‘‘closed-end fund’’ or ‘‘fund’’)
that meets certain requirements to
repurchase common stock of which it is
the issuer from shareholders at periodic
intervals, pursuant to repurchase offers
made to all holders of the stock. The
rule enables these funds to offer their
shareholders a limited ability to resell
their shares in a manner that previously
was available only to open-end
investment company shareholders.
There have been recent regulatory
developments put forth by the
Commission that will provide
shareholders of closed-end funds with
additional benefits. Effective August 1,
2021, rule 23c–3 will be amended by
including a new subparagraph (e) that
will permit a fund that relies on rule
23c–3 to register an indefinite amount of
securities, under Section 24 of the
Investment Company Act upon the
effectiveness of a fund’s registration
statement.1 In addition, concurrent with
the implementation of rule 23c–3(e), the
Commission adopted an amendment to
rule 24f–2 under the Investment
Company Act, permitting closed-end
funds to compute registration fees on an
annual net basis.2 The Commission’s
intent in proposing and adopting rules
23c–3(e) and 24f–2(a) respectively, was
to avoid the possibility a closed-end
fund of inadvertently selling more
shares than it had registered.3 These
revisions to rule 23c–3 do not impose
additional collections of information.
Notwithstanding these recent
regulatory developments, a closed-end
fund that relies on rule 23c–3 must send
shareholders a notification that contains
CFR 270.23c–3(e).
2 17 CFR 270.24f–2(a).
3 Securities Offering Reform for Closed-End
Investment Companies (SEC Rel. No. IC–33427)
(Mar. 20, 2019) [84 FR 14448 (Apr. 10, 2019)] at 64.

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specified information each time the
fund makes a repurchase offer (on a
quarterly, semi-annual, or annual basis,
or, for certain funds, on a discretionary
basis not more often than every two
years). The fund also must file copies of
the shareholder notification with the
Commission (electronically through the
Commission’s Electronic Data
Gathering, Analysis, and Retrieval
System (‘‘EDGAR’’)) on Form N–23c–3,
a filing that provides certain
information about the fund and the type
of offer the fund is making.4 The fund
must describe in its annual report to
shareholders the fund’s policy
concerning repurchase offers and the
results of any repurchase offers made
during the reporting period. The fund’s
board of directors must adopt written
procedures designed to ensure that the
fund’s investment portfolio is
sufficiently liquid to meet its repurchase
obligations and other obligations under
the rule. The board periodically must
review the composition of the fund’s
portfolio and change the liquidity
procedures as necessary. The fund also
must file copies of advertisements and
other sales literature with the
Commission as if it were an open-end
investment company subject to Section
24 of the Investment Company Act (15
U.S.C. 80a–24) and the rules that
implement Section 24. Rule 24b–3
under the Investment Company Act (17
CFR 270.24b–3), however, exempts the
fund from that requirement if the
materials are filed instead with the
4 Form N–23c–3, entitled ‘‘Notification of
Repurchase Offer Pursuant to Rule 23c–3,’’ requires
the fund to state its registration number, its full
name and address, the date of the accompanying
shareholder notification, and the type of offer being
made (periodic, discretionary, or both).

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38510

Federal Register / Vol. 86, No. 137 / Wednesday, July 21, 2021 / Notices

Financial Industry Regulatory Authority
(‘‘FINRA’’).
The requirement that the fund send a
notification to shareholders of each offer
is intended to ensure that a fund
provides material information to
shareholders about the terms of each
offer. The requirement that copies be
sent to the Commission is intended to
enable the Commission to monitor the
fund’s compliance with the notification
requirement. The requirement that the
shareholder notification be attached to
Form N–23c–3 is intended to ensure
that the fund provides basic information
necessary for the Commission to process
the notification and to monitor the
fund’s use of repurchase offers. The
requirement that the fund describe its
current policy on repurchase offers and
the results of recent offers in the annual
shareholder report is intended to
provide shareholders current
information about the fund’s repurchase
policies and its recent experience. The
requirement that the board approve and
review written procedures designed to
maintain portfolio liquidity is intended
to ensure that the fund has enough cash
or liquid securities to meet its
repurchase obligations, and that written
procedures are available for review by
shareholders and examination by the
Commission. The requirement that the
fund file advertisements and sales
literature as if it were an open-end fund
is intended to facilitate the review of
these materials by the Commission or
FINRA to prevent incomplete,
inaccurate, or misleading disclosure
about the special characteristics of a
closed-end fund that makes periodic
repurchase offers.
The Commission staff estimates that
60 funds make use of rule 23c–3
annually, including 32 funds that are
relying upon rule 23c–3 for the first
time. The Commission staff estimates
that on average a fund spends 89 hours
annually in complying with the
requirements of the Rule and Form
N–23c–3, with funds relying upon rule
23c–3 for the first time incurring an
additional one-time burden of 28 hours.
The Commission therefore estimates the
total annual hour burden of the rule’s
and form’s paperwork requirements to
be 6,236 hours. In addition to the
burden hours, the Commission staff
estimates that the average yearly cost to
each fund that relies on rule 23c–3 to
print and mail repurchase offers to
shareholders is about $32,744.13. The
Commission estimates total annual cost
is therefore about $1,964,647.
Estimates of average burden hours
and costs are made solely for purposes
of the Paperwork Reduction Act and are
not derived from a comprehensive or

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even representative survey or study of
the costs of Commission rules and
forms. Compliance with the collection
of information requirements of the rule
and form is mandatory only for those
funds that rely on the rule in order to
repurchase shares of the fund. The
information provided to the
Commission on Form N–23c–3 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.
Written comments are invited on: (a)
Whether the collection of information is
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 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].
All submissions should refer to File
Number 270–373. This file number
should be included on the subject line
if email is used. The Commission will
post all comments on the Commission’s
internet website (http://www.sec.gov).
All comments received will be posted
without change; we do not edit personal
identifying information from
submissions. You should submit only
information that you wish to make
available publicly.
Dated: July 15, 2021.
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2021–15427 Filed 7–20–21; 8:45 am]
BILLING CODE 8011–01–P

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SECURITIES AND EXCHANGE
COMMISSION
[Investment Company Act Release No.
34331; 812–15180]

Uncommon Investment Funds Trust
and Uncommon Investment Advisors
LLC
July 15, 2021.

Securities and Exchange
Commission (‘‘Commission’’).
ACTION: Notice.
AGENCY:

Notice of an application under section
6(c) of the Investment Company Act of
1940 (‘‘Act’’) for an exemption from
section 15(a) of the Act, as well as from
certain disclosure requirements in rule
20a–1 under the Act, Item 19(a)(3) of
Form N–1A, Items 22(c)(1)(ii),
22(c)(1)(iii), 22(c)(8) and 22(c)(9) of
Schedule 14A under the Securities
Exchange Act of 1934 (‘‘1934 Act’’), and
sections 6–07(2)(a), (b), and (c) of
Regulation S–X (‘‘Disclosure
Requirements’’).
APPLICANTS: Uncommon Investment
Funds Trust (‘‘Trust’’), a Delaware
statutory trust registered under the Act
as an open-end management investment
company with multiple series (each a
‘‘Fund’’) and Uncommon Investment
Advisors LLC (‘‘Initial Adviser’’), a
Delaware limited liability company
registered as an investment adviser
under the Investment Advisers Act of
1940 (‘‘Advisers Act’’) that serves as an
investment adviser to the Uncommon
Generosity 50 Equity ETF and
Uncommon Portfolio Design Core
Equity ETF (collectively with the Trust,
the ‘‘Applicants’’).
SUMMARY OF APPLICATION: The requested
exemption would permit Applicants to
enter into and materially amend
subadvisory agreements with
subadvisers without shareholder
approval and would grant relief from
the Disclosure Requirements as they
relate to fees paid to the subadvisers.
FILING DATES: The application was filed
on November 25, 2020, and amended on
March 12, 2021, and June 10, 2021.
HEARING OR NOTIFICATION OF HEARING: An
order granting the requested relief will
be issued unless the Commission orders
a hearing. Interested persons may
request a hearing by emailing the
Commission’s Secretary at [email protected] and serving Applicants
with a copy of the request by email.
Hearing requests should be received by
the Commission by 5:30 p.m. on August
9, 2021, and should be accompanied by
proof of service on the Applicants, in
the form of an affidavit, or, for lawyers,
a certificate of service. Pursuant to rule

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