60-Day Notice

Federal Register / Vol. 86, No. 203 / Monday, October 25, 2021 / Notices
may watch the webcast of the meeting
on the Commission’s website at
www.sec.gov.
STATUS: The meeting will begin at 10:00
a.m. and will be open to the public by
webcast on the Commission’s website at
www.sec.gov.
MATTER TO BE CONSIDERED: On October
20, 2021, the Commission issued notice
of the meeting (Release No. 34–93391),
indicating that the meeting is open to
the public and inviting the public to
submit written comments to AMAC.
This Sunshine Act notice is being
issued because a majority of the
Commission may attend the meeting.
The meeting will include a discussion
of matters in the asset management
industry relating to the Evolution of
Advice and the Small Advisers and
Small Funds Subcommittees, including
potential recommendations.
CONTACT PERSON FOR MORE INFORMATION:
For further information, please contact
Vanessa A. Countryman from the Office
of the Secretary at (202) 551–5400.
Authority: 5 U.S.C. 552b.
Dated: October 20, 2021.
Vanessa A. Countryman,
Secretary.

Dated: October 19, 2021.
J. Matthew DeLesDernier,
Assistant Secretary.

[FR Doc. 2021–23266 Filed 10–21–21; 11:15 am]
BILLING CODE 8011–01–P

[FR Doc. 2021–23151 Filed 10–22–21; 8:45 am]

SECURITIES AND EXCHANGE
COMMISSION

BILLING CODE 8011–01–P

[SEC File No. 270–336, OMB Control No.
3235–0379]

SECURITIES AND EXCHANGE
COMMISSION

Submission for OMB Review;
Comment Request

[SEC File No. 270–188, OMB Control No.
3235–0212]

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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Extension:
Form F–X

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
(‘‘Commission’’) has submitted to the
Office of Management and Budget this
request for extension of the previously
approved collection of information
discussed below.
Form F–X (17 CFR 239.42) is used to
appoint an agent for service of process
by Canadian issuers registering
securities on Forms F–7, F–8, F–9 or F–
10 under the Securities Act of 1933 (15
U.S.C. 77a et seq.), or filing periodic
reports on Form 40–F under the
Exchange Act of 1934 (15 U.S.C. 78a et
seq.). The information collected must be

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filed with the Commission and is
publicly available. We estimate it takes
approximately 2 hours per response to
prepare Form F–X and the information
is filed by approximately 114
respondents for a total annual reporting
burden of 228 hours (2 hours per
response × 114 responses).
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,
Washington, DC 20549, or by sending an
email to: [email protected].

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 12b–1

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 12b–1 under the Investment
Company Act of 1940 (17 CFR 270.12b–
1) permits a registered open-end
investment company (‘‘fund’’) to bear

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expenses associated with the
distribution of its shares, provided that
the fund complies with certain
requirements, including, among other
things, that it adopt a written plan
(‘‘rule 12b–1 plan’’) and that it preserves
in writing any agreements relating to the
rule 12b–1 plan. The rule in part
requires that (i) the adoption or material
amendment of a rule 12b–1 plan be
approved by the fund’s directors,
including its independent directors,
and, in certain circumstances, its
shareholders; (ii) the board review
quarterly reports of amounts spent
under the rule 12b–1 plan; and (iii) the
board, including the independent
directors, consider continuation of the
rule 12b–1 plan and any related
agreements at least annually. Rule 12b–
1 also requires funds relying on the rule
to preserve for six years, the first two
years in an easily accessible place,
copies of the rule 12b–1 plan and any
related agreements and reports, as well
as minutes of board meetings that
describe the factors considered and the
basis for adopting or continuing a rule
12b–1 plan.
Rule 12b–1 also prohibits funds from
paying for distribution of fund shares
with brokerage commissions on their
portfolio transactions. The rule requires
funds that use broker-dealers that sell
their shares to also execute their
portfolio securities transactions, to
implement policies and procedures
reasonably designed to prevent: (i) The
persons responsible for selecting brokerdealers to effect transactions in fund
portfolio securities from taking into
account broker-dealers’ promotional or
sales efforts when making those
decisions; and (ii) a fund, its adviser, or
its principal underwriter, from entering
into any agreement under which the
fund directs brokerage transactions or
revenue generated by those transactions
to a broker-dealer to pay for distribution
of the fund’s (or any other fund’s)
shares.
The board and shareholder approval
requirements of rule 12b–1 are designed
to ensure that fund shareholders and
directors receive adequate information
to evaluate and approve a rule 12b–1
plan and, thus, are necessary for
investor protection. The requirement of
quarterly reporting to the board is
designed to ensure that the rule 12b–1
plan continues to benefit the fund and
its shareholders. The recordkeeping
requirements of the rule are necessary to
enable Commission staff to oversee
compliance with the rule. The
requirement that funds or their advisers
implement, and fund boards approve,
policies and procedures in order to
prevent persons charged with allocating

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Federal Register / Vol. 86, No. 203 / Monday, October 25, 2021 / Notices

fund brokerage from taking distribution
efforts into account is designed to
ensure that funds’ selection of brokers to
effect portfolio securities transactions is
not influenced by considerations about
the sale of fund shares.
Commission staff estimates that there
are approximately 6,358 funds (for
purposes of this estimate, registered
open-end investment companies or
series thereof) that have at least one
share class subject to a rule 12b–1 plan
and approximately 454 fund families
with common boards of directors that
have at least one fund with a 12b–1
plan. The Commission further estimates
that the annual hour burden for
complying with the rule is 425 hours for
each fund family with a portfolio that
has a rule 12b–1 plan. We therefore
estimate that the total hourly burden per
year for all funds to comply with
current information collection
requirements under rule 12b–1 is
192,950 hours. Commission staff
estimates that approximately three
funds per year prepare a proxy in
connection with the adoption or
material amendment of a rule 12b–1
plan. The staff further estimates that the
cost of each fund’s proxy is $30,000.
Thus, the total annual cost burden of
rule 12b–1 to the fund industry is
$90,000.
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
even representative survey or study of
the costs of Commission rules and
forms. The collections of information
required by rule 12b–1 are necessary to
obtain the benefits of the rule. Notices
to the Commission 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.

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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 270–188. 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: October 19, 2021.
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2021–23160 Filed 10–22–21; 8:45 am]
BILLING CODE 8011–01–P

SECURITIES AND EXCHANGE
COMMISSION

disapprove the proposed rule change, or
institute proceedings to determine
whether the proposed rule change
should be disapproved. The 45th day
after publication of the notice for this
proposed rule change is October 23,
2021. The Commission is extending this
45-day time period.
The Commission finds that it is
appropriate to designate a longer period
within which to take action on the
proposed rule change so that it has
sufficient time to consider the proposed
rule change and any comments.
Accordingly, pursuant to Section
19(b)(2) of the Act,5 the Commission
designates December 7, 2021, as the date
by which the Commission shall either
approve or disapprove, or institute
proceedings to determine whether to
disapprove, the proposed rule change
(File No. SR–MEMX–2021–10).
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.6
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2021–23140 Filed 10–22–21; 8:45 am]

[Release No. 34–93383; File No. SR–MEMX–
2021–10]

BILLING CODE 8011–01–P

Self-Regulatory Organizations; MEMX
LLC; Notice of Designation of a Longer
Period for Commission Action on a
Proposed Rule Change To Establish a
Retail Midpoint Liquidity Program

SECURITIES AND EXCHANGE
COMMISSION

October 19, 2021.

On August 18, 2021, MEMX LLC
(‘‘MEMX’’) filed with the Securities and
Exchange Commission (‘‘Commission’’),
pursuant to Section 19(b)(1) of the
Securities Exchange Act of 1934
(‘‘Act’’) 1 and Rule 19b–4 thereunder,2 a
proposed rule change to establish a
Retail Midpoint Liquidity Program. The
proposed rule change was published for
comment in the Federal Register on
September 8, 2021.3 The Commission
has received no comments on the
proposed rule change.
Section 19(b)(2) of the Act 4 provides
that within 45 days of the publication of
notice of the filing of a proposed rule
change, or within such longer period up
to 90 days (i) as the Commission may
designate if it finds such longer period
to be appropriate and publishes its
reasons for so finding or (ii) as to which
the self-regulatory organization
consents, the Commission shall either
approve the proposed rule change,
1 15

U.S.C. 78s(b)(1).
CFR 240.19b–4.
3 See Securities Exchange Act Release No. 92844
(September 1, 2021), 86 FR 50411 (September 8,
2021).
4 15 U.S.C. 78s(b)(2).
2 17

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[SEC File No. 270–518, OMB Control No.
3235–0576]

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:
Regulation G

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
(‘‘Commission’’) has submitted to the
Office of Management and Budget this
request for extension of the previously
approved collection of information
discussed below.
Regulation G (17 CFR 244.100–
244.102) under the Securities Exchange
Act of 1934 (the ‘‘Exchange Act’’) (15
U.S.C. 78a et seq.) requires publicly
reporting companies that disclose or
releases financial information in a
manner that is calculated or presented
other than in accordance with generally
accepted accounting principles
(‘‘GAAP’’) to provide a reconciliation of
5 Id.
6 17

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CFR 200.30–3(a)(31).

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