60 Day Notice

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Federal Register / Vol. 87, No. 124 / Wednesday, June 29, 2022 / Notices

SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–95146; File No. SR–NSCC–
2021–016]

Self-Regulatory Organizations;
National Securities Clearing
Corporation; Notice of Designation of
Longer Period for Commission Action
on Proceedings To Determine Whether
To Approve or Disapprove a Proposed
Rule Change To Enhance Capital
Requirements and Make Other
Changes
June 23, 2022.

On December 13, 2021, National
Securities Clearing Corporation
(‘‘NSCC’’) filed with the Securities and
Exchange Commission (‘‘Commission’’)
proposed rule change SR–NSCC–2021–
016 (the ‘‘Proposed Rule Change’’)
pursuant to Section 19(b)(1) of the
Securities Exchange Act of 1934
(‘‘Act’’) 1 and Rule 19b–4 thereunder.2
The Proposed Rule Change was
published for comment in the Federal
Register on December 29, 2021,3 and the
Commission has received comments
regarding the changes proposed in the
Proposed Rule Change.4
On January 26, 2022, pursuant to
Section 19(b)(2) of the Act,5 the
Commission designated a longer period
within which to approve, disapprove, or
institute proceedings to determine
whether to approve or disapprove the
Proposed Rule Change.6 On March 23,
2022, the Commission instituted
proceedings, pursuant to Section
19(b)(2)(B) of the Act,7 to determine
whether to approve or disapprove the
Proposed Rule Change.8 The
Commission has received additional
comment letters on the Proposed Rule
Change.9
Section 19(b)(2) of the Act 10 provides
that proceedings to determine whether
to approve or disapprove a proposed
rule change must be concluded within
180 days of the date of publication of
notice of filing of the proposed rule
change. The time for conclusion of the
1 15

U.S.C. 78s(b)(1).
CFR 240.19b–4.
3 Securities Exchange Act Release No. 93856
(December 22, 2021), 86 FR 74185 (December 29,
2021) (File No. SR–NSCC–2021–016) (‘‘Notice’’).
4 Comments are available at https://www.sec.gov/
comments/sr-nscc-2021016/srnscc2021016.htm.
5 15 U.S.C. 78s(b)(2).
6 Securities Exchange Act Release No. 94068
(January 26, 2022), 87 FR 5544 (February 1, 2022)
(File No. SR–NSCC–2021–016).
7 15 U.S.C. 78s(b)(2)(B).
8 Securities Exchange Act Release No. 94494
(March, 23, 2022), 87 FR 18444 (March, 30, 2022)
(File No. SR–NSCC–2021–016).
9 See supra note 4.
10 15 U.S.C. 78s(b)(2).

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proceedings may be extended for up to
60 days if the Commission determines
that a longer period is appropriate and
publishes the reasons for such
determination.11 The 180th day after
publication of the Notice in the Federal
Register is June 27, 2022.
The Commission is extending the
period for Commission action on the
Proposed Rule Change. The Commission
finds that it is appropriate to designate
a longer period within which to take
action on the Proposed Rule Change so
that the Commission has sufficient time
to consider the issues raised by the
Proposed Rule Change and to take
action on the Proposed Rule Change.
Accordingly, pursuant to Section
19(b)(2)(B)(ii)(II) of the Act,12 the
Commission designates August 26,
2022, as the date by which the
Commission should either approve or
disapprove the Proposed Rule Change
SR–NSCC–2021–016.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.13
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2022–13815 Filed 6–28–22; 8:45 am]
BILLING CODE 8011–01–P

SECURITIES AND EXCHANGE
COMMISSION
[SEC File No. 270–176, OMB Control No.
3235–0311]

Proposed Collection; Comment
Request; Extension: Rule 7d–1
Upon Written Request, Copies Available
From: Securities and Exchange
Commission, Office of FOIA Services,
100 F Street NE, Washington, DC
20549–2736
Notice is hereby given that, pursuant
to the Paperwork Reduction Act of 1995
(44 U.S.C. 3501–3520), the Securities
and Exchange Commission (the
‘‘Commission’’) is soliciting comments
on the collections of information
summarized below. The Commission
plans to submit these existing collection
of information to the Office of
Management and Budget for extension
and approval.
Section 7(d) of the Investment
Company Act of 1940 (15 U.S.C. 80a–
7(d)) (the ‘‘Act’’ or ‘‘Investment
Company Act’’) requires an investment
company (‘‘fund’’) organized outside the
United States (‘‘foreign fund’’) to obtain
an order from the Commission allowing
the fund to register under the Act before
11 15

U.S.C. 78s(b)(2)(B)(ii)(II).

12 Id.
13 17

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CFR 200.30–3(a)(57).

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making a public offering of its securities
through the United States mail or any
means of interstate commerce. The
Commission may issue an order only if
it finds that it is both legally and
practically feasible effectively to enforce
the provisions of the Act against the
foreign fund, and that the registration of
the fund is consistent with the public
interest and protection of investors.
Rule 7d–1 (17 CFR 270.7d–1) under
the Act, which was adopted in 1954,
specifies the conditions under which a
Canadian management investment
company (‘‘Canadian fund’’) may
request an order from the Commission
permitting it to register under the Act.
Although rule 7d–1 by its terms applies
only to Canadian funds, other foreign
funds generally have agreed to comply
with the requirements of rule 7d–1 as a
prerequisite to receiving an order
permitting those foreign funds’
registration under the Act.
The rule requires a Canadian fund
that wishes to register to file an
application with the Commission that
contains various undertakings and
agreements by the fund. The
requirement of the Canadian fund to file
an application is a collection of
information under the Paperwork
Reduction Act. Certain of the
undertakings and agreements, in turn,
impose the following additional
information collection requirements:
(1) the fund must file with the Commission
agreements between the fund and its
directors, officers, and service providers
requiring them to comply with the fund’s
charter and bylaws, the Act, and certain other
obligations relating to the undertakings and
agreements in the application;
(2) the fund and each of its directors,
officers, and investment advisers that is not
a U.S. resident, must file with the
Commission an irrevocable designation of the
fund’s custodian in the United States as agent
for service of process;
(3) the fund’s charter and bylaws must
provide that (a) the fund will comply with
certain provisions of the Act applicable to all
funds, (b) the fund will maintain originals or
copies of its books and records in the United
States, and (c) the fund’s contracts with its
custodian, investment adviser, and principal
underwriter, will contain certain terms,
including a requirement that the adviser
maintain originals or copies of pertinent
records in the United States;
(4) the fund’s contracts with service
providers will require that the provider
perform the contract in accordance with the
Act, the Securities Act of 1933 (15 U.S.C.
77a), and the Securities Exchange Act of 1934
(15 U.S.C. 78a), as applicable; and
(5) the fund must file, and periodically
revise, a list of persons affiliated with the
fund or its adviser or underwriter.

As noted above, under section 7(d) of
the Act the Commission may issue an

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order permitting a foreign fund’s
registration only if the Commission
finds that ‘‘by reason of special
circumstances or arrangements, it is
both legally and practically feasible
effectively to enforce the provisions of
the (Act).’’ The information collection
requirements are necessary to ensure
that the substantive provisions of the
Act may be enforced as a matter of
contract right in the United States or
Canada by the fund’s shareholders or by
the Commission.
Rule 7d–1 also contains certain
information collection requirements that
are associated with other provisions of
the Act. These requirements are
applicable to all registered funds and
are outside the scope of this request.
The Commission believes that one
foreign fund is registered under rule 7d–
1 and currently active. Apart from
requirements under the Act applicable
to all registered funds, rule 7d–1
imposes ongoing burdens to maintain
records in the United States, and to
update, as necessary, certain fund
agreements, designations of the fund’s
custodian as service agent, and the
fund’s list of affiliated persons. The
Commission staff estimates that each
year under the rule, the active registrant
and its directors, officers, and service
providers engage in the following
collections of information and
associated burden hours:
For the fund and its investment
adviser to maintain records in the
United States: 1
0 hours: 0 minutes of compliance
clerk time.
• For the fund to update its list of
affiliated persons:
2 hours: 2 hours of support staff time.
• For new officers, directors, and
service providers to enter into and file
agreements requiring them to comply
with the fund’s charter and bylaws, the
Act, and certain other obligations:
0.5 hours: 7.5 minutes of director
time; 2.5 minutes of officer time; 20
minutes of support staff time.
• For new officers, directors, and
investment advisers who are not
residents of the United States to file
1 The rule requires an applicant and its
investment adviser to maintain records in the
United States (which, without the requirement,
might be maintained in Canada or another foreign
jurisdiction), which facilitates routine inspections
and any special investigations of the fund by
Commission staff. The registrant and its investment
adviser, however, already maintain the registrant’s
records in the United States and in no other
jurisdiction. Therefore, maintenance of the
registrant’s records in the United States does not
impose an additional burden beyond that imposed
by other provisions of the Act. Those provisions are
applicable to all registered funds and the
compliance burden of those provisions is outside
the scope of this request.

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irrevocable designation of the fund’s
custodian as agent for process of service:
0.25 hours: 5 minutes of director time;
10 minutes of support staff time.
Based on the estimates above, the
Commission estimates that the total
annual burden of the rule’s paperwork
requirements is 2.75 hours.2 If a fund
were to file an application under rule
7d–1 to register under the Act, the
Commission estimates that the rule
would impose initial information
collection burdens (for filing an
application, preparing the specified
charter, bylaw, and contract provisions,
designations of agents for service of
process, and an initial list of affiliated
persons, and establishing a means of
keeping records in the United States) of
approximately 90 hours for the fund and
its associated persons. The Commission
is not including these hours in its
calculation of the annual burden
because no fund has applied to register
under the Act pursuant to rule 7d–1 in
the last three years.
As noted above, after registration, a
Canadian fund may file a supplemental
application seeking special relief
designed for the fund’s particular
circumstances. Rule 7d–1 does not
mandate these applications. For
purposes of this PRA we are assuming
one registrant has filed a substantive
supplemental application within the
past three years. The Commission staff
estimates that the rule would impose an
additional information collection
burden of 5 hours on a fund to comply
with the Commission’s application
process. The staff understands that
funds also obtain assistance from
outside counsel to comply with the
Commission’s application process and
the cost burden of using outside counsel
is discussed below.
Therefore, the Commission staff
estimates the aggregate annual burden
hours of the collection of information
associated with rule 7d–1 is 13.25
hours.3 Amortized over three years we
estimate an hourly annual burden of
4.42 hours.4 These estimates of average
burden hours are made solely for the
purposes of the Paperwork Reduction
Act. The estimate is not derived from a
comprehensive or even a representative
survey or study of Commission rules.
If a Canadian or other foreign fund in
the future applied to register under the
Act under rule 7d–1, the fund initially
2 This estimate is based on the following
calculation: (0 + 2 + 0.5 + 0.25) = 2.75 hours.
3 This estimate is based on the following
calculation: 2.75 hours year 1 + 5 hours year 1 +
2.75 hours year 2 + 2.75 hours year 3 = 13.25 hours.
4 The estimates are based on the following
calculations: 4.42 hours = 13.25 cumulative burden
hours/3 years.

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38793

might have capital and start-up costs
(not including hourly burdens) of an
estimated $20,000 to comply with the
rule’s initial information collection
requirements. These costs include legal
and processing-related fees for
preparing the required documentation
(such as the application, charter, bylaw,
and contract provisions, designations
for service of process, and the list of
affiliated persons). Other related costs
would include fees for establishing
arrangements with a custodian or other
agent for maintaining records in the
United States, copying and
transportation costs for records, and the
costs of purchasing or leasing computer
equipment, software, or other record
storage equipment for records
maintained in electronic or
photographic form.
The Commission expects that a fund
and its sponsors would incur these costs
immediately, and that the annualized
cost of the expenditures would be
$20,000 in the first year. Some
expenditures might involve capital
improvements, such as computer
equipment, having expected useful lives
for which annualized figures beyond the
first year would be meaningful.
These annualized figures are not
provided, however, because, in most
cases, the expenses would be incurred
immediately rather than on an annual
basis. The Commission is not including
these costs in its calculation of the
annualized capital/start-up costs
because no fund has applied under rule
7d–1 to register under the Act pursuant
to rule 7d–1 in the last three years.
As indicated above, a Canadian or
fund may file a supplemental
application seeking special relief
designed for the fund’s particular
circumstances. Rule 7d–1 does not
mandate these applications. The active
registrant filed a substantive
supplemental application in the past
three years. As noted above, the staff
understands that funds generally use
outside counsel to prepare the
application. The staff estimates that
outside counsel spends 10 hours
preparing a supplemental application,
including 8 hours by an associate and 2
hours by a partner. Outside counsel
billing arrangements and rates vary
based on numerous factors, but the staff
has estimated the average cost of outside
counsel as $531 per hour, based on
information received from funds,
intermediaries and their counsel. The
Commission staff therefore estimates
that the fund would obtain assistance

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Federal Register / Vol. 87, No. 124 / Wednesday, June 29, 2022 / Notices

from outside counsel at a cost of
$5,130.5
The estimates of average burden hours
and average cost burdens are made
solely for the purposes of the Paperwork
Reduction Act, and are not derived from
a comprehensive or even a
representative survey or study.
Compliance with the collection of
information requirements of the rule is
necessary to obtain the benefit of relying
on the rule. 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.
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
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
by August 29, 2022.
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, Acting Director/Chief
Information Officer, Securities and
Exchange Commission, c/o John
Pezzullo, 100 F Street NE, Washington,
DC 20549 or send an email to: PRA_
[email protected].
Dated: June 23, 2022.
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2022–13808 Filed 6–28–22; 8:45 am]
BILLING CODE 8011–01–P

SECURITIES AND EXCHANGE
COMMISSION
[SEC File No. 270–561, OMB Control No.
3235–0747]

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Proposed Collection; Comment
Request; Extension: Rule 607
Upon Written Request, Copies Available
From: Securities and Exchange
Commission, Office of FOIA Services,
100 F Street NE, Washington, DC
20549–2736.
5 This estimate is based on the following
calculation: 10 hours × $531 per hour = $5,130.

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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 for extension
and approval.
Regulation E (17 CFR 230.601 to
230.610a) exempts from registration
under the Securities Act of 1933 (15
U.S.C. 77a et seq.) (‘‘Securities Act’’)
securities issued by a small business
investment company (‘‘SBIC’’) which is
registered under the Investment
Company Act of 1940 (15 U.S.C. 80a–1
et seq.) (‘‘Investment Company Act’’) or
a closed-end investment company that
has elected to be regulated as a business
development company (‘‘BDC’’) under
the Investment Company Act, so long as
the aggregate offering price of all
securities of the issuer that may be sold
within a 12-month period does not
exceed $5,000,000 and certain other
conditions are met. Rule 607 under
Regulation E (17 CFR 230.607) entitled,
‘‘Sales material to be filed,’’ requires
sales material used in connection with
securities offerings under Regulation E
to be filed with the Commission at least
five days (excluding weekends and
holidays) prior to its use.1 Commission
staff reviews sales material filed under
rule 607 for materially misleading
statements and omissions. The
requirements of rule 607 are designed to
protect investors from the use of false or
misleading sales material in connection
with Regulation E offerings.
Respondents to this collection of
information include SBICs and BDCs
making an offering of securities
pursuant to Regulation E. No filings
were submitted to the Commission
under rule 607 in 2019, 2020, or 2021.
Accordingly, we estimate no annual
responses. Each respondent’s reporting
burden under rule 607 relates to the
internal burden associated with filing its
sales material electronically, which is
negligible. For administrative purposes,
we estimate an annual burden of one
hour. The estimate of average burden
hours is made solely for purposes of the
Paperwork Reduction Act and is not
derived from a quantitative,
comprehensive, or even representative
survey or study of the burdens
1 Sales material includes advertisements, articles
or other communications to be published in
newspapers, magazines, or other periodicals; radio
and television scripts; and letters, circulars or other
written communications proposed to be sent given
or otherwise communicated to more than ten
persons.

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associated with Commission rules and
forms.
The requirements of this collection of
information are mandatory. Responses
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 control
number.
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
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
by August 29, 2022.
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, Acting Director/Chief
Information Officer, Securities and
Exchange Commission, c/o John
Pezzullo, 100 F Street, NE Washington,
DC 20549 or send an email to: PRA_
[email protected].
Dated: June 23, 2022.
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2022–13809 Filed 6–28–22; 8:45 am]
BILLING CODE 8011–01–P

SECURITIES AND EXCHANGE
COMMISSION
[SEC File No. 270–42, OMB Control No.
3235–0047]

Proposed Collection; Comment
Request; Extension: Rule 204–3
Upon Written Request, Copies Available
From: Securities and Exchange
Commission, Office of FOIA Services,
100 F Street NE, Washington, DC
20549–2736
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’’) is soliciting comments
on the collection of information
summarized below. The Commission
plans to submit this existing collection

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