60 Day Notice

38794

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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lotter on DSK11XQN23PROD with NOTICES1

Federal Register / Vol. 87, No. 124 / Wednesday, June 29, 2022 / Notices
of information to the Office of
Management and Budget for extension
and approval.
The title for the collection of
information is ‘‘Rule 204–3 (17 CFR
275.204–3) under the Investment
Advisers Act of 1940.’’ (15 U.S.C. 80b).
Rule 204–3, the ‘‘brochure rule,’’
requires advisers to deliver their
brochures and brochure supplements at
the start of an advisory relationship and
to deliver annually thereafter the full
updated brochure or a summary of
material changes to their brochure. The
rule also requires that advisers deliver
an amended brochure or brochure
supplement (or just a statement
describing the amendment) to clients
only when disciplinary information in
the brochure or supplement becomes
materially inaccurate. The brochure
assists the client in determining
whether to retain, or continue
employing, the adviser. The information
that Rule 204–3 requires to be contained
in the brochure is also used by the
Commission and staff in its
enforcement, regulatory, and
examination programs. This collection
of information is found at 17 CFR
275.204–3 and is mandatory.
The respondents to this information
collection are certain investment
advisers registered with the
Commission. Our latest data indicate
that there were 14,777 advisers
registered with the Commission as of
March 31, 2022. The Commission has
estimated that compliance with Rule
204–3 imposes a burden of
approximately 3.9 hours annually based
on advisers having a median of 92
clients each. Based on this figure, the
Commission estimates a total annual
burden of 57,589 hours for this
collection of information.
Rule 204–3 does not require
recordkeeping or record retention. The
collection of information requirements
under the rule are mandatory. The
information collected pursuant to the
rule is not filed with the Commission,
but rather takes the form of disclosures
to clients and prospective clients.
Accordingly, these disclosures are not
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

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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. 2022–13810 Filed 6–28–22; 8:45 am]
BILLING CODE 8011–01–P

SECURITIES AND EXCHANGE
COMMISSION
[Release No. 95145; File No. SR–MSRB–
2022–02]

Self-Regulatory Organizations;
Municipal Securities Rulemaking
Board; Order Granting Approval of a
Proposed Rule Change Consisting of
Amendments to MSRB Rule G–19
Regarding Regulation Best Interest for
Certain Municipal Securities Activities
of Bank Dealers and MSRB Rule G–48
Regarding Quantitative Suitability for
Institutional Sophisticated Municipal
Market Professionals
June 23, 2022.

I. Introduction
On April 29, 2022, the Municipal
Securities Rulemaking Board (the
‘‘MSRB’’ or ‘‘Board’’) filed with the
Securities and Exchange Commission
(the ‘‘SEC’’ or ‘‘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 consisting of amendments to:
(i) MSRB Rule G–19, on suitability of
recommendations and transactions, and
(ii) MSRB Rule G–48, on transactions
with sophisticated municipal market
professionals (‘‘SMMPs’’) 3 (collectively,
the ‘‘proposed rule change’’).
1 15

U.S.C. 78s(b)(1).
CFR 240.19b–4.
3 Under MSRB Rule D–15, on the term
sophisticated municipal market professional, ‘‘[t]he
term ‘sophisticated municipal market professional’
2 17

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38795

The proposed rule change would
align MSRB Rule G–19 to the
Commission’s Rule 15l–1 under the
Exchange Act (‘‘Regulation Best
Interest’’) 4 for certain municipal
securities activities of bank dealers 5
(the ‘‘Best Interest Amendments’’). In
addition, the proposed rule change
would amend MSRB Rule G–48 to
modify the quantitative suitability
obligation of brokers, dealers, and
municipal securities dealers
(collectively, ‘‘dealers’’ and,
individually, each a ‘‘dealer’’) by
eliminating the quantitative suitability
obligation for recommendations in
circumstances where a dealer does not
have actual control or de facto control
over the account of an Institutional
SMMP (the ‘‘Institutional SMMP
Amendment’’).6
The proposed rule change was
published for comment in the Federal
Register on May 10, 2022.7 The public
comment period closed on May 31,
2022, and no comment letters were
received on the proposed rule change.
As described further below, the
Commission is approving the proposed
rule change.
II. Description of Proposed Rule Change
As described further below, the
proposed rule change consists of the
Best Interest Amendments and the
Institutional SMMP Amendment.
or ‘SMMP’ is generally defined by three essential
requirements: the nature of the customer; a
determination of sophistication by the broker,
dealer or municipal securities dealer []; and an
affirmation by the customer; as specified [therein].’’
See MSRB Rule D–15.
4 17 CFR 240.15l–1; see also Exchange Act
Release No. 86031 (June 5, 2019), 84 FR 33318 (July
12, 2019) (File No. S7–07–18) (‘‘Regulation Best
Interest Adopting Release’’).
5 Consistent with the definition set forth in MSRB
Rule D–8, the term ‘‘bank dealer’’ as used herein
means ‘‘a municipal securities dealer which is a
bank or a separately identifiable department or
division of a bank as defined in rule G–1 of the
Board.’’ Such references in the proposed rule
change shall be collectively to ‘‘Bank Dealers’’ or
individually to a ‘‘Bank Dealer.’’ See also MSRB
Rule D–11, which defines the term associated
persons (indicating that the term bank dealer as
used in MSRB rules shall generally refer to the
associated persons of a bank dealer unless the
context otherwise requires or a rule of the Board
otherwise specifically provides).
6 The term ‘‘Institutional SMMP’’ is used herein
as defined below under the discussion Background
and Purpose of the Institutional SMMP
Amendment. The Institutional SMMP definition
used herein would not encompass any natural
person customers who qualify as ‘‘retail customers’’
under the definitions of Regulation Best Interest,
such as certain natural persons with significant
total assets, who might otherwise meet the status
requirements of an SMMP.
7 Exchange Act Release No. 88829 (May 4, 2022)
(the ‘‘Notice’’), 87 FR 28084 (May 12, 2020) (MSRB–
2022–02).

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