Rule 13e-1 30 Day Federal Register Notice

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Federal Register / Vol. 87, No. 165 / Friday, August 26, 2022 / Notices
rely on certain representations from
their counterparties when determining
whether a transaction falls within the
definition of a ‘‘transaction conducted
through a foreign branch.’’ Based on its
understanding of the current state of the
security-based swap market, the
Commission staff estimates that nine
entities will incur burdens under this
collection of information, whether
solely in connection with the business
conduct requirements or also in
connection with the application of the
de minimis exception.
The Commission estimates the onetime third-party disclosure burden
associated with developing
representations under this collection of
information will be, for each U.S. bank
counterparty that will make such
representations, no more than five
hours, and up to $2,000 for the services
of outside professionals. Across the nine
respondents, this amounts to
approximately 45 hours, or 15 hours per
year when annualized over three years.
This estimate assumes little or no
reliance on standardized disclosure
language.
The Commission expects that the
majority of the burden associated with
the new disclosure requirements will be
experienced during the first year as
language is developed and trading
documentation is amended. The
Commission further believes that the
ongoing third-party disclosure burden
associated with this requirement will be
10 hours per U.S. bank counterparty for
verifying representations with existing
counterparties, for a total of
approximately 90 hours across the nine
respondents.1
The Commission believes that some of
the entities that will comply with Rule
3a71–3 will seek outside counsel to help
them develop new representations
contemplated by Rule 3a71–3. For PRA
purposes, the Commission assumes that
all nine respondents will seek outside
counsel for the first year only and will,
on average, consult with outside
counsel for a cost of up to $2,000. The
Commission also assumes that none of
the nine respondents will seek outside
legal services for year two or year three.
Thus, the Commission expects the
aggregate cost to the nine respondents
over the three-year period will be
$18,000, or $6,000 per year when
annualized over three years. The
Commission expects the total labor cost
per respondent will be approximately
1 The Commission staff estimates that this burden
will consist of 10 hours of in-house counsel time
for each security-based swap market participant
that will make such representations. See Business
Conduct Adopting Release, at 30097, note 1581.

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$666.67 when annualized over three
years.
b. Representations Regarding U.S.Person Status
Pursuant to Rule 3a71–3(a)(4)(iv),
persons may rely on representations
from a counterparty that the
counterparty does not satisfy the criteria
defining U.S. person set forth in Rule
3a71–3(a)(4)(i), unless such person
knows or has reason to know that the
representation is not accurate.
Commission staff has estimated, based
on its understanding of OTC derivatives
markets, including the domiciles of
counterparties that are active in the
market, that approximately 3,000
entities will provide representations
that they do not meet the criteria
necessary to be U.S. persons.
As with representations regarding
whether a transaction is conducted
through a foreign branch, the
Commission estimates the maximum
total third-party disclosure burden
associated with developing new
representations will be, for each
counterparty that will make such
representations, no more than five hours
and up to $2,000 for the services of
outside professionals. Across the 3,000
respondents, this aggregates to a
maximum of approximately 15,000
hours, or 5,000 hours per year when
annualized over three years. This
estimate assumes little or no reliance on
standardized disclosure language.
The Commission expects that the
majority of the burden associated with
the disclosure requirements will be
experienced during the first year as
language is developed and trading
documentation is amended. After the
new representations are developed and
incorporated into trading
documentation, the Commission
believes that the annual third-party
disclosure burden associated with this
requirement will be no more than
approximately 10 hours per
counterparty for verifying
representations with existing
counterparties and onboarding new
counterparties. Across the 3,000
respondents, this aggregates to a
maximum of approximately 30,000
hours.
The Commission believes that some of
the entities that comply with Rule 3a71–
3 will seek outside counsel to help them
develop new representations. For PRA
purposes, the Commission assumes that
all 3,000 respondents will seek outside
legal for the first year only and will, on
average, consult with outside counsel
for a cost of up to $2,000. The
Commission also assumes that none of
those 3,000 respondents will seek

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outside legal services for year two or
year three. Thus, the Commission
expects that the aggregate cost over
those 3,000 respondents over the threeyear period will be $6 million, or $2
million per year when annualized over
three years,. The Commission expects
the total labor cost per respondent will
be approximately $666.67 when
annualized over three years.
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 will 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
in writing by October 25, 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, 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: August 22, 2022.
J. Matthew DeLesDernier,
Deputy Secretary.
[FR Doc. 2022–18386 Filed 8–25–22; 8:45 am]
BILLING CODE 8011–01–P

SECURITIES AND EXCHANGE
COMMISSION
[SEC File No. 270–255, OMB Control No.
3235–0305]

Submission for OMB Review;
Comment Request; Extension: Rule
13e–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 et seq.), the Securities
and Exchange Commission
(‘‘Commission’’) has submitted to the
Office of Management and Budget this
request for extension of the previously

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Federal Register / Vol. 87, No. 165 / Friday, August 26, 2022 / Notices

approved collection of information
discussed below.
Rule 13e–1 (17 CFR 240.13e–1) under
the Securities Exchange Act of 1934
(U.S.C. 78 et seq.) makes it unlawful for
an issuer who has received notice that
it is the subject of a tender offer made
under Section 14(d)(1) of the Exchange
Act to purchase any of its equity
securities during the tender offer, unless
it first files a statement with the
Commission containing information
required by the rule. This rule is in
keeping with the Commission’s
statutory responsibility to prescribe
rules and regulations that are necessary
for the protection of investors. Public
companies are the respondents. We
estimate that it takes approximately 10
burden hours per response to provide
the information required under Rule
13e–1 and that the information is filed
by approximately 10 respondents. We
estimate that 25% of the 10 hours per
response (2.5 hours) is prepared by the
company for a total annual reporting
burden of 25 hours (2.5 hours per
response × 10 responses).
An agency may 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 by September 26, 2022 to (i)
www.reginfo.gov/public/do/PRAMain
and (ii) David Bottom, Director/Chief
Information Officer, Securities and
Exchange Commission, c/o John
Pezzullo, 100 F Street NE, Washington,
DC 20549, or by sending an email to:
[email protected].
Dated: August 22, 2022.
J. Matthew DeLesDernier,
Deputy Secretary.
[FR Doc. 2022–18385 Filed 8–25–22; 8:45 am]
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SMALL BUSINESS ADMINISTRATION
Tribal Consultation for Ownership and
Control and Contractual Assistance;
Requirements for the 8(a) Business
Development (BD) Program and other
Planned 8(a) BD Program Regulatory
Proposals
Small Business Administration.
Notice of tribal consultation
meeting; request for comments.

AGENCY:
ACTION:

The U.S. Small Business
Administration (SBA or Agency)
announces that it is holding tribal
consultation meetings in Anchorage,
Alaska, Albuquerque, New Mexico,
Oklahoma City, Oklahoma and
Washington, DC, as well as a Listening
Session in Honolulu, Hawaii,
concerning forthcoming proposed
revisions to the 8(a) Business
Development (BD) program regulations.
Additionally, SBA requests comments
and input on how best to propose
several program policies the Agency is
contemplating that would impact
Alaska Native Corporations (ANC),
tribes, Native Hawaiian Organizations
(NHO) (collectively, ‘‘entities’’), and 8(a)
Participants owned by such entities.
Testimony presented at these tribal
consultations will become part of the
administrative record for SBA’s
consideration when the Agency
deliberates on approaches to changes in
the 8(a) BD program regulations.
DATES: The Tribal Consultation meeting
dates are as follows:
1. Wednesday, September 14, 2022,
9:00 a.m. to 2:30 p.m. (AKDT),
Anchorage, Alaska. Pre-registration for
this Tribal Consultation meeting is
requested by September 9, 2022.
2. Tuesday, September 20, 2022, 10:00
a.m. to 3:00 p.m. (MDT), Albuquerque,
New Mexico. Pre-registration for this
Tribal Consultation meeting is requested
by September 16, 2022.
3. Thursday, September 22, 2022,
10:00 a.m. to 3:00 p.m. (CDT),
Oklahoma City, Oklahoma. Preregistration for this Tribal Consultation
meeting is requested by September 19,
2022.
4. Wednesday, October 5, 2022, 10:00
a.m. to 3:00 p.m. (EDT), Washington,
DC. Pre-registration for this Tribal
Consultation meeting is requested by
September 30, 2022.
5. The Listening Session will be held
on Wednesday, September 28, 2022,
10:00 a.m. to 3:00 p.m. (HST), Honolulu,
Hawaii. Pre-registration for this
Listening Session is requested by
September 23, 2022.
ADDRESSES:
Meeting Locations:
SUMMARY:

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1. The Tribal Consultation meeting in
Anchorage, Alaska will be held at the
Z.J. Loussac Public Library, 3600 Denali
Street, Anchorage, AK 99503.
2. The Tribal Consultation meeting in
Albuquerque, New Mexico will be held
at the Indian Pueblo Cultural Center,
2401 12th Street NW, Albuquerque,
New Mexico 87104.
3. The Tribal Consultation meeting in
Oklahoma City, Oklahoma will be held
at the Metro Technology Centers,
Springlake Campus Health Careers
Center, 1720 Springlake Drive,
Oklahoma City, OK 73111.
4. The Tribal Consultation meeting in
Washington, DC will be held at SBA
Headquarters, 409 Third Street SW,
Washington, DC 20416. Commenters
and attendees may participate in-person
or remotely at this consultation meeting.
5. The Listening Session in Honolulu,
Hawaii will be held at the SBA Hawaii
District Office, 500 Ala Moana
Boulevard, Suite 1–306, Honolulu,
Hawaii 96813.
Pre-registration: Send pre-registration
requests to attend and/or testify to
Chequita Carter of SBA’s Office of
Native American Affairs, U.S. Small
Business Administration, 409 3rd Street
SW, Washington, DC 20416;
[email protected]; or Facsimile
to (202) 481–2177.
Comments: You may submit
comments, identified by Regulations
Identifier Number (RIN) 3245–AH70, by
any of the following methods:
• Email: to Jackson S. Brossy,
Assistant Administrator, Office of
Native American Affairs, U.S. Small
Business Administration, at
[email protected].
• Mail (for paper, disk, or CD–ROM
submissions): to Jackson S. Brossy,
Assistant Administrator, Office of
Native American Affairs, U.S. Small
Business Administration, 409 3rd Street
SW, Washington, DC 20416.
Instructions: All submissions received
will become part of the administrative
record for any rulemaking resulting
from these tribal consultation meetings
and listening session. As such,
comments received may be posted on
http://www.regulations.gov. If you wish
to submit confidential business
information (CBI) as defined in the User
Notice at http://www.regulations.gov,
please submit the comments to Jackson
S. Brossy and highlight the information
that you consider to be CBI and explain
why you believe this information
should be held confidential. SBA will
make a final determination as to
whether the comments will be
published.
FOR FURTHER INFORMATION CONTACT:
Chequita Carter, Program Assistant for

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