Regulation A (Form 1-A): Small Issuer exemption from registration under the Securities Act and its attendant form

Forms and Documents

Forms and supporting documents for this ICR

Document	Type	Status	Availability
Form SEC - 486 Form 1-A - Regulation A Offering Statement	Form and Instruction	Modified	Available
Form SEC - 486 Regulation A (Form 1-A): Small Issuer exemption from registration under the Securities Act and its attendant form	Form and Instruction	Modified	Repair queued
Rule 3-05 Adopting Release.PRA Supporting Statement.Final.pdf	Supporting Statement A	Uploaded 2023-06-01	Repair queued
February 5, 2020 EDAGR PIA.pdf	Supplementary Document	Uploaded 2023-05-17	Repair queued

IC Document Collections

Information collection document groups

IC ID	Collection	Type	Status	Form
34758	Regulation A (Form 1-A): Small Issuer exemption from registration under the Securities Act and its attendant form	Form and Instruction	Modified	Form 1-A - Regulation A Offering Statement
34758	Regulation A (Form 1-A): Small Issuer exemption from registration under the Securities Act and its attendant form	Form and Instruction	Modified

ICR Details

OMB Control No: 3235-0286	ICR Reference No: 202305-3235-013
Status: Historical Active	Previous ICR Reference No: 202211-3235-018
Agency/Subagency: SEC	Agency Tracking No: CF 270-110
Title: Regulation A (Form 1-A): Small Issuer exemption from registration under the Securities Act and its attendant form
Type of Information Collection: Revision of a currently approved collection	Common Form ICR:  No
Type of Review Request: Regular
OIRA Conclusion Action: Approved without change	Conclusion Date: 07/07/2023
Retrieve Notice of Action (NOA)	Date Received in OIRA: 06/02/2023
Terms of Clearance:

table that charts list comparision

	Inventory as of this Action	Requested	Previously Approved
Expiration Date	09/30/2024	36 Months From Approved	09/30/2024
Responses	205	0	205
Time Burden (Hours)	110,296	0	111,871
Cost Burden (Dollars)	14,798,702	0	15,008,702

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Abstract: Regulation A provides an exemption from registration under the Securities Act of 1933 for certain limited securities offerings by issuers who do not otherwise file reports with the Commission. Form 1-A is an offering statement filed under Regulation A.

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Authorizing Statute(s): US Code: 15 USC 77s(a), 77z-3 Name of Law: Securities Act of 1933
   US Code: 15 USC 78c(b), 78l, 78m, 78o(d) Name of Law: Securities Exchange Act of 1934
   US Code: 15 USC 78w(a), 78mm Name of Law: Securities Exchange Act of 1934
   US Code: 15 USC 77c, 77f, 77g, 77h, 77j Name of Law: Securities Act of 1933
  

Citations for New Statutory Requirements: None

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Associated Rulemaking Information
RIN:	Stage of Rulemaking:	Federal Register Citation:	Date:
3235-AL77	Final or interim final rulemaking	85 FR 54002	08/31/2020

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Federal Register Notices & Comments

Did the Agency receive public comments on this ICR? No

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Number of Information Collection (IC) in this ICR: 1

table that charts list of burden

IC Title	Form No.	Form Name
Regulation A (Form 1-A): Small Issuer exemption from registration under the Securities Act and its attendant form	SEC - 486	Form 1-A - Regulation A Offering Statement

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ICR Summary of Burden

table that charts list of burden

	Total Approved	Previously Approved	Change Due to New Statute	Change Due to Agency Discretion	Change Due to Adjustment in Estimate	Change Due to Potential Violation of the PRA
Annual Number of Responses	205	205	0	0	0	0
Annual Time Burden (Hours)	110,296	111,871	0	-1,575	0	0
Annual Cost Burden (Dollars)	14,798,702	15,008,702	0	-210,000	0	0

Burden increases because of Program Change due to Agency Discretion: No

Burden Increase Due to:

Burden decreases because of Program Change due to Agency Discretion: Yes

Burden Reduction Due to: Changing Regulations

Short Statement: The amendments to Rule 1-02(w), Rule 3-05, Rule 3-14, Article 11, and related amendments, among other things, will reduce a registrant’s paperwork burden by: revising the significance tests and thresholds provided in Rule 1-02(w) and Rule 3-05 to improve their application and to assist registrants in making more meaningful significance determinations; revising the scaling requirements to reduce from three to two the maximum number of years of required Rule 3-05 Financial Statements; permitting Rule 3-05 Financial Statements to be prepared in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board (“IFRS-IASB”) in appropriate circumstances, thus permitting registrants to reconcile their financial statements to the basis of accounting they are already using and not requiring additional one-time reconciliations to U.S. GAAP; permitting the omission of Rule 3-05 Financial Statements from certain registration statements and proxy statements once the acquired business is reflected in filed post-acquisition audited financial statements of the registrant for either nine months or a complete fiscal year, depending on the circumstances; and permitting registrants to use pro forma financial information for significance testing under appropriate circumstances, thereby simplifying the application of the rules and more accurately determining the significance of an acquired business. The amendments related to Rule 3-14, among other things, will align the requirements under Rules 3-05 and 3-14 where appropriate; clarify the determination of significance and the definition of “real estate operation” under Rule 3-14; establish an explicit requirement for interim income statements; and provide special provisions for blind pool offerings. As a result of these effects, we expect that the impact of the rule amendments will be a reduction in the paperwork burden of affected entities. For purposes of the PRA, we estimate that, for Form 1-A, the amendments will result in a reduction of 1,575 internal burden hours and a reduction in the cost burden of $210,000 for the services of outside professionals.

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Annual Cost to Federal Government: $125,800,170

Does this IC contain surveys, censuses, or employ statistical methods? No

Does this ICR request any personally identifiable information (see OMB Circular No. A-130 for an explanation of this term)? Please consult with your agency's privacy program when making this determination.     Yes

Does this ICR include a form that requires a Privacy Act Statement (see 5 U.S.C. §552a(e)(3))? Please consult with your agency's privacy program when making this determination.     No

Is this ICR related to the Affordable Care Act [Pub. L. 111-148 & 111-152]? No

Is this ICR related to the Dodd-Frank Wall Street Reform and Consumer Protection Act, [Pub. L. 111-203]? No

Is this ICR related to the American Recovery and Reinvestment Act of 2009 (ARRA)? No

Is this ICR related to the Pandemic Response? No

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Common Form ICR:  No

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On behalf of this Federal agency, I certify that the collection of information encompassed by this request complies with 5 CFR 1320.9 and the related provisions of 5 CFR 1320.8(b)(3).

The following is a summary of the topics, regarding the proposed collection of information, that the certification covers:

(a) It is necessary for the proper performance of agency functions;

(b) It avoids unnecessary duplication;

(c) It reduces burden on small entities;

(d) It uses plain, coherent, and unambiguous language that is understandable to respondents;

(e) Its implementation will be consistent and compatible with current reporting and recordkeeping practices;

(f) It indicates the retention periods for recordkeeping requirements;

(g) It informs respondents of the information called for under 5 CFR 1320.8 (b)(3) about:

(i) Why the information is being collected;

(ii) Use of information;

(iii) Burden estimate;

(iv) Nature of response (voluntary, required for a benefit, or mandatory);

(v) Nature and extent of confidentiality; and

(vi) Need to display currently valid OMB control number;

(h) It was developed by an office that has planned and allocated resources for the efficient and effective management and use of the information to be collected.

(i) It uses effective and efficient statistical survey methodology (if applicable); and

(j) It makes appropriate use of information technology.

If you are unable to certify compliance with any of these provisions, identify the item by leaving the box unchecked and explain the reason in the Supporting Statement.

Certification Date: 06/02/2023

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