60 Day Notice

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Federal Register / Vol. 88, No. 172 / Thursday, September 7, 2023 / Notices

products that other exchanges offer.19
The Exchange further states that it does
not propose to amend the fee for ad hoc
requests for historical intra-day OpenClose Report data. For these reasons,
and because the proposal raises no
novel legal or regulatory issues, the
Commission believes that waiver of the
30-day operative delay is consistent
with the protection of investors and the
public interest. Accordingly, the
Commission hereby waives the 30-day
operative delay and designates the
proposed rule change as operative upon
filing.20
At any time within 60 days of the
filing of the proposed rule change, the
Commission summarily may
temporarily suspend such rule change if
it appears to the Commission that such
action is necessary or appropriate in the
public interest, for the protection of
investors, or otherwise in furtherance of
the purposes of the Act.
IV. Solicitation of Comments
Interested persons are invited to
submit written data, views and
arguments concerning the foregoing,
including whether the proposed rule
change is consistent with the Act.
Comments may be submitted by any of
the following methods:

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Electronic Comments
• Use the Commission’s internet
comment form (https://www.sec.gov/
rules/sro.shtml); or
• Send an email to rule-comments@
sec.gov. Please include file number SR–
MIAX–2023–31 on the subject line.
Paper Comments
• Send paper comments in triplicate
to Secretary, Securities and Exchange
Commission, 100 F Street NE,
Washington, DC 20549–1090.
All submissions should refer to file
number SR–MIAX–2023–31. This file
number should be included on the
subject line if email is used. To help the
Commission process and review your
comments more efficiently, please use
only one method. The Commission will
post all comments on the Commission’s
internet website (https://www.sec.gov/
rules/sro.shtml). Copies of the
submission, all subsequent
amendments, all written statements
with respect to the proposed rule
change that are filed with the
Commission, and all written
communications relating to the
19 See

supra note 10.
purposes only of waiving the 30-day
operative delay, the Commission has also
considered the proposed rule’s impact on
efficiency, competition, and capital formation. See
15 U.S.C. 78c(f).
20 For

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proposed rule change between the
Commission and any person, other than
those that may be withheld from the
public in accordance with the
provisions of 5 U.S.C. 552, will be
available for website viewing and
printing in the Commission’s Public
Reference Room, 100 F Street NE,
Washington, DC 20549, on official
business days between the hours of 10
a.m. and 3 p.m. Copies of the filing also
will be available for inspection and
copying at the principal office of the
Exchange. Do not include personal
identifiable information in submissions;
you should submit only information
that you wish to make available
publicly. We may redact in part or
withhold entirely from publication
submitted material that is obscene or
subject to copyright protection. All
submissions should refer to file number
SR–MIAX–2023–31 and should be
submitted on or before September 28,
2023.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.21
Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2023–19232 Filed 9–6–23; 8:45 am]
BILLING CODE 8011–01–P

SECURITIES AND EXCHANGE
COMMISSION
[SEC File No. 270–173, OMB Control No.
3235–0178]

Proposed Collection; Comment
Request; Extension: Rule 31a–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
(‘‘Commission’’) is soliciting comments
on the collections of information
summarized below. The Commission
plans to submit these existing
collections of information to the Office
of Management and Budget for
extension.
Rule 31a–1 (17 CFR 270.31a–1) under
the Investment Company Act of 1940
(the ‘‘Act’’) (15 U.S.C. 80a) is entitled
‘‘Records to be maintained by registered
investment companies, certain majorityowned subsidiaries thereof, and other
persons having transactions with
registered investment companies.’’ Rule
21 17

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CFR 200.30–3(a)(12), (59).

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31a–1 requires registered investment
companies (‘‘funds’’), and every
underwriter, broker, dealer, or
investment adviser that is a majorityowned subsidiary of a fund, to maintain
and keep current accounts, books, and
other documents which constitute the
record forming the basis for financial
statements required to be filed pursuant
to section 31 of the Act (15 U.S.C. 80a–
30) and of the auditor’s certificates
relating thereto. The rule lists specific
records to be maintained by funds. The
rule also requires certain underwriters,
brokers, dealers, depositors, and
investment advisers to maintain the
records that they are required to
maintain under federal securities laws.
There are approximately 2,766
investment companies registered with
the Commission, all of which are
required to comply with rule 31a–1. For
purposes of determining the burden
imposed by rule 31a–1, the Commission
staff estimates that each fund is divided
into approximately four series, on
average, and that each series is required
to comply with the recordkeeping
requirements of rule 31a–1. Based on
conversations with fund representatives,
it is estimated that rule 31a–1 imposes
an average burden of approximately
1,750 hours annually per series for a
total of 7,000 annual hours per fund.
The estimated total annual burden for
all 2,766 funds subject to the rule
therefore is approximately 19,362,000
hours. Based on conversations with
fund representatives, however, the
Commission staff estimates that even
absent the requirements of rule 31a–1,
90 percent of the records created
pursuant to the rule are the type that
generally would be created as a matter
of normal business practice and to
prepare financial statements. Thus, the
Commission staff estimates that the total
annual burden associated with rule 31a–
1 is 1,936,200 hours.
The estimate of average burden hours
is made solely for the purposes of the
Paperwork Reduction Act, and is not
derived from a comprehensive or even
a representative survey or study. 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 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

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Federal Register / Vol. 88, No. 172 / Thursday, September 7, 2023 / Notices
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 November 6, 2023.
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: August 31, 2023.
Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2023–19248 Filed 9–6–23; 8:45 am]
BILLING CODE 8011–01–P

SECURITIES AND EXCHANGE
COMMISSION
[SEC File No. 270–238, OMB Control No.
3235–0214]

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Proposed Collection; Comment
Request; Extension: Rule 17a–7
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
(‘‘Commission’’) is soliciting comments
on the collections of information
summarized below. The Commission
plans to submit the existing collection
of information to the Office of
Management and Budget for extension
and approval.
Rule 17a–7 (17 CFR 270.17a–7) (the
‘‘rule’’) under the Investment Company
Act of 1940 (15 U.S.C. 80a–1 et seq.)
(the ‘‘Act’’) is entitled ‘‘Exemption of
certain purchase or sale transactions
between an investment company and
certain affiliated persons thereof.’’ It
provides an exemption from section
17(a) of the Act for purchases and sales
of securities between registered
investment companies (‘‘funds’’), that
are affiliated persons (‘‘first-tier
affiliates’’) or affiliated persons of
affiliated persons (‘‘second-tier
affiliates’’), or between a fund and a
first- or second-tier affiliate other than
another fund, when the affiliation arises

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solely because of a common investment
adviser, director, or officer. Rule 17a–7
requires funds to keep various records
in connection with purchase or sale
transactions effected in reliance on the
rule. The rule requires the fund’s board
of directors to establish procedures
reasonably designed to ensure that the
rule’s conditions have been satisfied.
The board is also required to determine,
at least on a quarterly basis, that all
affiliated transactions effected during
the preceding quarter in reliance on the
rule were made in compliance with
these established procedures. If a fund
enters into a purchase or sale
transaction with an affiliated person, the
rule requires the fund to compile and
maintain written records of the
transaction.1 The Commission’s
examination staff uses these records to
evaluate for compliance with the rule.
While most funds do not commonly
engage in transactions covered by rule
17a–7, the Commission staff estimates
that nearly all funds have adopted
procedures for complying with the
rule.2 Of the approximately 2,768
currently active funds, the staff
estimates that virtually all have already
adopted procedures for compliance with
rule 17a–7. This is a one-time burden,
and the staff therefore does not estimate
an ongoing burden related to the
policies and procedures requirement of
the rule for funds.3 The staff estimates
that there are approximately 110 new
funds that register each year, and that
each of these funds adopts the relevant
policies and procedures. The staff
estimates that it takes approximately 4
hours to develop and adopt these
policies and procedures. Therefore, the
total annual burden related to
developing and adopting these policies
and procedures would be approximately
360 hours.4
Of the 2,768 existing funds, the staff
assumes that approximately 21%, (or
582) enter into transactions affected by
1 Rule 17a–7(g) requires the written record of the
affiliated transaction to include the following
information: a description of the security purchased
or sold, the identity of the person on the other side
of the transaction, the terms of the purchase or sale
transaction, and the information or materials upon
which the board determined that the purchase or
sale complied with the procedures set by the board.
2 Unless stated otherwise, these estimates are
based on conversations with the examination and
inspections staff of the Commission and fund
representatives.
3 Based on our reviews and conversations with
fund representatives, we understand that funds
rarely, if ever, need to make changes to these
policies and procedures once adopted, and
therefore we do not estimate a paperwork burden
for such updates.
4 This estimate is based on the following
calculations: (4 hours × 110 new funds = 440
hours).

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rule 17a–7 each year (either by the fund
directly or through one of the fund’s
series), and that the same percentage
(21%, or 23 funds) of the estimated 110
funds that newly register each year will
also enter into these transactions, for a
total of 605 5 companies that are affected
by the recordkeeping requirements of
rule 17a–7. These funds must keep
records of each of these transactions,
and the board of directors must
quarterly determine that all relevant
transactions were made in compliance
with the company’s policies and
procedures. The rule generally imposes
a minimal burden of collecting and
storing records already generated for
other purposes.6 The staff estimates that
the burden related to making these
records and for the board to review all
transactions would be 3 hours annually
for each respondent, (2 hours spent by
compliance attorneys and 1 hour spent
by the board of directors) 7 or 1,815 total
hours each year at cost of $3,400,100.8
Based on these estimates, the staff
estimates the combined total annual
burden hours associated with rule 17a–
7 is 2,225 hours at a cost of $4,065,050.9
The staff also estimates that there are
approximately 605 respondents and
4,840 total responses.10
The estimates of average burden hours
is made solely for the purposes of the
Paperwork Reduction Act, and are not
derived from a comprehensive or even
a representative survey or study of the
costs of Commission rules. The
collection of information required by
rule 17a–7 is necessary to obtain the
benefits of the rule. Responses will not
be kept confidential. An agency may not
conduct or sponsor, and a person is not
5 This estimate is based on the following
calculation: (21% = 582/2,768); (605 = 582 + 23).
6 Commission staff believes that rule 17a–7 does
not impose any costs associated with record
preservation in addition to the costs that funds
already incur to comply with the record
preservation requirements of rule 31a–2 under the
Act. Rule 31a–2 requires companies to preserve
certain records for specified periods of time.
7 The staff estimates that funds that rely on rule
17a–7 annually enter into an average of 8 rule 17a–
7 transactions each year. The staff estimates that the
compliance attorneys of the companies spend
approximately 15 minutes per transaction on this
recordkeeping, and the board of directors spends a
total of 1 hour annually in determining that all
transactions made that year were done in
compliance with the company’s policies and
procedures. This estimate is based on the following
calculations: (2 hours × $425 = $850); ($850 +
$4,770= $5,620).
8 This estimate is based on the following
calculation: (3 hours × 605 companies = 1,815
hours); ($5,620 × 605 companies = $3,400,100).
9 This estimate is based on the following
calculation: (440 hours + 1,815 hours = 2,255 total
hours); ($664,950 + $3,400,100 = $4,065,050).
10 This estimate is based on the following
calculations: 605 funds that engage in rule 17a–7
transactions × 8 transactions per year = 64,840.

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