Supporting Statement_Form 24F-2_RILA

OMB CONTROL NUMBER: 3235-0456

SUPPORTING STATEMENT
For the Paperwork Reduction Act Information Collection Submission for
Form 24F-2
A. JUSTIFICATION
1. Necessity for the Information Collection
Section 24(f) of the Investment Company Act of 1940 (“Investment Company
Act”) [15 U.S.C. 80a-1 et seq.] relates to the registration of securities of open-end
investment companies, unit investment trusts (“UITs”), registered closed-end
investment companies that make periodic repurchase offers under rule 23c-3 under
the Investment Company Act [17 CFR 270.23c-3] (“interval funds”), and faceamount certificate companies (collectively, “funds”) under the Securities Act of 1933
(“Securities Act”) [15 U.S.C. 77a et seq.]. Specifically, section 24(f) [15 U.S.C. 80a24(f)] provides that a fund will be deemed to have registered an indefinite amount of
securities upon the effective date of its registration statement under the Securities
Act. The fund thereafter must pay a fee to the Commission within 90 days after the
end of its fiscal year based upon the aggregate sale price of the fund securities sold
during that fiscal year pursuant to a registration of an indefinite number of securities
(including securities issued pursuant to a dividend reinvestment plan) reduced by
(i) the aggregate redemption or repurchase price of the securities during that year and
(ii) the aggregate redemption or repurchase price of the securities sold during any
prior fiscal year (ending on or after October 11, 1995) that were not used previously
by the fund to reduce the registration fees payable under section 24. In addition, a
fund that pays the required fee, or any portion thereof, more than 90 days after the
end of the fiscal year must pay to the Commission interest on unpaid amounts.

Form 24F-2 is the annual notice of securities sold by certain funds that
accompanies the payment of registration fees with respect to the securities sold
during the fiscal year, net of securities redeemed or repurchased during the year.
Form 24F-2 provides a standardized format for funds’ annual registration fee filings.
Form 24F-2 specifically contains items that address redemptions from a fund's prior
fiscal years that could be used to reduce registration fees in the fiscal year for which
the Form is filed and requires that a fund pay interest when the registration fee is
paid late. Funds submit reports on Form 24F-2 in an XML structured data format.
Compliance with Form 24F-2 is mandatory. Responses to this form are not kept
confidential.
In addition to funds, registered separate accounts also use Form 24F-2 to pay
securities registration fees relating to variable annuities. 1 The Commission recently
adopted rule and form amendments to provide a tailored form to register the
offerings of registered index-linked annuities (“RILAs”). In the same rulemaking, the
Commission also adopted amendments to extend the registration, filing, and
disclosure approach for RILAs to annuity contracts that offer fixed investment
options and apply market-value adjustments (“MVAs”) to amounts withdrawn from
a fixed option before the end of the fixed option’s term, where the offering is required
to be registered with the Commission because of the MVA (“registered MVA

1

See Registration for Index-Linked Annuities and Registered Market Value Adjustment Annuities;

Amendments to Form N-4 for Index-Linked Annuities, Registered Market Value Adjustment
Annuities, and Variable Annuities; Other Technical Amendments, Investment Company Act Release
No. 35273, at Section II.F.1 (July 1, 2024), available at https://www.sec.gov/rulesregulations/2024/07/rila#33-11294final (“Adopting Release”).

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annuities” and, collectively with RILAs, “non-variable annuities” or “non-variable
annuity contracts”). 2 As part of these amendments, insurance companies will be
required to pay applicable securities registration fees relating to non-variable
annuities in arrears on Form 24F-2. 3 Consistent with the other elements of this
rulemaking, these amendments to Form 24F-2 are designed to require insurance
companies to use the same framework to pay securities registration fees for nonvariable annuities that they do for variable annuities.
2. Purpose and Use of the Information Collection
Form 24F-2 is designed to assist funds, as well as issuers of variable annuities, in
making their annual registration fee filings. The experience of the Commission,
funds, and issuers of variable annuities since Form 24F-2 was adopted suggests that
the Form has been beneficial for funds and reduced errors in registration fee
calculations. Use of the Form also has improved the Commission's ability to process
funds' registration fee filings. Based on this experience, we believe that the use of this
form will provide similar benefits regarding fee filings of issuers of non-variable
annuities.
3. Consideration Given to Information Technology
The Commission’s Electronic Data Gathering, Analysis, and Retrieval system (or
“EDGAR”) provides for automated filing, processing, and dissemination of full
disclosure filings. This automation has increased the speed, accuracy, and

2

See Adopting Release at Section II.B.

3

Id. at Section II.F.1.

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availability of information, generating benefits to investors and financial markets.
Form 24F-2 is required to be filed with the Commission electronically on EDGAR.
4. Duplication
The Commission periodically evaluates rule- and form-based reporting and
recordkeeping requirements for duplication and reevaluates them whenever it
proposed a rule or form, or a change in either. Form 24F-2 does not require
duplicative reporting or recordkeeping.
5. Effect on Small Entities
The Commission reviews all rules periodically, as required by the Regulatory
Flexibility Act, to identify methods to minimize recordkeeping or reporting
requirements affecting small businesses. Form 24F-2 is designed, in part, to assist
funds, including small entities, in making their annual registration fee filings. The
form does not distinguish between small entities and other funds. The Commission
believes, however, that imposing different requirements on smaller funds would not
be consistent with the purposes of the filing requirements. There are no small entities
that issue non-variable annuities.
6. Consequences of Not Conducting Collection
Section 24(f) of the Act requires funds to pay their registration fees annually and,
as a result, Form 24F-2 is required to be filed annually. Consistent with the final
amendments, issuers of non-variable annuities will now also file Form 24F-2 on an

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annual basis. 4 In the past, the Commission considered not having a standardized
form to accompany the funds' annual registration fee filings. Based on the
Commission's experience prior to the adoption of Form 24F-2, and the comments
received when Form 24F-2 was proposed, the Commission believes that Form 24F-2
has been beneficial for funds and the Commission. Form 24F-2 has made it easier for
funds to calculate registration fees and reduced errors in fee calculations.- Given this
experience, we expect that issuers of non-variable annuities will have similar
experiences with this form.
7. Inconsistencies with Guidelines in 5 CFR 1320.5(d)(2)
Not applicable.
8. Consultations Outside the Agency
Before adopting the final amendments to Form 24F-2, the Commission solicited
and evaluated public comments on the proposal and its collection of information
requirements. Specifically, the public was given the opportunity to comment on the
Commission’s estimates for the burden of Form 24F-2 as proposed and as compared
to the existing approved burden inventory in the proposing release for the
amendments. 5 The Commission did not receive any comments regarding the PRA
estimates for Form 24F-2. The Commission’s solicitation of public comments

4

See Adopting Release at Section II.F.1.

5

See Registration for Index-Linked Annuities; Amendments to Form N-4 for Index-Linked
and Variable Annuities, Investment Company Act Release No. 35028 (Sept. 29, 2023)
(“Proposing Release”), available at
https://www.sec.gov/files/rules/proposed/2023/33-11250.pdf.

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included estimating and requesting public comments on the burden estimates for all
information collections under this OMB control number (i.e., both changes
associated with the rulemaking and other burden updates).In addition, the
Commission and the staff of the Division of Investment Management participate in
an ongoing dialogue with representatives of the investment company industry
through public conferences, meetings, and informal exchanges. These various forums
provide the Commission and staff with a means of ascertaining and acting upon
paperwork burdens confronting the industry.
9. Payment or Gift
Not applicable.
10. Confidentiality
Not applicable.
11. Sensitive Questions
No information of a sensitive nature, including social security numbers, will be
required under this collection of information. The information collection collects
basic Personally Identifiable Information (PII) that may include name, job title, and
work address. However, the agency has determined that the information collection
does not constitute a system of record for purposes of the Privacy Act. Information is
not retrieved by a personal identifier. In accordance with Section 208 of the
E-Government Act of 2002, the agency has conducted a Privacy Impact Assessment
(PIA) of the EDGAR system in connection with this collection of information. The
EDGAR PIA, published on March 22, 2023 is provided as a supplemental document
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and is also available at https://www.sec.gov/privacy.
12. Burden of Information Collection
The following estimates of average burden hours and costs are made solely for
purposes of the Paperwork Reduction Act of 1995 [44 U.S.C. 3501 et seq.] (“PRA”)
and are not derived from a comprehensive or even representative survey or study of
the cost of Commission rules and forms. Compliance with Form 24F-2 is mandatory.
Responses to the disclosure requirements will not be kept confidential.
In addition to the funds that currently file on Form 24F-2, we estimate that there
are 38 issuers of non-variable annuities that will be subject to final amendments and
thus be newly subject to the collection of information. We estimate that these 38
non-variable annuity issuers will file one Form 24F-2 filing per year, which,
accordingly, will increase the number of responses by 38. The table below
summarizes our PRA initial and ongoing annual burden estimates associated with
the final amendments to Form 24F-2.
FORM 24F-2 – PRA ESTIMATES
Internal
initial
burden
hours

Internal
annual
burden hours

Annual
external cost
burden

Wage rate

Internal time
costs

$82 (compliance clerk)2

$246

$0

$316 (programmer)2

$948

$0

FINAL ESTIMATES
Clerical work to file Form 24F-2

3

31

Submission in a structured data
format

3

31

Total annual burden per
response

6

-

$1,194

Number of annual responses3

x 38

-

x 38

Total new annual burden

228

-

$45,372

TOTAL ESTIMATED FINAL BURDENS INCLUDING AMENDMENTS

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$0

Responses

Internal
annual
burden hours

Current aggregate annual
burden

5,116

20,464

Aggregate final additional
annual burden estimates

+38

+228

=5,154

=20,692

Revised aggregate final burden
estimates

Internal time
costs

-

-

Annual
external cost
burden

$4,072,336

$0

+$45,372

+$0

=$4,117,708

=$0

Notes:
1. The estimate includes the initial burden estimates annualized over a three-year period (3 hours / 3 = 1 hour), plus 2 hours of ongoing annual burden hours.
2. The Commission’s estimates of the relevant wage rates are based on the SIFMA Wage Report. The estimated wage figures are modified by Commission staff
to account for an 1,800-hour work-year and multiplied by 5.35 to account for bonuses, firm size, employee benefits, overhead, and adjusted to account for the
effects of inflation.
3. This estimate is based on the number of insurance companies issuing non-variable annuities. See supra footnote Error! Bookmark not defined.. The proposal
reflected an estimate of the number of RILAs, as opposed to the number of insurance companies issuing RILAs. We have updated this approach to better reflect
the way that the burden for Form 24F-2 has historically been calculated.

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The table above summarizes the currently approved PRA estimates and the
revised estimates associated with the requirement to file Form 24F-2 annually. As
reflected above, we estimate that the total annual hour burden to file Form 24F-2 is
approximately 20,692 hours, at a corresponding internal cost of $4,117,708.
13. Cost to Respondent
As reflected in Table 1 above, the Commission does not believe that there are any
burdens associated with Form 24F-2 other than the burdens discussed in Item 12 of
this Supporting Statement.
14. Cost to the Federal Government
The annual cost of reviewing and processing disclosure documents, including
new registration statements, post-effective amendments, proxy reports, shareholder
reports, and other filings of investment companies amounted to approximately $33
million in fiscal year 2023, based on the Commission’s computation of the value of
staff time devoted to this activity and related overhead. However, with respect to
Form 24F-2 specifically, the costs associated with processing the Form are de
minimis, given that the process is automated.
15. Changes in Burden
The estimated annual burden hours for Form 24F-2 are estimated to decrease
from 20,464 hours to 20,692 hours (an increase of 228 hours). This change is due to
an estimated increase in the number of Form 24F-2 filings that will be received by
the Commission as a result of the additional issuers that will be using the form due to
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the final amendments. We do not estimate a change in the external cost burden.
These changes in burden also reflect the Commission’s revision and update of burden
estimates for all information collections under this OMB control number (whether or
not associated with rulemaking changes), and the Commission requested public
comment on all information collection burden estimates for this OMB control
number.
16. Information Collection Planned for Statistical Purposes
Not applicable.
17. Approval to Omit Expiration Date
Not applicable.
18. Exceptions to Certification Statement for Paperwork Reduction Act
Submission
Not applicable.
B. COLLECTIONS OF INFORMATION EMPLOYING STATISTICAL
METHODS
Not applicable.

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