3235-0208 Supporting Statement (2025 Extension)

SUPPORTING STATEMENT
for the Paperwork Reduction Act Information Collection Submission for
Rule 17a-1
OMB Control Number: 3235-0208
A.

Justification
1.

Information Collection Necessity

The Securities Exchange Act of 1934, as amended (“Act”), 1 provides a framework for
self-regulation under which various entities involved in the securities business, including
national securities exchanges, national securities associations, registered clearing agencies, and
the Municipal Securities Rulemaking Board, have primary responsibility for regulating their
members or participants. The role of the Securities and Exchange Commission (“Commission”)
in this framework is primarily one of oversight; the Act charges the Commission with the
responsibility for assuring that each of these self-regulatory organizations (“SROs”) complies
with and advances the policies of the Act.
Rule 17a-1 under the Act 2 requires that every national securities exchange, national
securities association, registered clearing agency, and the Municipal Securities Rulemaking Board,
as SROs, keep on file for a period of not less than five years, the first two years in an easily
accessible place, at least one copy of all documents that they make or receive in the course of their
business as such and in the conduct of their self-regulatory activities, and that all such documents be
made available for examination by the Commission and its representatives. Rule 17a-1 is important
to the Commission’s oversight responsibility with respect to SROs, in that it enables the
Commission to review documents required to be kept by the SROs during reasonable periodic,
special, or other examinations. Rule 17a-1 also permits the Commission’s staff to temporarily
remove such documents for reproduction. The Commission adopted Rule 17a-1 on May 17, 1974,
pursuant to Section 17(a) of the Act 3 and Section 23(a) of the Act,4 and was most recently amended
on November 21, 1980. 5
2.

Information Collection Purpose and Use

The Commission uses the information provided pursuant to Rule 17a-1 in its SRO oversight
program. The information provided pursuant to Rule 17a-1 allows the Commission to examine
records kept by SROs, and to determine whether an SRO is operating in compliance with the Act
and is carrying out its statutory oversight obligations under the Act. It would be extremely difficult
for the Commission’s staff to oversee SROs if the records were not maintained. In addition, the
1

15 U.S.C. 78a et seq.

2

17 CFR 240.17a-1.

3

15 U.S.C. 78q(a).

4

15 U.S.C. 78(w)(a).

5

See Securities Exchange Act Release No. 17321 (Nov. 21, 1980), 45 FR 79426 (Dec. 1, 1980).

Commission uses the information collected under Rule 17a-1 to monitor the accuracy of the
determinations made pursuant to Rule 3a55-1 under the Act 6 by national securities exchanges,
including national securities exchanges that are notice-registered pursuant to Section 6(g) of the
Act, 7 as to whether a security index is narrow-based.
3.

Consideration Given to Information Technology

Rule 17a-1 is a recordkeeping rule. Records may be kept electronically, provided they
remain accurate and accessible to Commission representatives.
4.

Duplication

Not applicable. There is no duplication.
5.

Effect on Small Entities

Not applicable. The SROs that are required to make and preserve the records to be available
for examination under Rule 17a-1 are not small entities, as that term is defined in 17 CFR 240.0-10.
6.

Consequences of Not Conducting Collection

The information required to be collected under Rule 17a-1 increases the ability of the
Commission to ensure that each SRO is operating in compliance with the Act and is carrying out its
statutory oversight obligations under the Act. If the information is not collected or is collected less
frequently, the Commission would be limited in its ability to comply with its statutory
obligations, provide for the protection of investors, and promote the maintenance of fair and
orderly markets.
7.

Inconsistencies with Guidelines in 5 CFR 1320.5(d)(2)

Under 5 CFR 1320.5(d)(2)(iv), an agency must demonstrate, in its submission for OMB
clearance, that a collection of information that requires respondents to retain records (other than
health, medical, government contract, grant-in-aid, or tax records) for more than three years, is
necessary to satisfy statutory requirements or other substantial need. Rule 17a-1 requires
respondents to keep on file for a period of not less than five years, the first two years in an easily
accessible place, at least one copy of all documents that they make or receive in the course of their
business as such and in the conduct of their self-regulatory activities.
Because the Exchange Act accords special privileges and responsibilities that the Exchange
Act to SROs, the Commission believes that it is appropriate and necessary to require these entities
to retain these records for at least five years to ensure that the SROs are conducting their businesses
and exercising their self-regulatory powers in a manner that is consistent with the Exchange Act.
For example, SROs have disciplinary powers over their members, which puts SROs in a different
6

17 CFR 240.3a55-1.

7

15 U.S.C. 78f(g).
2

position than most persons that are required to retain records, and both SROs and their members
therefore have an interest in the SROs’ records being available should disclipinary disputes arise.
Moreover, members of SROs who have been subject to discliplinary actions have the recourse of
appealing to the Commission for review of such SRO actions. Therefore, SRO members, the SROs,
and the Commission itself have an interest in SRO records being available long enough that the
Commission may exercise meaningful review of the SROs’ disciplinary actions under the Exchange
Act.
Additionally, because the recordkeeping requirements independently imposed on noticeregistered exchanges by the Commodity Futures Trading Commission (“CFTC”) under CFTC Rule
1.31 8 are similar to those in Rule 17a-1, the Commission believes that it is appropriate for the
recordkeeping requirements of Rule 17a-1 to apply to notice-registered exchanges as well as to
SROs. Specifically, CFTC Rule 1.31 requires most regulatory records to be kept for at least 5
years, 9 electronic records must be kept readily accessible for at least 5 years, and paper records must
be kept readily accessible for at least 2 years. 10 Therefore, subjecting notice-registered securities
exchanges to Rule 17a-1 does not impose on these entities any obligations that differ substantially
from those to which they are already subject under CFTC Rule 1.31.
8.

Consultations Outside the Agency

The required Federal Register notice with a 60-day comment period soliciting comments on
this collection of information was published. No public comments were received.
9.

Payment or Gift

Not applicable. No payments or gifts are required to be made or are made to respondents.
10.

Confidentiality

The Freedom of Information Act (“FOIA”), 5 U.S.C. 552, generally provides for the
disclosure of information to the public. Rule 83 of the Commission’s Rule of Information and
Request, 17 C.F.R. 200.83, provides a procedure by which a person can make a written request that
information submitted to the Commission not be disclosed under FOIA.
11.

Sensitive Questions

The information collection collects elements of PII that is covered by the eD2.0
Recommind. Additionally, the collection is covered by the SORN SEC-03 Division of Trading and
Market Records which provides notice to the public of how their information collected by Rule 17a1 is maintained and disclosed by the SEC.

8

17 CFR 1.31

9

17 CFR 1.31(b)(1) and 17 CFR 1.31(b)(3).

10

17 CFR 1.31(b)(4).
3

12.

Information Collection Burden

a. SROs Required to Comply with Rule 17a-1
Commission staff believes that the average number of hours currently necessary for an SRO
to comply with the requirements of Rule 17a-1 is 52 hours per year. Currently, there are 38 SROs
required to comply with Rule 17a-1: 28 national securities exchanges registered under Section 6(a)
of the Act,11 1 national securities association, 8 registered clearing agencies, and the Municipal
Securities Rulemaking Board. The total number of hours required for the 38 SROs to comply with
Rule 17a-1 is 1,976 annually, based on 52 hours per year and 38 SROs.
b. Notice-Registered National Securities Exchanges
In addition, the Commission staff anticipates that 3 national securities exchanges noticeregistered pursuant to Section 6(g) of the Act will list or trade futures contracts on narrow-based
security indexes and therefore will be required to preserve records of determinations made under
Rule 3a55-1. The Commission staff anticipates that it will take each of these 3 notice-registered
exchanges 1 hour annually to retain any documents made or received by it in determining whether
an index is a narrow-based security index. The total number of hours required for the 3 noticeregistered exchanges to comply with Rule 17a-1 is 3.
c. Total Burden
The total number of hours for all respondents to comply with Rule 17a-1 is 1,979 hours
annually, based on 52 hours per year for the 38 SROs required to comply with the rule, plus an
additional 3 hours per year for the 3 notice-registered national securities exchanges to preserve
records of determinations made under Rule 3a55-1.
Summary of Hourly Burdens Per Year
Entity Type
SROs
Notice-Registered
National Securities
Exchanges

Number of
Time Per
Total Burden Per
Respondents Respondent (Hours) Entity Type (Hours)
38
52
1,976
3
1
3

Total Aggregate Burden
13.

1,979

Costs to Respondents

Not applicable. It is not anticipated that respondents will have or incur any capital and startup costs, nor any additional operational or maintenance costs, to comply with the collection of
information.
11

15 U.S.C. 78f(a).
4

14.

Costs to Federal Government

Not applicable. The government does not incur any costs as a result of Rule 17a-1, a
recordkeeping rule.
15.

Changes in Burden

There are changes in burden due to the change in the number of SROs that make up the
respondents for each information collection. Of these SROs, the number of registered national
securities exchanges registered pursuant to Section 6(a) of the Act has increased from 24 to 28. The
number of registered clearing agencies has decreased from 9 to 8. The number of national securities
exchanges notice-registered pursuant to Section 6(g) of the Act that will list or trade futures
contracts on narrow-based security indexes has decreased from 4 to 3.
These changes account for the change in the hours burden estimate from 1,824 hours to
1,979 hours, as set forth in the chart below.
Name of
Information
Collection
SROs
NoticeRegistered
National
Securities
Exchanges
Total

16.

Annual
Industry
Burden Hours
(previously
approved)

Annual
Industry
Burden Hours
(current
extension)

1,820

1,976

156

Increase in the
number of
respondents

4

3

(1)

Decrease in the
number of
respondents

1,824

1,979

155

Change in the
number of
respondents

Change in
Burden Hours

Reason for
Change

Information Collection Planned for Statistical Purposes

Not applicable. The information collection does not use a statistical survey methodology nor
is it used for statistical purposes.
17.

Approval to Omit OMB Expiration Date

The Commission is not seeking approval to omit the expiration date.

5

18.

Exceptions to Certification for Paperwork Reduction Act Submissions

This collection complies with the requirements in 5 CFR 1320.9.
B.

Collection of Information Employing Statistical Methods
This collection does not involve statistical methods.

6