Rule 32a-4 (17 CFR Sec. 270.32a-4) under the Investment Company Act of 1940, "Independent Audit Committees"

Forms and Documents

Document	Type	Status	Availability
20260212_3235-0530_2026-02863_91 FR 6699_30-Day Submission Notice.pdf.pdf	Supplementary Document	Uploaded 2026-02-12	Available
20260212_3235-0530_2026-02863_91 FR 6699_30-Day Submission Notice.pdf.pdf	Supplementary Document	Uploaded 2026-02-12	Repair queued
20251211_3235-0530_2025-22535_90 FR 57509_60-Day Collection Notice.pdf	Supplementary Document	Uploaded 2025-12-11	Repair queued
20251211_3235-0530_2025-22535_90 FR 57509_60-Day Collection Notice.pdf	Supplementary Document	Uploaded 2025-12-11	Missing upstream
Supporting Statement_Rule 32a-4 (2025).pdf	Supporting Statement A	Uploaded 2025-12-08	Repair queued
Supporting Statement_Rule 32a-4 (2025).pdf	Supporting Statement A	Uploaded 2025-12-08	Repair queued

IC Document Collections

IC ID	Collection	Type	Status	Form
35332	Investment Company Act rule 32a-4		Modified

ICR Details

OMB Control No: 3235-0530	ICR Reference No: 202512-3235-008
Status: Active	Previous ICR Reference No: 202212-3235-010
Agency/Subagency: SEC	Agency Tracking No: IM
Title: Rule 32a-4 (17 CFR Sec. 270.32a-4) under the Investment Company Act of 1940, "Independent Audit Committees"
Type of Information Collection: Extension without change of a currently approved collection	Common Form ICR:  No
Type of Review Request: Regular
OIRA Conclusion Action: Approved without change	Conclusion Date: 04/16/2026
Retrieve Notice of Action (NOA)	Date Received in OIRA: 02/12/2026
Terms of Clearance:

	Inventory as of this Action	Requested	Previously Approved
Expiration Date	04/30/2029	36 Months From Approved	05/31/2026
Responses	88	0	120
Time Burden (Hours)	242	0	330
Cost Burden (Dollars)	183,568	0	180,000

---

Abstract: Rule 32a-4 (17 CFR 270.32a-4) exempts a fund from the requirements of section 32(a)(2) of the Investment Company Act of 1940 -- that shareholders ratify or reject the selection of the fund's independent public accountant -- if, among other things, the fund has an audit committee composed wholly of independent directors and the fund has adopted an audit committee charter that meets the rule’s requirements. Rule 32a-4 includes an internal recordkeeping requirement regarding the fund’s audit committee charter and any modification to the charter.

---

Authorizing Statute(s): US Code: 15 USC 80a Name of Law: Investment Company Act of 1940
  

Citations for New Statutory Requirements: None

---

Associated Rulemaking Information
RIN:	Stage of Rulemaking:	Federal Register Citation:	Date:
	Not associated with rulemaking

---

Federal Register Notices & Comments
60-day Notice:	Federal Register Citation:	Citation Date:
	90 FR 57509	12/11/2025
30-day Notice:	Federal Register Citation:	Citation Date:
	91 FR 6699	02/12/2026
Did the Agency receive public comments on this ICR? No

---

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

IC Title	Form No.	Form Name
Investment Company Act rule 32a-4

---

ICR Summary 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	88	120	0	0	-32	0
Annual Time Burden (Hours)	242	330	0	0	-88	0
Annual Cost Burden (Dollars)	183,568	180,000	0	0	3,568	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: No

Burden Reduction Due to:

Short Statement: The decrease in the number of annual burden hours from 330 to 242 is primarily the result of a decrease in the estimated number of new funds each year. The increase in the ongoing annual cost burden from $180,000 to $183,568 is a result of the increase in the estimated cost for the preparation and adoption of an audit committee charter.

---

Annual Cost to Federal Government: $0

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.     No

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

---

Common Form ICR:  No

---

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: 02/12/2026

---