SUPPORTING STATEMENT FOR PROPOSED AMENDMENTS TO

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SUPPORTING STATEMENT
FOR THE PAPERWORK REDUCTION ACT INFORMATION COLLECTION
SUBMISSION FOR FORM 15F
A.

JUSTIFICATION
1.

Circumstances Making the Collection of Information Necessary

Form 15F (17 CFR 249.324) is the form used by foreign private issuers to terminate or
suspend their reporting obligations under the Securities and Exchange Act of 1934 (“Exchange
Act”). Specifically, foreign private issuers use Form 15F to disclose information that helps
investors understand the decision to terminate or suspend their Exchange Act reporting
obligations and to assist the Commission staff in assessing whether foreign private issuers are
eligible to terminate their Exchange Act reporting obligations.
2.

Purpose and Use of the Information Collection

The purpose of Form 15F is to provide U.S. investors with information regarding a
foreign private issuer’s decision to terminate or suspend its Exchange Act reporting obligations.
3.

Consideration Given to Information Technology

The Commission requires foreign private issuers to file Form 15F electronically using its
Electronic Data Gathering, Analysis, and Retrieval (“EDGAR”) system.
4.

Duplication of Information

There is no other domestic public source for the information required on Form 15F.
5.

Reducing the Burden on Small Entities

Foreign private issuers that are reporting companies under the Exchange Act, including
those that are small entities, are required to file a Form 15F if they are electing to terminate or
suspend their Exchange Act reporting obligations. The information collection requirements of
Form 15F apply with respect to all such foreign private issuers, regardless of size, to ensure that
U.S. investors have access to the same information as foreign investors when making investment
decisions.
6.

Consequences of Not Conducting Collection

If the Commission did not conduct this collection of information or collected this
information less frequently, U.S. persons considering investments in securities issued by foreign
private issuers could find it more difficult and expensive to obtain the same information provided
to foreign investors when making investment decisions.

7.

Special Circumstances

There are no special circumstances associated with this collection of information.
8.

Consultations with Persons Outside the Agency

No comments were received on this request during the 60-day comment period prior to
OMB’s review of this submission.
9.

Payment or Gift to Respondents

No payment or gift has been provided to any respondents.
10.

Confidentiality

Form 15F is a public document.
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 the signature of the official signing on behalf of
the entity. However, the agency has determined that the information collection does not
constitute a system of records 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 6, 2025, is provided as a
supplemental document and is also available at https://www.sec.gov/privacy.
12.

Estimate of Respondent Reporting Burden
Table of Reporting Burden Due to an Extension Request
Information
Collection
Title

OMB Control
Number

Number of
Responses

Burden
Hours

Form 15F

3235-0621

23

173

For purposes of the Paperwork Reduction Act (“PRA”), we estimate that Form 15F takes
approximately 30 hours per response to comply with the form’s information collection
requirements and is filed once per year by approximately 23 respondents, for a total of
approximately 23 responses annually (calculated for the period 2023 through 2025). We further
estimate that 25% of the collection of information burden is carried by the foreign private issuers
internally and that 75% of the burden of preparation is carried by outside professionals retained
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by the company. Based on our estimates, we calculated the total reporting burden to be 173 hours
((0.25 x 30 hours per response) x 23 responses).
We derived our burden hour estimates by estimating the average number of hours it
would take a foreign private issuer to compile the necessary information and data, prepare and
review disclosure, file documents and retain records. In connection with rule amendments to the
form, we occasionally receive PRA estimates from public commenters about incremental
burdens that are used in our burden estimates. We believe that the actual burdens will likely vary
among individual foreign private issuers based on the nature of their operations. For
administrative convenience, the presentation of the total related to the paperwork burden hours
has been rounded to the nearest whole number. The estimated burden hours are made solely for
the purpose of the PRA.
13.

Estimate of Total Annualized Cost Burden
Table of Cost Burden Due to Extension Request
Information
Collection
Title

OMB Control
Number

Number of
Responses

Cost
Burden

Form 15F

3235-0621

23

$310,500

For purposes of the PRA, we estimate that 75% of the 30 hours per response (22.5 hours)
is carried externally by outside professionals retained by the issuer. We estimate an hourly cost
of $600 for these outside professionals. Based on these estimates, we calculate a total annual cost
burden of $310,500 (22.5 hours per response x $600 per hour x 23 responses annually).
This estimate is based on our consultations with issuers and professional firms who
regularly assist issuers in preparing and filing disclosure documents with the Commission. Our
estimates reflect average burdens, and therefore, some companies may experience costs in excess
of our estimates and some companies may experience costs that are lower than our estimates. For
administrative convenience, the presentation of the total cost has been rounded to the nearest
dollar. The cost burden estimate is made solely for the purpose of the PRA.
14.

Costs to Federal Government

The Commission is in the process of revising its methodologies to estimate annualized
costs to the Federal government for all its relevant collections of information. The Commission
anticipates that future extensions of this collection of information will reflect the revised
methodologies.

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15.

Reason for Change in Burden
Summary of the Change in Burden Hours and Cost Burden
Annual No. of Responses

IC Title

Annual Time Burden (Hours)

Annual Burden Cost Burden ($)

Previously
Approved

Requested

Change
In No. of
Responses

Previously
Approved

Requested

Change In
Burden

Previously
Approved

Request
Cost
burden

Change
In
Cost
Burden

30

23

(7)

225

173

(52)

$270,000

$310,500

$40,500

Form
15F

The decrease in burden hours of 52 hours is due to a decrease in the number of annual
Form 15F responses (from 30 responses to 23 responses). The increase in the cost burden of
$40,500 is due to an increase in the Commission’s estimate for the hourly cost of outside
professionals (from $400 per hour to $600 per hour), as offset in part by the decrease in the
number of annual responses.
16.

Information Collection Planned for Statistical Purposes

The information collection is not planned for statistical purposes.
17.

Approval to Omit OMB Expiration Date

We request authorization to omit the expiration date on the electronic version of the form.
Including the expiration date on the electronic version of the form will result in increased costs,
because the need to make changes to the form may not follow the application’s scheduled
version release dates. The OMB control number will be displayed.
18.

Exceptions to Certification for Paperwork Reduction Act Submissions

There are no exceptions to certification for the PRA submissions.
B.

STATISTICAL METHODS
The information collection does not employ statistical methods.

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