80 FR 18472 - Proposed Collection; Comment Request

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 80, Issue 65 (April 6, 2015)

Page Range		18472-18473
FR Document		2015-07752
Federal Register, Volume 80 Issue 65 (Monday, April 6, 2015)
[Federal Register Volume 80, Number 65 (Monday, April 6, 2015)]
[Notices]
[Pages 18472-18473]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2015-07752]


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SECURITIES AND EXCHANGE COMMISSION


Proposed Collection; Comment Request

    Upon Written Request, Copies Available From: Securities and 
Exchange Commission, Office of FOIA Services, 100 F Street NE., 
Washington, DC 20549-2736.
    Extension: Rule 154; SEC File No. 270-438, OMB Control No. 3235-
0495.
    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 collection of 
information summarized below. The Commission plans to submit this 
existing collection of information to the Office of Management and 
Budget for extension and approval.
    The federal securities laws generally prohibit an issuer, 
underwriter, or dealer from delivering a security for sale unless a 
prospectus meeting certain requirements accompanies or precedes the 
security. Rule 154 (17 CFR 230.154) under the Securities Act of 1933 
(15 U.S.C. 77a) (the ``Securities Act'') permits, under certain 
circumstances, delivery of a single prospectus to investors who 
purchase securities from the same issuer and share the same address 
(``householding'') to satisfy the applicable prospectus delivery 
requirements.\1\ The purpose of rule 154 is to reduce the amount of 
duplicative prospectuses delivered to investors sharing the same 
address.
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    \1\ The Securities Act requires the delivery of prospectuses to 
investors who buy securities from an issuer or from underwriters or 
dealers who participate in a registered distribution of securities. 
See Securities Act sections 2(a)(10), 4(1), 4(3), 5(b) [15 U.S.C. 
77b(a)(10), 77d(1), 77d(3), 77e(b); see also rule 174 under the 
Securities Act (17 CFR 230.174) (regarding the prospectus delivery 
obligation of dealers); rule 15c2-8 under the Securities Exchange 
Act of 1934 (17 CFR 240.15c2-8) (prospectus delivery obligations of 
brokers and dealers).
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    Under rule 154, a prospectus is considered delivered to all 
investors at a shared address, for purposes of the federal securities 
laws, if the person relying on the rule delivers the prospectus to the 
shared address, addresses the prospectus to the investors as a group or 
to each of the investors individually, and the investors consent to the 
delivery of a single prospectus. The rule applies to prospectuses and 
prospectus supplements. Currently, the rule permits householding of all 
prospectuses by an issuer, underwriter, or dealer relying on the rule 
if, in addition to the other conditions set forth in the rule, the 
issuer, underwriter, or dealer has obtained from each investor written 
or implied consent to householding.\2\ The rule requires issuers, 
underwriters, or dealers that wish to household prospectuses with 
implied consent to send a notice to each investor stating that the 
investors in the household will receive one prospectus in the future 
unless the investors provide contrary instructions. In addition, at 
least once a year, issuers, underwriters, or dealers relying on rule 
154 for the householding of prospectuses relating to open-end 
management investment companies that are registered under the 
Investment Company Act of 1940 (``mutual funds'') must explain to 
investors who have provided written or implied consent how they can 
revoke their consent.\3\ Preparing and sending the notice and the 
annual explanation of the right to revoke are collections of 
information.
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    \2\ Rule 154 permits the householding of prospectuses that are 
delivered electronically to investors only if delivery is made to a 
shared electronic address and the investors give written consent to 
householding. Implied consent is not permitted in such a situation. 
See rule 154(b)(4).
    \3\ See Rule 154(c).
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    The rule allows issuers, underwriters, or dealers to household 
prospectuses if certain conditions are met. Among the conditions with 
which a person relying on the rule must comply are providing notice to 
each investor that only one prospectus will be sent to the household

[[Page 18473]]

and, in the case of issuers that are mutual funds, providing to each 
investor who consents to householding an annual explanation of the 
right to revoke consent to the delivery of a single prospectus to 
multiple investors sharing an address. The purpose of the notice and 
annual explanation requirements of the rule is to ensure that investors 
who wish to receive individual copies of prospectuses are able to do 
so.
    Although rule 154 is not limited to mutual funds, the Commission 
believes that it is used mainly by mutual funds and by broker-dealers 
that deliver prospectuses for mutual funds. The Commission is unable to 
estimate the number of issuers other than mutual funds that rely on the 
rule.
    The Commission estimates that, as of March 2015, there are 
approximately 1,640 mutual funds, approximately 410 of which engage in 
direct marketing and therefore deliver their own prospectuses. Of the 
approximately 410 mutual funds that engage in direct marketing, the 
Commission estimates that approximately half of these mutual funds 
(205) (i) do not send the implied consent notice requirement because 
they obtain affirmative written consent to household prospectuses in 
the fund's account opening documentation; or (ii) do not take advantage 
of the householding provision because of electronic delivery options 
which lessen the economic and operational benefits of rule 154 when 
compared with the costs of compliance. Therefore, the Commission 
estimates that each direct-marketed fund will spend an average of 20 
hours per year complying with the notice requirement of the rule, for a 
total of 4,100 hours. Of the 410 mutual funds that engage in direct 
marketing, the Commission estimates that approximately seventy-five 
percent (308) of these funds will each spend 1 hour complying with the 
annual explanation of the right to revoke requirement of the rule, for 
a total of 308 hours. The Commission estimates that there are 
approximately 200 broker-dealers that carry customer accounts and, 
therefore, may be required to deliver mutual fund prospectuses. The 
Commission estimates that each affected broker-dealer will spend, on 
average, approximately 20 hours complying with the notice requirement 
of the rule, for a total of 4,000 hours. Each broker-dealer will also 
spend 1 hour complying with the annual explanation of the right to 
revoke requirement, for a total of 200 hours. Therefore, the total 
number of respondents for rule 154 is 507 (307 mutual funds plus 200 
broker-dealers), and the estimated total hour burden is approximately 
8,608 hours (4,408 hours for mutual funds plus 4,200 hours for broker-
dealers).
    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 of the costs of 
Commission rules and forms.
    Written comments are invited on: (a) Whether the collections of 
information are necessary for the proper performance of the functions 
of the Commission, including whether the information has practical 
utility; (b) the accuracy of the Commission's estimate of the burden of 
the collections of information; (c) ways to enhance the quality, 
utility, and clarity of the information collected; and (d) ways to 
minimize the burden of the collections 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 in writing within 60 days of this 
publication.
    Please direct your written comments to Pamela Dyson, Director/Chief 
Information Officer, Securities and Exchange Commission, C/O Remi 
Pavlik-Simon, 100 F Street NE., Washington, DC 20549; or send an email 
to: [email protected].

    Dated: March 31, 2015.
Brent J. Fields,
Secretary.
[FR Doc. 2015-07752 Filed 4-3-15; 8:45 am]
BILLING CODE 8011-01-P
Federal Register / Vol. 80, No. 65 / Monday, April 6, 2015 / Notices 18473

and, in the case of issuers that are approximately 8,608 hours (4,408 hours Commission is publishing this notice to
mutual funds, providing to each for mutual funds plus 4,200 hours for solicit comments on the proposed rule
investor who consents to householding broker-dealers). change from interested persons.
an annual explanation of the right to The estimate of average burden hours
I. Self-Regulatory Organization’s
revoke consent to the delivery of a is made solely for the purposes of the
Statement of the Terms of Substance of
single prospectus to multiple investors Paperwork Reduction Act, and is not
sharing an address. The purpose of the the Proposed Rule Change
derived from a comprehensive or even
notice and annual explanation a representative survey or study of the BX proposes to amend and restate
requirements of the rule is to ensure that costs of Commission rules and forms. certain BX rules that govern the
investors who wish to receive Written comments are invited on: (a) NASDAQ OMX BX Equities Market in
individual copies of prospectuses are Whether the collections of information order to provide a clearer and more
able to do so. are necessary for the proper detailed description of certain aspects of
Although rule 154 is not limited to performance of the functions of the its functionality. The text of the
mutual funds, the Commission believes Commission, including whether the proposed rule change is available at
that it is used mainly by mutual funds information has practical utility; (b) the nasdaq.cchwallstreet.com, at the
and by broker-dealers that deliver accuracy of the Commission’s estimate Exchange’s principal office, and at the
prospectuses for mutual funds. The of the burden of the collections of Commission’s Public Reference Room.
Commission is unable to estimate the information; (c) ways to enhance the
number of issuers other than mutual II. Self-Regulatory Organization’s
quality, utility, and clarity of the Statement of the Purpose of, and
funds that rely on the rule. information collected; and (d) ways to
The Commission estimates that, as of Statutory Basis for, the Proposed Rule
minimize the burden of the collections Change
March 2015, there are approximately of information on respondents,
1,640 mutual funds, approximately 410 including through the use of automated In its filing with the Commission, BX
of which engage in direct marketing and collection techniques or other forms of included statements concerning the
therefore deliver their own information technology. Consideration purpose of and basis for the proposed
prospectuses. Of the approximately 410 will be given to comments and rule change and discussed any
mutual funds that engage in direct suggestions submitted in writing within comments it received on the proposed
marketing, the Commission estimates 60 days of this publication. rule change. The text of these statements
that approximately half of these mutual Please direct your written comments may be examined at the places specified
funds (205) (i) do not send the implied to Pamela Dyson, Director/Chief in Item IV below. BX has prepared
consent notice requirement because Information Officer, Securities and summaries, set forth in Sections A, B,
they obtain affirmative written consent Exchange Commission, C/O Remi and C below, of the most significant
to household prospectuses in the fund’s Pavlik-Simon, 100 F Street NE., aspects of such statements.
account opening documentation; or (ii) Washington, DC 20549; or send an email
do not take advantage of the A. Self-Regulatory Organization’s
to: PRA_Mailbox@sec.gov. Statement of the Purpose of, and
householding provision because of
electronic delivery options which lessen Dated: March 31, 2015. Statutory Basis for, the Proposed Rule
the economic and operational benefits Brent J. Fields, Change
of rule 154 when compared with the Secretary. 1. Purpose
costs of compliance. Therefore, the [FR Doc. 2015–07752 Filed 4–3–15; 8:45 am]
Commission estimates that each direct- The Exchange proposes to amend and
BILLING CODE 8011–01–P
marketed fund will spend an average of restate certain Exchange rules that
20 hours per year complying with the govern the NASDAQ OMX BX Equities
notice requirement of the rule, for a total Market in order to provide a clearer and
SECURITIES AND EXCHANGE
of 4,100 hours. Of the 410 mutual funds more detailed description of certain
COMMISSION
that engage in direct marketing, the aspects of its functionality. The
[Release No. 34–74617; File No. SR–BX– proposed rule change is responsive to
Commission estimates that
2015–015] the request of Commission Chair White
approximately seventy-five percent
(308) of these funds will each spend 1 that each self-regulatory organization
Self-Regulatory Organizations; (‘‘SRO’’) conduct a comprehensive
hour complying with the annual NASDAQ OMX BX Inc.; Notice of
explanation of the right to revoke review of each order type offered to
Proposed Rule Change To Amend and members, and how it operates in
requirement of the rule, for a total of 308 Restate Certain Rules That Govern the
hours. The Commission estimates that practice.3 The Exchange believes that its
NASDAQ OMX BX Equities Market current rules and other public
there are approximately 200 broker-
dealers that carry customer accounts March 31, 2015. disclosures provide a comprehensive
and, therefore, may be required to Pursuant to Section 19(b)(1) of the description of the operation of the
deliver mutual fund prospectuses. The Securities Exchange Act of 1934 NASDAQ OMX BX Equities Market, so
Commission estimates that each affected (‘‘Act’’),1 and Rule 19b–4 2 thereunder, that members and the investing public
broker-dealer will spend, on average, notice is hereby given that on March 20, have an accurate understanding of its
approximately 20 hours complying with 2015, NASDAQ OMX BX, Inc. market structure. Nevertheless, the
the notice requirement of the rule, for a (‘‘Exchange’’ or ‘‘BX’’) filed with the Exchange has concluded that a
total of 4,000 hours. Each broker-dealer Securities and Exchange Commission restatement of certain rules will further
tkelley on DSK4VPTVN1PROD with NOTICES

will also spend 1 hour complying with (the ‘‘Commission’’) the proposed rule enhance their clarity. In particular, the
the annual explanation of the right to change as described in Items I, II, and Exchange believes that providing
revoke requirement, for a total of 200 III below, which Items have been
3 See Mary Jo White, Chair, Commission, Speech
hours. Therefore, the total number of prepared by the Exchange. The at the Sandler O’Neill & Partners, L.P. Global
respondents for rule 154 is 507 (307 Exchange and Brokerage Conference (June 5, 2014),
mutual funds plus 200 broker-dealers), 1 15 U.S.C. 78s(b)(1). available at http://www.sec.gov/News/Speech/
and the estimated total hour burden is 2 17 CFR 240.19b–4. Detail/Speech/1370542004312.

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Document Created: 2015-12-18 11:18:19
Document Modified: 2015-12-18 11:18:19
Category		Regulatory Information
Collection		Federal Register
sudoc Class		AE 2.7: GS 4.107: AE 2.106:
Publisher		Office of the Federal Register, National Archives and Records Administration
Section		Notices
FR Citation		80 FR 18472