80 FR 30304 - Proposed Collection; Comment Request

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 80, Issue 101 (May 27, 2015)

Page Range		30304-30305
FR Document		2015-12683
Federal Register, Volume 80 Issue 101 (Wednesday, May 27, 2015)
[Federal Register Volume 80, Number 101 (Wednesday, May 27, 2015)]
[Notices]
[Pages 30304-30305]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2015-12683]


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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:
    Form N-3, OMB Control No. 3235-0316, SEC File No. 270-281.

    Notice is hereby given that, pursuant to the Paperwork Reduction 
Act of 1995 (44 U.S.C. 3501 et seq.), the Securities and Exchange 
Commission (the ``Commission'') is soliciting comments on the 
collection of information

[[Page 30305]]

summarized below. The Commission plans to submit this existing 
collection of information to the Office of Management and Budget for 
extension and approval.
    The title for the collection of information is ``Form N-3 (17 CFR 
239.17a and 274.11b) under the Securities Act of 1933 (15 U.S.C. 77) 
and under the Investment Company Act of 1940 (15 U.S.C. 80a), 
Registration Statement of Separate Accounts Organized as Management 
Investment Companies.'' Form N-3 is the form used by separate accounts 
offering variable annuity contracts which are organized as management 
investment companies to register under the Investment Company Act of 
1940 (``Investment Company Act'') and/or to register their securities 
under the Securities Act of 1933 (``Securities Act''). Form N-3 is also 
the form used to file a registration statement under the Securities Act 
(and any amendments thereto) for variable annuity contracts funded by 
separate accounts which would be required to be registered under the 
Investment Company Act as management investment companies except for 
the exclusion provided by Section 3(c)(11) of the Investment Company 
Act (15 U.S.C. 80a-3(c)(11)). Section 5 of the Securities Act (15 
U.S.C. 77e) requires the filing of a registration statement prior to 
the offer of securities to the public and that the statement be 
effective before any securities are sold, and Section 8 of the 
Investment Company Act (15 U.S.C. 80a-8) requires a separate account to 
register as an investment company.
    Form N-3 also permits separate accounts offering variable annuity 
contracts which are organized as investment companies to provide 
investors with a prospectus and a statement of additional information 
covering essential information about the separate account when it makes 
an initial or additional offering of its securities. Section 5(b) of 
the Securities Act requires that investors be provided with a 
prospectus containing the information required in a registration 
statement prior to the sale or at the time of confirmation or delivery 
of the securities. The form also may be used by the Commission in its 
regulatory review, inspection, and policy-making roles.
    Commission staff estimates that there are zero initial registration 
statements and 10 post-effective amendments to initial registration 
statements filed on Form N-3 annually and that the average number of 
portfolios referenced in each post-effective amendment is 2. The 
Commission further estimates that the hour burden for preparing and 
filing a post-effective amendment on Form N-3 is 155.2 hours per 
portfolio. The total annual hour burden for preparing and filing post-
effective amendments is 3,104 hours (10 post-effective amendments x 2 
portfolios x 155.2 hours per portfolio). The estimated annual hour 
burden for preparing and filing initial registration statements is 0 
hours. The total annual hour burden for Form N-3, therefore, is 
estimated to be 3,104 hours (3,104 hours + 0 hours).
    The information collection requirements imposed by Form N-3 are 
mandatory. Responses to the collection of information will not be kept 
confidential. An agency may not conduct or sponsor, and a person is not 
required to respond to a collection of information unless it displays a 
currently valid control number.
    Written comments are invited on: (a) Whether the proposed 
collection of information is necessary for the proper performance of 
the functions of the agency, including whether the information will 
have practical utility; (b) the accuracy of the agency's estimate of 
the burden of the collection of information; (c) ways to enhance the 
quality, utility, and clarity of the information collected; and (d) 
ways to minimize the burden of the collection 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: PRA_Mailbox@sec.gov.

    Dated: May 20, 2015.
Robert W. Errett,
Deputy Secretary.
[FR Doc. 2015-12683 Filed 5-26-15; 8:45 am]
 BILLING CODE 8011-01-P
30304 Federal Register / Vol. 80, No. 101 / Wednesday, May 27, 2015 / Notices

will have any future, involvement in the the qualitative information gathered by the CFTC Order, the OCC Order, the
Covered Persons’ activities in any Compliance, including about lessons FRB Order, the FCA Order, or any other
capacity described in section 9(a) of the from internal and external control orders issued by regulatory or
Act; and (iv) because the personnel of issues. JPMC has also developed a plan enforcement agencies addressing the
the Fund Servicing Applicants did not to improve monitoring and surveillance, Conduct.
have any involvement in the Conduct, including, among other things, 4. The Settling Firm will comply in
shareholders of the Funds were not expanding transaction surveillance all material respects with the material
affected any differently than if the across thirty-six currency pair terms and conditions of the Plea
Funds had received services from any benchmarks and establishing a process Agreement, the CFTC Order, the OCC
other non-affiliated investment adviser whereby it reviews its electronic Order, the FRB Order, the FCA Order,
or principal underwriter. Applicants communication lexicons and or any other orders issued by regulatory
assert that the conduct of Applicants transaction surveillance scenarios and or enforcement agencies addressing the
has not been such as to make it against makes enhancements, as appropriate, at Conduct.
the public interest or the protection of least annually. JPMC has also identified 5. Applicants will provide written
investors to grant the requested improvements in its internal audit notification to the Chief Counsel of the
exemption from section 9(a). function that it has taken or will take, Commission’s Division of Investment
7. To provide further assurance that including the establishment of a team Management with a copy to the Chief
the exemptive relief being requested dedicated to the identification of, and Counsel of the Commission’s Division of
herein would be consistent with the focus on, cross business issues and Enforcement of a material violation of
public interest and the protection of emerging risks. the terms and conditions of any of the
investors, the Applicants undertake that 9. Applicants state that certain of the Orders within 30 days of discovery of
they will, as soon as reasonably Applicants and their affiliates have the material violation.
practicable, distribute to the boards of previously received an order under
directors (‘‘Boards’’) of the Funds section 9(c) of the Act, as the result of Temporary Order
written materials describing the conduct that triggered section 9(a), as The Commission has considered the
circumstances that led to the Plea, any described in greater detail in the matter and finds that Applicants have
impact on the Funds and the application. made the necessary showing to justify
application. The written materials will granting a temporary exemption.
Applicants’ Conditions
include an offer to discuss the materials Accordingly,
at an in-person meeting with each Board Applicants agree that any order It is hereby ordered, pursuant to
for which the Applicants provide Fund granted by the Commission pursuant to section 9(c) of the Act, that the
Service Activities (excluding for this the application will be subject to the Applicants and any other Covered
purpose, the ESCs), including the following conditions: Persons are granted a temporary
directors who are not ‘‘interested 1. Any temporary exemption granted exemption from the provisions of
persons’’ of such Funds as defined in pursuant to the application shall be section 9(a), solely with respect to the
section 2(a)(19) of the Act and their without prejudice to, and shall not limit guilty plea entered into pursuant to the
independent legal counsel as defined in the Commission’s rights in any manner Plea Agreement, subject to the
rule 0–1(a)(6) under the Act. The with respect to, any Commission representations and conditions in the
Applicants undertake to provide such investigation of, or administrative application, from May 20, 2015 until the
Funds’ Boards with the information proceedings involving or against, Commission takes final action on their
concerning the Plea Agreement and the Covered Persons, including, without application for a permanent order.
application necessary for those Funds to limitation, the consideration by the
Commission of a permanent exemption By the Commission.
fulfill their disclosure and other
obligations under the federal securities from section 9(a) of the Act requested Jill M. Peterson,
laws and will provide them a copy of pursuant to the application or the Assistant Secretary.
the Plea Agreement as entered by the revocation or removal of any temporary [FR Doc. 2015–12755 Filed 5–26–15; 8:45 am]
District Court. exemptions granted under the Act in BILLING CODE 8011–01–P
8. Applicants further state that JPMC connection with the application.
has implemented remedial measures to 2. Neither the Applicants nor any of
protect against conduct similar to the the other Covered Persons will employ SECURITIES AND EXCHANGE
Conduct, as outlined in greater detail in any of the current or former employees COMMISSION
the application. For example, JPMC has of the Settling Firm or any Covered
enhanced governance through the Person who previously has been or who Proposed Collection; Comment
development of a Macro Trading subsequently may be identified by the Request
Business Control Committee. JPMC has Settling Firm or any U.S. or non-U.S. Upon Written Request, Copies Available
improved its compliance risk regulatory or enforcement agency as From: Securities and Exchange
assessment to better identify risks, having been responsible for the Commission, Office of FOIA Services,
including the types of risk identified Conduct, without first making a further 100 F Street NE., Washington, DC
during the FX matters, through application to the Commission pursuant 20549–2736
improvements to: (1) The risk to section 9(c).
assessment framework, which includes 3. Each Applicant and Covered Person Extension:
Form N–3, OMB Control No. 3235–0316,
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more detailed guidance and procedures will adopt and implement policies and
procedures reasonably designed to SEC File No. 270–281.
to enhance quality and consistency of
execution; (2) the risk assessment tool ensure that it will comply with the Notice is hereby given that, pursuant
and process, which includes terms and conditions of the Orders to the Paperwork Reduction Act of 1995
improvements to compliance officers’ within 60 days of the date of the (44 U.S.C. 3501 et seq.), the Securities
ability to document risk/control impact Permanent Order or, with respect to and Exchange Commission (the
at a more granular level; and (3) condition 4, such date as may be ‘‘Commission’’) is soliciting comments
qualitative data collection to improve contemplated by the Plea Agreement, or on the collection of information

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Federal Register / Vol. 80, No. 101 / Wednesday, May 27, 2015 / Notices 30305

summarized below. The Commission post-effective amendment on Form N–3 SECURITIES AND EXCHANGE
plans to submit this existing collection is 155.2 hours per portfolio. The total COMMISSION
of information to the Office of annual hour burden for preparing and
Management and Budget for extension filing post-effective amendments is [Release No. 34–75012; File No. SR–FINRA–
and approval. 3,104 hours (10 post-effective 2014–047]
The title for the collection of amendments × 2 portfolios × 155.2
information is ‘‘Form N–3 (17 CFR hours per portfolio). The estimated Self-Regulatory Organizations;
239.17a and 274.11b) under the annual hour burden for preparing and Financial Industry Regulatory
Securities Act of 1933 (15 U.S.C. 77) Authority, Inc.; Notice of Designation
filing initial registration statements is 0
and under the Investment Company Act of a Longer Period for Commission
hours. The total annual hour burden for
of 1940 (15 U.S.C. 80a), Registration Action on Proceedings To Determine
Statement of Separate Accounts Form N–3, therefore, is estimated to be
3,104 hours (3,104 hours + 0 hours). Whether To Approve or Disapprove a
Organized as Management Investment Proposed Rule Change Relating to
Companies.’’ Form N–3 is the form used The information collection FINRA Rule 2241 (Research Analysts
by separate accounts offering variable requirements imposed by Form N–3 are and Research Reports) in the
annuity contracts which are organized mandatory. Responses to the collection Consolidated FINRA Rulebook
as management investment companies of information will not be kept
to register under the Investment confidential. An agency may not May 20, 2015.
Company Act of 1940 (‘‘Investment conduct or sponsor, and a person is not I. Introduction
Company Act’’) and/or to register their required to respond to a collection of
securities under the Securities Act of information unless it displays a On November 14, 2014, Financial
1933 (‘‘Securities Act’’). Form N–3 is currently valid control number. Industry Regulatory Authority, Inc.
also the form used to file a registration (‘‘FINRA’’) filed with the Securities and
statement under the Securities Act (and Written comments are invited on: (a) Exchange Commission (‘‘SEC’’ or
any amendments thereto) for variable Whether the proposed collection of ‘‘Commission’’), pursuant to Section
annuity contracts funded by separate information is necessary for the proper 19(b)(1) of the Securities Exchange Act
accounts which would be required to be performance of the functions of the of 1934 (‘‘Act’’) 1 and Rule 19b–4
registered under the Investment agency, including whether the thereunder,2 a proposed rule to adopt
Company Act as management information will have practical utility; NASD Rule 2711 (Research Analysts
investment companies except for the (b) the accuracy of the agency’s estimate and Research Reports) as a FINRA rule,
exclusion provided by Section 3(c)(11) of the burden of the collection of with several modifications, amend
of the Investment Company Act (15 information; (c) ways to enhance the NASD Rule 1050 (Registration of
U.S.C. 80a–3(c)(11)). Section 5 of the quality, utility, and clarity of the Research Analysts) and Incorporated
Securities Act (15 U.S.C. 77e) requires information collected; and (d) ways to NYSE Rule 344 to create an exception
the filing of a registration statement minimize the burden of the collection of from the research analyst qualification
prior to the offer of securities to the information on respondents, including requirement, and renumber NASD Rule
public and that the statement be through the use of automated collection 2711 as FINRA Rule 2241 in the
effective before any securities are sold, techniques or other forms of information consolidated FINRA rulebook. The
and Section 8 of the Investment proposal was published for comment in
technology. Consideration will be given
Company Act (15 U.S.C. 80a–8) requires the Federal Register on November 24,
to comments and suggestions submitted
a separate account to register as an 2014.3 The Commission received four
investment company. in writing within 60 days of this
publication. comments on the original proposal.4 On
Form N–3 also permits separate February 19, 2015, FINRA filed
accounts offering variable annuity Please direct your written comments Amendment No. 1 responding to these
contracts which are organized as to Pamela Dyson, Director/Chief original comments received to the
investment companies to provide Information Officer, Securities and proposal as well as to propose
investors with a prospectus and a Exchange Commission, C/O Remi amendments in response to these
statement of additional information Pavlik-Simon, 100 F Street NE., comments. The proposal, as amended
covering essential information about the Washington, DC 20549; or send an email by Amendment No. 1, was published for
separate account when it makes an to: PRA_Mailbox@sec.gov. comment in the Federal Register on
initial or additional offering of its
securities. Section 5(b) of the Securities Dated: May 20, 2015.
1 15 U.S.C. 78s(b)(1).
Act requires that investors be provided Robert W. Errett, 2 17 CFR 240.19b–4.
with a prospectus containing the Deputy Secretary. 3 Exchange Act Release No. 73622 (Nov. 18,
information required in a registration [FR Doc. 2015–12683 Filed 5–26–15; 8:45 am] 2014); 79 FR 69939 (Nov. 24, 2014). On January 6,
statement prior to the sale or at the time BILLING CODE 8011–01–P
2015, FINRA consented to extending the time
of confirmation or delivery of the period for the Commission to either approve or
disapprove the proposed rule change, or to institute
securities. The form also may be used by proceedings to determine whether to approve or
the Commission in its regulatory review, disapprove the proposed rule change, to February
inspection, and policy-making roles. 20, 2015.
Commission staff estimates that there 4 See Letter from Kevin Zambrowicz, Associate

General Counsel & Managing Director and Sean
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are zero initial registration statements
Davy, Managing Director, SIFMA, dated Dec. 15,
and 10 post-effective amendments to 2014, Letter from Hugh D. Berkson, President-Elect,
initial registration statements filed on Public Investors Arbitration Bar Association, dated
Form N–3 annually and that the average Dec. 15, 2014, Letter from Stephanie R. Nicholas,
number of portfolios referenced in each WilmerHale, dated Dec. 16, 2014, and Letter from
William Beatty, President and Washington (State)
post-effective amendment is 2. The Securities Administrator, North American
Commission further estimates that the Securities Administrators Association, Inc., dated
hour burden for preparing and filing a Dec. 19, 2014.

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Document Created: 2015-12-15 15:35:32
Document Modified: 2015-12-15 15:35:32
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 30304