80 FR 33308 - Submission for OMB Review; Comment Request

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 80, Issue 112 (June 11, 2015)

Page Range		33308-33309
FR Document		2015-14246
Federal Register, Volume 80 Issue 112 (Thursday, June 11, 2015)
[Federal Register Volume 80, Number 112 (Thursday, June 11, 2015)]
[Notices]
[Pages 33308-33309]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2015-14246]


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SECURITIES AND EXCHANGE COMMISSION


Submission for OMB Review; 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; OMB Control No. 3235-0495, SEC File No. 270-438.

    Notice is hereby given that, under the Paperwork Reduction Act of 
1995 (44 U.S.C. 3501-3520), the Securities and Exchange Commission (the 
``Commission'') has submitted to the Office of Management and Budget a 
request for extension of the previously approved collection of 
information discussed below.
    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 
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 mutual fund prospectuses. 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

[[Page 33309]]

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.
    Compliance with the collection of information requirements of the 
rule is necessary to obtain the benefit of relying on the rule. 
Responses to the collections of information will not be kept 
confidential. The rule does not require these records be retained for 
any specific period of time. 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.
    The public may view the background documentation for this 
information collection at the following Web site, www.reginfo.gov. 
Comments should be directed to: (i) Desk Officer for the Securities and 
Exchange Commission, Office of Information and Regulatory Affairs, 
Office of Management and Budget, Room 10102, New Executive Office 
Building, Washington, DC 20503, or by sending an email to: 
[email protected]; and (ii) 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]. Comments must be submitted to OMB within 30 
days of this notice.

    Dated: June 5, 2015.
 Robert W. Errett,
Deputy Secretary.
[FR Doc. 2015-14246 Filed 6-10-15; 8:45 am]
BILLING CODE 8011-01-P
Federal Register / Vol. 80, No. 112 / Thursday, June 11, 2015 / Notices 33309

1,640 mutual funds, approximately 410 The public may view the background 17, 2015, pursuant to Section 19(b)(2) of
of which engage in direct marketing and documentation for this information the Act,5 the Commission designated a
therefore deliver their own collection at the following Web site, longer period within which to either
prospectuses. Of the approximately 410 www.reginfo.gov. Comments should be approve the proposed rule change,
mutual funds that engage in direct directed to: (i) Desk Officer for the disapprove the proposed rule change, or
marketing, the Commission estimates Securities and Exchange Commission, institute proceedings to determine
that approximately half of these mutual Office of Information and Regulatory whether to disapprove the proposed
funds (205) (i) do not send the implied Affairs, Office of Management and rule change.6
consent notice requirement because Budget, Room 10102, New Executive Pursuant to Section 19(b)(1) of the
they obtain affirmative written consent Office Building, Washington, DC 20503, Act 7 and Rule 19b–4 thereunder,8
to household prospectuses in the fund’s or by sending an email to: Shagufta_ notice is hereby given that, on June 3,
account opening documentation; or (ii) Ahmed@omb.eop.gov; and (ii) Pamela 2015, the Exchange filed with the
do not take advantage of the Dyson, Director/Chief Information Commission Amendment No. 1 to the
householding provision because of Officer, Securities and Exchange proposed rule change, as described in
electronic delivery options which lessen Commission, c/o Remi Pavlik-Simon, Sections I and II below, which Sections
the economic and operational benefits 100 F Street NE., Washington, DC 20549 have been prepared by the Exchange.9
of rule 154 when compared with the or send an email to: PRA_Mailbox@ The Commission is publishing this
costs of compliance. Therefore, the sec.gov. Comments must be submitted to notice to solicit comments on the
Commission estimates that each direct- OMB within 30 days of this notice. proposed rule change, as modified by
marketed fund will spend an average of Dated: June 5, 2015. Amendment No. 1 thereto, from
20 hours per year complying with the Robert W. Errett, interested persons.
notice requirement of the rule, for a total Deputy Secretary. Additionally, this order institutes
of 4,100 hours. Of the 410 mutual funds [FR Doc. 2015–14246 Filed 6–10–15; 8:45 am] proceedings under Section 19(b)(2)(B) of
that engage in direct marketing, the the Act 10 to determine whether to
BILLING CODE 8011–01–P
Commission estimates that approve or disapprove the proposed
approximately seventy-five percent rule change, as modified by Amendment
(308) of these funds will each spend 1 SECURITIES AND EXCHANGE No. 1 thereto, as discussed in Section III
hour complying with the annual COMMISSION below. The institution of proceedings
explanation of the right to revoke does not indicate that the Commission
requirement of the rule, for a total of 308 [Release No. 34–75115; File No. SR– has reached any conclusions with
hours. The Commission estimates that NYSEArca–2015–02]
respect to any of the issues involved,
there are approximately 200 broker- Self-Regulatory Organizations; NYSE nor does it mean that the Commission
dealers that carry customer accounts Arca, Inc.; Notice of Filing of will ultimately disapprove the proposed
and, therefore, may be required to Amendment No. 1 and Order Instituting rule change. Rather, as described in
deliver mutual fund prospectuses. The Proceedings To Determine Whether To Section III, below, the Commission
Commission estimates that each affected Approve or Disapprove a Proposed seeks and encourages interested persons
broker-dealer will spend, on average, Rule Change, as Modified by to provide additional comment on the
approximately 20 hours complying with Amendment No. 1 Thereto, To Amend proposed rule change to inform the
the notice requirement of the rule, for a NYSE Arca Equities Rule 8.600 To Commission’s analysis of whether to
total of 4,000 hours. Each broker-dealer Adopt Generic Listing Standards for
will also spend 1 hour complying with Managed Fund Shares Officer, Eaton Vance Corp. (‘‘Eaton Vance’’), to
the annual explanation of the right to Brent J. Fields, Secretary, Commission (all
revoke requirement, for a total of 200 June 5, 2015. comments to the proposed rule change are available
on the Commission’s Web site at http://
hours. Therefore, the total number of On February 17, 2015, NYSE Arca, www.sec.gov/comments/sr-nysearca-2015-02/
respondents for rule 154 is 507 (307 Inc. (‘‘NYSE Arca’’ or ‘‘Exchange’’) filed nysearca201502.shtml). ICI expressed strong
mutual funds plus 200 broker-dealers), with the Securities and Exchange support for the proposal, stating that it would add
and the estimated total hour burden is Commission (‘‘SEC’’ or ‘‘Commission’’), certainty and uniformity to the ETF listing process.
Eaton Vance also expressed support for the
approximately 8,608 hours (4,408 hours pursuant to Section 19(b)(1) of the proposal and offered suggestions to enhance the
for mutual funds plus 4,200 hours for Securities Exchange Act of 1934 disclosure regime for Managed Fund Shares. The
broker-dealers). (‘‘Act’’) 1 and Rule 19b–4 thereunder,2 a anonymous commenter said ‘‘Great job!’’
The estimate of average burden hours proposed rule change to amend NYSE 5 15 U.S.C. 78s(b)(2).
6 See Securities Exchange Act Release No. 74755,
is made solely for the purposes of the Arca Equities Rule 8.600 to adopt
80 FR 22762 (Apr. 23, 2014). The Commission
Paperwork Reduction Act, and is not generic listing standards for Managed determined that it was appropriate to designate a
derived from a comprehensive or even Fund Shares. The proposed rule change longer period within which to take action on the
a representative survey or study of the was published for comment in the proposed rule change so that it has sufficient time
costs of Commission rules and forms. Federal Register on March 10, 2015.3 to consider the proposed rule change and the
comments received. Accordingly, the Commission
Compliance with the collection of The Commission received three designated June 8, 2015 as the date by which it
information requirements of the rule is comments on the proposal.4 On April should approve, disapprove, or institute
necessary to obtain the benefit of relying proceedings to determine whether to disapprove the
1 15 U.S.C. 78s(b)(1). proposed rule change.
on the rule. Responses to the collections 2 17 7 15 U.S.C.78s(b)(1).
CFR 240.19b–4.
mstockstill on DSK4VPTVN1PROD with NOTICES

of information will not be kept 3 See Securities Exchange Act Release No. 74433 8 17 CFR 240.19b–4.
confidential. The rule does not require (Mar. 4, 2015), 80 FR 12690 (‘‘Notice’’). 9 Amendment No. 1 amends and replaces the
these records be retained for any 4 See letter dated March 31, 2015 from filing, SR–NYSEArca–2015–02, and supersedes
specific period of time. An agency may Anonymous; letter dated March 31, 2015 from such filing in its entirety (Amendment No. 1 to the
not conduct or sponsor, and a person is Dorothy Donohue, Deputy General Counsel, proposed rule change is also available on the
Securities Regulation, Investment Company Commission’s Web site at http://www.sec.gov/
not required to respond to, a collection Institute (‘‘ICI’’), to Brent J. Fields, Secretary, comments/sr-nysearca-2015-02/
of information unless it displays a Commission; and letter dated March 31, 2015 from nysearca201502.shtml).
currently valid control number. Thomas E. Faust Jr., Chairman and Chief Executive 10 15 U.S.C. 78s(b)(2)(B).

VerDate Sep<11>2014 17:06 Jun 10, 2015 Jkt 235001 PO 00000 Frm 00082 Fmt 4703 Sfmt 4703 E:\FR\FM\11JNN1.SGM 11JNN1
Document Created: 2015-12-15 15:07:17
Document Modified: 2015-12-15 15:07:17
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 33308