81 FR 31501 - Adoption of Updated EDGAR Filer Manual

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 81, Issue 97 (May 19, 2016)

The Securities and Exchange Commission (the Commission) is adopting revisions to the Electronic Data Gathering, Analysis, and Retrieval System (EDGAR) Filer Manual and related rules to reflect updates to the EDGAR system. The updates are being made primarily to support the 2016 XBRL taxonomies; add new submission form types SBSE, SBSE/A, SBSE-A, SBSE-A/A, SBSE-BD, SBSE-BD/A, SBSE-C and SBSE-W pursuant to Section 15F of the Securities Exchange Act of 1934 (the Exchange Act) and Rules 15Fb1-1 through 15Fb6-2 thereunder; add submission form types 17HACON, 17HACON/A, 17HQCON and 17HQCON/A pursuant to Rules 17h-1T and 17h-2T under the Exchange Act; and permit a value of zero in addition to the currently allowable numeric values in the ``Current Number of Employees'' field on the ``Disclosure Requirements'' screen of the Regulation Crowdfunding submission form types C, C/A and C-U. The EDGAR system was upgraded to support the new 2016 XBRL taxonomies on March 7, 2016. The EDGAR system is scheduled to be upgraded to support the other functionalities on April 25, 2016.

[Federal Register Volume 81, Number 97 (Thursday, May 19, 2016)]
[Rules and Regulations]
[Pages 31501-31503]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2016-11764]


=======================================================================
-----------------------------------------------------------------------

SECURITIES AND EXCHANGE COMMISSION

17 CFR Part 232

[Release Nos. 33-10071; 34-77693; 39-2509; IC-32091]


Adoption of Updated EDGAR Filer Manual

AGENCY: Securities and Exchange Commission.

ACTION: Final rule.

-----------------------------------------------------------------------

SUMMARY: The Securities and Exchange Commission (the Commission) is 
adopting revisions to the Electronic Data Gathering, Analysis, and 
Retrieval System (EDGAR) Filer Manual and related rules to reflect 
updates to the EDGAR system. The updates are being made primarily to 
support the 2016 XBRL taxonomies; add new submission form types SBSE, 
SBSE/A, SBSE-A, SBSE-A/A, SBSE-BD, SBSE-BD/A, SBSE-C and SBSE-W 
pursuant to Section 15F of the Securities Exchange Act of 1934 (the 
Exchange Act) and Rules 15Fb1-1 through 15Fb6-2 thereunder; add 
submission form types 17HACON, 17HACON/A, 17HQCON and 17HQCON/A 
pursuant to Rules 17h-1T and 17h-2T under the Exchange Act; and permit 
a value of zero in addition to the currently allowable numeric values 
in the ``Current Number of Employees'' field on the ``Disclosure 
Requirements'' screen of the Regulation Crowdfunding submission form 
types C, C/A and C-U. The EDGAR system was upgraded to support the new 
2016 XBRL taxonomies on March 7, 2016. The EDGAR system is scheduled to 
be upgraded to support the other functionalities on April 25, 2016.

DATES: Effective May 19, 2016 The incorporation by reference of the 
EDGAR Filer Manual is approved by the Director of the Federal Register 
as of May 19, 2016.

FOR FURTHER INFORMATION CONTACT: In the Division of Trading and 
Markets, for questions concerning Form SBSE, Form SBSE-A, Form SBSE-BD, 
Form SBSE-C, Form SBSE-W, and Form 17-H, contact Kathy Bateman at (202) 
551-4345; in the Division of Corporation Finance, for questions 
concerning Form C, contact Vik Sheth at (202) 551-3818; and in the 
Division of Economic and Risk Analysis, for questions concerning XBRL 
taxonomies, contact Walter Hamscher at (202) 551-5397.

SUPPLEMENTARY INFORMATION: We are adopting an updated EDGAR Filer 
Manual, Volume II. The Filer Manual describes the technical formatting 
requirements for the preparation and submission of electronic filings 
through the EDGAR system.\1\ It also describes the requirements for 
filing using EDGARLink Online and the Online Forms/XML Web site.
---------------------------------------------------------------------------

    \1\ We originally adopted the Filer Manual on April 1, 1993, 
with an effective date of April 26, 1993. Release No. 33-6986 (April 
1, 1993) [58 FR 18638]. We implemented the most recent update to the 
Filer Manual on December 14, 2015. See Release No. 33-9987 (January 
4, 2016) [81 FR 3].
---------------------------------------------------------------------------

    The revisions to the Filer Manual reflect changes within Volume II 
entitled EDGAR Filer Manual, Volume II: ``EDGAR Filing,'' Version 36 
(April 2016). The updated manual will be incorporated by reference into 
the Code of Federal Regulations.
    The Filer Manual contains all the technical specifications for 
filers to submit filings using the EDGAR system. Filers must comply 
with the applicable provisions of the Filer Manual in order to assure 
the timely acceptance and processing of filings made in electronic 
format.\2\ Filers may consult the Filer Manual in conjunction with our 
rules governing mandated electronic filing when preparing documents for 
electronic submission.\3\
---------------------------------------------------------------------------

    \2\ See Rule 301 of Regulation S-T (17 CFR 232.301).
    \3\ See Release No. 33-9987 in which we implemented EDGAR 
Release 15.4. For additional history of Filer Manual rules, please 
see the cites therein.
---------------------------------------------------------------------------

    The EDGAR system will be upgraded to Release 16.1 on April 25, 2016 
and will introduce the following changes:
    Pursuant to Section 15F of the Exchange Act and Rules 15Fb1-1 
through 15Fb6-2 thereunder, Security-based Swap Dealers and Major 
Security-based Swap Participants will be able to electronically 
register, amend their

[[Page 31502]]

registration and withdraw from their registration with the Commission 
using the following submission form types:
     SBSE: Application for Registration of Security-based Swap 
Dealers and Major Security-based Swap Participants
     SBSE/A: Amendment to an Application for Registration of 
Security-based Swap Dealers and Major Security-based Swap Participants
     SBSE-A: Application for Registration of Security-based 
Swap Dealers and Major Security-based Swap Participants that are 
Registered or Registering with the Commodity Futures Trading Commission 
as a Swap Dealer or Major Swap Participant
     SBSE-A/A: Amendment to an Application for Registration of 
Security-based Swap Dealers and Major Security-based Swap Participants 
that are Registered or Registering with the Commodity Futures Trading 
Commission as a Swap Dealer or Major Swap Participant
     SBSE-BD: Application for Registration of Security-based 
Swap Dealers and Major Security-based Swap Participants that are 
Registered Broker-dealers
     SBSE-BD/A: Amendment to an Application for Registration of 
Security-based Swap Dealers and Major Security-based Swap Participants 
that are Registered Broker-dealers
     SBSE-C: Certifications for Registration of Security-based 
Swap Dealers and Major Security-based Swap Participants
     SBSE-W: Request for Withdrawal from Registration as 
Security-based Swap Dealer or Major Security-based Swap Participant
    These submission form types can be accessed by clicking the ``File 
SBSE'' link on the EDGAR Filing Web site. Additionally, filers can 
construct XML submissions for SBSE, SBSE/A, SBSE-A, SBSE-A/A, SBSE-BD, 
SBSE-BD/A, SBSE-C, and SBSE-W by following the ``EDGAR Form SBSE XML 
Technical Specification'' document located on the SEC's Public Web site 
(http://www.sec.gov/info/edgar.shtml).
    Pursuant to Exchange Act Rules 17h-1T and 17h-2T, broker-dealers 
that choose to file electronically will now submit the Risk Assessment 
Report for Brokers and Dealers Form 17-H via EDGAR using the following 
submission form types:
     17HACON: Confidential broker dealer annual 17-H report
     17HACON/A: Amendment for confidential broker dealer annual 
17-H report
     17HQCON: Confidential broker dealer quarterly 17-H report
     17HQCON/A: Amendment for confidential broker dealer 
quarterly 17-H report
    These submission form types can be accessed by clicking the ``File 
17-H'' link on the EDGAR Filing Web site. Additionally, broker-dealers 
can construct XML submissions for 17HACON, 17HACON/A, 17HQCON, and 
17HQCON/A by following the ``EDGAR Form 17-H XML Technical 
Specification'' document located on the SEC's Public Web site (http://www.sec.gov/info/edgar.shtml).
    The ``Current Number of Employees'' field on the ``Disclosure 
Requirements'' screen of the Regulation Crowdfunding submission form 
types C, C/A, and C-U has been updated to permit a value of zero in 
addition to the currently allowable numeric values.
    On March 7, 2016, the EDGAR system was upgraded to Release 16.0.3 
and now supports the 2016 US GAAP, 2016 COUNTRY, 2016 CURRENCY and 2016 
EXCH taxonomies. Please see http://sec.gov/info/edgar/edgartaxonomies.shtml for the complete listing of supported standard 
taxonomies.
    Along with the adoption of the Filer Manual, we are amending Rule 
301 of Regulation S-T to provide for the incorporation by reference 
into the Code of Federal Regulations of today's revisions. This 
incorporation by reference was approved by the Director of the Federal 
Register in accordance with 5 U.S.C. 552(a) and 1 CFR part 51.
    The updated EDGAR Filer Manual will be available for Web site 
viewing and printing; the address for the Filer Manual is http://www.sec.gov/info/edgar.shtml. You may also obtain paper copies of the 
EDGAR Filer Manual from the following address: Public Reference Room, 
U.S. Securities and Exchange Commission, 100 F Street NE., Washington, 
DC 20549, on official business days between the hours of 10:00 a.m. and 
3:00 p.m.
    Since the Filer Manual and the corresponding rule changes relate 
solely to agency procedures or practice, publication for notice and 
comment is not required under the Administrative Procedure Act 
(APA).\4\ It follows that the requirements of the Regulatory 
Flexibility Act \5\ do not apply.
---------------------------------------------------------------------------

    \4\ 5 U.S.C. 553(b).
    \5\ 5 U.S.C. 601-612.
---------------------------------------------------------------------------

    The effective date for the updated Filer Manual and the rule 
amendments is May 19, 2016. In accordance with the APA,\6\ we find that 
there is good cause to establish an effective date less than 30 days 
after publication of these rules. The EDGAR system upgrade to Release 
16.1 is scheduled to become available on April 25, 2016. The Commission 
believes that establishing an effective date less than 30 days after 
publication of these rules is necessary to coordinate the effectiveness 
of the updated Filer Manual with these system upgrades.
---------------------------------------------------------------------------

    \6\ 5 U.S.C. 553(d)(3).
---------------------------------------------------------------------------

Statutory Basis

    We are adopting the amendments to Regulation S-T under Sections 6, 
7, 8, 10, and 19(a) of the Securities Act of 1933,\7\ Sections 3, 12, 
13, 14, 15, 23, and 35A of the Securities Exchange Act of 1934,\8\ 
Section 319 of the Trust Indenture Act of 1939,\9\ and Sections 8, 30, 
31, and 38 of the Investment Company Act of 1940.\10\
---------------------------------------------------------------------------

    \7\ 15 U.S.C. 77f, 77g, 77h, 77j, and 77s(a).
    \8\ 15 U.S.C. 78c, 78l, 78m, 78n, 78o, 78w, and 78ll.
    \9\ 15 U.S.C. 77sss.
    \10\ 15 U.S.C. 80a-8, 80a-29, 80a-30, and 80a-37.
---------------------------------------------------------------------------

List of Subjects in 17 CFR Part 232

    Incorporation by reference, Reporting and recordkeeping 
requirements, Securities.

Text of the Amendment

    In accordance with the foregoing, Title 17, Chapter II of the Code 
of Federal Regulations is amended as follows:

PART 232--REGULATION S-T--GENERAL RULES AND REGULATIONS FOR 
ELECTRONIC FILINGS

0
1. The authority citation for Part 232 continues to read in part as 
follows:

    Authority:  15 U.S.C. 77f, 77g, 77h, 77j, 77s(a), 77z-3, 
77sss(a), 78c(b), 78l, 78m, 78n, 78o(d), 78w(a), 78ll, 80a-6(c), 
80a-8, 80a-29, 80a-30, 80a-37, and 7201 et seq.; and 18 U.S.C. 1350.
* * * * *

0
2. Section 232.301 is revised to read as follows:


Sec.  232.301  EDGAR Filer Manual.

    Filers must prepare electronic filings in the manner prescribed by 
the EDGAR Filer Manual, promulgated by the Commission, which sets out 
the technical formatting requirements for electronic submissions. The 
requirements for becoming an EDGAR Filer and updating company data are 
set forth in the updated EDGAR Filer Manual, Volume I: ``General 
Information,'' Version 24 (December 2015). The requirements for filing 
on EDGAR are set forth in the updated EDGAR Filer Manual, Volume II: 
``EDGAR Filing,'' Version 36 (April 2016). Additional provisions 
applicable to Form N-SAR filers are set forth in the EDGAR Filer 
Manual, Volume III: ``N-

[[Page 31503]]

SAR Supplement,'' Version 5 (September 2015). All of these provisions 
have been incorporated by reference into the Code of Federal 
Regulations, which action was approved by the Director of the Federal 
Register in accordance with 5 U.S.C. 552(a) and 1 CFR part 51. You must 
comply with these requirements in order for documents to be timely 
received and accepted. The EDGAR Filer Manual is available for Web site 
viewing and printing; the address for the Filer Manual is http://www.sec.gov/info/edgar.shtml. You can obtain paper copies of the EDGAR 
Filer Manual from the following address: Public Reference Room, U.S. 
Securities and Exchange Commission, 100 F Street NE., Washington, DC 
20549, on official business days between the hours of 10:00 a.m. and 
3:00 p.m. You can also inspect the document at the National Archives 
and Records Administration (NARA). For information on the availability 
of this material at NARA, call 202-741-6030, or go to: http://www.archives.gov/federal_register/code_of_federal_regulations/ibr_locations.html.

    Dated: April 22, 2016.

    By the Commission.
Brent J. Fields,
Secretary.
[FR Doc. 2016-11764 Filed 5-18-16; 8:45 am]
 BILLING CODE 8011-01-P