81 FR 34403 - Submission for OMB Review; Comment Request

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 81, Issue 104 (May 31, 2016)

Page Range		34403-34404
FR Document		2016-12675
Federal Register, Volume 81 Issue 104 (Tuesday, May 31, 2016)
[Federal Register Volume 81, Number 104 (Tuesday, May 31, 2016)]
[Notices]
[Pages 34403-34404]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2016-12675]


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SECURITIES AND EXCHANGE COMMISSION

[SEC File No. 270-464, OMB Control No. 3235-0527]


Submission for OMB Review; Comment Request

Upon Written Request, Copy Available From: Securities and Exchange 
Commission, Office of FOIA Services, 100 F Street NE., Washington, DC 
20549-2736.

Extension:
    Rule 7d-2.

    Notice is hereby given that, pursuant to the Paperwork Reduction 
Act of 1995 (44 U.S.C. 350l-3520), the Securities and Exchange 
Commission (the ``Commission'') has submitted to the Office of 
Management and Budget a request for extension and approval of the 
collection of information discussed below.
    In Canada, as in the United States, individuals can invest a 
portion of their earnings in tax-deferred retirement savings accounts 
(``Canadian retirement accounts''). These accounts, which operate in a 
manner similar to individual retirement accounts in the United States, 
encourage retirement savings by permitting savings on a tax-deferred 
basis. Individuals who establish Canadian retirement accounts while 
living and working in Canada and who later move to the United States 
(``Canadian-U.S. Participants'' or ``participants'') often continue to 
hold their retirement assets in their Canadian retirement accounts 
rather than prematurely withdrawing (or ``cashing out'') those assets, 
which would result in immediate taxation in Canada.
    Once in the United States, however, these participants historically 
have been unable to manage their Canadian retirement account 
investments. Most investment companies (``funds'') that are ``qualified 
companies'' for Canadian retirement accounts are not registered under 
the U.S. securities laws. Securities of those unregistered funds, 
therefore, generally cannot be publicly offered and sold in the United 
States without violating the registration requirement of the Investment 
Company Act of 1940 (``Investment Company Act'').\1\ As a result of 
this registration requirement, Canadian-U.S. Participants previously 
were not able to purchase or exchange securities for their Canadian 
retirement accounts as needed to meet their changing investment goals 
or income needs.
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    \1\ 15 U.S.C. 80a. In addition, the offering and selling of 
securities that are not registered pursuant to the Securities Act of 
1933 (``Securities Act'') is generally prohibited by U.S. securities 
laws. 15 U.S.C. 77.
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    The Commission issued a rulemaking in 2000 that enabled Canadian-
U.S. Participants to manage the assets in their Canadian retirement 
accounts by providing relief from the U.S. registration requirements 
for offers of securities of foreign issuers to Canadian-U.S. 
Participants and sales to Canadian retirement accounts.\2\ Rule 7d-2 
under the Investment Company Act \3\ permits foreign funds to offer 
securities to Canadian-U.S. Participants and sell

[[Page 34404]]

securities to Canadian retirement accounts without registering as 
investment companies under the Investment Company Act.
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    \2\ See Offer and Sale of Securities to Canadian Tax-Deferred 
Retirement Savings Accounts, Release Nos. 33-7860, 34-42905, IC-
24491 (June 7, 2000) [65 FR 37672 (June 15, 2000)]. This rulemaking 
also included new rule 237 under the Securities Act, permitting 
securities of foreign issuers to be offered to Canadian-U.S. 
Participants and sold to Canadian retirement accounts without being 
registered under the Securities Act. 17 CFR 230.237.
    \3\ 17 CFR 270.7d-2.
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    Rule 7d-2 contains a ``collection of information'' requirement 
within the meaning of the Paperwork Reduction Act of 1995.\4\ Rule 7d-2 
requires written offering materials for securities offered or sold in 
reliance on that rule to disclose prominently that those securities and 
the fund issuing those securities are not registered with the 
Commission, and that those securities and the fund issuing those 
securities are exempt from registration under U.S. securities laws. 
Rule 7d-2 does not require any documents to be filed with the 
Commission.
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    \4\ 44 U.S.C. 3501-3502.
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    Rule 7d-2 requires written offering documents for securities 
offered or sold in reliance on the rule to disclose prominently that 
the securities are not registered with the Commission and may not be 
offered or sold in the United States unless registered or exempt from 
registration under the U.S. securities laws, and also to disclose 
prominently that the fund that issued the securities is not registered 
with the Commission. The burden under the rule associated with adding 
this disclosure to written offering documents is minimal and is non-
recurring. The foreign issuer, underwriter, or broker-dealer can 
redraft an existing prospectus or other written offering material to 
add this disclosure statement, or may draft a sticker or supplement 
containing this disclosure to be added to existing offering materials. 
In either case, based on discussions with representatives of the 
Canadian fund industry, the staff estimates that it would take an 
average of 10 minutes per document to draft the requisite disclosure 
statement.
    The staff estimates that there are 3164 publicly offered Canadian 
funds that potentially would rely on the rule to offer securities to 
participants and sell securities to their Canadian retirement accounts 
without registering under the Investment Company Act.\5\ The staff 
estimates that all of these funds have previously relied upon the rule 
and have already made the one-time change to their offering documents 
required to rely on the rule. The staff estimates that 158 (5 percent) 
additional Canadian funds would newly rely on the rule each year to 
offer securities to Canadian-U.S. Participants and sell securities to 
their Canadian retirement accounts, thus incurring the paperwork burden 
required under the rule. The staff estimates that each of those funds, 
on average, distributes 3 different written offering documents 
concerning those securities, for a total of 474 offering documents. The 
staff therefore estimates that 158 respondents would make 474 responses 
by adding the new disclosure statement to 474 written offering 
documents. The staff therefore estimates that the annual burden 
associated with the rule 7d-2 disclosure requirement would be 79 hours 
(474 offering documents x 10 minutes per document). The total annual 
cost of these burden hours is estimated to be $30,020 (79 hours x $380 
per hour of attorney time).\6\
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    \5\ Investment Company Institute, 2015 Investment Company Fact 
Book (2015) at 238, tbl. 66.
    \6\ The Commission's estimate concerning the wage rate for 
attorney time is based on salary information for the securities 
industry compiled by the Securities Industry and Financial Markets 
Association (``SIFMA''). The $380 per hour figure for an attorney is 
from SIFMA's Management & Professional Earnings in the Securities 
Industry 2013, modified by Commission staff to account for an 1800-
hour work-year and multiplied by 5.35 to account for bonuses, firm 
size, employee benefits, and overhead.
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    These burden hour estimates are based upon the Commission staff's 
experience and discussions with the fund industry. The estimates of 
average burden hours are made solely for the purposes of the Paperwork 
Reduction Act. These estimates are not derived from a comprehensive or 
even a representative survey or study of the costs of Commission rules.
    Compliance with the collection of information requirements of the 
rule is mandatory and is necessary to comply with the requirements of 
the rule in general. Responses 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.
    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 send 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: May 24, 2016.
Robert W. Errett,
Deputy Secretary.
[FR Doc. 2016-12675 Filed 5-27-16; 8:45 am]
 BILLING CODE 8011-01-P
Federal Register / Vol. 81, No. 104 / Tuesday, May 31, 2016 / Notices 34403

For the Commission, by the Division of responses is 5,564 ((2,396 management the collection of information discussed
Trading and Markets, pursuant to delegated investment company respondents × 2 below.
authority.19 responses per year) + (772 unit In Canada, as in the United States,
Robert W. Errett, investment trust respondents × 1 individuals can invest a portion of their
Deputy Secretary. response per year)). The Commission earnings in tax-deferred retirement
[FR Doc. 2016–12671 Filed 5–27–16; 8:45 am] estimates that each registrant filing a savings accounts (‘‘Canadian retirement
BILLING CODE 8011–01–P report on Form N–SAR would spend, on accounts’’). These accounts, which
average, approximately 14.21 hours in operate in a manner similar to
preparing and filing reports on Form N– individual retirement accounts in the
SECURITIES AND EXCHANGE SAR and that the total hour burden for United States, encourage retirement
COMMISSION all filings on Form N–SAR would be savings by permitting savings on a tax-
79,064 hours. deferred basis. Individuals who
[SEC File No. 270–292, OMB Control No.
The collection of information under establish Canadian retirement accounts
3235–0330]
Form N–SAR is mandatory. Responses while living and working in Canada and
Submission for OMB Review; to the collection of information will not who later move to the United States
Comment Request be kept confidential. An agency may not (‘‘Canadian-U.S. Participants’’ or
conduct or sponsor, and a person is not ‘‘participants’’) often continue to hold
Upon Written Request, Copies Available required to respond to a collection of their retirement assets in their Canadian
From: Securities and Exchange information unless it displays a retirement accounts rather than
Commission, Office of FOIA Services, currently valid control number. prematurely withdrawing (or ‘‘cashing
100 F Street NE., Washington, DC The public may view the background out’’) those assets, which would result
20549–2736. documentation for this information in immediate taxation in Canada.
Extension: collection at the following Web site, Once in the United States, however,
Form N–SAR. www.reginfo.gov. Comments should be these participants historically have been
directed to: (i) Desk Officer for the unable to manage their Canadian
Notice is hereby given that, pursuant Securities and Exchange Commission,
to the Paperwork Reduction Act of 1995 retirement account investments. Most
Office of Information and Regulatory investment companies (‘‘funds’’) that
(44 U.S.C. 3501 et seq.), the Securities Affairs, Office of Management and
and Exchange Commission (the are ‘‘qualified companies’’ for Canadian
Budget, Room 10102, New Executive retirement accounts are not registered
‘‘Commission’’) is soliciting comments Office Building, Washington, DC 20503,
on the collection of information under the U.S. securities laws.
or by sending an email to: Shagufta_ Securities of those unregistered funds,
summarized below. The Commission Ahmed@omb.eop.gov; and (ii) Pamela
plans to submit this existing collection therefore, generally cannot be publicly
Dyson, Director/Chief Information offered and sold in the United States
of information to the Office of Officer, Securities and Exchange
Management and Budget (‘‘OMB’’) for without violating the registration
Commission, c/o Remi Pavlik-Simon, requirement of the Investment Company
extension and approval. 100 F Street NE., Washington, DC 20549
Form N–SAR (OMB Control No. Act of 1940 (‘‘Investment Company
or send an email to: PRA_Mailbox@ Act’’).1 As a result of this registration
3235–0330, 17 CFR 249.330) is the form sec.gov. Comments must be submitted to
used by all registered investment requirement, Canadian-U.S. Participants
OMB within 30 days of this notice. previously were not able to purchase or
companies with the exception of face
amount certificate companies, to Dated: May 24, 2016. exchange securities for their Canadian
comply with the periodic filing and Robert W. Errett, retirement accounts as needed to meet
disclosure requirements imposed by Deputy Secretary. their changing investment goals or
Section 30 of the Investment Company [FR Doc. 2016–12674 Filed 5–27–16; 8:45 am] income needs.
Act of 1940 (15 U.S.C. 80a-1 et seq.) BILLING CODE 8011–01–P
The Commission issued a rulemaking
(‘‘Investment Company Act’’), and of in 2000 that enabled Canadian-U.S.
rules 30a–1 and 30b1–1 thereunder (17 Participants to manage the assets in
CFR 270.30a–1 and 17 CFR 270.30b1–1). SECURITIES AND EXCHANGE their Canadian retirement accounts by
The information required to be filed COMMISSION providing relief from the U.S.
with the Commission assures the public registration requirements for offers of
[SEC File No. 270–464, OMB Control No. securities of foreign issuers to Canadian-
availability of the information and 3235–0527]
permits verification of compliance with U.S. Participants and sales to Canadian
Investment Company Act requirements. Submission for OMB Review; retirement accounts.2 Rule 7d–2 under
Registered unit investment trusts are Comment Request the Investment Company Act 3 permits
required to provide this information on foreign funds to offer securities to
Upon Written Request, Copy Available Canadian-U.S. Participants and sell
an annual report filed with the
From: Securities and Exchange
Commission on Form N–SAR pursuant
Commission, Office of FOIA Services, 1 15 U.S.C. 80a. In addition, the offering and
to rule 30a–1 under the Investment
100 F Street NE., Washington, DC selling of securities that are not registered pursuant
Company Act, and registered to the Securities Act of 1933 (‘‘Securities Act’’) is
20549–2736.
management investment companies generally prohibited by U.S. securities laws. 15
must submit the required information Extension: U.S.C. 77.
on a semi-annual report on Form N– Rule 7d–2. 2 See Offer and Sale of Securities to Canadian
sradovich on DSK3TPTVN1PROD with NOTICES

Tax-Deferred Retirement Savings Accounts, Release
SAR pursuant to rule 30b1–1 under the Notice is hereby given that, pursuant Nos. 33–7860, 34–42905, IC–24491 (June 7, 2000)
Investment Company Act. to the Paperwork Reduction Act of 1995 [65 FR 37672 (June 15, 2000)]. This rulemaking also
The Commission estimates that the (44 U.S.C. 350l-3520), the Securities and included new rule 237 under the Securities Act,
Exchange Commission (the permitting securities of foreign issuers to be offered
total number of respondents is 3,168 to Canadian-U.S. Participants and sold to Canadian
and the total annual number of ‘‘Commission’’) has submitted to the retirement accounts without being registered under
Office of Management and Budget a the Securities Act. 17 CFR 230.237.
19 17 CFR 200.30–3(a)(12). request for extension and approval of 3 17 CFR 270.7d–2.

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34404 Federal Register / Vol. 81, No. 104 / Tuesday, May 31, 2016 / Notices

securities to Canadian retirement estimates that each of those funds, on Dated: May 24, 2016.
accounts without registering as average, distributes 3 different written Robert W. Errett,
investment companies under the offering documents concerning those Deputy Secretary.
Investment Company Act. securities, for a total of 474 offering [FR Doc. 2016–12675 Filed 5–27–16; 8:45 am]
Rule 7d–2 contains a ‘‘collection of documents. The staff therefore estimates BILLING CODE 8011–01–P
information’’ requirement within the that 158 respondents would make 474
meaning of the Paperwork Reduction responses by adding the new disclosure
Act of 1995.4 Rule 7d–2 requires written statement to 474 written offering SECURITIES AND EXCHANGE
offering materials for securities offered documents. The staff therefore estimates COMMISSION
or sold in reliance on that rule to that the annual burden associated with
disclose prominently that those [Release No. 34–77898; File No. SR–
the rule 7d–2 disclosure requirement NYSEArca–2016–11]
securities and the fund issuing those
would be 79 hours (474 offering
securities are not registered with the
documents × 10 minutes per document). Self-Regulatory Organizations; NYSE
Commission, and that those securities Arca, Inc.; Order Approving Proposed
and the fund issuing those securities are The total annual cost of these burden
hours is estimated to be $30,020 (79 Rule Change, as Modified by
exempt from registration under U.S.
securities laws. Rule 7d–2 does not hours × $380 per hour of attorney Amendment No. 1 Thereto, Amending
time).6 Section 4.01(a) of the NYSE Arca’s
require any documents to be filed with Bylaws and NYSE Arca Rule 3.3 to
the Commission. These burden hour estimates are Establish a Committee for Review as a
Rule 7d–2 requires written offering based upon the Commission staff’s Sub-Committee of the ROC and Making
documents for securities offered or sold experience and discussions with the Conforming Changes to NYSE Arca
in reliance on the rule to disclose fund industry. The estimates of average Rules
prominently that the securities are not burden hours are made solely for the
registered with the Commission and purposes of the Paperwork Reduction May 24, 2016.
may not be offered or sold in the United Act. These estimates are not derived
States unless registered or exempt from I. Introduction
from a comprehensive or even a
registration under the U.S. securities representative survey or study of the On March 24, 2016, NYSE Arca, Inc.
laws, and also to disclose prominently costs of Commission rules. (‘‘Exchange’’ or ‘‘NYSE Arca’’) filed
that the fund that issued the securities with the Securities and Exchange
is not registered with the Commission. Compliance with the collection of Commission (‘‘Commission’’), pursuant
The burden under the rule associated information requirements of the rule is to Section 19(b)(1) 1 of the Securities
with adding this disclosure to written mandatory and is necessary to comply Exchange Act of 1934 (‘‘Act’’),2 and
offering documents is minimal and is with the requirements of the rule in Rule 19b–4 thereunder,3 a proposed rule
non-recurring. The foreign issuer, general. Responses will not be kept change to amend Section 4.01(a) of the
underwriter, or broker-dealer can redraft confidential. An agency may not Bylaws of the Exchange and to amend
an existing prospectus or other written conduct or sponsor, and a person is not various rules of the Exchange, as
offering material to add this disclosure required to respond to, a collection of described below. On April 4, 2016, the
statement, or may draft a sticker or information unless it displays a Exchange filed Amendment No. 1 to its
supplement containing this disclosure currently valid control number. proposal.4 The proposed rule change, as
to be added to existing offering The public may view the background modified by the amendment thereto,
materials. In either case, based on documentation for this information was published for comment in the
discussions with representatives of the collection at the following Web site, Federal Register on April 12, 2016.5
Canadian fund industry, the staff www.reginfo.gov. Comments should be The Commission received no comment
estimates that it would take an average directed to: (i) Desk Officer for the letters on the proposed rule change.
of 10 minutes per document to draft the Securities and Exchange Commission, This order approves the proposed rule
requisite disclosure statement. Office of Information and Regulatory change, as modified by the amendment
The staff estimates that there are 3164 Affairs, Office of Management and thereto.
publicly offered Canadian funds that Budget, Room 10102, New Executive II. Description of the Proposal
potentially would rely on the rule to Office Building, Washington, DC 20503,
offer securities to participants and sell As part of a regulatory restructuring,
or send an email to: Shagufta_Ahmed@
securities to their Canadian retirement NYSE Arca proposes to: (i) Amend
omb.eop.gov; and (ii) Pamela Dyson, Section 4.01(a) of the NYSE Arca’s
accounts without registering under the Director/Chief Information Officer,
Investment Company Act.5 The staff Bylaws and NYSE Arca Rule 3.3 to
Securities and Exchange Commission, c/ establish a Committee for Review as a
estimates that all of these funds have
o Remi Pavlik-Simon, 100 F Street NE., subcommittee of the Regulatory
previously relied upon the rule and
Washington, DC 20549, or send an email Oversight Committee (‘‘ROC’’) 6 and
have already made the one-time change
to: PRA_Mailbox@sec.gov. Comments
to their offering documents required to
must be submitted to OMB within 30 1 15 U.S.C. 78s(b)(1).
rely on the rule. The staff estimates that
days of this notice. 2 15 U.S.C. 78a.
158 (5 percent) additional Canadian 3 17 CFR 240.19b–4.
funds would newly rely on the rule each 4 Amendment No. 1 amended and replaced the
6 The Commission’s estimate concerning the wage
year to offer securities to Canadian-U.S. rate for attorney time is based on salary information original filing in its entirety. In Amendment No. 1,
sradovich on DSK3TPTVN1PROD with NOTICES

Participants and sell securities to their for the securities industry compiled by the the Exchange, among other things, deleted language
Canadian retirement accounts, thus Securities Industry and Financial Markets in the description of the proposed rule change that
Association (‘‘SIFMA’’). The $380 per hour figure was not relevant to the proposed rule change.
incurring the paperwork burden 5 See Securities Exchange Act Release No. 77535
for an attorney is from SIFMA’s Management &
required under the rule. The staff Professional Earnings in the Securities Industry (April 6, 2016), 81 FR 21615 (‘‘Notice’’).
2013, modified by Commission staff to account for 6 The Commission recently approved the
4 44
U.S.C. 3501–3502. an 1800-hour work-year and multiplied by 5.35 to Exchange’s proposal to establish the ROC as a
5 Investment
Company Institute, 2015 Investment account for bonuses, firm size, employee benefits, committee of the Exchange’s Board of Directors
Company Fact Book (2015) at 238, tbl. 66. and overhead. (‘‘NYSE Arca Board’’) to be composed solely of

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Document Created: 2016-05-28 03:57:14
Document Modified: 2016-05-28 03:57:14
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		81 FR 34403