81_FR_44802 81 FR 44671 - Proposed Collection; Comment Request

81 FR 44671 - Proposed Collection; Comment Request

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 81, Issue 131 (July 8, 2016)

Page Range44671-44672
FR Document2016-16193

Federal Register, Volume 81 Issue 131 (Friday, July 8, 2016) 
[Federal Register Volume 81, Number 131 (Friday, July 8, 2016)]
[Notices]
[Pages 44671-44672]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2016-16193]


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SECURITIES AND EXCHANGE COMMISSION

[OMB Control No. 3235-0528, SEC File No. 270-465]


Proposed Collection; Comment Request

Upon Written Request, Copies Available From: Securities and Exchange 
Commission, Office of Investor Education and Advocacy, Washington, DC 
20549-0213.

Extension:
    Rule 237.

    Notice is hereby given that, pursuant to the Paperwork Reduction 
Act of 1995 (44 U.S.C. 3501-3520), the Securities and Exchange 
Commission (the ``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 (``OMB'') for extension and approval.
    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

[[Page 44672]]

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 securities that are ``qualified investments'' for 
Canadian retirement accounts are not registered under the U.S. 
securities laws. Those securities, therefore, generally cannot be 
publicly offered and sold in the United States without violating the 
registration requirement of the Securities Act of 1933 (``Securities 
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. 77. In addition, the offering and selling of 
securities of investment companies (``funds'') that are not 
registered pursuant to the Investment Company Act of 1940 
(``Investment Company Act'') is generally prohibited by U.S. 
securities laws. 15 U.S.C. 80a.
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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 237 
under the Securities Act \3\ permits securities of foreign issuers, 
including securities of foreign funds, to be offered to Canadian-U.S. 
Participants and sold to their Canadian retirement accounts without 
being registered under the Securities 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 7d-2 under the Investment Company Act, 
permitting foreign funds to offer securities to Canadian-U.S. 
Participants and sell securities to Canadian retirement accounts 
without registering as investment companies under the Investment 
Company Act. 17 CFR 270.7d-2.
    \3\ 17 CFR 230.237.
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    Rule 237 requires written offering documents for securities offered 
and sold in reliance on the rule to disclose prominently that the 
securities are not registered with the Commission and are exempt from 
registration under the U.S. securities laws. 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 Commission understands that there are approximately 3,619 
Canadian issuers other than funds that may rely on rule 237 to make an 
initial public offering of their securities to Canadian-U.S. 
Participants.\4\ The staff estimates that in any given year 
approximately 36 (or 1 percent) of those issuers are likely to rely on 
rule 237 to make a public offering of their securities to participants, 
and that each of those 36 issuers, on average, distributes 3 different 
written offering documents concerning those securities, for a total of 
108 offering documents.
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    \4\ This estimate is based on the following calculation: 3,520 
equity issuers (as of April 2016) + 99 bond issuers (as of April 
2016) = 3,619 total issuers (as of April 2016). See World Federation 
of Exchanges, Monthly Reports, available at http://www.world-exchanges.org/home/index.php/statistics/monthly-reports (providing 
number of equity issuers listed on Canada's Toronto Stock Exchange). 
After 2009, the World Federation of Exchanges ceased reporting the 
number of fixed-income issuers on Canada's Toronto Stock Exchange. 
The number of fixed-income issuers as of April 2016 is based on the 
ratio of the number of fixed-income issuers listed on Canada's 
Toronto Stock Exchange in 2009 (111) relative to the number of bonds 
listed on that exchange in that year (178) multiplied against the 
number of bonds listed on that exchange as of April 2016 (159): 
(111/178) x 159 = 99.
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    The staff therefore estimates that during each year that rule 237 
is in effect, approximately 36 respondents \5\ would be required to 
make 108 responses by adding the new disclosure statements to 
approximately 108 written offering documents. Thus, the staff estimates 
that the total annual burden associated with the rule 237 disclosure 
requirement would be approximately 18 hours (108 offering documents x 
10 minutes per document). The total annual cost of burden hours is 
estimated to be $6,840 (18 hours x $380 per hour of attorney time).\6\
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    \5\ This estimate of respondents only includes foreign issuers. 
The number of respondents would be greater if foreign underwriters 
or broker-dealers draft stickers or supplements to add the required 
disclosure to existing offering documents.
    \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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    In addition, issuers from foreign countries other than Canada could 
rely on rule 237 to offer securities to Canadian-U.S. Participants and 
sell securities to their accounts without becoming subject to the 
registration requirements of the Securities Act. However, the staff 
believes that the number of issuers from other countries that rely on 
rule 237, and that therefore are required to comply with the offering 
document disclosure requirements, is negligible.
    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. 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. 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: July 5, 2016.
Brent J. Fields,
Secretary.
[FR Doc. 2016-16193 Filed 7-7-16; 8:45 am]
 BILLING CODE 8011-01-P

Federal Register / Vol. 81, No. 131 / Friday, July 8, 2016 / Notices 44671 ADAMS Public Documents collection at of commercial-grade items used in POSTAL SERVICE http://www.nrc.gov/reading-rm/ nuclear power plants. adams.html. To begin the search, select Product Change—Priority Mail III. Backfitting and Issue Finality Negotiated Service Agreement ‘‘ADAMS Public Documents’’ and then select ‘‘Begin Web-based ADAMS DG–1292 describes a method that the AGENCY: Postal ServiceTM. Search.’’ For problems with ADAMS, staff of the NRC considers acceptable for please contact the NRC’s Public ACTION: Notice. dedication of commercial-grade items Document Room (PDR) reference staff at for use in nuclear power plants. SUMMARY: The Postal Service gives 1–800–397–4209, 301–415–4737, or by Issuance of this DG, if finalized, would notice of filing a request with the Postal email to pdr.resource@nrc.gov. The DG not constitute backfitting as defined in Regulatory Commission to add a is electronically available in ADAMS 10 CFR 50.109 (the Backfit Rule) and domestic shipping services contract to under Accession No. ML15313A425. would not otherwise be inconsistent • NRC’s PDR: You may examine and the list of Negotiated Service with the issue finality provisions in 10 Agreements in the Mail Classification purchase copies of public documents at CFR part 52. As discussed in the the NRC’s PDR, Room O1–F21, One Schedule’s Competitive Products List. ‘‘Implementation’’ section of this DG, DATES: Effective date: July 8, 2016. White Flint North, 11555 Rockville the NRC has no current intention to Pike, Rockville, Maryland 20852. FOR FURTHER INFORMATION CONTACT: impose this DG, if finalized, on holders of current operating licenses or Elizabeth A. Reed, 202–268–3179. B. Submitting Comments combined licenses. SUPPLEMENTARY INFORMATION: The Please include Docket ID NRC–2016– United States Postal Service® hereby 0133 in your comment submission. Dated at Rockville, Maryland, this 29th day gives notice that, pursuant to 39 U.S.C. The NRC cautions you not to include of June, 2016. 3642 and 3632(b)(3), on July 1, 2016, it identifying or contact information that For the Nuclear Regulatory Commission. filed with the Postal Regulatory you do not want to be publicly Harriett Karagiannis, Commission a Request of the United disclosed in your comment submission. Acting Chief, Regulatory Guidance and States Postal Service to Add Priority The NRC posts all comment Generic Issues Branch, Division of Mail Contract 231 to Competitive submissions at http:// Engineering, Office of Nuclear Regulatory Product List. Documents are available at www.regulations.gov as well as enters Research. www.prc.gov, Docket Nos. MC2016–163, the comment submissions into ADAMS. [FR Doc. 2016–16215 Filed 7–7–16; 8:45 am] CP2016–236. The NRC does not routinely edit BILLING CODE 7590–01–P comment submissions to remove Stanley F. Mires, identifying or contact information. Attorney, Federal Compliance. If you are requesting or aggregating [FR Doc. 2016–16161 Filed 7–7–16; 8:45 am] comments from other persons for POSTAL SERVICE BILLING CODE 7710–12–P submission to the NRC, then you should inform those persons not to include Product Change—Priority Mail identifying or contact information that Negotiated Service Agreement SECURITIES AND EXCHANGE they do not want to be publicly AGENCY: Postal ServiceTM. COMMISSION disclosed in their comment submission. Your request should state that the NRC [OMB Control No. 3235–0528, SEC File No. ACTION: Notice. 270–465] does not routinely edit comment submissions to remove such information SUMMARY: The Postal Service gives before making the comment Proposed Collection; Comment notice of filing a request with the Postal Request submissions available to the public or Regulatory Commission to add a entering the comment submissions into domestic shipping services contract to Upon Written Request, Copies Available ADAMS. the list of Negotiated Service From: Securities and Exchange II. Additional Information Agreements in the Mail Classification Commission, Office of Investor Schedule’s Competitive Products List. Education and Advocacy, The NRC is issuing for public Washington, DC 20549–0213. comment a DG in the NRC’s ‘‘Regulatory DATES: Effective date: July 8, 2016. Guide’’ series. This series was Extension: developed to describe and make FOR FURTHER INFORMATION CONTACT: Rule 237. available to the public information Elizabeth A. Reed, 202–268–3179. Notice is hereby given that, pursuant regarding methods that are acceptable to SUPPLEMENTARY INFORMATION: The to the Paperwork Reduction Act of 1995 the NRC staff for implementing specific United States Postal Service® hereby (44 U.S.C. 3501–3520), the Securities parts of the NRC’s regulations, gives notice that, pursuant to 39 U.S.C. and Exchange Commission (the techniques that the staff uses in 3642 and 3632(b)(3), on July 1, 2016, it ‘‘Commission’’) is soliciting comments evaluating specific issues or postulated filed with the Postal Regulatory on the collection of information events, and data that the staff needs in Commission a Request of the United summarized below. The Commission its review of applications for permits States Postal Service to Add Priority plans to submit this existing collection and licenses. The DG, entitled, of information to the Office of asabaliauskas on DSK3SPTVN1PROD with NOTICES Mail Contract 230 to Competitive ‘‘Dedication of Commercial-Grade Items Product List. Documents are available at Management and Budget (‘‘OMB’’) for for Use in Nuclear Power Plants,’’ is a www.prc.gov, Docket Nos. MC2016–162, extension and approval. proposed new guide temporarily CP2016–235. In Canada, as in the United States, identified by its task number, DG–1292. individuals can invest a portion of their It proposes new guidance that describes Stanley F. Mires, earnings in tax-deferred retirement acceptance methods that the NRC staff Attorney, Federal Compliance. savings accounts (‘‘Canadian retirement considers acceptable in meeting [FR Doc. 2016–16162 Filed 7–7–16; 8:45 am] accounts’’). These accounts, which regulatory requirements for dedication BILLING CODE 7710–12–P operate in a manner similar to VerDate Sep<11>2014 17:00 Jul 07, 2016 Jkt 238001 PO 00000 Frm 00092 Fmt 4703 Sfmt 4703 E:\FR\FM\08JYN1.SGM 08JYN1

44672 Federal Register / Vol. 81, No. 131 / Friday, July 8, 2016 / Notices individual retirement accounts in the exempt from registration under the U.S. In addition, issuers from foreign United States, encourage retirement securities laws. The burden under the countries other than Canada could rely savings by permitting savings on a tax- rule associated with adding this on rule 237 to offer securities to deferred basis. Individuals who disclosure to written offering documents Canadian-U.S. Participants and sell establish Canadian retirement accounts is minimal and is non-recurring. The securities to their accounts without while living and working in Canada and foreign issuer, underwriter, or broker- becoming subject to the registration who later move to the United States dealer can redraft an existing prospectus requirements of the Securities Act. (‘‘Canadian-U.S. Participants’’ or or other written offering material to add However, the staff believes that the ‘‘participants’’) often continue to hold this disclosure statement, or may draft number of issuers from other countries their retirement assets in their Canadian a sticker or supplement containing this that rely on rule 237, and that therefore retirement accounts rather than disclosure to be added to existing are required to comply with the offering prematurely withdrawing (or ‘‘cashing offering materials. In either case, based document disclosure requirements, is out’’) those assets, which would result on discussions with representatives of negligible. in immediate taxation in Canada. the Canadian fund industry, the staff These burden hour estimates are Once in the United States, however, estimates that it would take an average based upon the Commission staff’s these participants historically have been of 10 minutes per document to draft the experience and discussions with the unable to manage their Canadian requisite disclosure statement. fund industry. The estimates of average retirement account investments. Most The Commission understands that burden hours are made solely for the securities that are ‘‘qualified there are approximately 3,619 Canadian purposes of the Paperwork Reduction investments’’ for Canadian retirement issuers other than funds that may rely Act. These estimates are not derived accounts are not registered under the on rule 237 to make an initial public from a comprehensive or even a U.S. securities laws. Those securities, offering of their securities to Canadian- representative survey or study of the therefore, generally cannot be publicly U.S. Participants.4 The staff estimates costs of Commission rules. offered and sold in the United States that in any given year approximately 36 Compliance with the collection of without violating the registration (or 1 percent) of those issuers are likely information requirements of the rule is requirement of the Securities Act of to rely on rule 237 to make a public mandatory and is necessary to comply 1933 (‘‘Securities Act’’).1 As a result of offering of their securities to with the requirements of the rule in this registration requirement, Canadian- participants, and that each of those 36 general. An agency may not conduct or U.S. Participants previously were not issuers, on average, distributes 3 sponsor, and a person is not required to able to purchase or exchange securities different written offering documents respond to a collection of information for their Canadian retirement accounts concerning those securities, for a total of unless it displays a currently valid as needed to meet their changing 108 offering documents. control number. Consideration will be investment goals or income needs. The staff therefore estimates that given to comments and suggestions The Commission issued a rulemaking during each year that rule 237 is in submitted in writing within 60 days of in 2000 that enabled Canadian-U.S. effect, approximately 36 respondents 5 this publication. Participants to manage the assets in would be required to make 108 Please direct your written comments their Canadian retirement accounts by responses by adding the new disclosure to Pamela Dyson, Director/Chief providing relief from the U.S. statements to approximately 108 written Information Officer, Securities and registration requirements for offers of offering documents. Thus, the staff Exchange Commission, c/o Remi Pavlik- securities of foreign issuers to Canadian- estimates that the total annual burden Simon, 100 F Street NE., Washington, U.S. Participants and sales to Canadian associated with the rule 237 disclosure DC 20549; or send an email to: PRA_ retirement accounts.2 Rule 237 under requirement would be approximately 18 Mailbox@sec.gov. the Securities Act 3 permits securities of hours (108 offering documents × 10 foreign issuers, including securities of minutes per document). The total Dated: July 5, 2016. foreign funds, to be offered to Canadian- annual cost of burden hours is estimated Brent J. Fields, U.S. Participants and sold to their to be $6,840 (18 hours × $380 per hour Secretary. Canadian retirement accounts without of attorney time).6 [FR Doc. 2016–16193 Filed 7–7–16; 8:45 am] being registered under the Securities BILLING CODE 8011–01–P Act. 4 This estimate is based on the following Rule 237 requires written offering calculation: 3,520 equity issuers (as of April 2016) + 99 bond issuers (as of April 2016) = 3,619 total documents for securities offered and issuers (as of April 2016). See World Federation of SECURITIES AND EXCHANGE sold in reliance on the rule to disclose Exchanges, Monthly Reports, available at http:// COMMISSION prominently that the securities are not www.world-exchanges.org/home/index.php/ registered with the Commission and are statistics/monthly-reports (providing number of Sunshine Act Meeting equity issuers listed on Canada’s Toronto Stock Exchange). After 2009, the World Federation of Notice is hereby given, pursuant to 1 15 U.S.C. 77. In addition, the offering and Exchanges ceased reporting the number of fixed- selling of securities of investment companies income issuers on Canada’s Toronto Stock the provisions of the Government in the (‘‘funds’’) that are not registered pursuant to the Exchange. The number of fixed-income issuers as Sunshine Act, Public Law 94–409, that Investment Company Act of 1940 (‘‘Investment of April 2016 is based on the ratio of the number the Securities and Exchange Company Act’’) is generally prohibited by U.S. of fixed-income issuers listed on Canada’s Toronto securities laws. 15 U.S.C. 80a. Stock Exchange in 2009 (111) relative to the number Commission will hold an Open Meeting 2 See Offer and Sale of Securities to Canadian of bonds listed on that exchange in that year (178) on Tuesday, July 12, 2016, at 1:00 p.m., asabaliauskas on DSK3SPTVN1PROD with NOTICES Tax-Deferred Retirement Savings Accounts, Release multiplied against the number of bonds listed on Nos. 33–7860, 34–42905, IC–24491 (June 7, 2000) that exchange as of April 2016 (159): (111/178) × for the securities industry compiled by the [65 FR 37672 (June 15, 2000)]. This rulemaking also 159 = 99. Securities Industry and Financial Markets included new rule 7d–2 under the Investment 5 This estimate of respondents only includes Association (‘‘SIFMA’’). The $380 per hour figure Company Act, permitting foreign funds to offer foreign issuers. The number of respondents would for an attorney is from SIFMA’s Management & securities to Canadian-U.S. Participants and sell be greater if foreign underwriters or broker-dealers Professional Earnings in the Securities Industry securities to Canadian retirement accounts without draft stickers or supplements to add the required 2013, modified by Commission staff to account for registering as investment companies under the disclosure to existing offering documents. an 1800-hour work-year and multiplied by 5.35 to Investment Company Act. 17 CFR 270.7d–2. 6 The Commission’s estimate concerning the wage account for bonuses, firm size, employee benefits, 3 17 CFR 230.237. rate for attorney time is based on salary information and overhead. 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Document Created: 2016-07-08 00:17:54
Document Modified: 2016-07-08 00:17:54
CategoryRegulatory Information
CollectionFederal Register
sudoc ClassAE 2.7:
GS 4.107:
AE 2.106:
PublisherOffice of the Federal Register, National Archives and Records Administration
SectionNotices
FR Citation81 FR 44671 
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