82 FR 46335 - Exemptive Relief for Individuals and Entities Affected by Hurricanes Harvey, Irma or Maria
SECURITIES AND EXCHANGE COMMISSION Federal Register Volume 82, Issue 191 (October 4, 2017)
Federal Register Volume 82, Issue 191 (October 4, 2017)
| Page Range | 46335-46338 | |
| FR Document | 2017-21284 |
[Federal Register Volume 82, Number 191 (Wednesday, October 4, 2017)] [Notices] [Pages 46335-46338] From the Federal Register Online [www.thefederalregister.org] [FR Doc No: 2017-21284] ----------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION [SECURITIES EXCHANGE ACT OF 1934 Release No. 81760/September 28, 2017: INVESTMENT COMPANY ACT OF 1940 Release No. 32842/September 28, 2017] Exemptive Relief for Individuals and Entities Affected by Hurricanes Harvey, Irma or Maria Order Under Section 15b, Section 17a And Section 36 Of The Securities Exchange Act Of 1934 Granting Exemptions From Specified Provisions Of The Exchange Act And Certain Rules Thereunder Order Under Section 6(C) And Section 38(A) Of The Investment Company Act Of 1940 Granting Exemptions From Specified Provisions Of The Investment Company Act And Certain Rules Thereunder In late August 2017, Hurricane Harvey caused catastrophic damage along the Texas and Louisiana coast, in early September 2017, Hurricane Irma caused catastrophic damage to the U.S. Virgin Islands, Puerto Rico and the Florida coast, and, in mid-September 2017, Hurricane Maria caused additional catastrophic damage to the U.S. Virgin Islands and Puerto Rico. The storms and subsequent flooding have displaced individuals and businesses and disrupted communications and transportation across the affected regions. We are issuing this Order to address the needs of companies and individuals with obligations under the federal securities laws who have been directly or indirectly affected by Hurricane Harvey, Hurricane Irma or Hurricane Maria and their respective aftermaths. Section 15B(a)(4) of the Securities Exchange Act of 1934 (the ``Exchange Act'') provides that the Securities and Exchange Commission (the ``Commission''), by rule or order, upon its own motion or upon application, may conditionally or unconditionally exempt any broker, dealer, municipal securities dealer or municipal advisor, or class of brokers, dealers, municipal securities dealers, or municipal advisors from any provision of Section 15B or the rules or regulations thereunder, if the Commission finds that such exemption is consistent with the public interest, the protection of investors and the purposes of Section 15B. Section 36 of the Exchange Act authorizes the Commission, by rule, regulation or order, to exempt, either conditionally or unconditionally, any person, security or transaction, or any class or classes of persons, securities or transactions, from any provision or provisions of the Exchange Act or any rule or regulation thereunder, to the extent that such exemption is necessary or appropriate in the public interest, and is consistent with the protection of investors. Section 17A(c)(1) of the Exchange Act provides that the appropriate regulatory agency, by rule or by order, upon its own motion or upon application, may conditionally or unconditionally exempt any person or security or class of persons or securities from any provision of Section 17A or any rule or regulation prescribed under Section 17A, if the appropriate regulatory agency \1\ finds that such exemption is in the public interest and consistent with the protection of investors and the purposes of Section 17A, including the prompt and accurate clearance and settlement of securities transactions and the safeguarding of securities and funds. Section 17A(c)(1) also requires that the Commission not object to the use of exemptive authority in instances where an appropriate regulatory authority other than the Commission is providing exemptive relief. --------------------------------------------------------------------------- \1\ Section 3(a)(34)(B) of the Exchange Act defines ``appropriate regulatory authority.'' --------------------------------------------------------------------------- Section 6(c) of the Investment Company Act of 1940 (the ``Company Act'') provides that the Commission may conditionally or unconditionally exempt any person, security or transaction, or any class or classes of persons, securities or transactions, from any provision or provisions of the Company Act, or any rule or regulation thereunder, if and to the extent that such exemption is necessary or appropriate in the public interest and consistent with the protection of [[Page 46336]] investors and the purposes fairly intended by the policy and provisions of the Company Act. Section 38(a) of the Company Act provides that the Commission may make, issue, amend and rescind such rules and regulations and such orders as are necessary or appropriate to the exercise of the powers conferred upon the Commission under the Company Act. The necessity for prompt action of the Commission does not permit prior notice of the Commission's action. I. Time Period for the Relief The time period for the relief specified in Sections II and VI of this Order is as follows: (1) With respect to those persons or entities affected by Hurricane Harvey, for the period from and including August 25, 2017 to October 6, 2017, all reports, schedules or forms must be filed on or before October 10, 2017; (2) With respect to those persons or entities affected by Hurricane Irma, for the period from and including September 6, 2017 to October 18, 2017, all reports, schedules or forms must be filed on or before October 19, 2017; and (3) With respect to those persons or entities affected by Hurricane Maria, for the period from and including September 20, 2017 to November 1, 2017, all reports, schedules or forms must be filed on or before November 2, 2017. II. Filing Requirements for Registrants and Other Persons The lack of communications, transportation, electricity, facilities and available staff and professional advisors as a result of Hurricane Harvey, Hurricane Irma and Hurricane Maria could hamper the efforts of public companies and other persons with filing obligations to meet their filing deadlines. At the same time, investors have an interest in the timely availability of required information about these companies and the activities of persons required to file schedules and reports with respect to these companies. While the Commission believes that the relief from filing requirements provided by the exemption below is necessary and appropriate in the public interest and consistent with the protection of investors, we remind public companies and other persons who are the subjects of this Order to continue to evaluate their obligations to make materially accurate and complete disclosures in accordance with the anti-fraud provisions of the federal securities laws. Accordingly, it is ordered, pursuant to Section 36 of the Exchange Act, that a registrant (as defined in Exchange Act Rule 12b-2) subject to the reporting requirements of Exchange Act Section 13(a) or 15(d), and any person required to make any filings with respect to such a registrant, is exempt from any requirement to file or furnish materials with the Commission under Exchange Act Sections 13(a), 13(d), 13(f), 13(g), 14(a), 14(c), 14(f), 15(d) and 16(a), Regulations 13A, 13D-G, 14A, 14C and 15D, and Exchange Act Rules 13f-1, 14f-1 and 16a-3, as applicable, where the conditions below are satisfied. Conditions (a) The registrant or person other than a registrant is not able to meet a filing deadline due to Hurricane Harvey, Hurricane Irma or Hurricane Maria and their respective aftermaths; (b) The registrant or person other than a registrant files with the Commission any report, schedule or form required to be filed during the applicable period of relief on or before the applicable deadline set forth in Section I; and (c) In any such report, schedule or form filed pursuant to this Order, the registrant or person other than a registrant must disclose that it is relying on this Order and state the reasons why, in good faith, it could not file such report, schedule or form on a timely basis. III. Furnishing of Proxy and Information Statements The conditions in the areas affected by Hurricane Harvey, Hurricane Irma and Hurricane Maria, including displacement of thousands of individuals and the destruction of property, have prevented and will continue to prevent the delivery of mail to the affected areas. In light of these conditions, we believe that relief is warranted for those seeking to comply with our rules imposing requirements to furnish materials to security holders when mail delivery is not possible and that the following exemption is necessary and appropriate in the public interest and consistent with the protection of investors. Accordingly, it is ordered, pursuant to Section 36 of the Exchange Act, that a registrant or any other person is exempt from the requirements to furnish proxy statements, annual reports and other soliciting materials, as applicable (the ``Soliciting Materials''), and the requirements of the Exchange Act and the rules thereunder to furnish information statements and annual reports, as applicable (the ``Information Materials''), where the conditions below are satisfied. Conditions (a) The registrant's security holder has a mailing address located within a zip code where, as a result of Hurricane Harvey, Hurricane Irma or Hurricane Maria, the registrant's common carrier has suspended delivery service of the type or class customarily used by the registrant; (b) The registrant or other person making a solicitation has followed normal procedure when furnishing the Soliciting Materials to the security holder in order to ensure that the Soliciting Materials preceded or accompanied the proxy, as required by the rules applicable to the particular form of Soliciting Materials, or, in the case of Information Materials, the registrant has followed normal procedure when furnishing the Information Materials to the security holder in accordance with the rules applicable to Information Materials; and (c) If requested by the security holder, the registrant or other person provides the Soliciting Materials or Information Materials by a means reasonably designed to furnish the Soliciting Materials or Information Materials to the security holder. Any registrant or other person in need of additional assistance related to deadlines, delivery obligations or their public filings, should contact the Division of Corporation Finance at (202) 551-3500 or at https://tts.sec.gov/cgi-bin/corp_fin_interpretive. IV. Transmittal of Annual and Semi-Annual Reports to Investors Required by the Company Act and the Rules Thereunder For reasons similar to those cited in Section III, we believe that relief is warranted for the transmittal by registered management investment companies and registered unit investment trusts (collectively, ``registered investment companies'') of annual and semi- annual reports to investors and that the following exemption is necessary and appropriate in the public interest and consistent with the protection of investors. Accordingly, it is ordered, pursuant to Sections 6(c) and 38(a) of the Company Act that for the period from and including August 25, 2017 to November 1, 2017, a registered investment company is exempt from the requirements of Section 30(e) of the Company Act and Rule 30e-1 thereunder to transmit annual and semi-annual reports to investors affected by Hurricane Harvey, Hurricane Irma or Hurricane Maria; and For the period from and including August 25, 2017 to November 1, 2017, [[Page 46337]] a registered unit investment trust is exempt from the requirements of Section 30(e) of the Company Act and Rule 30e-2 thereunder to transmit annual and semi-annual reports to unitholders affected by Hurricane Harvey, Hurricane Irma or Hurricane Maria, Provided that: (a) The affected investor's mailing address for transmittal as listed in the records of the registered investment company has a zip code for which the registered investment company's common carrier has suspended mail service, as a result of Hurricane Harvey, Hurricane Irma or Hurricane Maria, of the type or class customarily used by the registered investment company for transmittal of reports; and (b) The registered investment company or other person promptly transmits the reports to affected investors: Either (a) if requested by the investor; or (b) at the earlier of (i) November 2, 2017 or (ii) the resumption of the applicable mail service. Registered investment companies who are unable to meet a deadline as extended by this relief, or in need of additional assistance regarding issues under the Company Act, should contact the Division of Investment Management, Office of Chief Counsel, at (202) 551-6825 or [email protected]. Registered investment advisers in need of additional assistance regarding issues under the Investment Advisers Act of 1940 should contact the Division of Investment Management, Investment Adviser Regulation Office, at (202) 551-6999 or [email protected]. V. Transfer Agent Compliance With Sections 17A and 17(f) of the Exchange Act Exchange Act Section 17A and Section 17(f), as well as the rules promulgated under Sections 17A and 17(f), contain requirements for registered transfer agents relating to, among other things, processing securities transfers, safekeeping of investor and issuer funds and securities and maintaining records of investor ownership. Following the events of Hurricane Harvey, Hurricane Irma and Hurricane Maria, registered transfer agents located in the affected regions may have difficulty complying with some or all of their obligations as registered transfer agents. In addition, registered transfer agents located outside the affected regions may be unable to conduct business with entities or security holders inside the regions, thereby making it difficult to process securities transactions and corporate actions in conformance with Section 17A, Section 17(f) and the rules thereunder. While the national clearance and settlement system continues to operate well in light of these emergencies, the Commission recognizes that the need to effect securities transfers and payments to and from security holders in the affected regions may present compliance issues for affected transfer agents. Therefore, the Commission is using its authority under Section 17A and Section 36 of the Exchange Act to provide temporary relief from certain regulatory provisions. This Order temporarily exempts transfer agents from the requirements of: (1) Section 17A of the Exchange Act and Rules 17Ad-1 through 17Ad-20 thereunder; and (2) Section 17(f) of the Exchange Act and Rules 17f-1 and 17f-2 thereunder. The Commission finds the following exemption to be in the public interest and consistent with the protection of investors and the purpose of Section 17A of the Exchange Act, including the prompt and accurate clearance and settlement of securities transactions and the safeguarding of securities and funds. Accordingly, it is ordered, pursuant to Sections 17A and 36 of the Exchange Act, that any registered transfer agent that is unable to comply with Section 17A and Section 17(f) of the Exchange Act and the rules promulgated thereunder, as applicable, due to Hurricane Harvey, Hurricane Irma or Hurricane Maria and their respective aftermaths is hereby temporarily exempted from complying with such provisions for the period from and including August 25, 2017 to November 2, 2017 where the conditions below are satisfied. Conditions (a) A registered transfer agent relying on this Order must notify the Commission in writing by November 2, 2017 of the following: (1) The transfer agent is relying on this Order; (2) A statement of the reasons why, in good faith, the transfer agent is unable to comply with Section 17A and Section 17(f) of the Exchange Act and the rules promulgated thereunder, as applicable; (3) If the transfer agent knows or believes that the books and records it is required to maintain pursuant to Section 17A and the rules thereunder were lost, destroyed or materially damaged, information, to the extent reasonably available, as to the type of books and records that were maintained, the names of the issuers for whom such books and records were maintained, the extent of the loss of, or damage to, such books and records and the steps taken to ameliorate any such loss or damage; and (4) If the transfer agent knows or believes that funds or securities belonging to either issuers or security holders and within its possession were, for any reason, lost, destroyed, stolen or unaccounted for, information, to the extent reasonably available, regarding the dollar amount of any such funds and the number of such securities and the steps taken to ameliorate any such loss; and (b) Transfer agents that have custody or possession of any security holder or issuer funds or securities shall use all reasonable means available to ensure that all such securities are held in safekeeping and are handled, in light of all facts and circumstances, in a manner reasonably free from risk of theft, loss or destruction and that all funds are protected against misuse. To the extent possible, all security holder or issuer funds that remain in the custody of the transfer agent shall be maintained in a separate bank account held for the exclusive benefit of security holders until such funds are properly remitted. The notification required under (a) above shall be sent to: U.S. Securities and Exchange Commission, Division of Trading and Markets, Office of Clearance and Settlement, 100 F Street NE., Washington, DC 20549-7010. The Commission encourages registered transfer agents and the issuers for whom they act to inform affected security holders whom they should contact concerning their accounts, their access to funds or securities and other shareholder concerns. If feasible, issuers and their transfer agents should place a notice on their websites or providing toll free numbers to respond to inquiries. Transfer agents who are unable to meet a deadline as extended by this relief, or in need of additional assistance, should contact the Division of Trading and Markets at (202) 551-5777 or [email protected]. VI. Filing of Annual Update to Form MA as Required by the Exchange Act and the Rules Thereunder Section 15B of the Exchange Act and Rule 15Ba1-5(a)(1) thereunder requires each registered municipal advisor to file with the Commission an annual update to its Form MA. For reasons similar to those cited in Section II, the Commission believes that relief is warranted for the filing with the Commission of annual updates to Form MA by registered municipal advisors and that such relief is consistent with the public interest, the protection of [[Page 46338]] investors and the purposes of Section 15B of the Exchange Act. Accordingly, it is so ordered, pursuant to Section 15B(a)(4) of the Exchange Act, that any registered municipal advisor is exempt from the requirement to file an annual update to Form MA with the Commission, as required by Section 15B of the Exchange Act and Rule 15Ba1-5(a)(1) thereunder, where the conditions below are satisfied. Conditions (a) The registered municipal advisor is not able to fulfill its obligation to file an annual update to the registered municipal advisor's Form MA within 90 days of the end of the registered municipal advisor's fiscal year due to Hurricane Harvey, Hurricane Irma or Hurricane Maria; (b) The registered municipal advisor files with the Commission its annual update to Form MA required to be filed during the applicable period of relief on or before the applicable deadline set forth in Section I; and (c) In any such annual update to its Form MA filing, the registered municipal advisor must disclose that it is relying on this Order and state the reasons why, in good faith, it could not file such annual update to Form MA on a timely basis. Registered municipal advisors who are unable to meet a deadline as extended by this relief or in need of additional assistance, should contact the Office of Municipal Securities at (202) 551-5680 or [email protected]. VII. Independence--Bookkeeping or Other Services Related to the Accounting Records or Financial Statements of the Audit Client The conditions in the areas affected by Hurricane Harvey, Hurricane Irma and Hurricane Maria, including displacement of individuals, the destruction of property and loss or destruction of corporate records, may require extraordinary efforts to reconstruct lost or destroyed accounting records. The Commission understands that in these particularly challenging situations an audit client may look to its auditor for assistance in reconstruction of its accounting records because of the auditor's knowledge of the client's financial systems and records. Under Section 10A(g)(1) of the Exchange Act and Rule 2- 01(c)(4)(i) of Regulation S-X, auditors are prohibited from providing bookkeeping or other services relating to the accounting records of the audit client, and in Rule 2-01(c)(4)(i) of Regulation S-X, these prohibited services are described as including ``maintaining or preparing the audit client's accounting records'' or ``preparing or originating source data underlying the audit client's financial statements.'' In light of the conditions in areas affected by Hurricane Harvey, Hurricane Irma and Hurricane Maria, however, we believe that limited relief from these prohibitions is warranted for those registrants and other persons that are required to comply with the independence requirements of the federal securities laws and the Commission's rules and regulations thereunder and that are affected by those conditions. The Commission finds the following exemption to be necessary and appropriate in the public interest and consistent with the protection of investors. Accordingly, it is ordered, pursuant to Section 36 of the Exchange Act, that independent certified public accountants engaged to provide audit services to registrants and other persons required to comply with the independence requirements of the federal securities laws and the Commission's rules and regulations thereunder are exempt from the requirements of Section 10A(g)(1) of the Exchange Act and Rule 2- 01(c)(4)(i) of Regulation S-X, where the conditions below are satisfied. Conditions (a) Services provided by the auditor are limited to reconstruction of previously existing accounting records that were lost or destroyed as a result of Hurricane Harvey, Hurricane Irma or Hurricane Maria and such services cease as soon as the audit client's lost or destroyed records are reconstructed, its financial systems are fully operational and the client can effect an orderly and efficient transition to management or other service provider; and (b) Services provided by the auditor to its audit client pursuant to this Order are subject to pre-approval by the audit client's audit committee as required by Rule 2-01(c)(7) of Regulation S-X. Auditors or audit clients who are in need of additional assistance or have other questions relating to auditor independence, should contact the Office of the Chief Accountant at (202) 551-5300 or [email protected]. By the Commission. Brent J. Fields, Secretary. [FR Doc. 2017-21284 Filed 10-3-17; 8:45 am] BILLING CODE 8011-01-P
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ensure that the Clearing Agencies’ rule changes are consistent with the Section 15B(a)(4) of the Securities
systems have a high degree of security, requirements of the Act and in Exchange Act of 1934 (the ‘‘Exchange
resiliency, and operational reliability. particular with the requirements of Act’’) provides that the Securities and
Furthermore, as the Framework Section 17A of the Act 53 and the rules Exchange Commission (the
indicates TRM’s early and continuous and regulations thereunder. ‘‘Commission’’), by rule or order, upon
involvement in the Clearing Agencies’ It is therefore ordered, pursuant to its own motion or upon application,
initiatives, the Framework reveals how Section 19(b)(2) of the Act, that may conditionally or unconditionally
TRM would enable the Clearing proposed rule changes SR–DTC–2017– exempt any broker, dealer, municipal
Agencies to grow and evolve while 014, SR–NSCC–2017–013, and SR– securities dealer or municipal advisor,
accounting for technology and cyber FICC–2017–017 be, and hereby are, or class of brokers, dealers, municipal
security concerns, thereby ensuring the approved.54 securities dealers, or municipal advisors
Clearing Agencies’ adequate and For the Commission, by the Division of from any provision of Section 15B or the
scalable capacity. Trading and Markets, pursuant to delegated rules or regulations thereunder, if the
Therefore, by describing TRM’s role authority.55 Commission finds that such exemption
and responsibilities in helping the Eduardo A. Aleman, is consistent with the public interest,
Clearing Agencies maintain systems Assistant Secretary. the protection of investors and the
with a high degree of security, [FR Doc. 2017–21273 Filed 10–3–17; 8:45 am]
purposes of Section 15B.
resiliency, operational reliability, and Section 36 of the Exchange Act
BILLING CODE 8011–01–P
adequate, scalable capacity, the authorizes the Commission, by rule,
Commission believes the Framework is regulation or order, to exempt, either
consistent with the requirements of Rule conditionally or unconditionally, any
SECURITIES AND EXCHANGE
17Ad–22(e)(17)(ii).50 person, security or transaction, or any
COMMISSION
class or classes of persons, securities or
D. Consistency With Rule 17Ad– [SECURITIES EXCHANGE ACT OF 1934 transactions, from any provision or
22(e)(17)(iii) Release No. 81760/September 28, 2017: provisions of the Exchange Act or any
Rule 17Ad–22(e)(17)(iii) under the INVESTMENT COMPANY ACT OF 1940 rule or regulation thereunder, to the
Release No. 32842/September 28, 2017] extent that such exemption is necessary
Act requires, in part, that each covered
clearing agency establish, implement, Exemptive Relief for Individuals and or appropriate in the public interest,
maintain and enforce written policies Entities Affected by Hurricanes and is consistent with the protection of
and procedures reasonably designed to Harvey, Irma or Maria investors.
manage the covered clearing agency’s Section 17A(c)(1) of the Exchange Act
operational risks by establishing and Order Under Section 15b, Section 17a And provides that the appropriate regulatory
maintaining a business continuity plan Section 36 Of The Securities Exchange Act agency, by rule or by order, upon its
that addresses events posing a Of 1934 Granting Exemptions From Specified own motion or upon application, may
significant risk of disrupting Provisions Of The Exchange Act And Certain conditionally or unconditionally
Rules Thereunder exempt any person or security or class
operations.51 Order Under Section 6(C) And Section
As described above, the Framework of persons or securities from any
38(A) Of The Investment Company Act Of
would describe how the Clearing 1940 Granting Exemptions From Specified
provision of Section 17A or any rule or
Agencies establish and maintain Provisions Of The Investment Company Act regulation prescribed under Section
business continuity plans. Specifically, And Certain Rules Thereunder 17A, if the appropriate regulatory
the Framework would describe the agency 1 finds that such exemption is in
In late August 2017, Hurricane Harvey
critical features of the Clearing the public interest and consistent with
caused catastrophic damage along the
Agencies’ business continuity plans to the protection of investors and the
Texas and Louisiana coast, in early
demonstrate how they are designed to purposes of Section 17A, including the
September 2017, Hurricane Irma caused
address events posing a significant risk prompt and accurate clearance and
catastrophic damage to the U.S. Virgin
of disrupting the Clearing Agencies’ settlement of securities transactions and
Islands, Puerto Rico and the Florida
operations. The Framework would also the safeguarding of securities and funds.
coast, and, in mid-September 2017,
indicate how each Clearing Agency Section 17A(c)(1) also requires that the
Hurricane Maria caused additional
Business and Clearing Agency Support Commission not object to the use of
catastrophic damage to the U.S. Virgin
Area reviews and ratifies its respective exemptive authority in instances where
Islands and Puerto Rico. The storms and
plan and its business impact analysis, an appropriate regulatory authority
subsequent flooding have displaced
relative to its assigned Tier. Therefore, other than the Commission is providing
individuals and businesses and
as the Framework describes how the exemptive relief.
disrupted communications and Section 6(c) of the Investment
Clearing Agencies establish and transportation across the affected
maintain their business continuity Company Act of 1940 (the ‘‘Company
regions. We are issuing this Order to Act’’) provides that the Commission
plans, which are designed to address address the needs of companies and
events posing a significant risk of may conditionally or unconditionally
individuals with obligations under the exempt any person, security or
disrupting operations, the Commission federal securities laws who have been
believes that the Framework is transaction, or any class or classes of
directly or indirectly affected by persons, securities or transactions, from
consistent with the requirements of Rule Hurricane Harvey, Hurricane Irma or
17Ad–22(e)(17)(iii).52 any provision or provisions of the
Hurricane Maria and their respective
sradovich on DSK3GMQ082PROD with NOTICES
Company Act, or any rule or regulation
IV. Conclusion aftermaths. thereunder, if and to the extent that
On the basis of the foregoing, the 53 15
such exemption is necessary or
U.S.C. 78q–1.
Commission finds that the proposed 54 In approving the Proposed Rule Changes, the
appropriate in the public interest and
Commission considered the proposals’ impact on consistent with the protection of
50 Id.
efficiency, competition and capital formation. 15
51 17 CFR 240.17Ad–22(e)(17)(iii). U.S.C. 78c(f). 1 Section 3(a)(34)(B) of the Exchange Act defines
52 Id. 55 17 CFR 200.30–3(a)(12). ‘‘appropriate regulatory authority.’’
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investors and the purposes of Section ‘‘maintaining or preparing the audit SECURITIES AND EXCHANGE
15B of the Exchange Act. client’s accounting records’’ or COMMISSION
Accordingly, it is so ordered, ‘‘preparing or originating source data
pursuant to Section 15B(a)(4) of the [Release No. 34–81747; File No. SR–
underlying the audit client’s financial NYSEArca–2017–06]
Exchange Act, that any registered statements.’’ In light of the conditions in
municipal advisor is exempt from the areas affected by Hurricane Harvey, Self-Regulatory Organizations; NYSE
requirement to file an annual update to Hurricane Irma and Hurricane Maria, Arca, Inc.; Notice of Withdrawal of a
Form MA with the Commission, as however, we believe that limited relief Proposed Rule Change, as Modified by
required by Section 15B of the Exchange Amendment No. 2, Relating to the
from these prohibitions is warranted for
Act and Rule 15Ba1–5(a)(1) thereunder, Listing and Trading of Shares of the
those registrants and other persons that
where the conditions below are Bitcoin Investment Trust Under NYSE
satisfied. are required to comply with the
independence requirements of the Arca Equities Rule 8.201
Conditions federal securities laws and the September 28, 2017.
(a) The registered municipal advisor Commission’s rules and regulations On January 25, 2017, NYSE Arca, Inc.
is not able to fulfill its obligation to file thereunder and that are affected by (‘‘Exchange’’) filed with the Securities
an annual update to the registered those conditions. The Commission finds and Exchange Commission
municipal advisor’s Form MA within 90 the following exemption to be necessary (‘‘Commission’’), pursuant to Section
days of the end of the registered and appropriate in the public interest 19(b)(1) of the Securities Exchange Act
municipal advisor’s fiscal year due to and consistent with the protection of of 1934 (‘‘Act’’) 1 and Rule 19b–4
Hurricane Harvey, Hurricane Irma or investors. thereunder,2 a proposed rule change to
Hurricane Maria; Accordingly, it is ordered, pursuant to list and trade shares of the Bitcoin
(b) The registered municipal advisor Investment Trust under NYSE Arca
files with the Commission its annual Section 36 of the Exchange Act, that
Equities Rule 8.201. The proposed rule
update to Form MA required to be filed independent certified public
change was published for comment in
during the applicable period of relief on accountants engaged to provide audit the Federal Register on February 9,
or before the applicable deadline set services to registrants and other persons 2017.3
forth in Section I; and required to comply with the On March 22, 2017, pursuant to
(c) In any such annual update to its independence requirements of the Section 19(b)(2) of the Act,4 the
Form MA filing, the registered federal securities laws and the Commission designated a longer period
municipal advisor must disclose that it Commission’s rules and regulations within which to approve the proposed
is relying on this Order and state the thereunder are exempt from the rule change, disapprove the proposed
reasons why, in good faith, it could not requirements of Section 10A(g)(1) of the rule change, or institute proceedings to
file such annual update to Form MA on Exchange Act and Rule 2–01(c)(4)(i) of determine whether to approve or
a timely basis. Regulation S–X, where the conditions disapprove the proposed rule change.5
Registered municipal advisors who below are satisfied. On April 6, 2017, the Exchange filed
are unable to meet a deadline as Amendment No. 1 to the proposed rule
extended by this relief or in need of Conditions change. On April 27, 2017, the
additional assistance, should contact the Commission published notice of
(a) Services provided by the auditor
Office of Municipal Securities at (202) Amendment No. 1 and instituted
551–5680 or munis@sec.gov. are limited to reconstruction of
proceedings to determine whether to
previously existing accounting records approve or disapprove the proposed
VII. Independence—Bookkeeping or that were lost or destroyed as a result of rule change, as modified by Amendment
Other Services Related to the Hurricane Harvey, Hurricane Irma or No. 1.6 On May 11, 2017, the Exchange
Accounting Records or Financial Hurricane Maria and such services cease filed Amendment No. 2 to the proposed
Statements of the Audit Client as soon as the audit client’s lost or rule change, and on May 25, 2017, the
The conditions in the areas affected destroyed records are reconstructed, its Commission published notice of
by Hurricane Harvey, Hurricane Irma financial systems are fully operational Amendment No. 2.7 On July 25, 2017,
and Hurricane Maria, including and the client can effect an orderly and the Commission designated a longer
displacement of individuals, the efficient transition to management or period for Commission action on the
destruction of property and loss or other service provider; and proposed rule change.8 The Commission
destruction of corporate records, may (b) Services provided by the auditor to has received eighteen comment letters
require extraordinary efforts to its audit client pursuant to this Order on the proposed rule change.9
reconstruct lost or destroyed accounting
are subject to pre-approval by the audit
records. The Commission understands 1 15 U.S.C. 78s(b)(1).
client’s audit committee as required by 2 17 CFR 240.19b–4.
that in these particularly challenging
Rule 2–01(c)(7) of Regulation S–X. 3 See Securities Exchange Act Release No. 79955
situations an audit client may look to its
(Feb. 3, 2017), 82 FR 10086 (Feb. 9, 2017).
auditor for assistance in reconstruction Auditors or audit clients who are in 4 15 U.S.C. 78s(b)(2).
of its accounting records because of the need of additional assistance or have 5 See Securities Exchange Act Release No. 80297
auditor’s knowledge of the client’s other questions relating to auditor (Mar. 22, 2017), 82 FR 15408 (Mar. 28, 2017).
financial systems and records. Under independence, should contact the Office 6 See Securities Exchange Act Release No. 80502
Section 10A(g)(1) of the Exchange Act of the Chief Accountant at (202) 551– (Apr. 21, 2017), 82 FR 19398 (Apr. 27, 2017).
sradovich on DSK3GMQ082PROD with NOTICES
7 See Securities Exchange Act Release No. 80729
and Rule 2–01(c)(4)(i) of Regulation S– 5300 or OCARequest@sec.gov. (May 19, 2017), 82 FR 24185 (May 25, 2017).
X, auditors are prohibited from By the Commission. 8 See Securities Exchange Act Release No. 81201
providing bookkeeping or other services (July 25, 2017), 82 FR 33938 (July 31, 2017). The
Brent J. Fields, Commission designated October 7, 2017, as the date
relating to the accounting records of the
Secretary. by which the Commission shall either approve or
audit client, and in Rule 2–01(c)(4)(i) of disapprove the proposed rule change.
Regulation S–X, these prohibited [FR Doc. 2017–21284 Filed 10–3–17; 8:45 am] 9 See Letters from Joseph Stephen White (Feb. 5,
services are described as including BILLING CODE 8011–01–P 2017); Anonymous (Feb. 8, 2017) (purportedly from
VerDate Sep<11>2014 20:18 Oct 03, 2017 Jkt 244001 PO 00000 Frm 00128 Fmt 4703 Sfmt 4703 E:\FR\FM\04OCN1.SGM 04OCN1](https://thefederalregister.org/doc/82_FR_46526/page/4.svg)
Document Created: 2018-10-25 09:55:29
Document Modified: 2018-10-25 09:55:29
| 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 | 82 FR 46335 |
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