82 FR 56319 - Proposed Collection; Comment Request

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 82, Issue 227 (November 28, 2017)

Page Range		56319-56319
FR Document		2017-25709
Federal Register, Volume 82 Issue 227 (Tuesday, November 28, 2017)
[Federal Register Volume 82, Number 227 (Tuesday, November 28, 2017)]
[Notices]
[Page 56319]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2017-25709]


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SECURITIES AND EXCHANGE COMMISSION

[SEC File No. 270-516, OMB Control No. 3235-0574]


Proposed Collection; Comment Request

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

Extension:
    Rule 3a-8

    Notice is hereby given that pursuant to the Paperwork Reduction Act 
of 1995 (44 U.S.C. 3501 et seq.), the Securities and Exchange 
Commission (the ``Commission'') is soliciting comments on the 
collections of information summarized below. The Commission plans to 
submit the existing collection of information to the Office of 
Management and Budget for extension and approval.
    Rule 3a-8 (17 CFR 270.3a-8) of the Investment Company Act of 1940 
(15 U.S.C. 80a) (the ``Act''), serves as a nonexclusive safe harbor 
from investment company status for certain research and development 
companies (``R&D companies'').
    The rule requires that the board of directors of an R&D company 
seeking to rely on the safe harbor adopt an appropriate resolution 
evidencing that the company is primarily engaged in a non-investment 
business and record that resolution contemporaneously in its minute 
books or comparable documents.\1\ An R&D company seeking to rely on the 
safe harbor must retain these records only as long as such records must 
be maintained in accordance with state law.
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    \1\ Rule 3a-8(a)(6) (17 CFR 270.3a-8(6)).
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    Rule 3a-8 contains an additional requirement that is also a 
collection of information within the meaning of the PRA. The board of 
directors of a company that relies on the safe harbor under rule 3a-8 
must adopt a written policy with respect to the company's capital 
preservation investments. We expect that the board of directors will 
base its decision to adopt the resolution discussed above, in part, on 
investment guidelines that the company will follow to ensure its 
investment portfolio is in compliance with the rule's requirements.
    The collection of information imposed by rule 3a-8 is voluntary 
because the rule is an exemptive safe harbor, and therefore, R&D 
companies may choose whether or not to rely on it. The purposes of the 
information collection requirements in rule 3a-8 are to ensure that: 
(i) The board of directors of an R&D company is involved in determining 
whether the company should be considered an investment company and 
subject to regulation under the Act, and (ii) adequate records are 
available for Commission review, if necessary. Rule 3a-8 would not 
require the reporting of any information or the filing of any documents 
with the Commission.
    Commission staff estimates that there is no annual recordkeeping 
burden associated with the rule's requirements. Nevertheless, the 
Commission requests authorization to maintain an inventory of one 
burden hour for administrative purposes.
    Commission staff estimates that approximately 65,139 R&D companies 
may take advantage of rule 3a-8.\2\ Given that the board resolutions 
and investment guidelines will generally need to be adopted only once 
(unless relevant circumstances change),\3\ the Commission believes that 
all the R&D companies that existed prior to the adoption of rule 3a-8 
adopted their board resolutions and established written investment 
guidelines in 2003 when the rule was adopted. We expect that R&D 
companies formed subsequent to the adoption of rule 3a-8 would adopt 
the board resolution and investment guidelines simultaneously with 
their formation documents in the ordinary course of business.\4\ 
Therefore, we estimate that rule 3a-8 does not impose additional 
burdens.
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    \2\ See National Science Foundation/Division of Science 
Resources Statistics, Business Research and Development and 
Innovation Survey: 2013 (results published August 2, 2016).
    \3\ In the event of changed circumstances, the Commission 
believes that the board resolution and investment guidelines will be 
amended and recorded in the ordinary course of business and would 
not create additional time burdens.
    \4\ In order for these companies to raise sufficient capital to 
fund their product development stage, Commission staff believes that 
they will need to present potential investors with investment 
guidelines. Investors generally want to be assured that the 
company's funds are invested consistent with the goals of capital 
preservation and liquidity.
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    Written comments are invited on: (a) Whether the proposed 
collection of information is necessary for the proper performance of 
the functions of the agency, including whether the information will 
have practical utility; (b) the accuracy of the agency's estimate of 
the burden of the collection of information; (c) ways to enhance the 
quality, utility, and clarity of the information collected; and (d) 
ways to minimize the burden of the collection of information on 
respondents, including through the use of automated collection 
techniques or other forms of information technology. 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].

    November 22, 2017.
Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2017-25709 Filed 11-27-17; 8:45 am]
BILLING CODE P
Federal Register / Vol. 82, No. 227 / Tuesday, November 28, 2017 / Notices 56319

be submitted on or before December 19, expect that the board of directors will information is necessary for the proper
2017. base its decision to adopt the resolution performance of the functions of the
For the Commission, by the Division of discussed above, in part, on investment agency, including whether the
Trading and Markets, pursuant to delegated guidelines that the company will follow information will have practical utility;
authority.13 to ensure its investment portfolio is in (b) the accuracy of the agency’s estimate
Eduardo A. Aleman, compliance with the rule’s of the burden of the collection of
Assistant Secretary. requirements. information; (c) ways to enhance the
The collection of information quality, utility, and clarity of the
[FR Doc. 2017–25692 Filed 11–27–17; 8:45 am]
imposed by rule 3a–8 is voluntary information collected; and (d) ways to
BILLING CODE 8011–01–P
because the rule is an exemptive safe minimize the burden of the collection of
harbor, and therefore, R&D companies information on respondents, including
may choose whether or not to rely on it. through the use of automated collection
SECURITIES AND EXCHANGE
The purposes of the information techniques or other forms of information
COMMISSION
collection requirements in rule 3a–8 are technology. Consideration will be given
[SEC File No. 270–516, OMB Control No. to ensure that: (i) The board of directors to comments and suggestions submitted
3235–0574] of an R&D company is involved in in writing within 60 days of this
determining whether the company publication.
Proposed Collection; Comment should be considered an investment Please direct your written comments
Request company and subject to regulation to Pamela Dyson, Director/Chief
Upon Written Request, Copies Available under the Act, and (ii) adequate records Information Officer, Securities and
From: Securities and Exchange are available for Commission review, if Exchange Commission, c/o Remi Pavlik-
Commission, Office of FOIA Services, necessary. Rule 3a–8 would not require Simon, 100 F Street NE., Washington,
100 F Street NE., Washington, DC the reporting of any information or the DC 20549; or send an email to: PRA_
20549–2736 filing of any documents with the Mailbox@sec.gov.
Commission. November 22, 2017.
Extension: Commission staff estimates that there
Rule 3a–8 Eduardo A. Aleman,
is no annual recordkeeping burden
Notice is hereby given that pursuant associated with the rule’s requirements. Assistant Secretary.
to the Paperwork Reduction Act of 1995 Nevertheless, the Commission requests [FR Doc. 2017–25709 Filed 11–27–17; 8:45 am]
(44 U.S.C. 3501 et seq.), the Securities authorization to maintain an inventory BILLING CODE P
and Exchange Commission (the of one burden hour for administrative
‘‘Commission’’) is soliciting comments purposes.
on the collections of information Commission staff estimates that SECURITIES AND EXCHANGE
summarized below. The Commission approximately 65,139 R&D companies COMMISSION
plans to submit the existing collection may take advantage of rule 3a–8.2 Given [SEC File No. 270–035, OMB Control No.
of information to the Office of that the board resolutions and 3235–0029]
Management and Budget for extension investment guidelines will generally
and approval. need to be adopted only once (unless Submission for OMB Review;
Rule 3a–8 (17 CFR 270.3a–8) of the relevant circumstances change),3 the Comment Request
Investment Company Act of 1940 (15 Commission believes that all the R&D Upon Written Request, Copies Available
U.S.C. 80a) (the ‘‘Act’’), serves as a companies that existed prior to the From: Securities and Exchange
nonexclusive safe harbor from adoption of rule 3a–8 adopted their Commission, Office of FOIA Services,
investment company status for certain board resolutions and established 100 F Street NE., Washington, DC
research and development companies written investment guidelines in 2003 20549–2736
(‘‘R&D companies’’). when the rule was adopted. We expect
The rule requires that the board of that R&D companies formed subsequent Extension:
to the adoption of rule 3a–8 would Rule 17Ad–2(c), (d), and (h)
directors of an R&D company seeking to
rely on the safe harbor adopt an adopt the board resolution and Notice is hereby given that pursuant
appropriate resolution evidencing that investment guidelines simultaneously to the Paperwork Reduction Act of 1995
the company is primarily engaged in a with their formation documents in the (‘‘PRA’’) (44 U.S.C. 3501 et seq.), the
non-investment business and record ordinary course of business.4 Therefore, Securities and Exchange Commission
that resolution contemporaneously in its we estimate that rule 3a–8 does not (‘‘Commission’’) has submitted to the
minute books or comparable impose additional burdens. Office of Management and Budget
documents.1 An R&D company seeking Written comments are invited on: (a) (‘‘OMB’’) a request for approval of
to rely on the safe harbor must retain Whether the proposed collection of extension of the previously approved
these records only as long as such collection of information provided for in
2 See National Science Foundation/Division of
records must be maintained in Rule 17Ad–2(c), (d), and (h), (17 CFR
Science Resources Statistics, Business Research and
accordance with state law. Development and Innovation Survey: 2013 (results
240.17Ad–2(c), (d), and (h)), under the
Rule 3a–8 contains an additional published August 2, 2016). Securities Exchange Act of 1934 (15
requirement that is also a collection of 3 In the event of changed circumstances, the U.S.C. 78a et seq.).
information within the meaning of the Commission believes that the board resolution and Rule 17f–2(c) allows persons required
investment guidelines will be amended and to be fingerprinted pursuant to Section
PRA. The board of directors of a
ethrower on DSK3G9T082PROD with NOTICES

recorded in the ordinary course of business and
company that relies on the safe harbor would not create additional time burdens. 17(f)(2) of the Act to submit their
under rule 3a–8 must adopt a written 4 In order for these companies to raise sufficient fingerprints to the Attorney General of
policy with respect to the company’s capital to fund their product development stage, the United States or its designee (i.e.,
capital preservation investments. We Commission staff believes that they will need to the Federal Bureau of Investigation
present potential investors with investment
guidelines. Investors generally want to be assured
(‘‘FBI’’)) through a registered national
13 17 CFR 200.30–3(a)(12). that the company’s funds are invested consistent securities exchange or a registered
1 Rule 3a–8(a)(6) (17 CFR 270.3a–8(6)). with the goals of capital preservation and liquidity. national securities association

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Document Created: 2017-11-28 01:51:12
Document Modified: 2017-11-28 01:51:12
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 56319