83 FR 16415 - Proposed Collection; Comment Request
SECURITIES AND EXCHANGE COMMISSION Federal Register Volume 83, Issue 73 (April 16, 2018)
Federal Register Volume 83, Issue 73 (April 16, 2018)
| Page Range | 16415-16416 | |
| FR Document | 2018-07783 |
[Federal Register Volume 83, Number 73 (Monday, April 16, 2018)] [Notices] [Pages 16415-16416] From the Federal Register Online [www.thefederalregister.org] [FR Doc No: 2018-07783] ----------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION 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. Reports of Evidence of Material Violations, SEC File No. 270- 514, OMB Control No. 3235-0572 Notice is hereby given that pursuant to the Paperwork Reduction Act (PRA) of 1995, 44 U.S.C. Sections 3501-3520, the Securities and Exchange Commission (``Commission'') is soliciting comments on the collection of information summarized below. The Commission plans to submit the existing collection of information to the Office of Management and Budget for extension. On February 6, 2003, the Commission published final rules, effective August 5, 2003, entitled ``Standards of Professional Conduct for Attorneys Appearing and Practicing Before the Commission in the Representation of an Issuer'' (17 CFR 205.1-205.7). The information collection embedded in the rules is necessary to implement the Standards of Professional Conduct for Attorneys prescribed by the rule and required by Section 307 of the Sarbanes-Oxley Act of 2002 (15 U.S.C. 7245). The rules impose an ``up-the-ladder'' reporting requirement when attorneys appearing and practicing before the Commission become aware of evidence of a material violation by the issuer or any officer, director, employee, or agent of the issuer. An issuer may choose to establish a qualified legal compliance committee (``QLCC'') as an alternative procedure for reporting evidence of a material violation. In the rare cases in which a majority of a QLCC has concluded that an issuer did not act appropriately, the information may be communicated to the Commission. The collection of information is, therefore, an important component of the Commission's program to discourage violations of the federal securities laws and promote ethical behavior of attorneys appearing and practicing before the Commission. The respondents to this collection of information are attorneys who appear and practice before the Commission and, in certain cases, the issuer, and/or officers, directors and committees of the issuer. We believe that, in providing quality representation to issuers, attorneys report evidence of violations to others within the issuer, including the Chief Legal Officer, the Chief Executive Officer, and, where necessary, the directors. In addition, officers and directors investigate evidence of violations and report within the issuer the results of the investigation and the remedial steps they have taken or sanctions they have imposed. Except as discussed below, we therefore believe that the reporting requirements imposed by the rule are ``usual and customary'' activities that do not add to the burden that would be imposed by the collection of information. Certain aspects of the collection of information, however, may impose a burden. For an issuer to establish a QLCC, the QLCC must adopt written procedures for the confidential receipt, retention, and consideration of any report of evidence of a material violation. We estimate for purposes of the PRA that there are approximately 10,712 issuers that are subject to the rules.\1\ Of these, we estimate that approximately 319, which is approximately 3 percent, have established or will establish a QLCC.\2\ Establishing the written procedures required by the rule should not impose a significant burden. We assume that an issuer would incur a greater burden in the year that it first establishes the procedures than in subsequent years, in which the burden would be incurred in updating, reviewing, or modifying the procedures. For purposes of the PRA, we assume that an issuer would spend 6 hours every three-year period on the procedures. This would result in an average burden of 2 hours per year. Thus, we estimate for purposes of the PRA that the total annual burden imposed by the collection of information would be 638 hours. Assuming half of the burden hours will be incurred by outside counsel at a rate of $500 per hour would result in a cost of $159,500. --------------------------------------------------------------------------- \1\ This figure is based on the estimated 7,625 operating companies that filed annual reports on Form 10-K, Form 20-F, or Form 40-F during the 2017 calendar year, and the estimated 3,087 investment companies that filed periodic reports on Form N-SAR during that same time period. \2\ This estimate is based on issuer-filings made with the Commission between January 1, 2015 and March 18, 2018 that include a reference to the issuer's QLCC. --------------------------------------------------------------------------- The estimate of average burden hours is made solely for the purposes of the Paperwork Reduction Act, and is not derived from a comprehensive or even a representative survey or study. 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 OMB control number. Written comments are requested on: (a) Whether the collection of information is necessary for the proper performance of the functions of the Commission, including whether the information has practical utility; (b) the accuracy of the Commission's estimate of the burden[s] 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- [[Page 16416]] Simon, 100 F Street NE, Washington, DC 20549 [email protected]. Dated: April 9, 2018. Eduardo A. Aleman, Assistant Secretary. [FR Doc. 2018-07783 Filed 4-13-18; 8:45 am] BILLING CODE 8011-01-P
![Federal Register / Vol. 83, No. 73 / Monday, April 16, 2018 / Notices 16415
The estimate of average burden hours Office of Management and Budget for 10,712 issuers that are subject to the
is made solely for the purposes of the extension. rules.1 Of these, we estimate that
Paperwork Reduction Act. The estimate On February 6, 2003, the Commission approximately 319, which is
is not derived from a comprehensive or published final rules, effective August 5, approximately 3 percent, have
even a representative survey or study of 2003, entitled ‘‘Standards of established or will establish a QLCC.2
the costs of Commission rules. An Professional Conduct for Attorneys Establishing the written procedures
agency may not conduct or sponsor, and Appearing and Practicing Before the required by the rule should not impose
a person is not required to respond to, Commission in the Representation of an a significant burden. We assume that an
a collection of information unless it Issuer’’ (17 CFR 205.1–205.7). The issuer would incur a greater burden in
displays a currently valid control information collection embedded in the the year that it first establishes the
number. rules is necessary to implement the procedures than in subsequent years, in
Written comments are invited on: (a) Standards of Professional Conduct for which the burden would be incurred in
Whether the collections of information Attorneys prescribed by the rule and updating, reviewing, or modifying the
are necessary for the proper required by Section 307 of the Sarbanes- procedures. For purposes of the PRA,
performance of the functions of the Oxley Act of 2002 (15 U.S.C. 7245). The we assume that an issuer would spend
Commission, including whether the rules impose an ‘‘up-the-ladder’’ 6 hours every three-year period on the
information has practical utility; (b) the reporting requirement when attorneys procedures. This would result in an
accuracy of the Commission’s estimate appearing and practicing before the average burden of 2 hours per year.
of the burdens of the collections of Commission become aware of evidence Thus, we estimate for purposes of the
of a material violation by the issuer or PRA that the total annual burden
information; (c) ways to enhance the
any officer, director, employee, or agent imposed by the collection of
quality, utility, and clarity of the
of the issuer. An issuer may choose to information would be 638 hours.
information collected; and (d) ways to
establish a qualified legal compliance Assuming half of the burden hours will
minimize the burdens of the collections
committee (‘‘QLCC’’) as an alternative be incurred by outside counsel at a rate
of information on respondents,
procedure for reporting evidence of a of $500 per hour would result in a cost
including through the use of automated
material violation. In the rare cases in of $159,500.
collection techniques or other forms of
which a majority of a QLCC has The estimate of average burden hours
information technology. Consideration
concluded that an issuer did not act is made solely for the purposes of the
will be given to comments and
appropriately, the information may be Paperwork Reduction Act, and is not
suggestions submitted in writing within communicated to the Commission. The
60 days of this publication. derived from a comprehensive or even
collection of information is, therefore, a representative survey or study. An
Please direct your written comments an important component of the
to Pamela Dyson, Director/Chief agency may not conduct or sponsor, and
Commission’s program to discourage a person is not required to respond to,
Information Officer, Securities and violations of the federal securities laws
Exchange Commission, C/O Remi a collection of information unless it
and promote ethical behavior of displays a currently valid OMB control
Pavlik-Simon, 100 F Street NE, attorneys appearing and practicing
Washington, DC 20549; or send an email number.
before the Commission. Written comments are requested on:
to: PRA_Mailbox@sec.gov. The respondents to this collection of
(a) Whether the collection of
Dated: April 9, 2018. information are attorneys who appear
information is necessary for the proper
Eduardo A. Aleman, and practice before the Commission
performance of the functions of the
Assistant Secretary.
and, in certain cases, the issuer, and/or
Commission, including whether the
officers, directors and committees of the
[FR Doc. 2018–07790 Filed 4–13–18; 8:45 am]
issuer. We believe that, in providing information has practical utility; (b) the
BILLING CODE 8011–01–P
quality representation to issuers, accuracy of the Commission’s estimate
attorneys report evidence of violations of the burden[s] of the collection of
to others within the issuer, including information; (c) ways to enhance the
SECURITIES AND EXCHANGE quality, utility, and clarity of the
the Chief Legal Officer, the Chief
COMMISSION information collected; and (d) ways to
Executive Officer, and, where necessary,
the directors. In addition, officers and minimize the burden of the collection of
Proposed Collection; Comment information on respondents, including
Request directors investigate evidence of
violations and report within the issuer through the use of automated collection
the results of the investigation and the techniques or other forms of information
Upon Written Request, Copies Available
remedial steps they have taken or technology. Consideration will be given
From: Securities and Exchange
sanctions they have imposed. Except as to comments and suggestions submitted
Commission, Office of FOIA Services,
discussed below, we therefore believe in writing within 60 days of this
100 F Street NE, Washington, DC
that the reporting requirements imposed publication.
20549–2736.
by the rule are ‘‘usual and customary’’ Please direct your written comments
Reports of Evidence of Material Violations, to Pamela Dyson, Director/Chief
SEC File No. 270–514, OMB Control No.
activities that do not add to the burden
that would be imposed by the collection Information Officer, Securities and
3235–0572 Exchange Commission, c/o Remi Pavlik-
of information.
Notice is hereby given that pursuant Certain aspects of the collection of
1 This figure is based on the estimated 7,625
to the Paperwork Reduction Act (PRA) information, however, may impose a
srobinson on DSK3G9T082PROD with NOTICES
operating companies that filed annual reports on
of 1995, 44 U.S.C. Sections 3501–3520, burden. For an issuer to establish a Form 10–K, Form 20–F, or Form 40–F during the
the Securities and Exchange QLCC, the QLCC must adopt written 2017 calendar year, and the estimated 3,087
Commission (‘‘Commission’’) is procedures for the confidential receipt, investment companies that filed periodic reports on
soliciting comments on the collection of retention, and consideration of any Form N–SAR during that same time period.
2 This estimate is based on issuer-filings made
information summarized below. The report of evidence of a material with the Commission between January 1, 2015 and
Commission plans to submit the violation. We estimate for purposes of March 18, 2018 that include a reference to the
existing collection of information to the the PRA that there are approximately issuer’s QLCC.
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![16416 Federal Register / Vol. 83, No. 73 / Monday, April 16, 2018 / Notices
Simon, 100 F Street NE, Washington, SECURITIES AND EXCHANGE technology. Consideration will be given
DC 20549 PRA_Mailbox@sec.gov. COMMISSION to comments and suggestions submitted
Dated: April 9, 2018. in writing within 60 days of this
Proposed Collection; Comment publication.
Eduardo A. Aleman,
Request An agency may not conduct or
Assistant Secretary.
Upon Written Request Copies Available sponsor, and a person is not required to
[FR Doc. 2018–07783 Filed 4–13–18; 8:45 am]
From: Securities and Exchange respond to, a collection of information
BILLING CODE 8011–01–P unless it displays a currently valid
Commission, Office of FOIA Services,
100 F Street NE, Washington, DC control number.
20549–2736 Please direct your written comments
SECURITIES AND EXCHANGE to Pamela Dyson, Director/Chief
COMMISSION Extension: Information Officer, Securities and
Regulation A (Form 1–A), SEC File No.
Sunshine Act Meeting Exchange Commission, c/o Remi Pavlik-
270–110, OMB Control No. 3235–0286
Simon, 100 F Street NE, Washington,
Notice is hereby given that, pursuant DC 20549 or send an email to: PRA_
TIME AND DATE: Notice is hereby given,
to the Paperwork Reduction Act of 1995 Mailbox@sec.gov.
pursuant to the provisions of the
(44 U.S.C. 3501 et seq.), the Securities
Government in the Sunshine Act, Public Dated: April 9, 2018.
and Exchange Commission
Law 94–409, the Securities and Eduardo A. Aleman,
(‘‘Commission’’) is soliciting comments
Exchange Commission will hold an Assistant Secretary.
on the collection of information
Open Meeting on Wednesday, April 18, summarized below. The Commission [FR Doc. 2018–07794 Filed 4–13–18; 8:45 am]
2018, at 3:30 p.m. plans to submit this existing collection BILLING CODE 8011–01–P
PLACE: The meeting will be held in of information to the Office of
Auditorium LL–002 at the Management and Budget for extension
Commission’s headquarters, 100 F and approval. SECURITIES AND EXCHANGE
Street NE, Washington, DC 20549. Regulation A (17 CFR 230.251 COMMISSION
STATUS: This meeting will begin at 3:30 through 230.263) provides an exemption
from registration under the Securities Proposed Collection; Comment
p.m. (ET) and will be open to the public.
Act of 1933 (15 U.S.C. 77a et seq.) for Request
Seating will be on a first-come, first-
served basis. Visitors will be subject to certain limited offerings of securities by Upon Written Request, Copies Available
security checks. The meeting will be issuers who do not otherwise file From: Securities and Exchange
webcast on the Commission’s website at reports with the Commission. Form 1– Commission, Office of FOIA Services,
www.sec.gov. A is an offering statement filed under 100 F Street NE, Washington, DC
Regulation A. The paperwork burden 20549–2736
MATTERS TO BE CONSIDERED: The subject
from Regulation A is imposed through
matters of the Open Meeting will be the the forms that are subject to the Extension:
Commission’s consideration of: disclosure requirements in Regulation A Rule 15g–3, SEC File No. 270–346, OMB
• Whether to propose new and and is reflected in the analysis of the
Control No. 3235–0392
amended rules and forms to require form. To avoid a Paperwork Reduction Notice is hereby given that pursuant
registered investment advisers and Act inventory reflecting duplicative to the Paperwork Reduction Act of 1995
registered broker-dealers to provide a burdens, for administrative convenience (‘‘PRA’’) (44 U.S.C. 3501 et seq.), the
brief relationship summary to retail we estimate the burden imposed by Securities and Exchange Commission
investors. Regulation A to be a total of one hour. (‘‘Commission’’) is soliciting comments
• Whether to propose a rule to We estimate that approximately 112 on the existing collection of information
establish a standard of conduct for issuers file Forms 1–A. We estimate that provided for in Rule 15g–3—Broker or
broker-dealers and natural persons who Form 1–A takes approximately 751 dealer disclosure of quotations and
are associated persons of a broker-dealer hours to prepare, including the one hour other information relating to the penny
when making a recommendation of any for Regulation A for total of 751 total stock market (17 CFR 240.15g–3) under
securities transaction or investment hours per response. We estimate that the Securities Exchange Act of 1934 (15
strategy involving securities to a retail 75% of the 751 hours per response U.S.C. 78a et seq.). The Commission
customer. (563.25 hours) is prepared by the plans to submit this existing collection
• Whether to propose a Commission company for a total annual burden of of information to the Office of
interpretation of the standard of conduct 63,084 hours (563.25 hours per response Management and Budget (‘‘OMB’’) for
for investment advisers. × 112 responses). extension and approval.
At times, changes in Commission Written comments are invited on: (a) Rule 15g–3 requires that brokers and
priorities require alterations in the Whether the proposed collection of dealers disclose to customers current
scheduling of meeting items. information is necessary for the proper quotation prices or similar market
CONTACT PERSON FOR MORE INFORMATION: performance of the functions of the information in connection with
For further information and to ascertain agency, including whether the transactions in penny stocks. The
what, if any, matters have been added, information will have practical utility; purpose of the rule is to increase the
deleted or postponed; please contact (b) the accuracy of the agency’s estimate level of disclosure to investors
of the burden imposed by the collection concerning penny stocks generally and
srobinson on DSK3G9T082PROD with NOTICES
Brent J. Fields from the Office of the
Secretary at (202) 551–5400. of information; (c) ways to enhance the specific penny stock transactions.
quality, utility, and clarity of the The Commission estimates that
Dated: April 11, 2018. information collected; and (d) ways to approximately 195 broker-dealers will
Brent J. Fields, minimize the burden of the collection of spend an average of 87 hours annually
Secretary. information on respondents, including to comply with this rule. Thus, the total
[FR Doc. 2018–07954 Filed 4–12–18; 11:15 am] through the use of automated collection compliance burden is approximately
BILLING CODE 8011–01–P techniques or other forms of information 16,965 burden-hours per year.
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Document Created: 2018-04-14 02:19:35
Document Modified: 2018-04-14 02:19:35
| 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 | 83 FR 16415 |
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