83 FR 3460 - Submission for OMB Review; Comment Request

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 83, Issue 17 (January 25, 2018)

[Federal Register Volume 83, Number 17 (Thursday, January 25, 2018)]
[Notices]
[Pages 3460-3461]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2018-01340]


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SECURITIES AND EXCHANGE COMMISSION

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


Submission for OMB Review; 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 (``Commission'') has submitted to the Office of Management 
and Budget a request for extension of the previously approved 
collection of information discussed below.
    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

[[Page 3461]]

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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    An agency may not conduct or sponsor, and a person is not required 
to respond to a collection of information unless it displays a 
currently valid control number.
    The public may view the background documentation for this 
information collection at the following website, www.reginfo.gov. 
Comments should be directed to: (i) Desk Officer for the Securities and 
Exchange Commission, Office of Information and Regulatory Affairs, 
Office of Management and Budget, Room 10102, New Executive Office 
Building, Washington, DC 20503, or by sending an email to: 
[email protected]; and (ii) Pamela Dyson, Director/Chief 
Information Officer, Securities and Exchange Commission, c/o Remi 
Pavlik-Simon, 100 F Street NE, Washington, DC 20549 or send an email 
to: [email protected]. Comments must be submitted to OMB within 30 
days of this notice.

    Dated: January 19, 2018.
Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2018-01340 Filed 1-24-18; 8:45 am]
 BILLING CODE 8011-01-P