83 FR 42962 - Proposed Collection; Comment Request

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 83, Issue 165 (August 24, 2018)

Page Range		42962-42963
FR Document		2018-18361
Federal Register, Volume 83 Issue 165 (Friday, August 24, 2018)
[Federal Register Volume 83, Number 165 (Friday, August 24, 2018)]
[Notices]
[Pages 42962-42963]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2018-18361]


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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

Extension:
Rule 23c-3 and Form N-23c-3, SEC File No. 270-373, OMB Control No. 
3235-0422

    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 
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.
    Rule 23c-3 (17 CFR 270.23c-3) under the Investment Company Act of 
1940 (15 U.S.C. 80a-1 et seq.) permits a registered closed-end 
investment company (``closed-end fund'' or ``fund'') that meets certain 
requirements to repurchase common stock of which it is the issuer from 
shareholders at periodic intervals, pursuant to repurchase offers made 
to all holders of the stock. The rule enables these funds to offer 
their shareholders a limited ability to resell their shares in a manner 
that previously was available only to open-end investment company 
shareholders. To protect shareholders, a closed-end fund that relies on 
rule 23c-3 must send shareholders a notification that contains 
specified information each time the fund makes a repurchase offer (on a 
quarterly, semi-annual, or annual basis, or, for certain funds, on a 
discretionary basis not more often than every two years). The fund also 
must file copies of the shareholder notification with the Commission 
(electronically through the Commission's Electronic Data Gathering, 
Analysis, and Retrieval System (``EDGAR'')) on Form N-23c-3, a filing 
that provides certain information about the fund and the type of offer 
the fund is making.\1\ The fund must describe in its annual report to 
shareholders the fund's policy concerning repurchase offers and the 
results of any repurchase offers made during the reporting period. The 
fund's board of directors must adopt written procedures designed to 
ensure that the fund's investment portfolio is sufficiently liquid to 
meet its repurchase obligations and other obligations under the rule. 
The board periodically must review the composition of the fund's 
portfolio and change the liquidity procedures as necessary. The fund 
also must file copies of advertisements and other sales literature with 
the Commission as if it were an open-end investment company subject to 
Section 24 of the Investment Company Act (15 U.S.C. 80a-24) and the 
rules that implement Section 24. Rule 24b-3 under the Investment 
Company Act (17 CFR 270.24b-3), however, exempts the fund from that 
requirement if the materials are filed instead with the Financial 
Industry Regulatory Authority (``FINRA'').
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    \1\ Form N-23c-3, entitled ``Notification of Repurchase Offer 
Pursuant to Rule 23c-3,'' requires the fund to state its 
registration number, its full name and address, the date of the 
accompanying shareholder notification, and the type of offer being 
made (periodic, discretionary, or both).
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    The requirement that the fund send a notification to shareholders 
of each offer is intended to ensure that a fund provides material 
information to shareholders about the terms of each offer. The 
requirement that copies be sent to the Commission is intended to enable 
the Commission to monitor the fund's compliance with the notification 
requirement. The requirement that the shareholder notification be 
attached to Form N-23c-3 is intended to ensure that the fund provides 
basic information necessary for the Commission to process the 
notification and to monitor the fund's use of repurchase offers. The 
requirement that the fund describe its current policy on repurchase 
offers and the results of recent offers in the annual

[[Page 42963]]

shareholder report is intended to provide shareholders current 
information about the fund's repurchase policies and its recent 
experience. The requirement that the board approve and review written 
procedures designed to maintain portfolio liquidity is intended to 
ensure that the fund has enough cash or liquid securities to meet its 
repurchase obligations, and that written procedures are available for 
review by shareholders and examination by the Commission. The 
requirement that the fund file advertisements and sales literature as 
if it were an open-end fund is intended to facilitate the review of 
these materials by the Commission or FINRA to prevent incomplete, 
inaccurate, or misleading disclosure about the special characteristics 
of a closed-end fund that makes periodic repurchase offers.
    The Commission staff estimates that 33 funds make use of rule 23c-3 
annually, including eight funds that are relying upon rule 23c-3 for 
the first time. The Commission staff estimates that on average a fund 
spends 89 hours annually in complying with the requirements of the rule 
and Form N-23c-3, with funds relying upon rule 23c-3 for the first time 
incurring an additional one-time burden of 28 hours. The Commission 
therefore estimates the total annual hour burden of the rule's and 
form's paperwork requirements to be 3,161 hours. In addition to the 
burden hours, the Commission staff estimates that the average yearly 
cost to each fund that relies on rule 23c-3 to print and mail 
repurchase offers to shareholders is about $31,184.88. The Commission 
estimates total annual cost is therefore about $1,029,101.
    Estimates of average burden hours and costs are made solely for 
purposes of the Paperwork Reduction Act and are not derived from a 
comprehensive or even representative survey or study of the costs of 
Commission rules and forms. Compliance with the collection of 
information requirements of the rule and form is mandatory only for 
those funds that rely on the rule in order to repurchase shares of the 
fund. The information provided to the Commission on Form N-23c-3 will 
not be kept confidential. 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 invited 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 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, Chief 
Information Officer, Securities and Exchange Commission, c/o Candace 
Kenner, 100 F Street NE, Washington, DC 20549; or send an email to: 
[email protected].
    All submissions should refer to File Number 270-373. This file 
number should be included on the subject line if email is used. The 
Commission will post all comments on the Commission's internet website 
(http://www.sec.gov). All comments received will be posted without 
change; we do not edit personal identifying information from 
submissions. You should submit only information that you wish to make 
available publicly.

    Dated: August 21, 2018.
Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2018-18361 Filed 8-23-18; 8:45 am]
 BILLING CODE 8011-01-P
42962 Federal Register / Vol. 83, No. 165 / Friday, August 24, 2018 / Notices

Administration’s commitment to displays a currently valid OMB control protect shareholders, a closed-end fund
improving service delivery. By number. that relies on rule 23c–3 must send
qualitative feedback we mean The public may view the background shareholders a notification that contains
information that provides useful documentation for this information specified information each time the
insights on perceptions and opinions, collection at the following website, fund makes a repurchase offer (on a
but are not statistical surveys that yield www.reginfo.gov. Comments should be quarterly, semi-annual, or annual basis,
quantitative results that can be directed to: (i) Desk Officer for the or, for certain funds, on a discretionary
generalized to the population of study. Securities and Exchange Commission, basis not more often than every two
This feedback will provide insights into Office of Information and Regulatory years). The fund also must file copies of
customer or stakeholder perceptions, Affairs, Office of Management and the shareholder notification with the
experiences and expectations, provide Budget, Room 10102, New Executive Commission (electronically through the
an early warning of issues with service, Office Building, Washington, DC 20503, Commission’s Electronic Data
or focus attention on areas where or by sending an email to: Shagufta_ Gathering, Analysis, and Retrieval
communication, training or changes in Ahmed@omb.eop.gov; and (ii) Pamela System (‘‘EDGAR’’)) on Form N–23c–3,
operations might improve delivery of Dyson, Director/Chief Information a filing that provides certain
products or services. These collections Officer, Securities and Exchange information about the fund and the type
will allow for ongoing, collaborative and Commission, c/o Candace Kenner, 100 F of offer the fund is making.1 The fund
actionable communications between the Street NE, Washington, DC 20549 or must describe in its annual report to
SEC and its customers and stakeholders. send an email to: PRA_Mailbox@ shareholders the fund’s policy
It will also allow feedback to contribute sec.gov. Comments must be submitted to concerning repurchase offers and the
directly to the improvement of program OMB within 30 days of this notice. results of any repurchase offers made
management. Dated: August 21, 2018.
during the reporting period. The fund’s
Feedback collected under this generic board of directors must adopt written
Eduardo A. Aleman,
clearance will provide useful procedures designed to ensure that the
Assistant Secretary. fund’s investment portfolio is
information, but it will not yield data
[FR Doc. 2018–18365 Filed 8–23–18; 8:45 am] sufficiently liquid to meet its repurchase
that can be generalized to the overall
population. This type of generic BILLING CODE 8011–01–P obligations and other obligations under
clearance for qualitative information the rule. The board periodically must
will not be used for quantitative review the composition of the fund’s
SECURITIES AND EXCHANGE portfolio and change the liquidity
information collections that are COMMISSION
designed to yield reliably actionable procedures as necessary. The fund also
results, such as monitoring trends over must file copies of advertisements and
Proposed Collection; Comment other sales literature with the
time or documenting program Request
performance. Depending on the degree Commission as if it were an open-end
of influence the results are likely to Upon Written Request, Copies Available investment company subject to Section
have, such collections may still be From: Securities and Exchange 24 of the Investment Company Act (15
eligible for submission for other generic Commission, Office of FOIA Services, U.S.C. 80a–24) and the rules that
mechanisms that are designed to yield 100 F Street NE, Washington, DC implement Section 24. Rule 24b–3
quantitative results. 20549–2736 under the Investment Company Act (17
Below is the projected average CFR 270.24b–3), however, exempts the
Extension:
fund from that requirement if the
estimates for the next three years: Rule 23c–3 and Form N–23c–3, SEC File No.
270–373, OMB Control No. 3235–0422 materials are filed instead with the
Expected Annual Number of
Financial Industry Regulatory Authority
activities: [10]. Notice is hereby given that, pursuant (‘‘FINRA’’).
Respondents: [20,000]. to the Paperwork Reduction Act of 1995 The requirement that the fund send a
Annual responses: [20,000]. (44 U.S.C. 3501 et seq.), the Securities notification to shareholders of each offer
Frequency of Response: Once per and Exchange Commission (the is intended to ensure that a fund
request. ‘‘Commission’’) is soliciting comments provides material information to
Average minutes per response: [10]. on the collection of information shareholders about the terms of each
Burden hours: [3,500]. summarized below. The Commission offer. The requirement that copies be
Written comments are invited on: (a) plans to submit this existing collection sent to the Commission is intended to
Whether the proposed collection of of information to the Office of enable the Commission to monitor the
information is necessary for the proper Management and Budget (‘‘OMB’’) for fund’s compliance with the notification
performance of the functions of the extension and approval. requirement. The requirement that the
Commission, including whether the Rule 23c–3 (17 CFR 270.23c–3) under shareholder notification be attached to
information shall have practical utility; the Investment Company Act of 1940 Form N–23c–3 is intended to ensure
(b) the accuracy of the Commission’s (15 U.S.C. 80a–1 et seq.) permits a that the fund provides basic information
estimates of the burden of the proposed registered closed-end investment necessary for the Commission to process
collection of information; (c) ways to company (‘‘closed-end fund’’ or ‘‘fund’’) the notification and to monitor the
enhance the quality, utility, and clarity that meets certain requirements to fund’s use of repurchase offers. The
of the information to be collected; and repurchase common stock of which it is requirement that the fund describe its
(d) ways to minimize the burden of the the issuer from shareholders at periodic current policy on repurchase offers and
daltland on DSKBBV9HB2PROD with NOTICES

collection of information on intervals, pursuant to repurchase offers the results of recent offers in the annual
respondents, including through the use made to all holders of the stock. The
of automated collection techniques or rule enables these funds to offer their 1 Form N–23c–3, entitled ‘‘Notification of

other forms of information technology. shareholders a limited ability to resell Repurchase Offer Pursuant to Rule 23c–3,’’ requires
the fund to state its registration number, its full
An agency may not conduct or sponsor, their shares in a manner that previously name and address, the date of the accompanying
and a person is not required to respond was available only to open-end shareholder notification, and the type of offer being
to, a collection of information unless it investment company shareholders. To made (periodic, discretionary, or both).

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Federal Register / Vol. 83, No. 165 / Friday, August 24, 2018 / Notices 42963

shareholder report is intended to the collection of information; (c) ways to U.S. Small Business Administration,
provide shareholders current enhance the quality, utility, and clarity 409 3rd Street SW, Suite 6050,
information about the fund’s repurchase of the information collected; and (d) Washington, DC 20416, (202) 205–6734.
policies and its recent experience. The ways to minimize the burden of the SUPPLEMENTARY INFORMATION: Notice is
requirement that the board approve and collection of information on hereby given that as a result of the
review written procedures designed to respondents, including through the use Administrator’s disaster declaration,
maintain portfolio liquidity is intended of automated collection techniques or applications for disaster loans may be
to ensure that the fund has enough cash other forms of information technology. filed at the address listed above or other
or liquid securities to meet its Consideration will be given to locally announced locations.
repurchase obligations, and that written comments and suggestions submitted in The following areas have been
procedures are available for review by writing within 60 days of this determined to be adversely affected by
shareholders and examination by the publication. the disaster:
Commission. The requirement that the Please direct your written comments Primary Counties: California.
fund file advertisements and sales to Pamela Dyson, Chief Information Contiguous Counties:
literature as if it were an open-end fund Officer, Securities and Exchange San Diego: Imperial, Orange,
is intended to facilitate the review of Commission, c/o Candace Kenner, 100 F Riverside.
these materials by the Commission or Street NE, Washington, DC 20549; or The Interest Rates are:
FINRA to prevent incomplete, send an email to: PRA_Mailbox@
inaccurate, or misleading disclosure sec.gov. Percent
about the special characteristics of a All submissions should refer to File
closed-end fund that makes periodic Number 270–373. This file number For Physical Damage:
repurchase offers. should be included on the subject line Homeowners With Credit Avail-
The Commission staff estimates that if email is used. The Commission will able Elsewhere ...................... 3.875
33 funds make use of rule 23c–3 post all comments on the Commission’s Homeowners Without Credit
annually, including eight funds that are Available Elsewhere .............. 1.938
internet website (http://www.sec.gov). Businesses With Credit Avail-
relying upon rule 23c–3 for the first All comments received will be posted able Elsewhere ...................... 7.220
time. The Commission staff estimates without change; we do not edit personal Businesses Without Credit
that on average a fund spends 89 hours identifying information from Available Elsewhere .............. 3.610
annually in complying with the submissions. You should submit only Non-Profit Organizations With
requirements of the rule and Form N– information that you wish to make Credit Available Elsewhere ... 2.500
23c–3, with funds relying upon rule available publicly. Non-Profit Organizations With-
23c–3 for the first time incurring an out Credit Available Else-
Dated: August 21, 2018. where ..................................... 2.500
additional one-time burden of 28 hours.
The Commission therefore estimates the Eduardo A. Aleman, For Economic Injury:
total annual hour burden of the rule’s Assistant Secretary. Businesses & Small Agricultural
Cooperatives Without Credit
and form’s paperwork requirements to [FR Doc. 2018–18361 Filed 8–23–18; 8:45 am]
Available Elsewhere .............. 3.610
be 3,161 hours. In addition to the BILLING CODE 8011–01–P
Non-Profit Organizations With-
burden hours, the Commission staff out Credit Available Else-
estimates that the average yearly cost to where ..................................... 2.500
each fund that relies on rule 23c–3 to SMALL BUSINESS ADMINISTRATION
print and mail repurchase offers to The number assigned to this disaster
[Disaster Declaration #15640 and #15641;
shareholders is about $31,184.88. The for physical damage is 15640 5 and for
California Disaster Number CA–00289]
Commission estimates total annual cost economic injury is 15641 0.
is therefore about $1,029,101. Administrative Declaration of a The States which received an EIDL
Estimates of average burden hours Disaster for the State of California Declaration # are California.
and costs are made solely for purposes
AGENCY: U.S. Small Business (Catalog of Federal Domestic Assistance
of the Paperwork Reduction Act and are
Number 59008)
not derived from a comprehensive or Administration.
even representative survey or study of ACTION: Notice. Linda E. McMahon,
the costs of Commission rules and Administrator.
forms. Compliance with the collection SUMMARY: This is a notice of an
[FR Doc. 2018–18091 Filed 8–23–18; 8:45 am]
of information requirements of the rule Administrative declaration of a disaster
BILLING CODE 8025–01–P
and form is mandatory only for those for the State of CALIFORNIA dated 08/
funds that rely on the rule in order to 10/2018.
repurchase shares of the fund. The Incident: West Fire.
Incident Period: 07/06/2018 through SMALL BUSINESS ADMINISTRATION
information provided to the
Commission on Form N–23c–3 will not 07/09/2018. [Disaster Declaration #15644 and #15645;
DATES: Issued on 08/10/2018. Colorado Disaster Number CO–00100]
be kept confidential. An agency may not
conduct or sponsor, and a person is not Physical Loan Application Deadline
Date: 10/09/2018. Administrative Declaration of a
required to respond to a collection of Disaster for the State of Colorado
information unless it displays a Economic Injury (EIDL) Loan
currently valid OMB control number. Application Deadline Date: 05/10/2019. AGENCY: U.S. Small Business
daltland on DSKBBV9HB2PROD with NOTICES

Written comments are invited on: (a) ADDRESSES: Submit completed loan Administration.
Whether the collection of information is applications to: U.S. Small Business ACTION: Notice.
necessary for the proper performance of Administration, Processing and
the functions of the Commission, Disbursement Center, 14925 Kingsport SUMMARY: This is a notice of an
including whether the information has Road, Fort Worth, TX 76155. Administrative declaration of a disaster
practical utility; (b) the accuracy of the FOR FURTHER INFORMATION CONTACT: A. for the State of COLORADO dated 08/
Commission’s estimate of the burden of Escobar, Office of Disaster Assistance, 10/2018.

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Document Created: 2018-08-24 04:13:31
Document Modified: 2018-08-24 04:13:31
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 42962