Federal Register 30-day Notice

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Federal Register / Vol. 89, No. 240 / Friday, December 13, 2024 / Notices
the previously approved collection of
information discussed below.
Rule 20a–1 (17 CFR 270.20a–1) was
adopted under Section 20(a) of the
Investment Company Act of 1940
(‘‘1940 Act’’) (15 U.S.C. 80a–20(a)) and
concerns the solicitation of proxies,
consents, and authorizations with
respect to securities issued by registered
investment companies (‘‘Funds’’). More
specifically, rule 20a–1 under the 1940
Act (15 U.S.C. 80a–1 et seq.) requires
that the solicitation of a proxy, consent,
or authorization with respect to a
security issued by a Fund be in
compliance with Regulation 14A (17
CFR 240.14a–1 et seq.), Schedule 14A
(17 CFR 240.14a–101), and all other
rules and regulations adopted pursuant
to section 14(a) of the Securities
Exchange Act of 1934 (‘‘1934 Act’’) (15
U.S.C. 78n(a)). It also requires, in certain
circumstances, a Fund’s investment
adviser or a prospective adviser, and
certain affiliates of the adviser or
prospective adviser, to transmit to the
person making the solicitation the
information necessary to enable that
person to comply with the rules and
regulations applicable to the
solicitation. In addition, rule 20a–1
instructs Funds that have made a public
offering of securities and that hold
security holder votes for which proxies,
consents, or authorizations are not being
solicited, to refer to section 14(c) of the
1934 Act (15 U.S.C. 78n(c)) and the
information statement requirements set
forth in the rules thereunder.
The types of proposals voted upon by
Fund shareholders include not only the
typical matters considered in proxy
solicitations made by operating
companies, such as the election of
directors, but also include issues that
are unique to Funds, such as the
approval of an investment advisory
contract and the approval of changes in
fundamental investment policies of the
Fund. Through rule 20a–1, any person
making a solicitation with respect to a
security issued by a Fund must, similar
to operating company solicitations,
comply with the rules and regulations
adopted pursuant to Section 14(a) of the
1934 Act. Some of those Section 14(a)
rules and regulations, however, include
provisions specifically related to Funds,
including certain particularized
disclosure requirements set forth in Item
22 of Schedule 14A under the 1934 Act.
Rule 20a–1 is intended to ensure that
investors in Fund securities are
provided with appropriate information
upon which to base informed decisions
regarding the actions for which Funds
solicit proxies. Without rule 20a–1,
Fund issuers would not be required to
comply with the rules and regulations

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adopted under Section 14(a) of the 1934
Act, which are applicable to non-Fund
issuers, including the provisions
relating to the form of proxy and
disclosure in proxy statements.
The staff currently estimates that
approximately 1,129 proxy statements
are filed by Funds annually.1 Based on
staff estimates and information from the
industry, the staff estimates that the
average annual burden associated with
the preparation and submission of proxy
statements is 85 hours per response, for
a total annual burden of 95,965 hours
(1,129 responses × 85 hours per
response = 95,965). In addition, the staff
estimates the costs for purchased
services, such as outside legal counsel,
proxy statement mailing, and proxy
tabulation services, to be approximately
$30,000 per proxy solicitation.
Rule 20a–1 does not involve any
recordkeeping requirements. Providing
the information required by the rule is
mandatory and information provided
under the rule 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
control number.
Public Comment Instructions: The 30day public comment period for this
information collection request opens on
December 16, 2024 and closes at the end
of the day on January 13, 2025. The
public may view the full information
request and submit comments at https://
www.reginfo.gov/public/do/
PRAViewICR?ref_nbr=202410-3235-001
or email comments to
MBX.OMB.OIRA.SEC_desk_officer@
omb.eop.gov.
Dated: December 9, 2024.
Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2024–29305 Filed 12–12–24; 8:45 am]
BILLING CODE 8011–01–P

SECURITIES AND EXCHANGE
COMMISSION
[SEC File No. 270–642, OMB Control No.
3235–0696]

Submission for OMB Review;
Comment Request; Extension: Rules
15Fb1–1 Through 15Fb6–2 and Forms
SBSE, SBSE–A, SBSE–BD, SBSE–C
and SBSE–W
Upon Written Request, Copies Available
From: Securities and Exchange
Commission, Office of FOIA Services,
1 This estimate is based on the three-year average
of the number of proxies filed by registered
investment companies.

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100 F Street NE, Washington, DC
20549–2736
Notice is hereby given that pursuant
to the Paperwork Reduction Act of 1995
(‘‘PRA’’) (44 U.S.C. 3501 et seq.), the
Securities and Exchange Commission
(‘‘Commission’’) has submitted to the
Office of Management and Budget
(‘‘OMB’’) a request for extension of the
previously approved collection of
information provided for in the
following rules: Rules 15Fb1–1 through
15Fb6–2 (17 CFR 240.15Fb1–1 through
240.15Fb6–2), and Forms SBSE, SBSE–
A, SBSE–BD, SBSE–C and SBSE–W (17
CFR 249.1600, 249.1600a, 249.1600b,
249.1600c and 249.1601) under the
Securities Exchange Act of 1934 (15
U.S.C. 78a et seq.).
The Commission adopted Rules
15Fb1–1 through 15Fb6–2 and Forms
SBSE, SBSE–A, SBSE–BD, SBSE–C and
SBSE–W on August 5, 2015 to create a
process to register SBS Entities. Forms
SBSE, SBSE–A, and SBSE–BD and
SBSE–C were designed to elicit certain
information from applicants. The
Commission uses the information
disclosed by applicants through the SBS
Entity registration rules and forms to: (1)
determine whether an applicant meets
the standards for registration set forth in
the provisions of the Exchange Act; and
(2) develop an information resource
regarding SBS Entities where members
of the public may obtain relevant, up-todate information about SBS Entities,
and where the Commission may obtain
information for examination and
enforcement purposes. Without the
information provided through these SBS
Entity registration rules and forms, the
Commission could not effectively
determine whether the applicant meets
the standards for registration or
implement policy objectives of the
Exchange Act.
The information collected pursuant to
Rule 15Fb3–2 and Form SBSE–W allows
the Commission to determine whether it
is appropriate to allow an SBS Entity to
withdraw from registration and to
facilitate that withdrawal. Without this
information, the Commission would be
unable to effectively determine whether
it was appropriate to allow an SBS
Entity to withdraw. In addition, it
would be more difficult for the
Commission to properly regulate SBS
Entities if it were unable to quickly
identify those that have withdrawn from
the security-based swap business.
As of September 30, 2024, 53 entities
have registered with the Commission as
SBS Entities. The Commission estimates
that an additional five entities will
register as SBS Entities. The
Commission estimates that these SBS

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Federal Register / Vol. 89, No. 240 / Friday, December 13, 2024 / Notices

Entities likely would incur a total
burden of 10,660 burden hours per year
to comply with Rules 15Fb1–1 through
15Fb6–2 and Forms SBSE, SBSE–A,
SBSE–BD, SBSE–C and SBSE–W.
In addition, Rules 15Fb1–1 through
15Fb6–2 and Forms SBSE, SBSE–A,
SBSE–BD, SBSE–C and SBSE–W may
impose certain costs on non-resident
persons that apply to be registered with
the Commission as SBS Entities,
including an initial and ongoing costs
associated with obtaining an opinion of
counsel indicating that it can, as a
matter of law, provide the Commission
with access to its books and records and
submit to Commission examinations,
and an ongoing cost associated with
establishing and maintaining a
relationship with a U.S. agent for
service of process.
The staff estimates, based on internet
research,1 that it would cost each
nonresident SBS Entity approximately
$211 annually to appoint and maintain
a relationship with a U.S. agent for
service of process. Consequently, the
total cost for all nonresident SBS
Entities to appoint and maintain
relationships with U.S. agents for
service of process is approximately
$5,697 per year.
Nonresident SBS Entities also would
incur outside legal costs associated with
obtaining an opinion of counsel. The
staff estimates that each of the estimated
27 non-resident persons that likely will
apply to register as SBS Entities with
the Commission would incur, on
average, approximately $25,000 in
outside legal costs to obtain the opinion
of counsel necessary to register, and that
the total annualized cost for
Nonresident SBS Entities to obtain this
opinion of counsel would be
approximately $225,000. Nonresident
SBS Entities would also need to obtain
a revised opinion of counsel after any
changes in the legal or regulatory
framework that would impact the SBS
Entity’s ability to provide, or manner in
which it provides, the Commission with
prompt access to its books and records
or that impacts the Commission’s ability
to inspect and examine the SBS Entity.
We do not believe this would occur
frequently, and therefore estimate that
one non-resident entity may need to
See, e.g., https://www.incorp.com/registeredagent-services/ (as of September 13, 2024, $129 per
state per year), https://www.wolterskluwer.com/en/
solutions/ct-corporation/registered-agent-servicessolutions (as of September 13, 2024, $354 per year),
and https://www.ailcorp.com/services/registeredagent (as of September 13, 2024, $149 per year). The
staff sought websites that provided pricing
information and a comprehensive description of
their registered agent services. We calculated our
estimate by averaging the costs provided on these
three websites—($129 + $354 + $149) ÷ 3 = $211.

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recertify annually. Thus, the total
ongoing cost associated with obtaining a
revised opinion of counsel regarding the
new regulatory regime would be
approximately $25,000 annually.
Consequently, the total annualized cost
burden associated with Rules 15Fb1–1
through 15Fb6–2 and Forms SBSE,
SBSE–A, SBSE–BD, SBSE–C and SBSE–
W would be approximately $255,697
per year.
An agency may not conduct or
sponsor, and a person is not required to
respond to, a collection of information
under the PRA unless it displays a
currently valid OMB control number.
Public Comment Instructions: The 30day public comment period for this
information collection request opens on
December 16, 2024 and closes at the end
of the day on January 13, 2025. The
public may view the full information
request and submit comments at https://
www.reginfo.gov/public/do/
PRAViewICR?ref_nbr=202409-3235-024
or email comments to
MBX.OMB.OIRA.SEC_desk_officer@
omb.eop.gov.
Dated: December 9, 2024.
Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2024–29306 Filed 12–12–24; 8:45 am]
BILLING CODE 8011–01–P

SECURITIES AND EXCHANGE
COMMISSION
[SEC File No. 270–318, OMB Control No.
3235–0361]

Submission for OMB Review;
Comment Request; Extension: Form
ADV–E
Upon Written Request, Copies Available
From: Securities and Exchange
Commission, Office of FOIA Services,
100 F Street NE, Washington, DC
20549–2736
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’’) has submitted to the
Office of Management and Budget a
request for extension of the previously
approved collection of information
discussed below.
Form ADV–E (17 CFR 279.8) is the
cover sheet for certificates of accounting
filed pursuant to rule 206(4)–2(a)(4)
under the Investment Advisers Act of
1940 (17 CFR 275.206(4)–(2)(a)(4)). The
rule further requires that the public
accountant file with the Commission a
Form ADV–E and accompanying
statement within four business days of
the resignation, dismissal, removal from

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consideration for being reappointed, or
other termination of its engagement.
The Commission has estimated that
compliance with the requirement to
complete Form ADV–E imposes a total
burden of approximately 0.05 hours (3
minutes) per respondent. Based on
current information from advisers
registered with the Commission, the
Commission staff estimates that 1,946
filings will be submitted with respect to
surprise examinations and 52 filings
will be submitted with respect to
termination of accountants. Based on
these estimates, the total estimated
annual burden would be 99.90 hours
((1,946 filings × .05 hours) + (52 filings
× .05 hours)).
The information provided on Form
ADV–E is mandatory. Responses will
not be kept confidential. An agency may
not conduct or sponsor a collection of
information unless it displays a
currently valid OMB control number.
No person shall be subject to any
penalty for failing to comply with a
collection of information subject to the
PRA that does not display a valid OMB
control number.
Public Comment Instructions: The 30day public comment period for this
information collection request opens on
December 16, 2024 and closes at the end
of the day on January 13, 2025. The
public may view the full information
request and submit comments at https://
www.reginfo.gov/public/do/
PRAViewICR?ref_nbr=202409-3235-022
or email comments to
MBX.OMB.OIRA.SEC_desk_officer@
omb.eop.gov.
Dated: December 9, 2024.
Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2024–29304 Filed 12–12–24; 8:45 am]
BILLING CODE 8011–01–P

SECURITIES AND EXCHANGE
COMMISSION
[SEC File No. 270–017, OMB Control No.
3235–0017]

Proposed Collection; Comment
Request; Extension: Rules 6a–1 and
6a–2, Form 1
Upon Written Request, Copies Available
From: Securities and Exchange
Commission, Office of FOIA Services,
100 F Street NE, Washington, DC
20549–2736.
Notice is hereby given that pursuant
to the Paperwork Reduction Act of 1995
(‘‘PRA’’) (44 U.S.C. 3501 et seq.), the
Securities and Exchange Commission
(‘‘Commission’’) is soliciting comments
on the existing collection of information

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