Federal Register / Vol. 85, No. 237 / Wednesday, December 9, 2020 / Notices 79249 

1This estimate is based on the following 

calculation: 1.25 × $218 (fund senior accountant’s 

hourly rate) = $272. 

2This estimate is based on the following 

calculation: .75 × $82 (administrative assistant 

hourly rate) = $61. 

3This estimate is based on the following 

calculation: 201 funds × $1,002 (total annual cost 

per fund) = $201,402. 

1 15 U.S.C. 78s(b)(1). 

2 17 CFR 240.19b–4. 

3See Securities Exchange Act Release No. 89027 

(June 8, 2020), 85 FR 35962. Comments on the 

proposed rule change can be found at: https://

www.sec.gov/comments/sr-nasdaq-2020-027/ 

srnasdaq2020027.htm. 

4 15 U.S.C. 78s(b)(2). 

5See Securities Exchange Act Release No. 89358, 

85 FR 45275 (July 27, 2020). The Commission 

designated September 10, 2020 as the date by which 

the Commission shall approve or disapprove, or 

institute proceedings to determine whether to 

approve or disapprove, the proposed rule change. 

6 15 U.S.C. 78s(b)(2)(B). 

7See Securities Exchange Act Release No. 89799, 

85 FR 57282 (September 15, 2020). 

8 15 U.S.C. 78s(b)(2). 

9 Id. 

100 F Street NE, Washington, DC 

20549–02736 

Extension: 

Form N–17f–2 

Notice is hereby given that, pursuant 

to the Paperwork Reduction Act of 1995 

(44 U.S.C. 350l 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 N–17f–2 (17 CFR 274.220) 

under the Investment Company Act is 

entitled ‘‘Certificate of Accounting of 

Securities and Similar Investments in 

the Custody of Management Investment 

Companies.’’ Form N–17f–2 is the cover 

sheet for the accountant examination 

certificates filed under rule 17f–2 (17 

CFR 270.17f–2) by registered 

management investment companies 

(‘‘funds’’) maintaining custody of 

securities or other investments. Form 

N–17f–2 facilitates the filing of the 

accountant’s examination certificates 

prepared under rule 17f–2. The use of 

the form allows the certificates to be 

filed electronically, and increases the 

accessibility of the examination 

certificates to both the Commission’s 

examination staff and interested 

investors by ensuring that the 

certificates are filed under the proper 

Commission file number and the correct 

name of a fund. 

Commission staff estimates that it 

takes: (i) On average 1.25 hours of fund 

accounting personnel at a total cost of 

$272 to prepare each Form N–17f–2; 1

and (ii) .75 hours of administrative 

assistant time at a total cost of $61 to file 

the Form N–17f–2 with the 

Commission.2 Approximately 201 funds 

currently file Form N–17f–2 with the 

Commission. Commission staff 

estimates that on average each fund files 

Form N–17f–2 three times annually for 

a total annual hourly burden per fund 

of approximately 6 hours at a total cost 

of $1,002. The total annual hour burden 

for Form N–17f–2 is therefore estimated 

to be approximately 1,206 hours with a 

total cost of approximately $201,402.3

Form N–17f–2 does not impose any 

paperwork-related cost burden other 

than this internal hour cost. 

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 of the 

costs of Commission rules and forms. 

Complying with the collections of 

information required by Form N–17f–2 

is mandatory for those funds that 

maintain custody of their own assets. 

Responses 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. 

The public may view background 

documentation for this information 

collection at the following website: 

www.reginfo.gov. Find this particular 

information collection by selecting 

‘‘Currently under 30-day Review—Open 

for Public Comments’’ or by using the 

search function. Written comments and 

recommendations for the proposed 

information collection should be sent 

within 30 days of publication of this 

notice to (i) www.reginfo.gov/public/do/ 

PRAMain and (ii) David Bottom, 

Director/Chief Information Officer, 

Securities and Exchange Commission, 

c/o Cynthia Roscoe, 100 F Street NE, 

Washington, DC 20549, or by sending an 

email to: PRA_Mailbox@sec.gov. 

Dated: December 4, 2020. 

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2020–27028 Filed 12–8–20; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–90559; File No. SR– 

NASDAQ–2020–027] 

Self-Regulatory Organizations; The 

Nasdaq Stock Market LLC; Notice of 

Designation of a Longer Period for 

Commission Action on Proceedings To 

Determine Whether To Approve or 

Disapprove a Proposed Rule Change 

To Apply Additional Initial Listing 

Criteria for Companies Primarily 

Operating in Restrictive Markets 

December 3, 2020. 

On May 29, 2020, The Nasdaq Stock 

Market LLC (‘‘Nasdaq’’ or ‘‘Exchange’’) 

filed with the Securities and Exchange 

Commission (‘‘Commission’’), pursuant 

to Section 19(b)(1) of the Securities 

Exchange Act of 1934 (‘‘Act’’) 1 and Rule 

19b–4 thereunder,2 a proposed rule 

change to apply additional initial listing 

criteria for companies primarily 

operating in a jurisdiction that has 

secrecy laws, blocking statues, national 

security laws or other laws or 

regulations restricting access to 

information by regulators of U.S.-listed 

companies in such jurisdiction. The 

proposed rule change was published for 

comment in the Federal Register on 

June 12, 2020.3 On July 21, 2020, 

pursuant to Section 19(b)(2) of the Act,4

the Commission designated a longer 

period within which to approve the 

proposed rule change, disapprove the 

proposed rule change, or institute 

proceedings to determine whether to 

disapprove the proposed rule change.5

On September 9, 2020, the Commission 

instituted proceedings under Section 

19(b)(2)(B) of the Act 6 to determine 

whether to approve or disapprove the 

proposed rule change.7

Section 19(b)(2) of the Act 8 provides 

that, after initiating disapproval 

proceedings, the Commission shall issue 

an order approving or disapproving the 

proposed rule change not later than 180 

days after the date of publication of 

notice of filing of the proposed rule 

change. The Commission may extend 

the period for issuing an order 

approving or disapproving the proposed 

rule change, however, by not more than 

60 days if the Commission determines 

that a longer period is appropriate and 

publishes the reasons for such 

determination. The date of publication 

of notice of filing of the proposed rule 

change was June 12, 2020. December 9, 

2020 is 180 days from that date, and 

February 7, 2021 is 240 days from that 

date. 

The Commission finds it appropriate 

to designate a longer period within 

which to issue an order approving or 

disapproving the proposed rule change 

so that it has sufficient time to consider 

this proposed rule change. Accordingly, 

the Commission, pursuant to Section 

19(b)(2) of the Act,9 designates February 

7, 2021, as the date by which the 

Commission shall either approve or 

disapprove the proposed rule change 

(File No. SR–NASDAQ–2020–027). 


jbell on DSKJLSW7X2PROD with NOTICES
79250 Federal Register / Vol. 85, No. 237 / Wednesday, December 9, 2020 / Notices 

10 17 CFR 200.30–3(a)(57). 

1 15 U.S.C. 78s(b)(1). 

2 17 CFR 240.19b–4. 

3See Securities Exchange Act Release No. 90394 

(November 10, 2020) (SR–PEARL–2020–23) (Notice 

of Filing and Immediate Effectiveness of a Proposed 

Rule Change to Amend the Exchange’s Certificate 

of Formation, Amended and Restated Limited 

Liability Company Agreement, and the By-Laws) 

(the ‘‘Initial Proposal’’). 

4See id. 

5The Certificate of Formation is available the 

Exchange’s website, at https://

www.miaxoptions.com/sites/default/files/pagefiles/MIAX_PEARL_Restated_Certificate_of_

Formation_11122020.pdf. 

6 15 U.S.C. 78f(b). 

7 15 U.S.C. 78f(b)(5). 

8 Id. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.10

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2020–26992 Filed 12–8–20; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–90562; File No. SR– 

PEARL–2020–29] 

Self-Regulatory Organizations; MIAX 

PEARL, LLC; Notice of Filing and 

Immediate Effectiveness of a Proposed 

Rule Change To Amend the 

Exchange’s Certificate of Formation 

December 3, 2020. 

Pursuant to the provisions of Section 

19(b)(1) of the Securities Exchange Act 

of 1934 (‘‘Act’’) 1 and Rule 19b–4 

thereunder,2 notice is hereby given that 

on November 24, 2020, MIAX PEARL, 

LLC (‘‘MIAX PEARL’’ or the 

‘‘Exchange’’) filed with the Securities 

and Exchange Commission 

(‘‘Commission’’) a proposed rule change 

as described in Items I and II below, 

which Items have been prepared by the 

Exchange. The Commission is 

publishing this notice to solicit 

comments on the proposed rule change 

from interested persons. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

The Exchange is filing a proposal to 

amend the Exchange’s Amended and 

Restated Certificate of Formation (the 

‘‘Certificate of Formation’’). 

The text of the proposed rule change 

is available on the Exchange’s website at 

http://www.miaxoptions.com/rulefilings/pearl at MIAX PEARL’s principal 

office, and at the Commission’s Public 

Reference Room. 

II. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

In its filing with the Commission, the 

Exchange included statements 

concerning the purpose of and basis for 

the proposed rule change and discussed 

any comments it received on the 

proposed rule change. The text of these 

statements may be examined at the 

places specified in Item IV below. The 

Exchange has prepared summaries, set 

forth in sections A, B, and C below, of 

the most significant aspects of such 

statements. 

A. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

The Exchange proposes to amend the 

Certificate of Formation to make several 

corrective edits and clarifying changes. 

On February 11, 2016, the Exchange 

executed the original Certificate of 

Formation. On October 28, 2020, the 

Exchange filed its proposal to amend 

the Certificate of Formation, among 

other corporate documents, to make 

several non-substantive, administrative 

and clarifying changes.3 The Initial 

Proposal included changes to the title of 

the Certificate of Formation to be 

amended to be titled the ‘‘Amended and 

Restated Certificate of Formation of 

MIAX PEARL, LLC.’’ On November 10, 

2020, the Commission published for 

comment the Initial Proposal, which 

granted the Exchange’s request for 

waiver of the 30-day operative delay.4

The Exchange now proposes to amend 

the title of the Certificate of Formation 

to delete the words ‘‘Amended and’’ in 

order to accurately reflect the amended 

document that was filed with the 

Secretary of State for the State of 

Delaware, titled the ‘‘Restated 

Certificate of Formation of MIAX 

PEARL, LLC.’’ 5 The Exchange also 

proposes to amend the second sentence 

in the first paragraph of the Certificate 

of Formation to delete the words 

‘‘amending and’’ in order to clarify that 

the amended document is the ‘‘Restated 

Certificate of Formation of MIAX 

PEARL, LLC.’’ With the proposed 

changes, the first paragraph of the 

Certificate of Formation is as follows: 

This filing has been executed and filed in 

accordance with Section 18–208 of the 

Limited Liability Company Act. This 

document is being executed for the purpose 

of restating the original Certificate of 

Formation, filed on February 11, 2016, under 

file number: 5880323. 

The purpose of the proposed changes 

to the Certificate of Formation are to 

ensure that the Exchange’s Certificate of 

Formation accurately reflects the correct 

filed document in order to reduce 

potential investor or market participant 

confusion. 

2. Statutory Basis 

The Exchange believes the proposed 

rule change is consistent with the Act 

and the rules and regulations 

thereunder applicable to the Exchange 

and, in particular, the requirements of 

Section 6(b) of the Act.6 Specifically, 

the Exchange believes the proposed rule 

change is consistent with the Section 

6(b)(5) 7 requirements that the rules of 

an exchange be designed to prevent 

fraudulent and manipulative acts and 

practices, to promote just and equitable 

principles of trade, to foster cooperation 

and coordination with persons engaged 

in regulating, clearing, settling, 

processing information with respect to, 

and facilitating transactions in 

securities, to remove impediments to 

and perfect the mechanism of a free and 

open market and a national market 

system, and, in general, to protect 

investors and the public interest. 

Additionally, the Exchange believes the 

proposed rule change is consistent with 

the Section 6(b)(5) 8 requirement that 

the rules of an exchange not be designed 

to permit unfair discrimination between 

customers, issuers, brokers, or dealers. 

The Exchange believes that the 

proposed changes to the Certificate of 

Formation are designed to prevent 

fraudulent and manipulative acts and 

practices, promote just and equitable 

principles of trade, foster cooperation 

and coordination with persons engaged 

in regulating, clearing, settling, 

processing information with respect to, 

and facilitating transactions in 

securities, remove impediments to and 

perfect the mechanism of a free and 

open market and a national market 

system, and, in general, protect 

investors and the public interest. The 

Exchange believes that the proposed 

changes are non-substantive, corrective 

edits and clarifying changes and will 

reduce potential investor or market 

participant confusion regarding the 

Exchange’s Certificate of Formation. 

Further, the Exchange believes the 

proposed changes are not material and 

will have no impact on the governance, 

ownership, or operations of the 

Exchange. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

The Exchange does not believe that 

the proposed rule change will impose 


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