Federal Register / Vol. 88, No. 172 / Thursday, September 7, 2023 / Notices 61651 

1Rule 17a–7(g) requires the written record of the 

affiliated transaction to include the following 

information: a description of the security purchased 

or sold, the identity of the person on the other side 

of the transaction, the terms of the purchase or sale 

transaction, and the information or materials upon 

which the board determined that the purchase or 

sale complied with the procedures set by the board. 

2Unless stated otherwise, these estimates are 

based on conversations with the examination and 

inspections staff of the Commission and fund 

representatives. 

3Based on our reviews and conversations with 

fund representatives, we understand that funds 

rarely, if ever, need to make changes to these 

policies and procedures once adopted, and 

therefore we do not estimate a paperwork burden 

for such updates. 

4This estimate is based on the following 

calculations: (4 hours × 110 new funds = 440 

hours). 

5This estimate is based on the following 

calculation: (21% = 582/2,768); (605 = 582 + 23). 

6Commission staff believes that rule 17a–7 does 

not impose any costs associated with record 

preservation in addition to the costs that funds 

already incur to comply with the record 

preservation requirements of rule 31a–2 under the 

Act. Rule 31a–2 requires companies to preserve 

certain records for specified periods of time. 

7The staff estimates that funds that rely on rule 

17a–7 annually enter into an average of 8 rule 17a– 

7 transactions each year. The staff estimates that the 

compliance attorneys of the companies spend 

approximately 15 minutes per transaction on this 

recordkeeping, and the board of directors spends a 

total of 1 hour annually in determining that all 

transactions made that year were done in 

compliance with the company’s policies and 

procedures. This estimate is based on the following 

calculations: (2 hours × $425 = $850); ($850 + 

$4,770= $5,620). 

8This estimate is based on the following 

calculation: (3 hours × 605 companies = 1,815 

hours); ($5,620 × 605 companies = $3,400,100). 

9This estimate is based on the following 

calculation: (440 hours + 1,815 hours = 2,255 total 

hours); ($664,950 + $3,400,100 = $4,065,050). 

10This estimate is based on the following 

calculations: 605 funds that engage in rule 17a–7 

transactions × 8 transactions per year = 64,840. 

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 

by November 6, 2023. 

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. 

Please direct your written comments 

to: David Bottom, Acting Director/Chief 

Information Officer, Securities and 

Exchange Commission, c/o John 

Pezzullo, 100 F Street, NE Washington, 

DC 20549 or send an email to: PRA_

Mailbox@sec.gov. 

Dated: August 31, 2023. 

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2023–19248 Filed 9–6–23; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[SEC File No. 270–238, OMB Control No. 

3235–0214] 

Proposed Collection; Comment 

Request; Extension: Rule 17a–7 

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. 3501–3520), the Securities 

and Exchange Commission 

(‘‘Commission’’) is soliciting comments 

on the collections of information 

summarized below. The Commission 

plans to submit the existing collection 

of information to the Office of 

Management and Budget for extension 

and approval. 

Rule 17a–7 (17 CFR 270.17a–7) (the 

‘‘rule’’) under the Investment Company 

Act of 1940 (15 U.S.C. 80a–1 et seq.) 

(the ‘‘Act’’) is entitled ‘‘Exemption of 

certain purchase or sale transactions 

between an investment company and 

certain affiliated persons thereof.’’ It 

provides an exemption from section 

17(a) of the Act for purchases and sales 

of securities between registered 

investment companies (‘‘funds’’), that 

are affiliated persons (‘‘first-tier 

affiliates’’) or affiliated persons of 

affiliated persons (‘‘second-tier 

affiliates’’), or between a fund and a 

first- or second-tier affiliate other than 

another fund, when the affiliation arises 

solely because of a common investment 

adviser, director, or officer. Rule 17a–7 

requires funds to keep various records 

in connection with purchase or sale 

transactions effected in reliance on the 

rule. The rule requires the fund’s board 

of directors to establish procedures 

reasonably designed to ensure that the 

rule’s conditions have been satisfied. 

The board is also required to determine, 

at least on a quarterly basis, that all 

affiliated transactions effected during 

the preceding quarter in reliance on the 

rule were made in compliance with 

these established procedures. If a fund 

enters into a purchase or sale 

transaction with an affiliated person, the 

rule requires the fund to compile and 

maintain written records of the 

transaction.1 The Commission’s 

examination staff uses these records to 

evaluate for compliance with the rule. 

While most funds do not commonly 

engage in transactions covered by rule 

17a–7, the Commission staff estimates 

that nearly all funds have adopted 

procedures for complying with the 

rule.2 Of the approximately 2,768 

currently active funds, the staff 

estimates that virtually all have already 

adopted procedures for compliance with 

rule 17a–7. This is a one-time burden, 

and the staff therefore does not estimate 

an ongoing burden related to the 

policies and procedures requirement of 

the rule for funds.3 The staff estimates 

that there are approximately 110 new 

funds that register each year, and that 

each of these funds adopts the relevant 

policies and procedures. The staff 

estimates that it takes approximately 4 

hours to develop and adopt these 

policies and procedures. Therefore, the 

total annual burden related to 

developing and adopting these policies 

and procedures would be approximately 

360 hours.4

Of the 2,768 existing funds, the staff 

assumes that approximately 21%, (or 

582) enter into transactions affected by 

rule 17a–7 each year (either by the fund 

directly or through one of the fund’s 

series), and that the same percentage 

(21%, or 23 funds) of the estimated 110 

funds that newly register each year will 

also enter into these transactions, for a 

total of 605 5 companies that are affected 

by the recordkeeping requirements of 

rule 17a–7. These funds must keep 

records of each of these transactions, 

and the board of directors must 

quarterly determine that all relevant 

transactions were made in compliance 

with the company’s policies and 

procedures. The rule generally imposes 

a minimal burden of collecting and 

storing records already generated for 

other purposes.6 The staff estimates that 

the burden related to making these 

records and for the board to review all 

transactions would be 3 hours annually 

for each respondent, (2 hours spent by 

compliance attorneys and 1 hour spent 

by the board of directors) 7 or 1,815 total 

hours each year at cost of $3,400,100.8

Based on these estimates, the staff 

estimates the combined total annual 

burden hours associated with rule 17a– 

7 is 2,225 hours at a cost of $4,065,050.9

The staff also estimates that there are 

approximately 605 respondents and 

4,840 total responses.10

The estimates of average burden hours 

is made solely for the purposes of the 

Paperwork Reduction Act, and are not 

derived from a comprehensive or even 

a representative survey or study of the 

costs of Commission rules. The 

collection of information required by 

rule 17a–7 is necessary to obtain the 

benefits of the rule. Responses will not 

be kept confidential. An agency may not 

conduct or sponsor, and a person is not 


ddrumheller on DSK120RN23PROD with NOTICES1
61652 Federal Register / Vol. 88, No. 172 / Thursday, September 7, 2023 / Notices 

1 15 U.S.C. 80a–53(a). 

2 15 U.S.C. 80a–53(c). 

3The industry burden is calculated by 

multiplying the total annual hour burden to prepare 

Form N–54C (seven) by the estimated hourly wage 

rate of $425 for a compliance attorney or other 

similarly situated business development company 

employee. The estimated wage figure is based on 

published rates for compliance attorneys from the 

Securities Industry and Financial Markets 

Association’s Report on Management & Professional 

Earnings in the Securities Industry 2013, modified 

by Commission staff to account for an 1800 hour 

work-year and inflation, and multiplied by 5.35 to 

account for bonuses, firm size, employee benefits 

and overhead, yielding an effective hourly rate of 

$2,975. 

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

2 17 CFR 240.19b–4. 

required to respond to, a collection of 

information unless it displays a 

currently valid control number. 

Written comments are invited on: (a) 

whether the proposed collection of 

information is necessary for the proper 

performance of the functions of the 

Commission, including whether the 

information shall have 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 

by November 6, 2023. 

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. 

Please direct your written comments 

to: David Bottom, Acting Director/Chief 

Information Officer, Securities and 

Exchange Commission, c/o John 

Pezzullo, 100 F Street NE, Washington, 

DC 20549 or send an email to: PRA_

Mailbox@sec.gov. 

Dated: August 31, 2023. 

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2023–19252 Filed 9–6–23; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[SEC File No. 270–184, OMB Control No. 

3235–0236] 

Proposed Collection; Comment 

Request; Extension: Form N–54C 

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’’) 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 for extension 

and approval. 

Certain investment companies can 

elect to be regulated as business 

development companies, as defined in 

section 2(a)(48) of the Investment 

Company Act of 1940 (‘‘Investment 

Company Act’’), under sections 55 

through 65 of the Investment Company 

Act. Under section 54(a) of the 

Investment Company Act,1 any 

company defined in section 2(a)(48)(A) 

and (B) of the Investment Company Act 

may, if it meets certain enumerated 

eligibility requirements, elect to be 

subject to the provisions of sections 55 

through 65 of the Investment Company 

Act by filing with the Commission a 

notification of election. Under section 

54(c) of the Investment Company Act,2

any business development company 

may voluntarily withdraw its election 

under section 54(a) of the Investment 

Company Act by filing a notice of 

withdrawal of election with the 

Commission. The Commission has 

adopted Form N–54C as the form for the 

notification of withdrawal of election to 

be subject to sections 55 through 65 of 

the Investment Company Act. The 

purpose of Form N–54C is to notify the 

Commission that the business 

development company withdraws its 

election to be subject to sections 55 

through 65 of the Investment Company 

Act. 

The Commission estimates that on 

average approximately seven business 

development companies file 

notifications on Form N–54C each year. 

Each of those business development 

companies need only make a single 

filing of Form N–54C. The Commission 

further estimates that this information 

collection imposes a burden of one 

hour, resulting in a total annual burden 

of seven hours. Based on the estimated 

wage rate, the total estimated internal 

time costs to the business development 

company industry of the hour burden 

for complying with Form N–54C would 

be approximately $2,975.3 Futher, based 

on an estimated external cost burden of 

$80 per filing, the total estimated annual 

external cost burden to the business 

development company industry for 

complying with Form N–54C would be 

$560. 

The collection of information under 

Form N–54C is mandatory. The 

information provided by the form is not 

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 proposed collection of 

information is necessary for the proper 

performance of the functions of the 

Commission, including whether the 

information shall have 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 

by November 6, 2023. 

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. 

Please direct your written comments 

to: David Bottom, Acting Director/Chief 

Information Officer, Securities and 

Exchange Commission, c/o John 

Pezzullo, 100 F Street NE, Washington, 

DC 20549 or send an email to: PRA_

Mailbox@sec.gov. 

Dated: August 31, 2023. 

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2023–19249 Filed 9–6–23; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–98267; File No. SR– 

NASDAQ–2023–016] 

Self-Regulatory Organizations; The 

Nasdaq Stock Market LLC; Notice of 

Designation of a Longer Period for 

Commission Action on a Proposed 

Rule Change To List and Trade Shares 

of the iShares Bitcoin Trust Under 

Nasdaq Rule 5711(d), CommodityBased Trust Shares 

August 31, 2023. 

On June 29, 2023, 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 


ddrumheller on DSK120RN23PROD with NOTICES1