Federal Register / Vol. 73, No. 89 / Wednesday, May 7, 2008 / Notices 25785 

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. 

Section 17(a) of the Investment 

Company Act of 1940 (15 U.S.C. 80a) 

(the ‘‘Act’’) generally prohibits affiliated 

persons of a registered investment 

company (‘‘fund’’) from borrowing 

money or other property from, or selling 

or buying securities or other property to 

or from the fund, or any company that 

the fund controls. Rule 17a–6 (17 CFR 

270.17a–6) permits a fund and a 

‘‘portfolio affiliate’’ (a company that is 

an affiliated person of the fund because 

the fund controls the company, or holds 

5 percent or more of the company’s 

outstanding voting securities) to engage 

in principal transactions that would 

otherwise be prohibited under section 

17(a) of the Act under certain 

conditions. A fund may not rely on the 

exemption in the rule to enter into a 

principal transaction with a portfolio 

affiliate if certain prohibited 

participants (e.g., directors, officers, 

employees, or investment advisers of 

the fund) have a financial interest in a 

party to the transaction. Rule 17a–6 

specifies certain interests that are not 

‘‘financial interests,’’ including any 

interest that the fund’s board of 

directors (including a majority of the 

directors who are not interested persons 

of the fund) finds to be not material. A 

board making this finding is required to 

record the basis for the finding in its 

meeting minutes. This recordkeeping 

requirement is a collection of 

information under the rule. 

The rule is designed to permit 

transactions between funds and their 

portfolio affiliates in circumstances in 

which it is unlikely that the affiliate 

would be in a position to take advantage 

of the fund. In determining whether a 

financial interest is ‘‘material,’’ the 

board of the fund should consider 

whether the nature and extent of the 

interest in the transaction is sufficiently 

small that a reasonable person would 

not believe that the interest affected the 

determination of whether to enter into 

the transaction or arrangement or the 

terms of the transaction or arrangement. 

The information collection requirements 

in rule 17a–6 are intended to ensure that 

Commission staff can review, in the 

course of its compliance and 

examination functions, the basis for a 

board of directors’ finding that the 

financial interest of an otherwise 

prohibited participant in a party to a 

transaction with a portfolio affiliate is 

not material. 

Based on analysis of past filings, 

Commission staff estimates that 148 

funds are affiliated persons of 668 

issuers as a result of the fund’s 

ownership or control of the issuer’s 

voting securities, and that there are 

approximately 1,000 such affiliate 

relationships. Based on staff discussions 

with a limited number of fund 

representatives, we estimate that funds 

currently do not rely on the exemption 

from the term ‘‘financial interest’’ with 

respect to any interest that the fund’s 

board of directors (including a majority 

of the directors who are not interested 

persons of the fund) finds to be not 

material. Accordingly, we estimate that 

annually there will be no principal 

transactions under rule 17a–6 that will 

result in a collection of information. 

The Commission requests 

authorization to maintain an inventory 

of one burden hour to ease future 

renewals of rule 17a–6’s collection of 

information analysis should funds rely 

on this exemption to the term ‘‘financial 

interest’’ as defined in rule 17a–6. 

The estimate of average burden hours 

is made solely for the purposes of the 

Paperwork Reduction Act. The estimate 

is not derived from a comprehensive or 

even a representative survey or study of 

the costs of Commission rules. 

Complying with this collection of 

information requirement is necessary to 

obtain the benefit of relying on rule 

17a–6. 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. 

Please direct general comments 

regarding the above information to the 

following persons: (i) Desk Officer for 

the Securities and Exchange 

Commission, Office of Management and 

Budget, Room 10102, New Executive 

Office Building, Washington, DC 20503 

or e-mail to: 

Alexander_T._Hunt@omb.eop.gov; and 

(ii) R. Corey Booth, Director/Chief 

Information Officer, Securities and 

Exchange Commission, C/O Shirley 

Martinson, 6432 General Green Way, 

Alexandria, VA 22312; or send an email 

to: PRA_Mailbox@sec.gov. Comments 

must be submitted to OMB within 30 

days of this notice. 

Dated: April 30, 2008. 

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E8–10042 Filed 5–6–08; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

Submission for OMB Review; 

Comment Request 

Upon written request, copies available 

from: Securities and Exchange 

Commission, Office of Investor 

Education and Advocacy, 

Washington, DC 20549–0213. 

Extension: 

Rule 206(4)–6; SEC File No. 270–513; OMB 

Control No. 3235–0571. 

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. 

The title for the collection of 

information is ‘‘Rule 206(4)–6’’ under 

the Investment Advisers Act of 1940 (15 

U.S.C. 80b–1 et seq.) (‘‘Advisers Act’’) 

and the collection has been approved 

under OMB Control No. 3235–0571. The 

Commission adopted rule 206(4)–6 (17 

CFR 275.206(4)–6), the proxy voting 

rule, to address an investment adviser’s 

fiduciary obligation to clients who have 

given the adviser authority to vote their 

securities. Under the rule, an 

investment adviser that exercises voting 

authority over client securities is 

required to: (i) Adopt and implement 

policies and procedures that are 

reasonably designed to ensure that the 

adviser votes securities in the best 

interest of clients, including procedures 

to address any material conflict that 

may arise between the interest of the 

adviser and the client; (ii) disclose to 

clients how they may obtain 

information on how the adviser has 

voted with respect to their securities; 

and (iii) describe to clients the advisers 

proxy voting policies and procedures 

and, on request, furnish a copy of the 

policies and procedures to the 

requesting client. The rule is designed 

to assure that advisers that vote proxies 

for their clients vote those proxies in 

their clients’ best interest and provide 

clients with information about how 

their proxies were voted. 

Rule 206(4)–6 contains ‘‘collection of 

information’’ requirements within the 

meaning of the Paperwork Reduction 

Act. 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 collection is 

mandatory and responses to the 

disclosure requirement are not kept 

confidential. 


sroberts on PROD1PC70 with NOTICES
25786 Federal Register / Vol. 73, No. 89 / Wednesday, May 7, 2008 / Notices 

The respondents are investment 

advisers registered with the Commission 

that vote proxies with respect to clients’

securities. Advisory clients of these 

investment advisers use the information 

required by the rule to assess 

investment advisers’ proxy voting 

policies and procedures and to monitor 

the advisers’ performance of its proxy 

voting activities. The information 

required by Rule 206(4)–6 also is used 

by the Commission staff in its 

examination and oversight program. 

Without the information collected under 

the rules, advisory clients would not 

have information they need to assess the 

adviser’s services and monitor the 

adviser’s handling of their accounts, and 

the Commission would be less efficient 

and effective in its programs. 

The estimated number of investment 

advisers subject to the collection of 

information requirements under the rule 

is 9,166. It is estimated that each of 

these advisers is required to spend on 

average 10 hours annually documenting 

its proxy voting procedures under the 

requirements of the proposed rule, for a 

total burden of 91,660 hours. We further 

estimate that on average, approximately 

101 clients of each adviser, would 

request copies of the underlying policies 

and procedures. We estimate that it 

would take these advisers 0.1 hours per 

client to deliver copies of the policies 

and procedures, for a total burden of 

approximately 92,577 hours. 

Accordingly, we estimate that rule 

206(4)–6 results in an annual aggregate 

burden of collection for SEC-registered 

investment advisers by a total of 

184,237 hours. 

Records related to an adviser’s proxy 

voting policies and procedures and 

proxy voting history are separately 

required under the Advisers Act 

recordkeeping rule 204–2 (17 CFR 

275.204–2). The standard retention 

period required for books and records 

under rule 204–2 is five years, in an 

easily accessible place, the first two 

years in an appropriate office of the 

investment adviser. OMB has previously 

approved the collection with this 

retention period. 

General comments regarding the 

above information should be directed to 

the following persons: (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 e-mail to: 

Alexander_T._Hunt@omb.eop.gov; and 

(ii) R. Corey Booth, Director/Chief 

Information Officer, Securities and 

Exchange Commission, C/O Shirley 

Martinson, 6432 General Green Way, 

Alexandria, VA 22312, or send an 

e-mail to: PRA_Mailbox@sec.gov. 

Comments must be submitted to OMB 

within 30 days of this notice. 

Dated: April 30, 2008. 

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E8–10043 Filed 5–6–08; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

Submission for OMB Review; 

Comment Request 

Upon written request, copies available 

from: U.S. Securities and Exchange 

Commission, Office of Investor 

Education and Advocacy, 

Washington, DC 20549–0213. 

Extension: 

Rule 102; OMB Control No. 3235–0467; 

SEC File No. 270–409. 

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 approval of extension of the 

existing collection of information 

provided for in the following rule: Rule 

102 of Regulation M (17 CFR 242.102). 

Rule 102 prohibits distribution 

participants, issuers, and selling 

security holders from purchasing 

activities at specified times during a 

distribution of securities. Persons 

otherwise covered by these rules may 

seek to use several applicable 

exceptions such as an exclusion for 

actively traded reference securities and 

the maintenance of policies regarding 

information barriers between their 

affiliates. 

There are approximately 945 

respondents per year that require an 

aggregate total of 1845 hours to comply 

with this rule. Each respondent makes 

an estimated 1 annual response. Each 

response takes approximately 1.95 

hours to complete. Thus, the total 

compliance burden per year is 1845 

burden hours. 

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. 

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 e-mail to: 

Alexander_T._Hunt@omb.eop.gov; and 

(ii) R. Corey Booth, Director/Chief 

Information Officer, Securities and 

Exchange Commission, c/o Shirley 

Martinson, 6432 General Green Way, 

Alexandria, VA 22312 or send an e-mail 

to: PRA_Mailbox@sec.gov. Comments 

must be submitted within 30 days of 

this notice. 

Dated: April 30, 2008. 

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E8–10044 Filed 5–6–08; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

Submission for OMB Review; 

Comment Request 

Upon written request, copies available 

from: Securities and Exchange 

Commission, Office of Investor 

Education and Advocacy, 

Washington, DC 20549–0213. 

Extension: 

Rule 17a–10; SEC File No. 270–507; OMB 

Control No. 3235–0563. 

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 

(‘‘OMB’’) a request for extension of the 

previously approved collection of 

information discussed below. 

Section 17(a) of the Investment 

Company Act of 1940 (15 U.S.C. 80a) 

(the ‘‘Act’’), prohibits affiliated persons 

of a registered investment company 

(‘‘fund’’) from borrowing money or other 

property from, or selling or buying 

securities or other property to or from 

the fund, or any company that the fund 

controls. Section 2(a)(3) of the Act (15 

U.S.C. 80a–2(a)(3)(E) defines ‘‘affiliated 

person’’ of a fund to include its 

investment advisers. Rule 17a–10 (17 

CFR 270.17a–10) permits (i) a 

subadviser of a fund to enter into 

transactions with funds the subadviser 

does not advise but which are affiliated 

persons of a fund that it does advise 

(e.g., other funds in the fund complex), 

and (ii) a subadviser (and its affiliated 

persons) to enter into transactions and 

arrangements with funds the subadviser 

does advise, but only with respect to 

discrete portions of the subadvised fund 

for which the subadviser does not 

provide investment advice. 

To qualify for the exemptions in rule 

17a–10, the subadvisory relationship 

must be the sole reason why section 


sroberts on PROD1PC70 with NOTICES