Federal Register / Vol. 83, No. 143 / Wednesday, July 25, 2018 / Notices 35303 

7See, e.g., Securities Exchange Act Release No. 

81095 (July 7, 2017), 82 FR 32409 (July 13, 2017) 

(SR–ISE–2017–62) (temporarily waiving port fees 

for connections to the re-platformed Nasdaq ISE 

Exchange). 

8 15 U.S.C. 78s(b)(3)(A)(ii). 9 17 CFR 200.30–3(a)(12). 

1According to Commission records, one issuer 

filed two notifications on Form 1–E, together with 

offering circulars, during 2013 and 2014. 

In this instance, the proposed changes 

do not impose a burden on competition 

because the proposed fee for 

connectivity to the FINRA/Nasdaq TRF 

Chicago will be the same as that which 

the Exchange presently charges to 

connect to the Chicago facility’s sister 

facility, the FINRA/Nasdaq TRF 

Carteret. Moreover, use of and 

connection to the FINRA/Nasdaq TRF 

Chicago is voluntary. If a firm does not 

wish to pay fees to connect to the 

FINRA/Nasdaq TRF Chicago, it may 

choose instead to connect to a 

competing trade reporting facility that 

charges lower fees. 

Lastly, the proposed fee waiver does 

not burden competition because it will 

apply only for a brief transition period. 

Such transitional fee waivers are a 

commonly accepted means of 

facilitating the adoption, testing, and 

use of new functionalities and the 

attraction of new participants.7

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

No written comments were either 

solicited or received. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

The foregoing rule change has become 

effective pursuant to Section 

19(b)(3)(A)(ii) of the Act.8

At any time within 60 days of the 

filing of the proposed rule change, the 

Commission summarily may 

temporarily suspend such rule change if 

it appears to the Commission that such 

action is: (i) Necessary or appropriate in 

the public interest; (ii) for the protection 

of investors; or (iii) otherwise in 

furtherance of the purposes of the Act. 

If the Commission takes such action, the 

Commission shall institute proceedings 

to determine whether the proposed rule 

should be approved or disapproved. 

IV. Solicitation of Comments 

Interested persons are invited to 

submit written data, views, and 

arguments concerning the foregoing, 

including whether the proposed rule 

change is consistent with the Act. 

Comments may be submitted by any of 

the following methods: 

Electronic Comments 

• Use the Commission’s internet 

comment form (http://www.sec.gov/ 

rules/sro.shtml); or 

• Send an email to rule-comments@

sec.gov. Please include File Number SR– 

NASDAQ–2018–056 on the subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Secretary, Securities and Exchange 

Commission, 100 F Street NE, 

Washington, DC 20549–1090. 

All submissions should refer to File 

Number SR–NASDAQ–2018–056. This 

file number should be included on the 

subject line if email is used. To help the 

Commission process and review your 

comments more efficiently, please use 

only one method. The Commission will 

post all comments on the Commission’s 

internet website (http://www.sec.gov/ 

rules/sro.shtml). Copies of the 

submission, all subsequent 

amendments, all written statements 

with respect to the proposed rule 

change that are filed with the 

Commission, and all written 

communications relating to the 

proposed rule change between the 

Commission and any person, other than 

those that may be withheld from the 

public in accordance with the 

provisions of 5 U.S.C. 552, will be 

available for website viewing and 

printing in the Commission’s Public 

Reference Room, 100 F Street NE, 

Washington, DC 20549 on official 

business days between the hours of 

10:00 a.m. and 3:00 p.m. Copies of the 

filing also will be available for 

inspection and copying at the principal 

office of the Exchange. All comments 

received will be posted without change. 

Persons submitting comments are 

cautioned that we do not redact or edit 

personal identifying information from 

comment submissions. You should 

submit only information that you wish 

to make available publicly. All 

submissions should refer to File 

Number SR–NASDAQ–2018–056, and 

should be submitted on or before 

August 15, 2018. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.9

Eduardo A. Aleman, 

Assistant Secretary. 

[FR Doc. 2018–15846 Filed 7–24–18; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

Submission for OMB Review; 

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: 

Form 1–E, Regulation E, SEC File No. 270– 

221, OMB Control No. 3235–0232 

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 1–E (17 CFR 239.200) under the 

Securities Act of 1933 (15 U.S.C. 77a et 

seq.) (‘‘Securities Act’’) is the form that 

a small business investment company 

(‘‘SBIC’’) or business development 

company (‘‘BDC’’) uses to notify the 

Commission that it is claiming an 

exemption under Regulation E from 

registering its securities under the 

Securities Act. Rule 605 of Regulation E 

(17 CFR 230.605) under the Securities 

Act requires an SBIC or BDC claiming 

such an exemption to file an offering 

circular with the Commission that must 

also be provided to persons to whom an 

offer is made. Form 1–E requires an 

issuer to provide the names and 

addresses of the issuer, its affiliates, 

directors, officers, and counsel; a 

description of events which would 

make the exemption unavailable; the 

jurisdictions in which the issuer intends 

to offer the securities; information about 

unregistered securities issued or sold by 

the issuer within one year before filing 

the notification on Form 1–E; 

information as to whether the issuer is 

presently offering or contemplating 

offering any other securities; and 

exhibits, including copies of the rule 

605 offering circular and any 

underwriting contracts. 

The Commission uses the information 

provided in the notification on Form 1– 

E and the offering circular to determine 

whether an offering qualifies for the 

exemption under Regulation E. The 

Commission estimates that, each year, 

one issuer files one notification on Form 

1–E, together with offering circulars, 

with the Commission.1 Based on the 


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35304 Federal Register / Vol. 83, No. 143 / Wednesday, July 25, 2018 / Notices 

1 15 U.S.C. 80a-10(f). 

2 17 CFR 270.10f–3. 

3These estimates are based on staff extrapolations 

from filings with the Commission. 

4Unless stated otherwise, the information 

collection burden estimates are based on 

conversations between the staff and representatives 

of funds. 

5This estimate is based on the following 

calculation: (0.5 hours × 2,928 = 1,464 hours). 

6This estimate is based on the following 

calculations: (20 minutes × 2,928 transactions = 

58,560 minutes; 58,560 minutes/60 = 976 hours). 

7This estimate is based on the following 

calculation: (1 hour per quarter × 4 quarters × 236 

funds = 944 hours). 

8These averages take into account the fact that in 

most years, fund attorneys and boards spend little 

or no time modifying procedures and in other years, 

they spend significant time doing so. 

9This estimate is based on the following 

calculation: (236 funds × 2 hours = 472 hours). 

Commission’s experience with 

disclosure documents, we estimate that 

the burden from compliance with Form 

1–E and the offering circular requires 

approximately 100 hours per filing. The 

annual burden hours for compliance 

with Form 1–E and the offering circular 

would be 200 hours (2 responses × 100 

hours per response). Estimates of the 

burden hours are made solely for the 

purposes of the PRA, and are not 

derived from a comprehensive or even 

a representative survey or study of the 

costs of SEC rules and forms. 

Compliance with the information 

collection requirements of the rules is 

necessary to obtain the benefit of relying 

on the rules. The information provided 

on Form 1–E and in the offering circular 

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. 

The public may view the background 

documentation for this information 

collection at the following website, 

www.reginfo.gov. 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 email to: Shagufta_

Ahmed@omb.eop.gov; and (ii) Pamela 

Dyson, Director/Chief Information 

Officer, Securities and Exchange 

Commission, c/o Candace Kenner, 100 F 

Street NE, Washington, DC 20549 or 

send an email to: PRA_Mailbox@

sec.gov. Comments must be submitted to 

OMB within 30 days of this notice. 

Dated: July 19, 2018. 

Eduardo A. Aleman, 

Assistant Secretary. 

[FR Doc. 2018–15855 Filed 7–24–18; 8:45 am] 

BILLING CODE 8011–01–P 

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 10f–3; SEC File No. 270–237, OMB 

Control No. 3235–0226 

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 

discussed below. The Commission plans 

to submit these existing collections of 

information to the Office of 

Management and Budget (‘‘OMB’’) for 

extension and approval. 

Section 10(f) of the Investment 

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

(the ‘‘Act’’) prohibits a registered 

investment company (‘‘fund’’) from 

purchasing any security during an 

underwriting or selling syndicate if the 

fund has certain relationships with a 

principal underwriter for the security.1

Congress enacted this provision in 1940 

to protect funds and their shareholders 

by preventing underwriters from 

‘‘dumping’’ unmarketable securities on 

affiliated funds. 

Rule 10f–3 permits a fund to engage 

in a securities transaction that otherwise 

would violate section 10(f) if, among 

other things: (i) The fund’s directors 

have approved procedures for purchases 

made in reliance on the rule, regularly 

review fund purchases to determine 

whether they comply with these 

procedures, and approve necessary 

changes to the procedures; and (ii) a 

written record of each transaction 

effected under the rule is maintained for 

six years, the first two of which in an 

easily accessible place.2 The written 

record must state: (i) From whom the 

securities were acquired; (ii) the identity 

of the underwriting syndicate’s 

members; (iii) the terms of the 

transactions; and (iv) the information or 

materials on which the fund’s board of 

directors has determined that the 

purchases were made in compliance 

with procedures established by the 

board. 

Rule 10f–3 also conditionally allows 

managed portions of fund portfolios to 

purchase securities offered in otherwise 

off-limits primary offerings. To qualify 

for this exemption, rule 10f-3 requires 

that the subadviser that is advising the 

purchaser be contractually prohibited 

from providing investment advice to 

any other portion of the fund’s portfolio 

and consulting with any other of the 

fund’s advisers that is a principal 

underwriter or affiliated person of a 

principal underwriter concerning the 

fund’s securities transactions. 

These requirements provide a 

mechanism for fund boards to oversee 

compliance with the rule. The required 

recordkeeping facilitates the 

Commission staff’s review of rule 10f– 

3 transactions during routine fund 

inspections and, when necessary, in 

connection with enforcement actions. 

The staff estimates that approximately 

236 funds engage in a total of 

approximately 2,928 rule 10f–3 

transactions each year.3 Rule 10f–3 

requires that the purchasing fund create 

a written record of each transaction that 

includes, among other things, from 

whom the securities were purchased 

and the terms of the transaction. The 

staff estimates 4 that it takes an average 

fund approximately 30 minutes per 

transaction and approximately 1,464 

hours 5 in the aggregate to comply with 

this portion of the rule. 

The funds also must maintain and 

preserve these transactional records in 

accordance with the rule’s 

recordkeeping requirement, and the staff 

estimates that it takes a fund 

approximately 20 minutes per 

transaction and that annually, in the 

aggregate, funds spend approximately 

976 hours 6 to comply with this portion 

of the rule. 

In addition, fund boards must, no less 

than quarterly, examine each of these 

transactions to ensure that they comply 

with the fund’s policies and procedures. 

The information or materials upon 

which the board relied to come to this 

determination also must be maintained 

and the staff estimates that it takes a 

fund 1 hour per quarter and, in the 

aggregate, approximately 944 hours 7

annually to comply with this rule 

requirement. 

The staff estimates that reviewing and 

revising as needed written procedures 

for rule 10f-3 transactions takes, on 

average for each fund, two hours of a 

compliance attorney’s time per year.8

Thus, annually, in the aggregate, the 

staff estimates that funds spend a total 

of approximately 472 hours 9 on 

monitoring and revising rule 10f–3 

procedures. 

Based on an analysis of fund filings, 

the staff estimates that approximately 

299 fund portfolios enter into 


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