Federal Register / Vol. 77, No. 61 / Thursday, March 29, 2012 / Notices 19037 

SECURITIES AND EXCHANGE 

COMMISSION 

Proposed Collection; 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(3)–2, SEC File No. 270–216, OMB 

Control No. 3235–0243. 

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. 

Rule 206(3)–2, (17 CFR 275.206(3)–2) 

which is entitled ‘‘Agency Cross 

Transactions for Advisory Clients,’’ 

permits investment advisers to comply 

with section 206(3) of the Investment 

Advisers Act of 1940 (the ‘‘Act’’) (15 

U.S.C. 80b–6(3)) by obtaining a client’s 

blanket consent to enter into agency 

cross transactions (i.e., a transaction in 

which an adviser acts as a broker to both 

the advisory client and the opposite 

party to the transaction), provided that 

certain disclosures are made to the 

client. Rule 206(3)–2 applies to all 

registered investment advisers. In 

relying on the rule, investment advisers 

must provide certain disclosures to their 

clients. Advisory clients can use the 

disclosures to monitor agency cross 

transactions that affect their advisory 

account. The Commission also uses the 

information required by Rule 206(3)–2 

in connection with its investment 

adviser inspection program to ensure 

that advisers are in compliance with the 

rule. Without the information collected 

under the rule, advisory clients would 

not have information necessary for 

monitoring their adviser’s handling of 

their accounts and the Commission 

would be less efficient and effective in 

its inspection program. 

The information requirements of the 

rule consist of the following: (1) Prior to 

obtaining the client’s consent 

appropriate disclosure must be made to 

the client as to the practice of, and the 

conflicts of interest involved in, agency 

cross transactions; (2) at or before the 

completion of any such transaction the 

client must be furnished with a written 

confirmation containing specified 

information and offering to furnish 

upon request certain additional 

information; and (3) at least annually, 

the client must be furnished with a 

written statement or summary as to the 

total number of transactions during the 

period covered by the consent and the 

total amount of commissions received 

by the adviser or its affiliated brokerdealer attributable to such transactions. 

The Commission estimates that 

approximately 550 respondents use the 

rule annually, necessitating about 32 

responses per respondent each year, for 

a total of 17,600 responses. Each 

response requires an estimated 0.5 

hours, for a total of 8,800 hours. The 

estimated average burden hours are 

made solely for the purposes of the 

Paperwork Reduction Act and are not 

derived from a comprehensive or 

representative survey or study of the 

cost of Commission rules and forms. 

This collection of information is 

found at (17 CFR 275.206(3)–2) and is 

necessary in order for the investment 

adviser to obtain the benefits of Rule 

206(3)–2. The collection of information 

requirements under the rule is 

mandatory. Information subject to the 

disclosure requirements of Rule 206(3)– 

2 does not require submission to the 

Commission; and, accordingly, the 

disclosure pursuant to the rule is not 

kept confidential. Commissionregistered investment advisers are 

required to maintain and preserve 

certain information required under Rule 

206(3)–2 for five (5) years. The longterm retention of these records is 

necessary for the Commission’s 

inspection program to ascertain 

compliance with the Advisers 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. 

Written comments are invited on: (a) 

Whether the proposed collection of 

information is necessary for the proper 

performance of the functions of the 

agency, including whether the 

information shall have practical utility; 

(b) the accuracy of the agency’s estimate 

of the burden of the proposed collection 

of information; (c) ways to enhance the 

quality, utility, and clarity of the 

information to be 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 in 

writing within sixty 60 days of this 

publication. 

Please direct your written comments 

to Thomas Bayer, Director/Chief 

Information Officer, Securities and 

Exchange Commission, c/o Remi PavlikSimon, 6432 General Green Way, 

Alexandria, VA 22312; or send an email 

to: PRA_Mailbox@sec.gov. 

Dated: March 23, 2012. 

Kevin M. O’Neill, 

Deputy Secretary. 

[FR Doc. 2012–7522 Filed 3–28–12; 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 Investor 

Education and Advocacy, 

Washington, DC 20549. 

Extension: 

Rule 17Ac2–2 and Form TA–2, SEC File 

No. 270–298, OMB Control No. 3235– 

0337. 

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 approval of the 

existing collection of information 

provided for in Rule 17Ac2–2 (17 CFR 

240.17Ac2–2) and Form TA–2 under the 

Securities Exchange Act of 1934 (15 

U.S.C. 78a et seq.) (‘‘Exchange Act’’). 

Rule 17Ac2–2 and Form TA–2 under 

the Exchange Act require transfer agents 

to file an annual report of their business 

activities with the Commission. 

These reporting requirements are 

designed to ensure that all registered 

transfer agents are providing the 

Commission with sufficient information 

on an annual basis about the transfer 

agent community and for the 

Commission to effectively monitor 

business activities of transfer agents. 

The amount of time needed to comply 

with the requirements of amended Rule 

17Ac2–2 and Form TA–2 varies. From 

the total 473 registered transfer agents, 

approximately 30 registrants would be 

required to complete only Questions 1 

through 4 and the signature section of 

amended Form TA–2, which the 

Commission estimates would take each 

registrant about 30 minutes, for a total 

burden of 15 hours (30 × .5 hours). 

Approximately 111 registrants would be 

required to answer Questions 1 through 

5, 10, and 11 and the signature section, 

which the Commission estimates would 

take about 1 hour and 30 minutes, for 

a total of 166.5 hours (111 × 1.5 hours). 

The remaining registrants, 

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