Federal Register / Vol. 80, No. 54 / Friday, March 20, 2015 / Notices 15039 

1See Oversight of Credit Rating Agencies 

Registered as Nationally Recognized Statistical 

Rating Organizations, Exchange Act Release No. 

55857 (June 5, 2007), 72 FR 33564, 33595–33599 

(June 18, 2007); Amendments to Rules for 

Nationally Recognized Statistical Rating 

Organizations, Exchange Act Release No. 59342 

(Feb. 2, 2009) 74 FR 6456, 6465–6469 (Feb. 9, 2009); 

and Amendments to Rules for Nationally 

Recognized Statistical Rating Organizations, 

Exchange Act Release No. 61050 (Nov. 23, 2009), 

74 FR 63832, 63842–63850 (Dec. 4, 2009). 

2See Nationally Recognized Statistical Rating 

Organizations, Exchange Act Release No. 72936 

(August 27, 2014), 79 FR 55078, 55107–55194 (Sept. 

15, 2014) (‘‘Adopting Release’’). 

Agency name Organization name Position title Authorization 

No. Vacate date 

Office of the Attorney General ....... Confidential Assistant ..................... DJ090123 1/31/15 

Bureau of Public Affairs ................. Supervisory Public Affairs Specialist.DS140062 1/19/15 

Department of Transportation ......... Office of the Secretary (Public Affairs).Speechwriter ................................... DT140001 1/10/15 

Authority: 5 U.S.C. 3301 and 3302; E.O. 

10577, 3 CFR, 1954–1958 Comp., p. 218. 

U.S. Office of Personnel Management. 

Katherine Archuleta, 

Director. 

[FR Doc. 2015–06407 Filed 3–19–15; 8:45 am] 

BILLING CODE 6325–39–P 

POSTAL REGULATORY COMMISSION 

Sunshine Act Meetings 

TIME AND DATE: March 30, 2015, at 11 

a.m. 

PLACE: Commission hearing room, 901 

New York Avenue NW., Suite 200, 

Washington, DC 20268–0001. 

STATUS: The Postal Regulatory 

Commission will hold a public meeting 

to discuss the agenda items outlined 

below. Part of the meeting will be open 

to the public as well as audiocast, and 

the audiocast may be accessed via the 

Commission’s Web site at http://

www.prc.gov. Part of the meeting will be 

closed. 

MATTERS TO BE CONSIDERED: The agenda 

for the Commission’s March 30, 2015 

meeting includes the items identified 

below. 

PORTIONS OPEN TO THE PUBLIC: 

1. Report from the Office of Public 

Affairs and Government Relations. 

2. Report from the Office of General 

Counsel. 

3. Report from the Office of 

Accountability and Compliance. 

PORTIONS CLOSED TO THE PUBLIC: 

4. Discussion of pending litigation. 

CONTACT PERSON FOR MORE INFORMATION: 

David A. Trissell, General Counsel, 

Postal Regulatory Commission, 901 New 

York Avenue NW., Suite 200, 

Washington, DC 20268–0001, at 202– 

789–6820 (for agenda-related inquiries) 

and Shoshana M. Grove, Secretary of the 

Commission, at 202–789–6800 or 

shoshana.grove@prc.gov (for inquiries 

related to meeting location, changes in 

date or time of the meeting, access for 

handicapped or disabled persons, the 

audiocast, or similar matters). The 

Commission’s Web site may also 

provide information on changes in the 

date or time of the meeting. 

By direction of the Commission. 

Shoshana M. Grove, 

Secretary. 

[FR Doc. 2015–06506 Filed 3–18–15; 11:15 am] 

BILLING CODE 7710–FW–P 

SECURITIES AND EXCHANGE 

COMMISSION 

Proposed Collection; Comment 

Request 

Upon Written Request Copies Available 

From: U.S. Securities and Exchange 

Commission, Office of FOIA Services, 

100 F Street NE., Washington, DC 

20549–2736. 

Extension: 

Rule 17g–5, SEC File. No. 270–581, OMB 

Control No. 3235–0649. 

Notice is hereby given that pursuant 

to the Paperwork Reduction Act of 1995 

(‘‘PRA’’) (44 U.S.C. 3501 et seq.), the 

Securities and Exchange Commission 

(‘‘Commission’’) is soliciting comments 

on the existing collection of information 

provided for in Rule 17g–5 (17 CFR 

240.17g–5) under the Securities 

Exchange Act of 1934 (15 U.S.C. 78a 

et seq.) (‘‘Exchange Act’’). The 

Commission plans to submit this 

existing collection of information to the 

Office of Management and Budget 

(‘‘OMB’’) for extension and approval. 

The Credit Rating Agency Reform Act 

of 2006 (Pub. L. 109–291) (‘‘Rating 

Agency Act’’), enacted on September 29, 

2006, defines the term ‘‘nationally 

recognized statistical rating 

organization,’’ or ‘‘NRSRO’’ and 

provides authority for the Commission 

to implement registration, 

recordkeeping, financial reporting, and 

oversight rules with respect to registered 

credit rating agencies. The Rating 

Agency Act added a new section 15E, 

‘‘Registration of Nationally Recognized 

Statistical Rating Organizations’’ (15 

U.S.C. 78o–7) to the Exchange Act. 

Exchange Act section 15E(h)(2) provides 

the Commission with authority to 

prohibit, or require the management and 

disclosure of, any potential conflict of 

interest relating to the issuance of credit 

ratings by an NRSRO (15 U.S.C. 78o– 

7(h)(2)). 

The Commission adopted, and 

subsequently amended, Rule 17g–5 

pursuant, in part, to section 15E(h)(2) of 

the Exchange Act.1 Rule 17g–5 requires 

the disclosure of and establishment of 

procedures to manage certain NRSRO 

conflicts of interest, prohibits certain 

other NRSRO conflicts of interest, and 

contains requirements regarding the 

disclosure of information in the case of 

the conflict of interest of an NRSRO 

issuing or maintaining a credit rating on 

an asset-backed security that was paid 

for by the issuer, sponsor, or 

underwriter of the security. 

On August 27, 2014, the Commission 

adopted amendments to Rule 17g–5.2

The amendments modified the 

collection of information included in 

Rule 17g–5 in three ways. First, the 

Commission added paragraph 

(a)(3)(iii)(E) to Rule 17g–5 to require an 

NRSRO to obtain a representation from 

the issuer, sponsor, or underwriter of an 

asset-backed security that the issuer, 

sponsor, or underwriter will post on the 

Web site referred to in paragraph 

(a)(3)(iii) of Rule 17g–5 (‘‘Rule 17g–5 

Web site’’), promptly after receipt, any 

executed Form ABS Due Diligence-15E 

delivered by a person employed to 

provide third-party due diligence 

services with respect to the security or 

money market instrument. 

Second, the Commission added 

paragraph (c)(8) to Rule 17g–5 to 

prohibit an NRSRO from issuing or 

maintaining a credit rating where a 

person within the NRSRO who 

participates in determining or 

monitoring the credit rating, or 

developing or approving procedures or 

methodologies used for determining the 

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15040 Federal Register / Vol. 80, No. 54 / Friday, March 20, 2015 / Notices 

credit rating, including qualitative and 

quantitative models, also: (1) 

Participates in sales or marketing of a 

product or service of the NRSRO or a 

product or service of an affiliate of the 

NRSRO; or (2) is influenced by sales or 

marketing considerations. 

Third, the Commission added 

paragraph (f) to Rule 17g–5, which 

provides that upon written application 

by an NRSRO the Commission may 

exempt, either unconditionally or on 

specified terms and conditions, the 

NRSRO from paragraph (c)(8) of Rule 

17g–5 if the Commission finds that due 

to the small size of the NRSRO it is not 

appropriate to require the separation of 

the production of credit ratings from 

sales and marketing activities and the 

exemption is in the public interest. 

The collection of information 

obligation imposed by Rule 17g–5 is 

mandatory for credit rating agencies that 

are applying to register or are registered 

with the Commission as NRSROs. 

Registration with the Commission as an 

NRSRO is voluntary. 

Paragraph (a)(3) of Rule 17g–5 

requires disclosures by NRSROs on a 

transaction by transaction basis. The 

Commission estimates that the total 

number of structured finance ratings 

issued by all NRSROs in a given year is 

approximately 2,436 and that it would 

take 1 hour per transaction to make the 

information publicly available. The 

Commission therefore estimates that the 

corresponding annual disclosure burden 

for NRSROs is approximately 2,436 

hours industry-wide. 

Paragraph (a)(3) of Rule 17g–5 also 

requires arrangers to disclose certain 

information. The Commission 

previously estimated that there are 

approximately 200 arrangers subject to 

the rule. The Commission estimates that 

it would take approximately 300 hours 

to develop a system, as well as the 

policies and procedures, for the 

disclosures required by Rule 17g–5. In 

the Adopting Release, the Commission 

estimated that there are approximately 

336 issuers, sponsors, or underwriters of 

asset-backed securities. Therefore, the 

one-time burden for the additional 136 

respondents is approximately 40,800 

hours. The Commission therefore 

estimates that, over a three-year period, 

the total industry-wide one-time burden 

would be approximately 13,600 hours 

per year when annualized over three 

years. 

Paragraph (a)(3) of Rule 17g–5 also 

requires disclosures by arrangers on a 

transaction by transaction basis. The 

Commission estimates that 336 

arrangers would arrange approximately 

20 new transactions per year and that it 

would take 1 hour per transaction to 

make the information publicly available, 

resulting in a total annual disclosure 

burden of approximately 6,720 hours. 

Paragraph (a)(3) of Rule 17g–5 also 

requires disclosure of information by 

arrangers on an ongoing basis that is 

used by an NRSRO to undertake credit 

rating surveillance on the structured 

finance product. The Commission 

estimates this disclosure would be 

required for approximately 125 

transactions a month, and it would take 

each respondent approximately 0.5 

hours per transaction to disclose the 

information. Therefore, the Commission 

estimates that it would take each 

respondent approximately 750 hours on 

an annual basis to disclose such 

information, for a total aggregate annual 

disclosure burden of 252,000 hours. 

Paragraph (e) of Rule 17g–5 requires 

NRSROs to submit an annual 

certification to the Commission. The 

Commission estimates that it would take 

each NRSRO approximately 2 hours to 

complete the certification, resulting in a 

total industry-wide annual reporting 

burden for 10 NRSROs of 20 hours. 

New paragraph (a)(3)(iii)(E) of Rule 

17g–5 may require NRSROs to redraft 

the agreement templates they use with 

respect to obtaining representations 

from issuers, sponsors, or underwriters 

as required under Rule 17g–5. The 

Commission estimates that an NRSRO 

will spend approximately two hours on 

a one-time basis to redraft these 

templates with respect to each issuer, 

sponsor, or underwriter, for a total 

industry-wide one-time disclosure 

burden of approximately 6,720 hours. 

The Commission therefore estimates 

that the total one-time disclosure 

burden to redraft the templates would 

be approximately 2,240 hours per year 

when annualized over three years. 

New paragraph (a)(3)(iii)(E) of Rule 

17g–5 also requires issuers, sponsors, 

and underwriters to post on the Rule 

17g–5 Web sites any executed Form 

ABS Due Diligence-15E delivered by a 

person employed to provide third-party 

due diligence services. The Commission 

estimates that issuers, sponsors, and 

underwriters will need to post 

approximately 715 Forms ABS Due 

Diligence-15E on Rule 17g–5 Web sites 

per year (in addition to the information 

that is already posted to the Web sites). 

The Commission estimates that it will 

take the issuer, sponsor, or underwriter 

approximately ten minutes to upload 

each form and post it to the Web site, 

for a total industry-wide annual 

disclosure burden of approximately 119 

hours. 

As a consequence of the new absolute 

prohibition in paragraph (c)(8) of Rule 

17g–5, the Commission believes that an 

NRSRO will need to update the written 

policies and procedures to address and 

manage conflicts of interest the NRSRO 

must establish, maintain, and enforce 

under section 15E(h) of the Exchange 

Act and Rule 17g–5. The Commission 

estimates that updating the conflicts of 

interest policies and procedures would 

take an NRSRO an average of 

approximately 100 hours, for an 

industry-wide one-time reporting 

burden of approximately 1,000 hours. In 

addition, Exhibit 7 to Form NRSRO 

requires an NRSRO to provide a copy of 

the written policies and procedures in 

the exhibit. Paragraph (e) of Rule 17g– 

1 requires an NRSRO to promptly file 

with the Commission an update of its 

registration on Form NRSRO when 

information on the form is materially 

inaccurate. The update of registration 

must be filed electronically on the 

Commission’s EDGAR system. The 

Commission estimates that it would take 

an NRSRO an average of approximately 

twenty-five hours on a one-time basis to 

prepare and file the update of 

registration to account for the update of 

the NRSRO’s written policies and 

procedures to address and manage 

conflicts of interest, for an industrywide one-time reporting burden of 

approximately 250 hours. The 

Commission therefore estimates that the 

total one-time reporting burden to 

update the conflicts of interest policies 

and procedures and to prepare and file 

an update of registration to account for 

the update of the NRSRO’s written 

policies and procedures would be 1,250 

hours, or approximately 417 hours per 

year when annualized over three years. 

Finally, paragraph (f) of Rule 17g–5 

permits an NRSRO to apply for an 

exemption from the prohibited conflict 

under paragraph (c)(8) of Rule 17g–5. 

The Commission estimated that an 

NRSRO would likely spend an average 

of approximately 150 hours to draft and 

submit the application to the 

Commission. If all 10 NRSROs apply for 

an exemption, this would result in a 

one-time industry-wide reporting 

burden of 1,500 hours, or approximately 

500 hours per year when annualized 

over 3 years. 

Accordingly, the total estimated 

burden associated with Rule 17g–5 is 

50,270 hours on a one-time basis 

(40,800 + 6,720 + 1,250 + 1,500 = 

50,270) and 261,295 hours on an annual 

basis (2,436 + 6,720 + 252,000 + 20 +119 

= 261,295). 

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; 

mstockstill on DSK4VPTVN1PROD with NOTICES

Federal Register / Vol. 80, No. 54 / Friday, March 20, 2015 / Notices 15041 

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

2 17 CFR 240.19b–4. 

3 17 CFR 240.19b–4(f)(6). 

4See Securities Exchange Act Release No. 73966 

(December 30, 2014), 80 FR 546 (January 6, 2015) 

(Order Approving File No. SR–FINRA–2014–038). 

5See FINRA Board Approves Amendment to 

Supervision Rule Requiring Firms to Conduct 

Background Checks on Registration Applicants, 

FINRA News Release, April 24, 2014, available at 

http://www.finra.org/Newsroom/NewsReleases/

2014/P493588. 

6See Information Notice August 17, 2012 (Late 

Disclosure Fee Related to Reporting of Judgment/

Lien Events), available at http://www.finra.org/web/ 

groups/industry/@ip/@reg/@notice/documents/

notices/p152106.pdf. 

(b) the accuracy of the Commission’s 

estimate of the burden of the proposed 

collection of information; (c) ways to 

enhance the quality, utility, and clarity 

of the information on respondents; 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 60 days of this 

publication. 

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: Pamela C. Dyson, Director/Chief 

Information Officer, Securities and 

Exchange Commission, c/o Remi PavlikSimon, 100 F Street NE., Washington, 

DC 20549 or send an email to: PRA_

Mailbox@sec.gov. 

Dated: March 16, 2015. 

Brent J. Fields, 

Secretary. 

[FR Doc. 2015–06358 Filed 3–19–15; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–74512; File No. SR–FINRA– 

2015–005] 

Self-Regulatory Organizations; 

Financial Industry Regulatory 

Authority, Inc.; Notice of Filing and 

Immediate Effectiveness of a Proposed 

Rule Change To Extend the Expiration 

Date of the Refund Program Under 

FINRA Rule 3110.15 (Temporary 

Program To Address Underreported 

Form U4 Information) 

March 16, 2015. 

Pursuant to 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 March 3, 

2015, Financial Industry Regulatory 

Authority, Inc. (‘‘FINRA’’) filed with the 

Securities and Exchange Commission 

(‘‘SEC’’ or ‘‘Commission’’) the proposed 

rule change as described in Items I, II, 

and III below, which Items have been 

prepared by FINRA. FINRA has 

designated the proposed rule change as 

constituting a ‘‘non-controversial’’ rule 

change under paragraph (f)(6) of Rule 

19b–4 under the Act,3 which renders 

the proposal effective upon receipt of 

this filing by the Commission. 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 

FINRA is proposing to amend FINRA 

Rule 3110.15 (Temporary Program to 

Address Underreported Form U4 

Information) to extend the expiration 

date of the refund program under that 

rule, which currently is July 31, 2015, 

until December 1, 2015. 

The text of the proposed rule change 

is available on FINRA’s Web site at 

http://www.finra.org, at the principal 

office of FINRA 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, 

FINRA 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. FINRA 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 

On December 30, 2014, the SEC 

approved FINRA Rule 3110.15, which 

establishes a temporary refund program 

whereby FINRA will issue a refund to 

members of Late Disclosure Fees 

assessed for the late filing of responses 

to Question 14M (relating to unsatisfied 

judgments or liens) on the Form U4 

(Uniform Application for Securities 

Industry Registration or Transfer), 

subject to specified conditions.4 The 

refund program under FINRA Rule 

3110.15 is intended to incentivize 

members to disclose underreported 

information and save FINRA the time 

and regulatory resources expended in 

contacting firms and requesting that 

such information be reported. The 

refund program has a retroactive 

effective date of April 24, 2014,5 and it 

is currently scheduled to expire on July 

31, 2015. FINRA understands that, 

following SEC approval of the rule, 

some firms have undertaken a wholesale 

review of their registrants to identify 

judgments and liens that may have been 

unreported, including those that meet 

the parameters of the refund program. 

Based on FINRA’s experience to date, 

FINRA believes that a four-month 

extension of the program will more 

effectively achieve its intended purpose. 

Therefore, FINRA is proposing to amend 

FINRA Rule 3110.15 to extend the 

sunset date of the refund program until 

December 1, 2015, which will give firms 

adequate time to identify and report 

information to FINRA. FINRA is not 

proposing any changes to the other 

parameters of the refund program. 

As proposed, FINRA Rule 3110.15 

will provide that FINRA will issue a 

refund to firms of Late Disclosure Fees 

assessed for the late filing of responses 

to Form U4 Question 14M (unsatisfied 

judgments or liens) if the Form U4 

amendment is filed between April 24, 

2014, and December 1, 2015, and one of 

the following conditions is met: 

(1) The judgment or lien has been 

satisfied, and at the time it was 

unsatisfied, it was under $5,000, and the 

date the judgment or lien was filed with 

a court (as reported on Form U4 

Judgment/Lien DRP, Question 4A) was 

on or before August 13, 2012; 6 or 

(2) the unsatisfied judgment or lien 

was satisfied within 30 days after the 

individual learned of the judgment or 

lien (as reported on Form U4 Judgment/ 

Lien DRP, Question 4.B.). 

The refund program will continue to 

have a retroactive effective date of April 

24, 2014, but it will automatically 

sunset on December 1, 2015, as 

proposed. Thus, firms will not be able 

to obtain a refund pursuant to the 

parameters established under the 

program after December 1, 2015. While 

the program is in effect, FINRA will 

initially assess firms a Late Disclosure 

Fee and subsequently refund the fee in 

the firm’s FINRA Flex-Funding Account 

if the firm can establish, or if FINRA 

otherwise determines, that the 

conditions of the program have been 

satisfied. 

FINRA has filed the proposed rule 

change for immediate effectiveness. The 

implementation date of the proposed 

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