Federal Register / Vol. 80, No. 59 / Friday, March 27, 2015 / Notices 16485 

49 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3 15 U.S.C. 78s(b)(3)(A)(ii). 

4 17 CFR 240.19b–4(f)(2). 

5The SEC recently approved MSRB rule 

amendments, effective April 27, 2015, that establish 

professional qualification standards for municipal 

advisors. The amendments to MSRB Rule G–3 

establish two professional qualification 

classifications for municipal advisors—municipal 

advisor representative and municipal advisor 

principal. See Exchange Act Release No. 74384 

(Feb. 26, 2015), 80 FR 11706 (Mar. 4, 2015), File 

No. SR–MSRB–2014–08 (Nov. 18, 2014). 

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– 

NYSEArca–2015–15 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–NYSEArca–2015–15. 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 Web site (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 Web site 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 such 

filing will also be available for 

inspection and copying at the principal 

office of the Exchange. All comments 

received will be posted without change; 

the Commission does not edit personal 

identifying information from 

submissions. You should submit only 

information that you wish to make 

available publicly. All submissions 

should refer to File Number SR– 

NYSEArca–2015–15 and should be 

submitted on or before April 17, 2015. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.49

Brent J. Fields, 

Secretary. 

[FR Doc. 2015–06991 Filed 3–26–15; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–74561; File No. SR–MSRB– 

2015–01] 

Self-Regulatory Organizations; 

Municipal Securities Rulemaking 

Board; Notice of Filing and Immediate 

Effectiveness of a Proposed Rule 

Change Consisting of Amendments to 

MSRB Rule A–16, on Examination Fees 

March 23, 2015. 

Pursuant to Section 19(b)(1) of the 

Securities Exchange Act of 1934 (the 

‘‘Act’’) 1 and Rule 19b–4 thereunder,2

notice is hereby given that on March 17, 

2015, the Municipal Securities 

Rulemaking Board (the ‘‘MSRB’’ or 

‘‘Board’’) filed with the Securities and 

Exchange Commission (the ‘‘SEC’’ or 

‘‘Commission’’) the proposed rule 

change as described in Items I, II, and 

III below, which Items have been 

prepared by the MSRB. 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 

The MSRB filed with the Commission 

a proposed rule change consisting of 

amendments to MSRB Rule A–16, on 

examination fees (‘‘proposed rule 

change’’). The MSRB designated the 

proposed rule change as ‘‘establishing or 

changing a due, fee or other charge’’ 

under Section 19(b)(3)(A)(ii) of the Act 3

and Rule 19b–4(f)(2) 4 thereunder, 

which renders the proposal effective 

upon filing with the Commission. The 

implementation date of the proposed 

rule change is April 1, 2015. 

The text of the proposed rule change 

is available on the MSRB’s Web site at 

http://www.msrb.org/Rules-andInterpretations/SEC-Filings/2015- 

Filings.aspx, at the MSRB’s principal 

office, 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, the 

MSRB 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. The MSRB 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 

The purpose of the proposed rule 

change is to establish a test 

development fee for the MSRB’s new 

municipal advisor representative 

qualification examination (‘‘Series 50 

examination’’) and to better align the 

MSRB’s existing test development fees 

(which have not been adjusted since 

2009) with the costs of developing, 

implementing and maintaining the tests 

(hereinafter, the ‘‘program costs’’). 

Under the proposed rule change, the 

MSRB will institute a test development 

fee of $150 for the Series 50 

examination and change the test 

development fee for each of the three 

existing MSRB-owned examinations 

from $60 to $150. The development fee 

of $150 will, on April 1, 2015, be 

assessed on brokers, dealers and 

municipal securities dealers (‘‘dealers’’) 

and municipal advisors based on the 

number of their associated persons that 

take an MSRB-owned professional 

qualification examination. 

Any person associated with a dealer 

who is engaged in or supervises 

municipal securities activities and any 

person associated with a municipal 

advisor who is engaged in or supervises 

municipal advisory activities must be 

qualified in accordance with MSRB 

Rule G–3.5 As a prerequisite to 

qualification, each individual must pass 

the applicable examination to 

demonstrate a basic competence in the 

subject matter related to the professional 

qualification classification. The 

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16486 Federal Register / Vol. 80, No. 59 / Friday, March 27, 2015 / Notices 

6See Exchange Act Release No. 61023 (Nov. 18, 

2009), 74 FR 61402 (Nov. 24, 2009), File No. SR– 

MSRB–2009–16 (Nov. 5, 2009). 

7 15 U.S.C. 78o–4(b)(2)(J). 

8 15 U.S.C. 78o–4(b)(2)(C). 

9 15 U.S.C. 78o–4(b)(2)(L)(iv). 

10See FINRA Administered Qualification 

Examinations www.finra.org/industry/compliance/

registration/qualificationsexams/qualifications/

p011096. Effective April 1, 2015, the total fee 

charged to take other FINRA-administered 

professional qualification examinations will range 

from $75–$350. See File No. SR–FINRA–2015–006. 

11See American Bar Association Bar Exam 

Directory, www.americanbar.org/publications/

student_lawyer/2012-13/nov/2012_2013_bar_exam_

directory.html. The cost of examinations varies 

substantially from state to state, as does whether the 

fee includes other professional certification costs 

(e.g., moral character reviews). 

examinations seek to measure 

accurately and reliably the degree to 

which each candidate possesses the 

knowledge, skills and abilities necessary 

to perform the relevant job function. 

The examinations measure a candidate’s 

knowledge of business activities, as well 

as the regulatory requirements, 

including MSRB rules, rule 

interpretations and other federal law 

applicable to a particular classification. 

Generally, the MSRB recognizes two 

types of professional qualification 

examinations: MSRB-owned 

examinations and examinations owned 

by the Financial Industry Regulatory 

Authority (‘‘FINRA’’). There are three 

existing MSRB-owned examinations and 

one in development. The Municipal 

Fund Securities Limited Principal 

Qualification Examination (‘‘Series 51 

examination’’), Municipal Securities 

Representative Qualification 

Examination (‘‘Series 52 examination’’), 

and Municipal Securities Principal 

Qualification Examination (‘‘Series 53 

examination’’) are developed, 

implemented, maintained, and owned 

by the MSRB. The Series 50 

examination, which is under 

development for municipal advisor 

representatives, is also owned by the 

MSRB. Each of the existing MSRBowned examinations is administered by 

FINRA, and it is expected that FINRA 

also will administer the Series 50 

examination. 

MSRB-owned professional 

qualification examinations are 

developed by the MSRB in conjunction 

with industry-wide advisory committees 

and retained test design experts in 

accordance with established national 

standards. The test development fee 

assessed under Rule A–16 is intended to 

partially offset the program costs. 

Pursuant to the proposed rule change, 

the MSRB will change the test 

development fee from $60 to $150 for 

the Series 51 examination, Series 52 

examination and Series 53 examination. 

This is the first time the MSRB has 

adjusted its examination development 

fees since 2009 when the fees were first 

established under MSRB Rule A–16.6

The MSRB is amending Rule A–16 to 

better align the fees with the current 

program costs because the MSRB’s 

current examination fees, as a 

percentage of the program costs, have 

decreased significantly since the fees 

were established in 2009. The 

examination development fees have not 

previously been, and are not intended to 

fully offset the program costs, but to 

help defray a portion of the cost of 

developing and implementing the 

examinations, as well as the costs 

associated with monitoring the 

examinations for effectiveness and 

updating the examinations’ content and 

questions. To address the growing 

disparity between the examination fees 

collected and the program costs, the 

MSRB is changing the examination fee 

to $150 for each MSRB-owned 

examination. The MSRB believes this 

fee adjustment is reasonable and 

appropriate. 

The proposed rule change also 

amends Rule A–16 to clarify that the 

examination fee is assessed to dealers 

and municipal advisors, rather than 

their associated persons who take the 

professional qualification tests. In 

addition to the MSRB’s examination fee, 

FINRA assesses an administrative fee for 

each examination that it administers. 

These fees are assessed by FINRA at the 

time a broker, dealer, municipal 

securities dealer or municipal advisor 

enrolls an associated person to take an 

examination and then FINRA remits the 

aggregate MSRB examination fees to the 

MSRB periodically. 

2. Statutory Basis 

The MSRB believes that the proposed 

rule change is consistent with the 

requirements of Section 15B(b)(2)(J) of 

the Act,7 which requires, in pertinent 

part, that the MSRB promulgate rules to 

require dealers and municipal advisors 

to pay such reasonable fees and charges 

as may be necessary or appropriate to 

defray the costs and expenses of 

operating and administering the MSRB. 

The proposed rule change provides for 

reasonable fees to partially defray the 

program costs. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

Section 15B(b)(2)(C) of the Act 8

requires that MSRB rules not be 

designed to impose any burden on 

competition not necessary or 

appropriate in furtherance of the 

purposes of the Act. In addition, Section 

15B(b)(2)(L)(iv) of the Act requires that 

MSRB rules not impose a regulatory 

burden on small municipal advisors that 

is not necessary or appropriate in the 

public interest and for the protection of 

investors, municipal entities, and 

obligated persons provided that there is 

robust protection of investors against 

fraud.9

In considering these standards, the 

MSRB was guided by the Board’s Policy 

on the Use of Economic Analysis. The 

MSRB does not believe that the 

proposed rule change will impose any 

burden on competition that is not 

necessary or appropriate in furtherance 

of the purposes of the Act. 

The MSRB considered as alternatives 

whether to maintain the current fee, or 

to propose an increase that was lower or 

higher than the proposed increase. 

Since the current examination fees were 

instituted, the costs relating to the 

development, implementation and 

maintenance of the examinations have 

increased. The examination fees have, 

as noted, remained unchanged since 

2009 and the proposed rule change is 

designed to better align the fees with the 

current program costs. The revenue 

from such fees will still fall well-short 

of the actual program costs. Finally, the 

examination fees are equitable to each 

dealer and municipal advisor without 

regard to the nature of that entity’s 

business and are assessed only as to 

those individuals who are associated 

with the entity who enroll to take an 

MSRB-owned qualification 

examination. 

To evaluate the impact of the 

adjustment in the MSRB test 

development fees for the Series 51, 52, 

and 53 examinations and the 

establishment of a development fee of 

$150 for the Series 50 examination, the 

MSRB considered the fees charged to 

take other professional qualification 

examinations in the financial services 

field. When including the 

administrative fee assessed by FINRA, 

the total fee that will be charged to take 

any MSRB-owned examination is 

comparable to the total fee charged to 

take other FINRA-administered 

professional qualification examinations, 

which currently range from $70–$335.10

As another example, in the financial 

services field, the fee to take the 

Chartered Financial Analyst Level I 

examination is $630. 

In addition, the MSRB considered the 

fees charged to take professional 

qualification examinations in other 

fields. The average state bar 

examination fee as of 2013 was 

approximately $490.11 Note that nearly 

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Federal Register / Vol. 80, No. 59 / Friday, March 27, 2015 / Notices 16487 

12See American Bar Association Bar Lawyer 

Demographics, http://www.americanbar.org/

content/dam/aba/administrative/market_research/

lawyer_demographics_2013.authcheckdam.pdf. 

13See Registration of Municipal Advisors, 

Exchange Act Release No. 70462 (Sept. 20, 2013), 

78 FR 67467 (Nov. 12, 2013). 

14 15 U.S.C. 78s(b)(3)(A). 

15 17 CFR 240.19b–4(f). 16 17 CFR 200.30–3(a)(12). 

50 percent of the attorneys who were in 

private practice that year, were sole 

practitioners and an additional 14 

percent work in firms made up of five 

or fewer attorneys.12 As another 

example, the Project Management 

Professional examination fee is $250. 

The MSRB is not aware of evidence that 

the fees associated with other 

examinations represent a significant 

burden on smaller firms or that they 

negatively impact the competitiveness 

of the associated professional services 

markets. 

While the MSRB recognizes that 

examination fees do represent an initial 

barrier to entry in markets where they 

are required, the MSRB also recognizes 

that professionals wishing to engage in 

municipal securities activities and/or 

municipal advisory activities face other 

costs associated with complying with 

applicable laws and regulations. The 

fees for professional qualification 

examinations, which are one-time fees 

for those who pass, typically represent 

a relatively small share of all legal and 

compliance costs associated with a 

government-regulated activity. The 

MSRB anticipates that potential market 

entrants that are actually deterred by a 

professional examination fee would find 

it difficult to bear the costs to fully 

comply with the other regulatory and 

legal requirements associated with the 

market in which they wish to offer 

services. 

With regard to the impact on small 

municipal advisors, the MSRB notes 

that because the total fee assessed to a 

firm is based on the number of 

individuals associated with that firm 

who enroll to take an MSRB-owned 

qualification examination, the total 

costs assessed will bear a reasonable 

relationship to the size of the firm, with 

smaller firms likely to be assessed lower 

fee totals. Nonetheless, larger, more 

diversified firms may have a larger 

overall revenue base than smaller firms 

and may be more able to pass expenses 

on to clients than smaller firms. On net, 

the MSRB believes that the burdens 

associated with the proposed rule 

change on small municipal advisors are 

limited and that, as the SEC concluded 

in its final rule on the permanent 

registration of municipal advisors, the 

market would be likely to remain 

competitive despite the potential exit of 

some municipal advisors (including 

small entity municipal advisors), 

consolidation of municipal advisors, or 

lack of new entrants into the market.13

The MSRB also believes that its 

professional qualification examinations 

promote compliance with applicable 

laws and regulations are necessary for 

the protection of investors, municipal 

entities, and obligated persons. 

Therefore, the MSRB believes the 

proposed rule change does not impose 

any burden on competition that is not 

necessary or appropriate in furtherance 

of the purposes of the Act. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

Written comments were neither 

solicited nor received on the proposed 

rule change. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

The forgoing rule change has become 

effective pursuant to Section 19(b)(3)(A) 

of the Act 14 and paragraph (f) of Rule 

19b–4 15 thereunder. 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 necessary or appropriate in the 

public interest, for the protection of 

investors, or otherwise in furtherance of 

the purposes of the Act. 

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– 

MSRB–2015–01 on the subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Secretary, Securities and Exchange 

Commission, 100 F Street NE., 

Washington, DC 20549. 

All submissions should refer to File 

Number SR–MSRB–2015–01. 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 Web site (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 Web site 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 MSRB. All comments 

received will be posted without change; 

the Commission does not edit personal 

identifying information from 

submissions. You should submit only 

information that you wish to make 

available publicly. All submissions 

should refer to File Number SR–MSRB– 

2015–01 and should be submitted on or 

before April 17, 2015. 

For the Commission, pursuant to delegated 

authority.16

Brent J. Fields, 

Secretary. 

[FR Doc. 2015–06990 Filed 3–26–15; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Investment Company Act Release No. 

31509; File No. 812–14373] 

Griffin Institutional Access Real Estate 

Fund and Griffin Capital Advisor, LLC; 

Notice of Application 

March 23, 2015. 

AGENCY: Securities and Exchange 

Commission (‘‘Commission’’). 

ACTION: Notice of an application under 

section 6(c) of the Investment Company 

Act of 1940 (the ‘‘Act’’) for an 

exemption from sections 18(c) and 18(i) 

of the Act, under sections 6(c) and 

23(c)(3) of the Act for an exemption 

from rule 23c–3 under the Act, and for 

an order pursuant to section 17(d) of the 

Act and rule 17d–1 under the Act. 

SUMMARY: Summary of Application: 

Applicants request an order to permit 

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