Federal Register / Vol. 87, No. 18 / Thursday, January 27, 2022 / Notices 4321 

11 17 CFR 200.30–3(a)(12). 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.11

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2022–01561 Filed 1–26–22; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[SEC File No. 270–225, OMB Control No. 

3235–0235] 

Proposed Collection; Comment 

Request; Extension: Rule 17a–8 

Upon Written Request, Copies Available 

From: Securities and Exchange 

Commission, Office of FOIA Services, 

100 F Street NE, Washington, DC 

20549–2736 

Notice is hereby given that pursuant 

to the Paperwork Reduction Act of 1995 

(44 U.S.C. 3501–3520), 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 17a–8 (17 CFR 270.17a–8) under 

the Investment Company Act of 1940 

(the ‘‘Act’’) (15 U.S.C. 80a–1 et seq.) is 

entitled ‘‘Mergers of affiliated 

companies.’’ Rule 17a–8 exempts 

certain mergers and similar business 

combinations (‘‘mergers’’) of affiliated 

registered investment companies 

(‘‘funds’’) from prohibitions under 

section 17(a) of the Act (15 U.S.C. 80a– 

17(a)) on purchases and sales between a 

fund and its affiliates. The rule requires 

fund directors to consider certain issues 

and to record their findings in board 

minutes. The rule requires the directors 

of any fund merging with an 

unregistered entity to approve 

procedures for the valuation of assets 

received from that entity. These 

procedures must provide for the 

preparation of a report by an 

independent evaluator that sets forth the 

fair value of each such asset for which 

market quotations are not readily 

available. The rule also requires a fund 

being acquired to obtain approval of the 

merger transaction by a majority of its 

outstanding voting securities, except in 

certain situations, and requires any 

surviving fund to preserve written 

records describing the merger and its 

terms for six years after the merger (the 

first two in an easily accessible place). 

The average annual burden of meeting 

the requirements of rule 17a–8 is 

estimated to be 7 hours for each fund. 

The Commission staff estimates that 

each year approximately 384 funds rely 

on the rule. The estimated total average 

annual burden for all respondents 

therefore is 2,688 hours. 

The average cost burden of preparing 

a report by an independent evaluator in 

a merger with an unregistered entity is 

estimated to be $15,000. The average net 

cost burden of obtaining approval of a 

merger transaction by a majority of a 

fund’s outstanding voting securities is 

estimated to be $100,000. The 

Commission staff estimates that each 

year approximately 59 funds hold 

shareholder votes that would not 

otherwise have held a shareholder vote. 

The total annual cost burden of meeting 

these requirements is estimated to be 

$5,900,000. 

The estimates of average burden hours 

and average cost burdens are made 

solely for the purposes of the Paperwork 

Reduction Act, and are not derived from 

a comprehensive or even a 

representative survey or study. 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. 

Written comments are requested on: 

(a) Whether the collection of 

information is necessary for the proper 

performance of the functions of the 

Commission, including whether the 

information has practical utility; (b) the 

accuracy of the Commission’s estimate 

of the burdens of the collection of 

information; (c) ways to enhance the 

quality, utility, and clarity of the 

information 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 60 days of this 

publication. 

Please direct your written comments 

to David Bottom, Director/Chief 

Information Officer, Securities and 

Exchange Commission, C/O John R. 

Pezzullo, 100 F Street NE, Washington, 

DC 20549; or send an email to: PRA_

Mailbox@sec.gov. 

Dated: January 21, 2022. 

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2022–01546 Filed 1–26–22; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[SEC File No. 270–224, OMB Control No. 

3235–0217] 

Submission for OMB Review; 

Comment Request, Extension: Rule 

17e–1 

Upon Written Request, Copies Available 

From: Securities and Exchange 

Commission, Office of FOIA Services, 

100 F Street NE, Washington, DC 

20549–2736 

Notice is hereby given that, pursuant 

to the Paperwork Reduction Act of 1995 

(44 U.S.C. 3501 et seq.) (‘‘Paperwork 

Reduction Act’’), the Securities and 

Exchange Commission (the 

‘‘Commission’’) has submitted to the 

Office of Management and Budget 

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

previously approved collection of 

information described below. 

Rule 17e–1 (17 CFR 270.17e–1) under 

the Investment Company Act of 1940 

(15 U.S.C. 80a–1 et seq.) (the 

‘‘Investment Company Act’’) deems a 

remuneration as ‘‘not exceeding the 

usual and customary broker’s 

commission’’ for purposes of Section 

17(e)(2)(A) of the Act (15 U.S.C. 80a– 

17(e)(2)(A)) if, among other things, a 

registered investment company’s 

(‘‘fund’s’’) board of directors has 

adopted procedures reasonably 

designed to provide that the 

remuneration to an affiliated broker is 

reasonable and fair compared to that 

received by other brokers in connection 

with comparable transactions involving 

similar securities being purchased or 

sold on a securities exchange during a 

comparable period of time and the 

board makes and approves such changes 

as it deems necessary. In addition, each 

quarter, the board must determine that 

all transactions effected under the rule 

during the preceding quarter complied 

with the established procedures 

(‘‘review requirement’’). Rule 17e–1 also 

requires the fund to (i) maintain 

permanently a written copy of the 

procedures adopted by the board for 

complying with the requirements of the 

rule; and (ii) maintain for a period of six 

years, the first two in an easily 

accessible place, a written record of 

each transaction subject to the rule, 

setting forth the amount and source of 

the commission, fee, or other 

remuneration received; the identity of 

the broker; the terms of the transaction; 

and the materials used to determine that 

the transactions were effected in 

compliance with the procedures 

adopted by the board (‘‘recordkeeping 

requirement’’). The review and 


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