Federal Register / Vol. 89, No. 240 / Friday, December 13, 2024 / Notices 101081 

1This estimate is based on the three-year average 

of the number of proxies filed by registered 

investment companies. 

the previously approved collection of 

information discussed below. 

Rule 20a–1 (17 CFR 270.20a–1) was 

adopted under Section 20(a) of the 

Investment Company Act of 1940 

(‘‘1940 Act’’) (15 U.S.C. 80a–20(a)) and 

concerns the solicitation of proxies, 

consents, and authorizations with 

respect to securities issued by registered 

investment companies (‘‘Funds’’). More 

specifically, rule 20a–1 under the 1940 

Act (15 U.S.C. 80a–1 et seq.) requires 

that the solicitation of a proxy, consent, 

or authorization with respect to a 

security issued by a Fund be in 

compliance with Regulation 14A (17 

CFR 240.14a–1 et seq.), Schedule 14A 

(17 CFR 240.14a–101), and all other 

rules and regulations adopted pursuant 

to section 14(a) of the Securities 

Exchange Act of 1934 (‘‘1934 Act’’) (15 

U.S.C. 78n(a)). It also requires, in certain 

circumstances, a Fund’s investment 

adviser or a prospective adviser, and 

certain affiliates of the adviser or 

prospective adviser, to transmit to the 

person making the solicitation the 

information necessary to enable that 

person to comply with the rules and 

regulations applicable to the 

solicitation. In addition, rule 20a–1 

instructs Funds that have made a public 

offering of securities and that hold 

security holder votes for which proxies, 

consents, or authorizations are not being 

solicited, to refer to section 14(c) of the 

1934 Act (15 U.S.C. 78n(c)) and the 

information statement requirements set 

forth in the rules thereunder. 

The types of proposals voted upon by 

Fund shareholders include not only the 

typical matters considered in proxy 

solicitations made by operating 

companies, such as the election of 

directors, but also include issues that 

are unique to Funds, such as the 

approval of an investment advisory 

contract and the approval of changes in 

fundamental investment policies of the 

Fund. Through rule 20a–1, any person 

making a solicitation with respect to a 

security issued by a Fund must, similar 

to operating company solicitations, 

comply with the rules and regulations 

adopted pursuant to Section 14(a) of the 

1934 Act. Some of those Section 14(a) 

rules and regulations, however, include 

provisions specifically related to Funds, 

including certain particularized 

disclosure requirements set forth in Item 

22 of Schedule 14A under the 1934 Act. 

Rule 20a–1 is intended to ensure that 

investors in Fund securities are 

provided with appropriate information 

upon which to base informed decisions 

regarding the actions for which Funds 

solicit proxies. Without rule 20a–1, 

Fund issuers would not be required to 

comply with the rules and regulations 

adopted under Section 14(a) of the 1934 

Act, which are applicable to non-Fund 

issuers, including the provisions 

relating to the form of proxy and 

disclosure in proxy statements. 

The staff currently estimates that 

approximately 1,129 proxy statements 

are filed by Funds annually.1 Based on 

staff estimates and information from the 

industry, the staff estimates that the 

average annual burden associated with 

the preparation and submission of proxy 

statements is 85 hours per response, for 

a total annual burden of 95,965 hours 

(1,129 responses × 85 hours per 

response = 95,965). In addition, the staff 

estimates the costs for purchased 

services, such as outside legal counsel, 

proxy statement mailing, and proxy 

tabulation services, to be approximately 

$30,000 per proxy solicitation. 

Rule 20a–1 does not involve any 

recordkeeping requirements. Providing 

the information required by the rule is 

mandatory and information provided 

under the rule 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 

control number. 

Public Comment Instructions: The 30- 

day public comment period for this 

information collection request opens on 

December 16, 2024 and closes at the end 

of the day on January 13, 2025. The 

public may view the full information 

request and submit comments at https:// 

www.reginfo.gov/public/do/ 

PRAViewICR?ref_nbr=202410-3235-001 

or email comments to 

MBX.OMB.OIRA.SEC_desk_officer@

omb.eop.gov. 

Dated: December 9, 2024. 

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2024–29305 Filed 12–12–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[SEC File No. 270–642, OMB Control No. 

3235–0696] 

Submission for OMB Review; 

Comment Request; Extension: Rules 

15Fb1–1 Through 15Fb6–2 and Forms 

SBSE, SBSE–A, SBSE–BD, SBSE–C 

and SBSE–W 

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 

(‘‘PRA’’) (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 extension of the 

previously approved collection of 

information provided for in the 

following rules: Rules 15Fb1–1 through 

15Fb6–2 (17 CFR 240.15Fb1–1 through 

240.15Fb6–2), and Forms SBSE, SBSE– 

A, SBSE–BD, SBSE–C and SBSE–W (17 

CFR 249.1600, 249.1600a, 249.1600b, 

249.1600c and 249.1601) under the 

Securities Exchange Act of 1934 (15 

U.S.C. 78a et seq.). 

The Commission adopted Rules 

15Fb1–1 through 15Fb6–2 and Forms 

SBSE, SBSE–A, SBSE–BD, SBSE–C and 

SBSE–W on August 5, 2015 to create a 

process to register SBS Entities. Forms 

SBSE, SBSE–A, and SBSE–BD and 

SBSE–C were designed to elicit certain 

information from applicants. The 

Commission uses the information 

disclosed by applicants through the SBS 

Entity registration rules and forms to: (1) 

determine whether an applicant meets 

the standards for registration set forth in 

the provisions of the Exchange Act; and 

(2) develop an information resource 

regarding SBS Entities where members 

of the public may obtain relevant, up-todate information about SBS Entities, 

and where the Commission may obtain 

information for examination and 

enforcement purposes. Without the 

information provided through these SBS 

Entity registration rules and forms, the 

Commission could not effectively 

determine whether the applicant meets 

the standards for registration or 

implement policy objectives of the 

Exchange Act. 

The information collected pursuant to 

Rule 15Fb3–2 and Form SBSE–W allows 

the Commission to determine whether it 

is appropriate to allow an SBS Entity to 

withdraw from registration and to 

facilitate that withdrawal. Without this 

information, the Commission would be 

unable to effectively determine whether 

it was appropriate to allow an SBS 

Entity to withdraw. In addition, it 

would be more difficult for the 

Commission to properly regulate SBS 

Entities if it were unable to quickly 

identify those that have withdrawn from 

the security-based swap business. 

As of September 30, 2024, 53 entities 

have registered with the Commission as 

SBS Entities. The Commission estimates 

that an additional five entities will 

register as SBS Entities. The 

Commission estimates that these SBS 


khammond on DSK9W7S144PROD with NOTICES
101082 Federal Register / Vol. 89, No. 240 / Friday, December 13, 2024 / Notices 

1 See, e.g., https://www.incorp.com/registeredagent-services/ (as of September 13, 2024, $129 per 

state per year), https://www.wolterskluwer.com/en/ 

solutions/ct-corporation/registered-agent-servicessolutions (as of September 13, 2024, $354 per year), 

and https://www.ailcorp.com/services/registeredagent (as of September 13, 2024, $149 per year). The 

staff sought websites that provided pricing 

information and a comprehensive description of 

their registered agent services. We calculated our 

estimate by averaging the costs provided on these 

three websites—($129 + $354 + $149) ÷ 3 = $211. 

Entities likely would incur a total 

burden of 10,660 burden hours per year 

to comply with Rules 15Fb1–1 through 

15Fb6–2 and Forms SBSE, SBSE–A, 

SBSE–BD, SBSE–C and SBSE–W. 

In addition, Rules 15Fb1–1 through 

15Fb6–2 and Forms SBSE, SBSE–A, 

SBSE–BD, SBSE–C and SBSE–W may 

impose certain costs on non-resident 

persons that apply to be registered with 

the Commission as SBS Entities, 

including an initial and ongoing costs 

associated with obtaining an opinion of 

counsel indicating that it can, as a 

matter of law, provide the Commission 

with access to its books and records and 

submit to Commission examinations, 

and an ongoing cost associated with 

establishing and maintaining a 

relationship with a U.S. agent for 

service of process. 

The staff estimates, based on internet 

research,1 that it would cost each 

nonresident SBS Entity approximately 

$211 annually to appoint and maintain 

a relationship with a U.S. agent for 

service of process. Consequently, the 

total cost for all nonresident SBS 

Entities to appoint and maintain 

relationships with U.S. agents for 

service of process is approximately 

$5,697 per year. 

Nonresident SBS Entities also would 

incur outside legal costs associated with 

obtaining an opinion of counsel. The 

staff estimates that each of the estimated 

27 non-resident persons that likely will 

apply to register as SBS Entities with 

the Commission would incur, on 

average, approximately $25,000 in 

outside legal costs to obtain the opinion 

of counsel necessary to register, and that 

the total annualized cost for 

Nonresident SBS Entities to obtain this 

opinion of counsel would be 

approximately $225,000. Nonresident 

SBS Entities would also need to obtain 

a revised opinion of counsel after any 

changes in the legal or regulatory 

framework that would impact the SBS 

Entity’s ability to provide, or manner in 

which it provides, the Commission with 

prompt access to its books and records 

or that impacts the Commission’s ability 

to inspect and examine the SBS Entity. 

We do not believe this would occur 

frequently, and therefore estimate that 

one non-resident entity may need to 

recertify annually. Thus, the total 

ongoing cost associated with obtaining a 

revised opinion of counsel regarding the 

new regulatory regime would be 

approximately $25,000 annually. 

Consequently, the total annualized cost 

burden associated with Rules 15Fb1–1 

through 15Fb6–2 and Forms SBSE, 

SBSE–A, SBSE–BD, SBSE–C and SBSE– 

W would be approximately $255,697 

per year. 

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. 

Public Comment Instructions: The 30- 

day public comment period for this 

information collection request opens on 

December 16, 2024 and closes at the end 

of the day on January 13, 2025. The 

public may view the full information 

request and submit comments at https:// 

www.reginfo.gov/public/do/ 

PRAViewICR?ref_nbr=202409-3235-024 

or email comments to 

MBX.OMB.OIRA.SEC_desk_officer@

omb.eop.gov. 

Dated: December 9, 2024. 

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2024–29306 Filed 12–12–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[SEC File No. 270–318, OMB Control No. 

3235–0361] 

Submission for OMB Review; 

Comment Request; Extension: Form 

ADV–E 

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.), 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 ADV–E (17 CFR 279.8) is the 

cover sheet for certificates of accounting 

filed pursuant to rule 206(4)–2(a)(4) 

under the Investment Advisers Act of 

1940 (17 CFR 275.206(4)–(2)(a)(4)). The 

rule further requires that the public 

accountant file with the Commission a 

Form ADV–E and accompanying 

statement within four business days of 

the resignation, dismissal, removal from 

consideration for being reappointed, or 

other termination of its engagement. 

The Commission has estimated that 

compliance with the requirement to 

complete Form ADV–E imposes a total 

burden of approximately 0.05 hours (3 

minutes) per respondent. Based on 

current information from advisers 

registered with the Commission, the 

Commission staff estimates that 1,946 

filings will be submitted with respect to 

surprise examinations and 52 filings 

will be submitted with respect to 

termination of accountants. Based on 

these estimates, the total estimated 

annual burden would be 99.90 hours 

((1,946 filings × .05 hours) + (52 filings 

× .05 hours)). 

The information provided on Form 

ADV–E is mandatory. Responses will 

not be kept confidential. An agency may 

not conduct or sponsor a collection of 

information unless it displays a 

currently valid OMB control number. 

No person shall be subject to any 

penalty for failing to comply with a 

collection of information subject to the 

PRA that does not display a valid OMB 

control number. 

Public Comment Instructions: The 30- 

day public comment period for this 

information collection request opens on 

December 16, 2024 and closes at the end 

of the day on January 13, 2025. The 

public may view the full information 

request and submit comments at https:// 

www.reginfo.gov/public/do/ 

PRAViewICR?ref_nbr=202409-3235-022 

or email comments to 

MBX.OMB.OIRA.SEC_desk_officer@

omb.eop.gov. 

Dated: December 9, 2024. 

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2024–29304 Filed 12–12–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[SEC File No. 270–017, OMB Control No. 

3235–0017] 

Proposed Collection; Comment 

Request; Extension: Rules 6a–1 and 

6a–2, Form 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 

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

Securities and Exchange Commission 

(‘‘Commission’’) is soliciting comments 

on the existing collection of information 


khammond on DSK9W7S144PROD with NOTICES