Federal Register / Vol. 66, No. 110 / Thursday, June 7, 2001 / Notices 30771

1Form N–23c–3 requires the fund to state its

registration number, its full name and address, the

date of the accompanying shareholder notification,

and the type of offer being made (periodic,

discretionary, or both).

2Rule 24b–3 under the Investment Company Act

[17 CFR 270.24b–3], however, would generally

exempt the fund from that requirement when the

materials are filed instead with the National

Association of Securities Dealers (‘‘NASD’’), as

nearly always occurs under NASD procedures,

which apply to the underwriter of every fund.

SECURITIES AND EXCHANGE

COMMISSION

Submission for OMB Review;

Comment Request

Extension: Rule 23c–3 and Form N–23c–3;

SEC File No. 270–373; OMB Control No.

3235–0422]

Upon written request, copies available

from: Securities and Exchange

Commission, Office of Filings and

Information Services, 450 5th Street,

NW., Washington, DC 20549.

Notice is hereby given that, pursuant

to the Paperwork Reduction Act of 1995

(44 U.S.C. 350 et. seq.), the Securities

and Exchange Commission (the

‘‘Commission’’) has submitted to the

Office of Management and Budget

(‘‘OMB’’) a request for extension and

approval of the collections of

information discussed below.

Rule 23c–3 under the Investment

Company Act of 1940 [17 CFR 270.23c–

3] is entitled: ‘‘Repurchase of Securities

of Closed-End Companies.’’ The rule

permits certain closed-end investment

companies (‘‘closed-end funds’’ or

‘‘funds’’) periodically to offer to

repurchase from shareholders a limited

number of shares at net asset value. The

rule includes several reporting and

recordkeeping requirements. The fund

must send shareholders a notification

that contains specified information each

time the fund makes a repurchase offer

(on a quarterly, semi-annual, or annual

basis, or for certain funds, on a

discretionary basis not more often than

every two years). The fund also must

file copies of the shareholder

notification with the Commission

(electronically through the

Commission’s Electronic Data

Gathering, Analysis and Retrieval

System (‘‘EDGAR’’)) attached to Form

N–23c–3 [17 CFR 274.221], a cover

sheet that provides limited information

about the fund and the type of offer the

fund is making.1 The fund must

describe in its annual report to

shareholders the fund’s policy

concerning repurchase offers and the

results of any repurchase offers made

during the reporting period. The fund’s

board of directors must adopt written

procedures designed to ensure that the

fund’s investment portfolio is

sufficiently liquid to meet its repurchase

obligations and other obligations under

the rule. The board periodically must

review the composition of the fund’s

portfolio and change the liquidity

procedures as necessary. The fund also

must file copies of advertisements and

other sales literature with the

Commission as if it were an open-end

investment company subject to section

24 of the Investment Company Act (15

U.S.C. 80a–24) and the rules that

implement section 24.2

The requirement that the fund send a

notification to shareholders of each offer

is intended to ensure that a fund

provides material information to

shareholders about the terms of each

offer, which may differ from previous

offers on such matters as the maximum

amount of shares to be repurchased (the

maximum repurchase amount may

range from 5% to 25% of outstanding

shares). The requirement that copies be

sent to the Commission is intended to

enable the Commission to monitor the

fund’s compliance with the notification

requirement. The requirement that the

shareholder notification be attached to

Form N–23c–3 is intended to ensure

that the fund provides basic information

necessary for the Commission to process

the notification and to monitor the

fund’s use of repurchase offers. The

requirement that the fund describe its

current policy on repurchase offers and

the results of recent offers in the annual

shareholder report is intended to

provide shareholders current

information about the fund’s repurchase

policies and its recent experience. The

requirement that the board approve and

review written procedures designed to

maintain portfolio liquidity is intended

to ensure that the fund has enough cash

or liquid securities to meet its

repurchase obligations, and that written

procedures are available for review by

shareholders and examination by the

Commission. The requirement that the

fund file advertisements and sales

literature as if it were an open-end

investment company is intended to

facilitate the review of these materials

by the Commission or the NASD to

prevent incomplete, inaccurate, or

misleading disclosure about the special

characteristics of a closed-end fund that

makes periodic repurchase offers.

The Commission staff estimates that

23 funds currently rely upon the rule.

The staff estimates that each fund

spends approximately 80 hours

annually in preparing, mailing, and

filing shareholder notifications for each

repurchase offer, 4 hours annually in

preparing and filing Form N–23c–3, 6

hours annually in preparing disclosures

in the annual shareholder report

concerning the fund’s repurchase policy

and recent offer, 28 hours annually in

preparing procedures to protect

portfolio liquidity, and 8 hours annually

in performing subsequent reviews of

these procedures. The total annual

burden of the rule’s paperwork

requirements for all funds thus is

estimated to be 2898 hours. This

represents an increase of 1638 hours

from the prior estimate of 1260 hours.

The increase results primarily from an

increase in the number of funds relying

upon the rule from 10 to 23 funds.

The estimate of average burden hours

is made solely for the purposes of the

Paperwork Reduction Act. The estimate

is not derived from a comprehensive or

even a representative survey or study of

the costs of Commission rules and

forms.

Compliance with the collection of

information requirements of the rule

and form is mandatory only for those

funds that rely on the rule in order to

repurchase shares of the fund. 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.

Please direct general comments

regarding the above information to the

following persons: (i) Desk Officer for

the Securities and Exchange

Commission, Office of Information and

Regulatory Affairs, Office of

Management and Budget, New

Executive Office Building, Washington,

DC 20503; and (ii) Michael E. Bartell,

Associate Executive Director, Office of

Information Technology, Securities and

Exchange Commission, 450 5th Street,

NW., Washington, DC 20549. Comments

must be submitted to OMB within 30

days of this notice.

Dated: June 1, 2001.

Margaret H. McFarland,

Deputy Secretary.

[FR Doc. 01–14329 Filed 6–6–01; 8:45 am]

BILLING CODE 8010–01–M

SECURITIES AND EXCHANGE

COMMISSION

Submission for OMB Review;

Comment Request

Upon Written Request, Copies Available

From: Securities and Exchange

Commission, Office of Filings and

Information Services, Washington, DC

20549.

Extension:

Rule 155, OMB Control No. 3235–0549,

SEC File No. 270–492;