Federal Register / Vol. 87, No. 121 / Friday, June 24, 2022 / Proposed Rules 37773 

1 In April 2014, the U.S. Court of Appeals for the 

District of Columbia Circuit rejected challenges to 

the bulk of the SEC conflict minerals rule but held 

that Section 1502 of the Dodd-Frank Act and the 

rule violate the First Amendment to the extent that 

they require regulated entities to report to the SEC 

and to state on their website that any of their 

products ‘‘have not been found to be DRC conflict 

free.’’ Nat’l Ass’n of Mfrs. v. SEC, 748 F.3d 359 (D.C. 

Cir. Apr. 14, 2014). In April 2017, the U.S. District 

Court for the District of Columbia remanded the 

case to the Commission. Nat’l Ass’n of Mfrs. v. SEC, 

No. 13–635 (D.D.C. Apr. 3, 2017) (Doc. No. 47) 

(Final Judgment). 

1, 78o, 78o–4, 78o–8, 78p, 78q, 78s, 

78u–5, 78w, 78x, 78dd(b), 78dd(c), 78 ll, 

78mm, 80a–20, 80a–23, 80a–29, 80a–37, 

80b–3, 80b–4, 80b–11, 7201 et seq., and 

8302; 18 U.S.C. 1350; 12 U.S.C. 

5221(e)(3), and Pub. L. 111–203, Sec. 

1502, 124 Stat. 1376. 

Description: The Commission adopted 

a new form and rule pursuant to Section 

1502 of the Dodd-Frank Act relating to 

the use of conflict minerals. Section 

1502 added Section 13(p) to the 

Securities Exchange Act of 1934 

(‘‘Exchange Act’’), which required the 

Commission to promulgate rules 

requiring issuers with conflict minerals 

that are necessary to the functionality or 

production of a product manufactured 

by such person to disclose annually 

whether any of those minerals 

originated in the Democratic Republic of 

the Congo or an adjoining country. If an 

issuer’s conflict minerals originated in 

those countries, Section 13(p) required 

the issuer to submit a report to the 

Commission that includes a description 

of the measures it took to exercise due 

diligence on the conflict minerals’ 

source and chain of custody. The 

measures taken to exercise due 

diligence must include an independent 

private sector audit of the report that is 

conducted in accordance with standards 

established by the Comptroller General 

of the United States. Section 13(p) also 

required the issuer submitting the report 

to identify the auditor and to certify the 

audit. In addition, Section 13(p) 

required the report to include a 

description of the products 

manufactured or contracted to be 

manufactured that are not ‘‘DRC conflict 

free,’’ the facilities used to process the 

conflict minerals, the country of origin 

of the conflict minerals, and the efforts 

to determine the mine or location of 

origin. Section 13(p) required the 

information disclosed by the issuer to be 

available to the public on its internet 

website.1

Prior RFA Analysis: When the 

Commission adopted the new form and 

rule on August 22, 2012, it published a 

Final Regulatory Flexibility Analysis in 

the adopting release, Release No. 34– 

67716, available at: https://

www.federalregister.gov/documents/ 

2012/09/12/2012-21153/conflictminerals. The Commission solicited 

comment on the Initial Regulatory 

Flexibility Analysis included in the 

proposing release, Release No. 34–63547 

(Dec. 15, 2010), available at https://

www.federalregister.gov/documents/ 

2010/12/23/2010-31940/conflictminerals, and considered comments 

received at that time. 

* * * * * 

Title: Listing Standards for 

Compensation Committees. 

Citation: 17 CFR 229.407 and 17 CFR 

240.10C–1. 

Authority: 15 U.S.C. 77c, 77d, 77e, 

77f, 77g, 77h, 77j, 77k, 77s, 77z–2, 77z– 

3, 77aa(25), 77aa(26), 77ddd, 77eee, 

77ggg, 77hhh, 77iii, 77jjj, 77nnn, 77sss, 

77ttt, 78c, 78d, 78e, 78f, 78g, 78i, 78j, 

78j–1, 78j–3, 78k, 78k–1,78l, 78m, 78n, 

78n–1, 78o, 78o–4, 78p, 78q, 78s, 78u– 

5, 78w, 78x, 78ll, 78mm, 80a–8, 80a–9, 

80a–20, 80a–23, 80a–29, 80a–30, 80a– 

31(c), 80a–37, 80a–38(a), 80a–39, 80b–3, 

80b–4, 80b–11, and 7201 et seq.; and 18 

U.S.C. 1350, and 12 U.S.C. 5221(e)(3), 

unless otherwise noted. 

Description: The Commission adopted 

a new rule and amendments to its proxy 

disclosure rules to implement Section 

952 of the Dodd-Frank Act, which 

added Section 10C to the Exchange Act. 

Section 10C required the Commission to 

adopt rules directing the national 

securities exchanges and national 

securities associations to prohibit the 

listing of any equity security of an issuer 

that is not in compliance with Section 

10C’s compensation committee and 

compensation adviser requirements. In 

accordance with the statute, 17 CFR 

240.10C–1 (Rule 10C–1) directs the 

national securities exchanges to 

establish listing standards that, among 

other things, require each member of a 

listed issuer’s compensation committee 

to be a member of the board of directors 

and to be ‘‘independent,’’ as defined in 

the listing standards of the national 

securities exchanges adopted in 

accordance with the final rule. In 

addition, pursuant to Section 10C(c)(2), 

the Commission adopted amendments 

to its proxy disclosure rules concerning 

issuers’ use of compensation 

consultants and related conflicts of 

interest. 

Prior RFA Analysis: When the 

Commission adopted the new rule and 

amendments on June 20. 2012, it 

published a Final Regulatory Flexibility 

Analysis in the adopting release, 

Release No. 33–9330, available at: 

https://www.federalregister.gov/ 

documents/2012/06/27/2012-15408/ 

listing-standards-for-compensationcommittees. The Commission received 

no comments on its Initial Regulatory 

Flexibility Analysis published in the 

proposing release, Release No. 33–9199 

(Mar. 30, 2011), available at https://

www.federalregister.gov/documents/ 

2011/04/06/2011-7948/listingstandards-for-compensationcommittees. However, other comments 

received that addressed aspects of the 

proposed rule that could potentially 

affect small entities were considered at 

that time. 

* * * * * 

By the Commission. 

Dated: June 17, 2022. 

Vanessa A. Countryman, 

Secretary. 

[FR Doc. 2022–13410 Filed 6–23–22; 8:45 am] 

BILLING CODE 8011–01–P 

DEPARTMENT OF THE TREASURY 

Internal Revenue Service 

26 CFR Part 1 

[REG–106384–20] 

RIN 1545–BQ14 

Mortality Tables for Determining 

Present Value Under Defined Benefit 

Pension Plans; Hearing Cancellation 

AGENCY: Internal Revenue Service (IRS), 

Treasury. 

ACTION: Cancellation of public hearing 

on proposed rulemaking. 

SUMMARY: This document cancels a 

public hearing on proposed regulations 

prescribing mortality tables to be used 

for most defined benefit pension plans. 

DATES: The public hearing, originally 

scheduled for Tuesday, June 28, 2022, at 

10 a.m. is cancelled. 

FOR FURTHER INFORMATION CONTACT: 

Regina Johnson of the Publications and 

Regulations Branch, Legal Processing 

Division, Associate Chief Counsel 

(Procedure and Administration) at (202) 

317–5177 (not a toll-free number) or at 

publichearings@irs.gov. 

SUPPLEMENTARY INFORMATION: A notice 

of proposed rulemaking and notice of 

public hearing that appeared in the 

Federal Register on Thursday, April 28, 

2022 (87 FR 25161) announced that a 

public hearing to be held by 

teleconference was scheduled for 

Tuesday, June 28, 2022 at 10 a.m. The 

subject of the public hearing is under 

section 430 of the Internal Revenue 

Code. 

The public comment period for these 

regulations expired on June 9, 2022. The 

notice of proposed rulemaking and 


jspears on DSK121TN23PROD with PROPOSALS1
37774 Federal Register / Vol. 87, No. 121 / Friday, June 24, 2022 / Proposed Rules 

notice of hearing instructed those 

interested in testifying at the public 

hearing to submit a request to speak and 

an outline of the topics to be discussed. 

Requests to speak and outlines were due 

on June 9, 2022. As of the end of the day 

on June 14, 2022, no one requested to 

speak. Therefore, the public hearing 

scheduled for June 28, 2022, at 10 a.m. 

is cancelled. 

Oluwafunmilayo A. Taylor, 

Branch Chief, Publications and Regulations 

Branch, Legal Processing Division, Associate 

Chief Counsel, (Procedure and 

Administration). 

[FR Doc. 2022–13491 Filed 6–23–22; 8:45 am] 

BILLING CODE 4830–01–P 

DEPARTMENT OF DEFENSE 

Office of the Secretary 

32 CFR Part 310 

[Docket ID DoD–2022–OS–0066] 

RIN 0790–AL08 

Privacy Act of 1974; Implementation 

AGENCY: Office of the Secretary of 

Defense (OSD), Department of Defense 

(DoD). 

ACTION: Proposed rule. 

SUMMARY: The Department of Defense 

(Department or DoD) is giving 

concurrent notice of a new Departmentwide system of records pursuant to the 

Privacy Act of 1974 for the DoD–0010, 

‘‘Counterintelligence Functional 

Services’’ system of records and this 

proposed rulemaking. In this proposed 

rulemaking, the Department proposes to 

exempt portions of this system of 

records from certain provisions of the 

Privacy Act because of national security, 

law enforcement, and employment 

suitability mission areas. 

DATES: Send comments on or before 

August 23, 2022. 

ADDRESSES: You may submit comments, 

identified by docket number, Regulation 

Identifier Number (RIN), and title, by 

any of the following methods. 

* Federal eRulemaking Portal: 

https://www.regulations.gov. Follow the 

instructions for submitting comments. 

* Mail: Department of Defense, Office 

of the Assistant to the Secretary of 

Defense for Privacy, Civil Liberties, and 

Transparency, Regulatory Directorate, 

4800 Mark Center Drive, Attn: Mailbox 

24, Suite 08D09, Alexandria, VA 22350– 

1700. 

Instructions: All submissions received 

must include the agency name and 

docket number or RIN for this Federal 

Register document. The general policy 

for comments and other submissions 

from members of the public is to make 

these submissions available for public 

viewing on the internet at https://

www.regulations.gov as they are 

received without change, including any 

personal identifiers or contact 

information. 

FOR FURTHER INFORMATION CONTACT: Ms. 

Rahwa Keleta, Defense Privacy and Civil 

Liberties Division, Directorate for 

Privacy, Civil Liberties and Freedom of 

Information, Office of the Assistant to 

the Secretary of Defense for Privacy, 

Civil Liberties, and Transparency, 

Department of Defense, 4800 Mark 

Center Drive, Mailbox #24, Suite 08D09, 

Alexandria, VA 22350–1700; 

OSD.DPCLTD@mail.mil; (703) 571– 

0070. 

SUPPLEMENTARY INFORMATION: 

I. Background 

In accordance with the Privacy Act of 

1974, the DoD is establishing a new 

DoD-wide system of records titled 

‘‘Counterintelligence Functional 

Services,’’ DoD–0010. This system of 

records notice describes DoD’s 

collection, use, and maintenance of 

records about counterintelligence 

functional services (CIFS). The purpose 

of CIFS is to protect Department 

resources and personnel from foreign 

adversaries who seek to exploit 

sensitive information, operations, and 

programs to the detriment of the U.S. 

government. The system of records 

consists of both electronic and paper 

records and will be used by DoD 

components and offices to maintain 

records about individuals in support of 

the Counterintelligence (CI) mission for 

the Department. DoD is authorized to 

maintain records on individuals to 

protect against espionage, intelligence 

activities, sabotage, or assassinations 

conducted by foreign entities or 

international terrorists. CIFS activities 

support the following CI missions: 

countering espionage; countering 

international terrorism; and providing 

support to force protection, research, 

development, and acquisition activities. 

CIFS also include assessments of CI 

incidents and DoD-required CI reporting 

conducted throughout the DoD 

enterprise. Not included in this system 

of records are records concerning CI 

investigations or CI collection activities. 

The CIFS records contain information 

on both Federal employees and 

members of the public. The CIFS system 

of records contains data derived from 

individuals, government records 

(Federal, State, and local, tribal, and 

foreign) and information collected 

directly from the public. 

II. Privacy Act Exemption 

The Privacy Act allows federal 

agencies to exempt eligible records in a 

system of records from certain 

provisions of the Act, including those 

that provide individuals with a right to 

request access to and amendment of 

their own records. If an agency intends 

to exempt a particular system of records, 

it must first go through the rulemaking 

process to provide public notice and an 

opportunity to comment on the 

proposed exemption. This proposed 

rule explains why exemptions are being 

claimed for this system of records and 

invites public comment, which DoD 

will consider before the issuance of a 

final rule implementing those 

exemptions. 

The DoD proposes to amend 32 CFR 

part 310 to add a new Privacy Act 

exemption rule for the DoD–0010, 

‘‘Counterintelligence Functional 

Services’’ system of records. In this 

proposed rulemaking, the Department 

proposes to exempt portions of this 

system of records from certain 

provisions of the Privacy Act because 

information in this system of records 

may fall within the scope of the 

following Privacy Act exemptions: 5 

U.S.C. 552a(k)(1), 5 U.S.C. 552a(k)(2), 

and 5 U.S.C. 552a(k)(5). 

DoD proposes to exempt this system 

of records because these records may 

contain classified national security 

information and providing notice, 

access, amendment, and disclosure of 

accounting of those records to an 

individual, as well as certain recordkeeping requirements, may cause 

damage to national security. The 

Privacy Act, pursuant to 5 U.S.C. 

552a(k)(1), authorizes agencies to claim 

an exemption for systems of records that 

contain information properly classified 

pursuant to executive order. The DoD 

therefore is proposing to claim an 

exemption from several provisions of 

the Privacy Act, including various 

access, amendment, disclosure of 

accounting, and certain record-keeping 

and notice requirements, to prevent 

disclosure of any information properly 

classified pursuant to executive order, 

as implemented by DoD Instruction 

5200.01 and DoD Manual 5200.01, 

Volumes 1 and 3. 

The DoD is also proposing this 

exemption rule because this system of 

records may contain investigatory 

material compiled for law enforcement 

purposes within the scope of 5 U.S.C. 

552a(k)(2). This exemption allows DoD 

entities to claim an exemption for 

systems of records that contain 


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