38792 Federal Register / Vol. 87, No. 124 / Wednesday, June 29, 2022 / Notices 

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

2 17 CFR 240.19b–4. 

3Securities Exchange Act Release No. 93856 

(December 22, 2021), 86 FR 74185 (December 29, 

2021) (File No. SR–NSCC–2021–016) (‘‘Notice’’). 

4Comments are available at https://www.sec.gov/ 

comments/sr-nscc-2021016/srnscc2021016.htm. 

5 15 U.S.C. 78s(b)(2). 

6Securities Exchange Act Release No. 94068 

(January 26, 2022), 87 FR 5544 (February 1, 2022) 

(File No. SR–NSCC–2021–016). 

7 15 U.S.C. 78s(b)(2)(B). 

8Securities Exchange Act Release No. 94494 

(March, 23, 2022), 87 FR 18444 (March, 30, 2022) 

(File No. SR–NSCC–2021–016). 

9See supra note 4. 

10 15 U.S.C. 78s(b)(2). 

11 15 U.S.C. 78s(b)(2)(B)(ii)(II). 

12 Id. 

13 17 CFR 200.30–3(a)(57). 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–95146; File No. SR–NSCC– 

2021–016] 

Self-Regulatory Organizations; 

National Securities Clearing 

Corporation; Notice of Designation of 

Longer Period for Commission Action 

on Proceedings To Determine Whether 

To Approve or Disapprove a Proposed 

Rule Change To Enhance Capital 

Requirements and Make Other 

Changes 

June 23, 2022. 

On December 13, 2021, National 

Securities Clearing Corporation 

(‘‘NSCC’’) filed with the Securities and 

Exchange Commission (‘‘Commission’’) 

proposed rule change SR–NSCC–2021– 

016 (the ‘‘Proposed Rule Change’’) 

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

Securities Exchange Act of 1934 

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

The Proposed Rule Change was 

published for comment in the Federal 

Register on December 29, 2021,3 and the 

Commission has received comments 

regarding the changes proposed in the 

Proposed Rule Change.4

On January 26, 2022, pursuant to 

Section 19(b)(2) of the Act,5 the 

Commission designated a longer period 

within which to approve, disapprove, or 

institute proceedings to determine 

whether to approve or disapprove the 

Proposed Rule Change.6 On March 23, 

2022, the Commission instituted 

proceedings, pursuant to Section 

19(b)(2)(B) of the Act,7 to determine 

whether to approve or disapprove the 

Proposed Rule Change.8 The 

Commission has received additional 

comment letters on the Proposed Rule 

Change.9

Section 19(b)(2) of the Act 10 provides 

that proceedings to determine whether 

to approve or disapprove a proposed 

rule change must be concluded within 

180 days of the date of publication of 

notice of filing of the proposed rule 

change. The time for conclusion of the 

proceedings may be extended for up to 

60 days if the Commission determines 

that a longer period is appropriate and 

publishes the reasons for such 

determination.11 The 180th day after 

publication of the Notice in the Federal 

Register is June 27, 2022. 

The Commission is extending the 

period for Commission action on the 

Proposed Rule Change. The Commission 

finds that it is appropriate to designate 

a longer period within which to take 

action on the Proposed Rule Change so 

that the Commission has sufficient time 

to consider the issues raised by the 

Proposed Rule Change and to take 

action on the Proposed Rule Change. 

Accordingly, pursuant to Section 

19(b)(2)(B)(ii)(II) of the Act,12 the 

Commission designates August 26, 

2022, as the date by which the 

Commission should either approve or 

disapprove the Proposed Rule Change 

SR–NSCC–2021–016. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.13

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2022–13815 Filed 6–28–22; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[SEC File No. 270–176, OMB Control No. 

3235–0311] 

Proposed Collection; Comment 

Request; Extension: Rule 7d–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. 3501–3520), the Securities 

and Exchange Commission (the 

‘‘Commission’’) is soliciting comments 

on the collections of information 

summarized below. The Commission 

plans to submit these existing collection 

of information to the Office of 

Management and Budget for extension 

and approval. 

Section 7(d) of the Investment 

Company Act of 1940 (15 U.S.C. 80a– 

7(d)) (the ‘‘Act’’ or ‘‘Investment 

Company Act’’) requires an investment 

company (‘‘fund’’) organized outside the 

United States (‘‘foreign fund’’) to obtain 

an order from the Commission allowing 

the fund to register under the Act before 

making a public offering of its securities 

through the United States mail or any 

means of interstate commerce. The 

Commission may issue an order only if 

it finds that it is both legally and 

practically feasible effectively to enforce 

the provisions of the Act against the 

foreign fund, and that the registration of 

the fund is consistent with the public 

interest and protection of investors. 

Rule 7d–1 (17 CFR 270.7d–1) under 

the Act, which was adopted in 1954, 

specifies the conditions under which a 

Canadian management investment 

company (‘‘Canadian fund’’) may 

request an order from the Commission 

permitting it to register under the Act. 

Although rule 7d–1 by its terms applies 

only to Canadian funds, other foreign 

funds generally have agreed to comply 

with the requirements of rule 7d–1 as a 

prerequisite to receiving an order 

permitting those foreign funds’ 

registration under the Act. 

The rule requires a Canadian fund 

that wishes to register to file an 

application with the Commission that 

contains various undertakings and 

agreements by the fund. The 

requirement of the Canadian fund to file 

an application is a collection of 

information under the Paperwork 

Reduction Act. Certain of the 

undertakings and agreements, in turn, 

impose the following additional 

information collection requirements: 

(1) the fund must file with the Commission 

agreements between the fund and its 

directors, officers, and service providers 

requiring them to comply with the fund’s 

charter and bylaws, the Act, and certain other 

obligations relating to the undertakings and 

agreements in the application; 

(2) the fund and each of its directors, 

officers, and investment advisers that is not 

a U.S. resident, must file with the 

Commission an irrevocable designation of the 

fund’s custodian in the United States as agent 

for service of process; 

(3) the fund’s charter and bylaws must 

provide that (a) the fund will comply with 

certain provisions of the Act applicable to all 

funds, (b) the fund will maintain originals or 

copies of its books and records in the United 

States, and (c) the fund’s contracts with its 

custodian, investment adviser, and principal 

underwriter, will contain certain terms, 

including a requirement that the adviser 

maintain originals or copies of pertinent 

records in the United States; 

(4) the fund’s contracts with service 

providers will require that the provider 

perform the contract in accordance with the 

Act, the Securities Act of 1933 (15 U.S.C. 

77a), and the Securities Exchange Act of 1934 

(15 U.S.C. 78a), as applicable; and 

(5) the fund must file, and periodically 

revise, a list of persons affiliated with the 

fund or its adviser or underwriter. 

As noted above, under section 7(d) of 

the Act the Commission may issue an 


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Federal Register / Vol. 87, No. 124 / Wednesday, June 29, 2022 / Notices 38793 

1The rule requires an applicant and its 

investment adviser to maintain records in the 

United States (which, without the requirement, 

might be maintained in Canada or another foreign 

jurisdiction), which facilitates routine inspections 

and any special investigations of the fund by 

Commission staff. The registrant and its investment 

adviser, however, already maintain the registrant’s 

records in the United States and in no other 

jurisdiction. Therefore, maintenance of the 

registrant’s records in the United States does not 

impose an additional burden beyond that imposed 

by other provisions of the Act. Those provisions are 

applicable to all registered funds and the 

compliance burden of those provisions is outside 

the scope of this request. 

2This estimate is based on the following 

calculation: (0 + 2 + 0.5 + 0.25) = 2.75 hours. 

3This estimate is based on the following 

calculation: 2.75 hours year 1 + 5 hours year 1 + 

2.75 hours year 2 + 2.75 hours year 3 = 13.25 hours. 

4The estimates are based on the following 

calculations: 4.42 hours = 13.25 cumulative burden 

hours/3 years. 

order permitting a foreign fund’s 

registration only if the Commission 

finds that ‘‘by reason of special 

circumstances or arrangements, it is 

both legally and practically feasible 

effectively to enforce the provisions of 

the (Act).’’ The information collection 

requirements are necessary to ensure 

that the substantive provisions of the 

Act may be enforced as a matter of 

contract right in the United States or 

Canada by the fund’s shareholders or by 

the Commission. 

Rule 7d–1 also contains certain 

information collection requirements that 

are associated with other provisions of 

the Act. These requirements are 

applicable to all registered funds and 

are outside the scope of this request. 

The Commission believes that one 

foreign fund is registered under rule 7d– 

1 and currently active. Apart from 

requirements under the Act applicable 

to all registered funds, rule 7d–1 

imposes ongoing burdens to maintain 

records in the United States, and to 

update, as necessary, certain fund 

agreements, designations of the fund’s 

custodian as service agent, and the 

fund’s list of affiliated persons. The 

Commission staff estimates that each 

year under the rule, the active registrant 

and its directors, officers, and service 

providers engage in the following 

collections of information and 

associated burden hours: 

For the fund and its investment 

adviser to maintain records in the 

United States: 1

0 hours: 0 minutes of compliance 

clerk time. 

• For the fund to update its list of 

affiliated persons: 

2 hours: 2 hours of support staff time. 

• For new officers, directors, and 

service providers to enter into and file 

agreements requiring them to comply 

with the fund’s charter and bylaws, the 

Act, and certain other obligations: 

0.5 hours: 7.5 minutes of director 

time; 2.5 minutes of officer time; 20 

minutes of support staff time. 

• For new officers, directors, and 

investment advisers who are not 

residents of the United States to file 

irrevocable designation of the fund’s 

custodian as agent for process of service: 

0.25 hours: 5 minutes of director time; 

10 minutes of support staff time. 

Based on the estimates above, the 

Commission estimates that the total 

annual burden of the rule’s paperwork 

requirements is 2.75 hours.2 If a fund 

were to file an application under rule 

7d–1 to register under the Act, the 

Commission estimates that the rule 

would impose initial information 

collection burdens (for filing an 

application, preparing the specified 

charter, bylaw, and contract provisions, 

designations of agents for service of 

process, and an initial list of affiliated 

persons, and establishing a means of 

keeping records in the United States) of 

approximately 90 hours for the fund and 

its associated persons. The Commission 

is not including these hours in its 

calculation of the annual burden 

because no fund has applied to register 

under the Act pursuant to rule 7d–1 in 

the last three years. 

As noted above, after registration, a 

Canadian fund may file a supplemental 

application seeking special relief 

designed for the fund’s particular 

circumstances. Rule 7d–1 does not 

mandate these applications. For 

purposes of this PRA we are assuming 

one registrant has filed a substantive 

supplemental application within the 

past three years. The Commission staff 

estimates that the rule would impose an 

additional information collection 

burden of 5 hours on a fund to comply 

with the Commission’s application 

process. The staff understands that 

funds also obtain assistance from 

outside counsel to comply with the 

Commission’s application process and 

the cost burden of using outside counsel 

is discussed below. 

Therefore, the Commission staff 

estimates the aggregate annual burden 

hours of the collection of information 

associated with rule 7d–1 is 13.25 

hours.3 Amortized over three years we 

estimate an hourly annual burden of 

4.42 hours.4 These estimates of average 

burden hours are 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 Commission rules. 

If a Canadian or other foreign fund in 

the future applied to register under the 

Act under rule 7d–1, the fund initially 

might have capital and start-up costs 

(not including hourly burdens) of an 

estimated $20,000 to comply with the 

rule’s initial information collection 

requirements. These costs include legal 

and processing-related fees for 

preparing the required documentation 

(such as the application, charter, bylaw, 

and contract provisions, designations 

for service of process, and the list of 

affiliated persons). Other related costs 

would include fees for establishing 

arrangements with a custodian or other 

agent for maintaining records in the 

United States, copying and 

transportation costs for records, and the 

costs of purchasing or leasing computer 

equipment, software, or other record 

storage equipment for records 

maintained in electronic or 

photographic form. 

The Commission expects that a fund 

and its sponsors would incur these costs 

immediately, and that the annualized 

cost of the expenditures would be 

$20,000 in the first year. Some 

expenditures might involve capital 

improvements, such as computer 

equipment, having expected useful lives 

for which annualized figures beyond the 

first year would be meaningful. 

These annualized figures are not 

provided, however, because, in most 

cases, the expenses would be incurred 

immediately rather than on an annual 

basis. The Commission is not including 

these costs in its calculation of the 

annualized capital/start-up costs 

because no fund has applied under rule 

7d–1 to register under the Act pursuant 

to rule 7d–1 in the last three years. 

As indicated above, a Canadian or 

fund may file a supplemental 

application seeking special relief 

designed for the fund’s particular 

circumstances. Rule 7d–1 does not 

mandate these applications. The active 

registrant filed a substantive 

supplemental application in the past 

three years. As noted above, the staff 

understands that funds generally use 

outside counsel to prepare the 

application. The staff estimates that 

outside counsel spends 10 hours 

preparing a supplemental application, 

including 8 hours by an associate and 2 

hours by a partner. Outside counsel 

billing arrangements and rates vary 

based on numerous factors, but the staff 

has estimated the average cost of outside 

counsel as $531 per hour, based on 

information received from funds, 

intermediaries and their counsel. The 

Commission staff therefore estimates 

that the fund would obtain assistance 


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38794 Federal Register / Vol. 87, No. 124 / Wednesday, June 29, 2022 / Notices 

5This estimate is based on the following 

calculation: 10 hours × $531 per hour = $5,130. 

1Sales material includes advertisements, articles 

or other communications to be published in 

newspapers, magazines, or other periodicals; radio 

and television scripts; and letters, circulars or other 

written communications proposed to be sent given 

or otherwise communicated to more than ten 

persons. 

from outside counsel at a cost of 

$5,130.5

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. 

Compliance with the collection of 

information requirements of the rule is 

necessary to obtain the benefit of relying 

on the rule. 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. 

Written comments are invited on: (a) 

whether the proposed collection of 

information is necessary for the proper 

performance of the functions of the 

Commission, including whether the 

information shall have practical utility; 

(b) the accuracy of the Commission’s 

estimate of the burden 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 

by August 29, 2022. 

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. 

Please direct your written comments 

to: David Bottom, Acting Director/Chief 

Information Officer, Securities and 

Exchange Commission, c/o John 

Pezzullo, 100 F Street NE, Washington, 

DC 20549 or send an email to: PRA_

Mailbox@sec.gov. 

Dated: June 23, 2022. 

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2022–13808 Filed 6–28–22; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[SEC File No. 270–561, OMB Control No. 

3235–0747] 

Proposed Collection; Comment 

Request; Extension: Rule 607 

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’’) 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. 

Regulation E (17 CFR 230.601 to 

230.610a) exempts from registration 

under the Securities Act of 1933 (15 

U.S.C. 77a et seq.) (‘‘Securities Act’’) 

securities issued by a small business 

investment company (‘‘SBIC’’) which is 

registered under the Investment 

Company Act of 1940 (15 U.S.C. 80a–1 

et seq.) (‘‘Investment Company Act’’) or 

a closed-end investment company that 

has elected to be regulated as a business 

development company (‘‘BDC’’) under 

the Investment Company Act, so long as 

the aggregate offering price of all 

securities of the issuer that may be sold 

within a 12-month period does not 

exceed $5,000,000 and certain other 

conditions are met. Rule 607 under 

Regulation E (17 CFR 230.607) entitled, 

‘‘Sales material to be filed,’’ requires 

sales material used in connection with 

securities offerings under Regulation E 

to be filed with the Commission at least 

five days (excluding weekends and 

holidays) prior to its use.1 Commission 

staff reviews sales material filed under 

rule 607 for materially misleading 

statements and omissions. The 

requirements of rule 607 are designed to 

protect investors from the use of false or 

misleading sales material in connection 

with Regulation E offerings. 

Respondents to this collection of 

information include SBICs and BDCs 

making an offering of securities 

pursuant to Regulation E. No filings 

were submitted to the Commission 

under rule 607 in 2019, 2020, or 2021. 

Accordingly, we estimate no annual 

responses. Each respondent’s reporting 

burden under rule 607 relates to the 

internal burden associated with filing its 

sales material electronically, which is 

negligible. For administrative purposes, 

we estimate an annual burden of one 

hour. The estimate of average burden 

hours is made solely for purposes of the 

Paperwork Reduction Act and is not 

derived from a quantitative, 

comprehensive, or even representative 

survey or study of the burdens 

associated with Commission rules and 

forms. 

The requirements of this collection of 

information are mandatory. Responses 

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. 

Written comments are invited on: (a) 

whether the proposed collection of 

information is necessary for the proper 

performance of the functions of the 

Commission, including whether the 

information shall have practical utility; 

(b) the accuracy of the Commission’s 

estimate of the burden 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 

by August 29, 2022. 

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. 

Please direct your written comments 

to: David Bottom, Acting Director/Chief 

Information Officer, Securities and 

Exchange Commission, c/o John 

Pezzullo, 100 F Street, NE Washington, 

DC 20549 or send an email to: PRA_

Mailbox@sec.gov. 

Dated: June 23, 2022. 

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2022–13809 Filed 6–28–22; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[SEC File No. 270–42, OMB Control No. 

3235–0047] 

Proposed Collection; Comment 

Request; Extension: Rule 204–3 

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 

(‘‘Commission’’) is soliciting comments 

on the collection of information 

summarized below. The Commission 

plans to submit this existing collection 


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