Federal Register / Vol. 87, No. 136 / Monday, July 18, 2022 / Notices 42753 

1 15 U.S.C. 80a. In addition, the offering and 

selling of securities that are not registered pursuant 

to the Securities Act of 1933 (‘‘Securities Act’’) is 

generally prohibited by U.S. securities laws. 15 

U.S.C. 77. 

2See Offer and Sale of Securities to Canadian 

Tax-Deferred Retirement Savings Accounts, Release 

Nos. 33–7860, 34–42905, IC–24491 (June 7, 2000) 

[65 FR 37672 (June 15, 2000)]. This rulemaking also 

included new rule 237 under the Securities Act, 

permitting securities of foreign issuers to be offered 

to Canadian-U.S. Participants and sold to Canadian 

retirement accounts without being registered under 

the Securities Act. 17 CFR 230.237. 

3 17 CFR 270.7d–2. 

4 44 U.S.C. 3501–3502. 

receipt of the NRC’s termination letter, 

dated July 11, 2022. 

Dated: July 13, 2022. 

For the Nuclear Regulatory Commission. 

Joshua M. Borromeo, 

Chief, Non-Power Production and Utilization 

Facility Licensing Branch, Division of 

Advanced Reactors and Non-Power 

Production and Utilization Facilities, Office 

of Nuclear Reactor Regulation. 

[FR Doc. 2022–15282 Filed 7–15–22; 8:45 am] 

BILLING CODE 7590–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

Sunshine Act Meetings 

TIME AND DATE: 2:00 p.m. on Thursday, 

July 21, 2022. 

PLACE: The meeting will be held via 

remote means and/or at the 

Commission’s headquarters, 100 F 

Street NE, Washington, DC 20549. 

STATUS: This meeting will be closed to 

the public. 

MATTERS TO BE CONSIDERED: 

Commissioners, Counsel to the 

Commissioners, the Secretary to the 

Commission, and recording secretaries 

will attend the closed meeting. Certain 

staff members who have an interest in 

the matters also may be present. 

In the event that the time, date, or 

location of this meeting changes, an 

announcement of the change, along with 

the new time, date, and/or place of the 

meeting will be posted on the 

Commission’s website at https://

www.sec.gov. 

The General Counsel of the 

Commission, or his designee, has 

certified that, in his opinion, one or 

more of the exemptions set forth in 5 

U.S.C. 552b(c)(3), (5), (6), (7), (8), 9(B) 

and (10) and 17 CFR 200.402(a)(3), 

(a)(5), (a)(6), (a)(7), (a)(8), (a)(9)(ii) and 

(a)(10), permit consideration of the 

scheduled matters at the closed meeting. 

The subject matter of the closed 

meeting will consist of the following 

topics: 

Institution and settlement of 

injunctive actions; 

Institution and settlement of 

administrative proceedings; 

Resolution of litigation claims; and 

Other matters relating to examinations 

and enforcement proceedings. 

At times, changes in Commission 

priorities require alterations in the 

scheduling of meeting agenda items that 

may consist of adjudicatory, 

examination, litigation, or regulatory 

matters. 

CONTACT PERSON FOR MORE INFORMATION: 

For further information; please contact 

Vanessa A. Countryman from the Office 

of the Secretary at (202) 551–5400. 

Authority: 5 U.S.C. 552b. 

Dated: July 14, 2022. 

Vanessa A. Countryman, 

Secretary. 

[FR Doc. 2022–15399 Filed 7–14–22; 4:15 pm] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[SEC File No. 270–464, OMB Control No. 

3235–0527] 

Submission for OMB Review; 

Comment Request; Extension: Rule 

7d–2 

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. 

In Canada, as in the United States, 

individuals can invest a portion of their 

earnings in tax-deferred retirement 

savings accounts (‘‘Canadian retirement 

accounts’’). These accounts, which 

operate in a manner similar to 

individual retirement accounts in the 

United States, encourage retirement 

savings by permitting savings on a taxdeferred basis. Individuals who 

establish Canadian retirement accounts 

while living and working in Canada and 

who later move to the United States 

(‘‘Canadian-U.S. Participants’’ or 

‘‘participants’’) often continue to hold 

their retirement assets in their Canadian 

retirement accounts rather than 

prematurely withdrawing (or ‘‘cashing 

out’’) those assets, which would result 

in immediate taxation in Canada. 

Once in the United States, however, 

these participants historically have been 

unable to manage their Canadian 

retirement account investments. Most 

investment companies (‘‘funds’’) that 

are ‘‘qualified companies’’ for Canadian 

retirement accounts are not registered 

under the U.S. securities laws. 

Securities of those unregistered funds, 

therefore, generally cannot be publicly 

offered and sold in the United States 

without violating the registration 

requirement of the Investment Company 

Act of 1940 (‘‘Investment Company 

Act’’).1 As a result of this registration 

requirement, Canadian-U.S. Participants 

previously were not able to purchase or 

exchange securities for their Canadian 

retirement accounts as needed to meet 

their changing investment goals or 

income needs. 

The Commission issued a rulemaking 

in 2000 that enabled Canadian-U.S. 

Participants to manage the assets in 

their Canadian retirement accounts by 

providing relief from the U.S. 

registration requirements for offers of 

securities of foreign issuers to CanadianU.S. Participants and sales to Canadian 

retirement accounts.2 Rule 7d–2 under 

the Investment Company Act 3 permits 

foreign funds to offer securities to 

Canadian-U.S. Participants and sell 

securities to Canadian retirement 

accounts without registering as 

investment companies under the 

Investment Company Act. 

Rule 7d–2 contains a ‘‘collection of 

information’’ requirement within the 

meaning of the Paperwork Reduction 

Act of 1995.4 Rule 7d–2 requires written 

offering materials for securities offered 

or sold in reliance on that rule to 

disclose prominently that those 

securities and the fund issuing those 

securities are not registered with the 

Commission, and that those securities 

and the fund issuing those securities are 

exempt from registration under U.S. 

securities laws. Rule 7d–2 does not 

require any documents to be filed with 

the Commission. 

Rule 7d–2 requires written offering 

documents for securities offered or sold 

in reliance on the rule to disclose 

prominently that the securities are not 

registered with the Commission and 

may not be offered or sold in the United 

States unless registered or exempt from 

registration under the U.S. securities 

laws, and also to disclose prominently 

that the fund that issued the securities 

is not registered with the Commission. 

The burden under the rule associated 

with adding this disclosure to written 

offering documents is minimal and is 

non-recurring. The foreign issuer, 


khammond on DSKJM1Z7X2PROD with NOTICES
42754 Federal Register / Vol. 87, No. 136 / Monday, July 18, 2022 / Notices 

5 Investment Company Institute, 2021 Investment 

Company Fact Book (2021) at 276, tbl. 66, available 

at https://www.ici.org/system/files/2021-05/2021_

factbook.pdf. Since the last renewal, we understand 

that the Investment Company Institute has changed 

its methodology to enhance the accuracy of how it 

estimates the number of Canadian funds. The 

estimate used for this renewal reflects this change 

in methodology and the number of estimated 

Canadian funds has increased from the last renewal. 

6The Commission’s estimate concerning the wage 

rate for attorney time is based on salary information 

for the securities industry compiled by the 

Securities Industry and Financial Markets 

Association (‘‘SIFMA’’). The $455 per hour figure 

for an Attorney is based on SIFMA’s Management 

& Professional Earnings in the Securities Industry 

2013, updated for 2022, modified by Commission 

staff to account for an 1800-hour work-year and 

inflation, and multiplied by 5.35 to account for 

bonuses, firm size, employee benefits and overhead. 

As discussed in footnote 5, since the last renewal, 

we understand that the Investment Company 

Institute has changed its methodology to enhance 

the accuracy of how it estimates the number of 

Canadian funds. The estimate used for this renewal 

reflects this change in methodology and the hourly 

burden has increased from the last renewal. 

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

2 17 CFR 240.19b–4. 

3The term ‘‘Market Makers’’ refers to ‘‘Lead 

Market Makers’’, ‘‘Primary Lead Market Makers’’ 

and ‘‘Registered Market Makers’’ collectively. See 

Exchange Rule 100. 

4The term ‘‘Proprietary Product’’ means a class 

of options that is listed exclusively on the 

Exchange. See Exchange Rule 100. 

underwriter, or broker-dealer can redraft 

an existing prospectus or other written 

offering material to add this disclosure 

statement, or may draft a sticker or 

supplement containing this disclosure 

to be added to existing offering 

materials. In either case, based on 

discussions with representatives of the 

Canadian fund industry, the staff 

estimates that it would take an average 

of 10 minutes per document to draft the 

requisite disclosure statement. 

The staff estimates that there are 4,312 

publicly offered Canadian funds that 

potentially would rely on the rule to 

offer securities to participants and sell 

securities to their Canadian retirement 

accounts without registering under the 

Investment Company Act.5 The staff 

estimates that all of these funds have 

previously relied upon the rule and 

have already made the one-time change 

to their offering documents required to 

rely on the rule. The staff estimates that 

216 (5 percent) additional Canadian 

funds would newly rely on the rule each 

year to offer securities to Canadian-U.S. 

Participants and sell securities to their 

Canadian retirement accounts, thus 

incurring the paperwork burden 

required under the rule. The staff 

estimates that each of those funds, on 

average, distributes 3 different written 

offering documents concerning those 

securities, for a total of 648 offering 

documents. The staff therefore estimates 

that 216 respondents would make 648 

responses by adding the new disclosure 

statement to 648 written offering 

documents. The staff therefore estimates 

that the annual burden associated with 

the rule 7d–2 disclosure requirement 

would be 108 hours (648 offering 

documents × 10 minutes per document). 

The total annual cost of these burden 

hours is estimated to be $49,140 (108 

hours × $455 per hour of attorney 

time).6

These burden hour estimates are 

based upon the Commission staff’s 

experience and discussions with the 

fund industry. The estimates of average 

burden hours are made solely for the 

purposes of the Paperwork Reduction 

Act. These estimates are not derived 

from a comprehensive or even a 

representative survey or study of the 

costs of Commission rules. 

Compliance with the collection of 

information requirements of the rule is 

mandatory and is necessary to comply 

with the requirements of the rule in 

general. 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 September 16, 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: July 12, 2022. 

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2022–15226 Filed 7–15–22; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–95258; File No. SR–MIAX– 

2022–24] 

Self-Regulatory Organizations; Miami 

International Securities Exchange LLC; 

Notice of Filing and Immediate 

Effectiveness of a Proposed Rule 

Change To Amend Its Fee Schedule To 

Extend the Waiver Period for Certain 

Non-Transaction Fees and To Extend 

the SPIKES Options Market Maker 

Incentive Program Until September 30, 

2022 

July 12, 2022. 

Pursuant to the provisions of Section 

19(b)(1) of the Securities Exchange Act 

of 1934 (‘‘Act’’) 1 and Rule 19b–4 

thereunder,2 notice is hereby given that 

on June 29, 2022, Miami International 

Securities Exchange LLC (‘‘MIAX’’ or 

‘‘Exchange’’) filed with the Securities 

and Exchange Commission 

(‘‘Commission’’) a proposed rule change 

as described in Items I, II, and III below, 

which Items have been prepared by the 

Exchange. The Commission is 

publishing this notice to solicit 

comments on the proposed rule change 

from interested persons. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

The Exchange is filing a proposal to 

amend the MIAX Options Fee Schedule 

(the ‘‘Fee Schedule’’) to: (1) extend the 

waiver period for certain nontransaction fees applicable to Market 

Makers 3 that trade solely in Proprietary 

Products 4 until September 30, 2022; 

and (2) extend the SPIKES Options 

Market Maker Incentive Program (the 

‘‘Incentive Program’’) until September 

30, 2022. 

The text of the proposed rule change 

is available on the Exchange’s website at 

http://www.miaxoptions.com/rulefilings, at MIAX’s principal office, and 

at the Commission’s Public Reference 

Room. 

II. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

In its filing with the Commission, the 

Exchange included statements 


khammond on DSKJM1Z7X2PROD with NOTICES