Federal Register / Vol. 87, No. 125 / Thursday, June 30, 2022 / Rules and Regulations 38943 

§ 904.505 Summary sale. 

* * * * * 

(c) NOAA will serve the Notice of the 

Summary Sale on the owner or 

consignee, if known or easily 

ascertainable, or to any other party that 

the facts of record indicate has an 

interest in the seized fish, unless the 

owner or consignee or other interested 

party has otherwise been personally 

notified. Notice will be sent either prior 

to the sale, or as soon thereafter as 

practicable. 

* * * * * 

■ 48. In § 904.506, revise paragraphs 

(a)(1) and (b)(1) to read as follows: 

§ 904.506 Remission of forfeiture and 

restoration of proceeds of sale. 

(a) * * * 

(1) This section establishes 

procedures for filing with NOAA a 

petition for the return of any property 

which has been or may be 

administratively forfeited under the 

provisions of any statute administered 

by NOAA that authorizes the remission 

or mitigation of forfeitures. 

* * * * * 

(b) * * * 

(1) Any person claiming an interest in 

any property which has been or may be 

administratively forfeited under the 

provisions of § 904.504 may, at any time 

after seizure of the property, but no later 

than 90 days after the date of forfeiture, 

petition for a remission or mitigation of 

the forfeiture and restoration of the 

proceeds of such sale, or such part 

thereof as may be claimed by the 

petitioner by serving the petition in 

conformance with § 904.3 on 

administrative.appeals@noaa.gov or the 

Chief of the Enforcement Section of the 

NOAA Office of General Counsel, 1315 

East-West Highway, SSMC 3, Suite 

15828, Silver Spring, MD 20910. 

* * * * * 

■ 49. In § 904.509, revise paragraph 

(g)(2) to read as follows: 

§ 904.509 Disposal of forfeited property. 

* * * * * 

(g) * * * 

(2) Destruction will be accomplished 

in accordance with the requirements of 

41 CFR parts 101–1 through 101–49. 

* * * * * 

[FR Doc. 2022–13492 Filed 6–29–22; 8:45 am] 

BILLING CODE 3510–22–P 

SECURITIES AND EXCHANGE 

COMMISSION 

17 CFR Parts 232, 240, 249, 270, 275, 

and 279 

[Release Nos. 34–95148; IA–6056; IC–34635; 

File No. S7–15–21] 

RIN 3235–AM97 

Electronic Submission of Applications 

for Orders Under the Advisers Act and 

the Investment Company Act, 

Confidential Treatment Requests for 

Filings on Form 13F, and Form ADV– 

NR; Amendments to Form 13F 

AGENCY: Securities and Exchange 

Commission. 

ACTION: Final rule. 

SUMMARY: The Securities and Exchange 

Commission (‘‘Commission’’ or ‘‘SEC’’) 

is adopting amendments to rules to 

convert the filing of certain 

applications, confidential treatment 

requests, and forms from paper to 

electronic submission. Specifically, we 

are amending our rules to require that 

the following types of filings be 

submitted via our Electronic Data 

Gathering, Analysis, and Retrieval 

(‘‘EDGAR’’) system: applications for 

orders under any section of the 

Investment Advisers Act of 1940 

(‘‘Advisers Act’’) and confidential 

treatment requests for filings made 

under section 13(f) of the Securities 

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

We also are adopting rule amendments 

to harmonize the requirements for the 

submission of applications for orders 

under the Advisers Act and the 

Investment Company Act of 1940 

(‘‘Investment Company Act’’). In 

addition, we are amending other rules 

and a form to require the electronic 

submission of Form ADV–NR through 

the Investment Adviser Registration 

Depository (‘‘IARD’’) system. We also 

are adopting requirements for nonresident general partners and nonresident managing agents to amend their 

Form ADV–NR within 30 days 

whenever any information contained in 

the form becomes inaccurate by filing 

with the Commission a new Form ADV– 

NR. Further, we are adopting 

amendments to Form 13F to require 

managers to provide additional 

identifying information and to allow 

managers to disclose, for any security 

reported on Form 13F, the security’s 

share class level Financial Instrument 

Global Identifier (‘‘FIGI’’). Finally, we 

are adopting certain technical 

amendments to Form 13F, including 

modernizing the structure of data 

reporting and amending the instructions 

on Form 13F for confidential treatment 

requests in light of a recent decision of 

the U.S. Supreme Court. 

DATES:

Effective date: This rule is effective 

August 29, 2022, except for the 

amendments to Form 13F (referenced in 

17 CFR 249.325) which are effective 

January 3, 2023. 

Compliance date: The applicable 

compliance dates are discussed in 

section II.D. of this final rule. 

FOR FURTHER INFORMATION CONTACT: 

Zeena Abdul-Rahman, Senior Counsel; 

Sara Cortes, Senior Special Counsel; or 

Brian McLaughlin Johnson, Assistant 

Director, at (202) 551–6792, Investment 

Company Regulation Office, Division of 

Investment Management; or Alexis 

Palascak, Senior Counsel at (202) 551– 

6787 or IArules@sec.gov, Investment 

Adviser Regulation Office, Division of 

Investment Management, Securities and 

Exchange Commission, 100 F Street NE, 

Washington, DC 20549 8549. 

SUPPLEMENTARY INFORMATION: The 

Commission is adopting amendments to 

17 CFR 232.11 (‘‘rule 11’’), 17 CFR 

232.100 (‘‘rule 100’’), 17 CFR 232.101 

(‘‘rule 101’’), 17 CFR 232.102 (‘‘rule 

102’’), and 17 CFR 232.201 (‘‘rule 201’’) 

of 17 CFR 232.11 through 232.903 

(‘‘Regulation S–T’’) relating to electronic 

filing on the EDGAR system; 17 CFR 

275.0–4 (‘‘rule 0–4’’) and 17 CFR 

275.203–1 (‘‘rule 203–1’’) under the 

Advisers Act; 17 CFR 279.4 (‘‘Form 

ADV–NR’’) and the instructions to 17 

CFR 279.1 (‘‘Form ADV’’) under the 

Advisers Act; 17 CFR 270.0–2 (‘‘rule 0– 

2’’) under the Investment Company Act; 

17 CFR 240.24b–2 (‘‘rule 24b–2’’) under 

the Exchange Act; and 17 CFR 249.325 

(‘‘Form 13F’’). 

TABLE OF CONTENTS 

I. Introduction 

II. Discussion 

A. Applications 

1. Electronic Filing 

2. The EDGAR Filing System 

3. Availability of Hardship Exemptions 

4. Elimination of Certain Requirements 

B. Form ADV–NR 

C. Rule 13f–1 and Form 13F 

1. Electronic Filings of 13(f) Confidential 

Treatment Requests 

2. Other Amendments to Form 13F 

D. Effective and Compliance Dates 

III. Other Matters 

IV. Economic Analysis 

A. Introduction and Primary Goals of the 

Regulations and Form Amendments 

B. Economic Baseline 

C. Economic Effects 

1. Benefits 

2. Costs 

3. Efficiency, Competition, and Capital 

Formation 

D. Reasonable Alternatives 


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38944 Federal Register / Vol. 87, No. 125 / Thursday, June 30, 2022 / Rules and Regulations 

1See Amendments to the Commission’s Rules of 

Practice, Release No. 34–90442 (Nov. 17, 2020) [85 

FR 86464 (Dec. 30, 2020)]; see also Electronic 

Signatures in Regulation S–T Rule 302, Release No. 

33–10889 (Nov. 17, 2020) [85 FR 78224 (Dec. 4, 

2020)]; see also Updating Edgar Filing 

Requirements, Release No. 33–11005 (Nov. 4, 2021). 

2See Electronic Submission of Applications for 

Orders under the Advisers Act and the Investment 

Company Act, Confidential Treatment Requests for 

Filings on Form 13F, and Form ADV–NR; 

Amendments to Form 13F, Release No. IC–34415 

(Nov. 4, 2021) [86 FR 64839 (Nov. 19, 2021)] 

(‘‘Proposing Release’’). The comment letters on the 

Proposing Release (File No. S7–15–21) are available 

at https://www.sec.gov/comments/s7-15-21/ 

s71521.htm. 

3See e.g., Comment Letter of the Investment 

Company Institute (Dec. 17, 2021) (‘‘ICI Comment 

Letter’’); Comment Letter of the Private Investor 

Coalition (Dec. 17, 2021) (‘‘PIC Comment Letter’’); 

Comment Letter of WhaleWisdom (Dec. 17, 2021) 

(‘‘WhaleWisdom Comment Letter’’); Joint Comment 

Letter of the American Bankers Association and 

CUSIP Global Services (Dec. 20, 2021) (‘‘ABA and 

CUSIP Comment Letter’’). 

4Applications for registration as an investment 

adviser under the Advisers Act and applications for 

withdrawal from registration are filed via IARD. See 

17 CFR 275.203–1; 17 CFR 275.203–2. We are not 

altering these requirements. 

5The EDGAR Filer Manual, which is promulgated 

by the Commission, sets out the technical 

formatting requirements for electronic submissions. 

See 17 CFR 232.301. 

6The term ‘‘institutional investment manager’’ 

includes any person, other than a natural person, 

investing in or buying and selling securities for its 

own account, and any person exercising investment 

discretion with respect to the account of any other 

person. See section 13(f)(6)(A) of the Exchange Act 

[15 U.S.C. 78m(f)(6)]. The term ‘‘person’’ includes 

any natural person, company, government, or 

political subdivision, agency, or instrumentality of 

a government. See section 3(a)(9) of the Exchange 

Act [15 U.S.C. 78c(3)(9)]. 

7 Food Marketing Institute v. Argus Leader Media, 

139 S.Ct. 2356 (2019) (overturning the longstanding 

interpretation set forth in National Parks v. Morton, 

498 F.2d 765 (D.C. Cir. 1974) of ‘‘confidential’’ for 

purposes of FOIA exemption 4). 

8As proposed, the final rule will permit Form 

ADV–NR filers to file the form in paper format if 

granted a hardship exemption under 17 CFR 

275.203–3. 

9 15 U.S.C. 80b–6a. 

10See 15 U.S.C. 80b–2(a)(11) (defining 

‘‘investment adviser’’). 

1. Alternative Filing System for Advisers 

Act Orders 

2. Alternative Filing System for 13(f) 

Confidential Treatment Requests 

3. Single Form 13F Filing With Electronic 

Attachment 

4. Alternative Security Identifier 

Requirement 

V. Paperwork Reduction Act 

A. Amendments to Rule 0–4 

1. Burden Estimate for Rule 0–4 

B. Amendment to Form ADV–NR 

1. Burden Estimate for Form ADV–NR 

C. Form ADV and Rule 203–1 

D. Amendments to Form 13F 

VI. Regulatory Flexibility Act Certification 

VII. Statutory Authority 

Text of Rule and Form Amendments 

I. Introduction 

The Commission seeks to promote 

efficiency, transparency, and 

operational resiliency by modernizing 

the manner in which information is 

submitted to us and, where appropriate, 

disclosed to the public. Electronic filing 

improves our ability to achieve these 

goals. Specifically, electronic filing 

minimizes the risks of delay in staff 

receiving the information via paper 

submissions, and it increases efficiency 

in the staff review process by reducing 

staff processing time, increasing quality 

assurance, and improving the ability to 

review and analyze information 

contained in electronic submissions. In 

addition to increasing staff efficiency of 

review, publicly filed electronic 

submissions are more readily available 

on our website in easily searchable 

formats, which benefits investors, the 

asset management industry, and other 

market participants. 

In addition, electronic filing 

capabilities have proved to be an 

effective measure in addressing certain 

of the logistical and operational issues 

raised by the spread of coronavirus 

disease (‘‘COVID–19’’). We believe that 

converting paper submissions to 

electronic submissions would allow the 

Commission, and those persons filing 

the submissions, to more effectively and 

efficiently navigate any future 

disruptive events—like COVID–19—that 

make the paper submission process 

unnecessarily burdensome, impractical, 

or unavailable. Further, we believe that 

the proposed electronic submission 

process better reflects the current 

business practices and operations of 

those persons that file the submissions 

and, as a result, would likely reduce the 

burden associated with submitting such 

filings. These benefits are among the 

reasons that the Commission has 

transitioned filings from paper to 

electronic format in many contexts.1

We proposed rule and form 

amendments to require electronic filing 

of certain forms, as well as additional 

amendments to enhance information 

reported on Form 13F and to modernize 

the form, in November 2021.2

Commenters generally supported the 

Commission’s goal of modernizing the 

manner in which information is 

submitted to the Commission and 

generally agreed that the proposed 

amendments would increase filing 

efficiency and reduce burdens on filers.3

As discussed in more detail below, we 

are adopting these amendments largely 

as proposed. Therefore, the final rules 

will require applications for orders 

under any section of the Advisers Act,4

and of confidential treatment requests 

for filings made under section 13(f) of 

the Exchange Act (‘‘13(f) Confidential 

Treatment Requests’’), to be submitted 

through the EDGAR system.5 In 

addition, we are adopting amendments 

to Form 13F: (i) a requirement for an 

institutional investment manager 6

(‘‘manager’’) that files Form 13F to 

provide certain identifying information, 

(ii) in response to comments received, 

allow managers to disclose, for any 

security reported on Form 13F, the 

security’s share class level FIGI in 

addition to the security’s Committee on 

Uniform Securities Identification 

Procedures (‘‘CUSIP’’) number; (iii) 

certain technical amendments to 

modernize the information reported on 

Form 13F, consistent with its existing 

eXtensible Markup Language (‘‘XML’’) 

structured data language, and (iv) a 

modification to instruction 2.d. of Form 

13F’s Confidential Treatment 

Instructions to update that instruction 

and make it consistent with a recent 

U.S. Supreme Court decision.7 We also 

are adopting other rule amendments to 

harmonize the requirements for 

submission of applications for orders 

under the Advisers Act and the 

Investment Company Act. 

Finally, we are adopting amendments 

to require Form ADV–NR filers to file 

electronically, rather than in paper 

format. Non-resident general partners 

and non-resident managing agents of 

both SEC-registered investment advisers 

and exempt reporting advisers must file 

Form ADV–NR to appoint an agent for 

service of process in the United States.8

Under the final rules, they will submit 

Form ADV–NR through the IARD 

system. 

II. Discussion 

A. Applications 

1. Electronic Filing 

Section 206A of the Advisers Act 

gives the Commission the authority to 

provide exemptions from any provision 

of the Advisers Act or any rule or 

regulation thereunder, provided the 

exemption is necessary or appropriate 

in the public interest and consistent 

with the protection of investors and the 

purposes fairly intended by the policy 

and provisions of the Advisers Act.9

Applicants seeking an exemption must 

apply to the Commission to obtain an 

order. Applicants typically include, but 

are not limited to, registered investment 

advisers, exempt reporting advisers, and 

persons not registered with the 

Commission but who meet the 

definition of ‘‘investment adviser’’ 

under the Advisers Act.10

As proposed, we are adopting 

amendments to Regulation S–T and 

Advisers Act rule 0–4 to require persons 

applying for an order under the 


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Federal Register / Vol. 87, No. 125 / Thursday, June 30, 2022 / Rules and Regulations 38945 

11Rule 0–4 concerns general requirements for 

applications under the Advisers Act, among other 

things. Regulation S–T concerns general 

requirements for electronic filings. See 17 CFR 

232.11, 17 CFR 232.100, 17 CFR 232.101, 17 CFR 

232.102, 17 CFR 232.201, and 17 CFR 275.0–4. 

12See generally, Mandatory Electronic 

Submission of Applications for Orders under the 

Investment Company Act and Filings Made 

Pursuant to Regulation E, Release No. 33–8981 (Oct. 

29, 2008) [73 FR 65516 (Nov. 4, 2008)] (‘‘2008 IC 

Applications Release’’) (effective date, Jan. 1, 2009). 

13See ICI Comment Letter. 

14See Proposing Release, supra footnote 2, at 

section III. 

15See Proposing Release, supra footnote 2. 

16The final rules will designate the Secretary of 

the Commission as the addressee for paper 

applications for orders under both the Advisers Act 

and the Investment Company Act (e.g., applications 

made in paper pursuant to a hardship exemption 

under Regulation S–T). See infra footnotes 28 and 

29, and accompanying text. 

17See Commission Policy and Guidelines for 

Filing of Applications for Exemption from Some or 

All of the Provisions of the Investment Company 

Act of 1940 and the Investment Advisers Act of 

1940, Release No. IA–969 (Apr. 30, 1985) 

(discussing that applicants should recognize the 

differences between their proposal and prior 

applications requesting similar relief and, to the 

extent possible, bring their proposal within 

applicable precedent. Further, applicants should 

cite and discuss applicable precedent.). 

18See 2008 IC Applications Release, supra 

footnote 12. 

19As is the case with applications for orders 

under the Investment Company Act, related 

correspondence and supplemental information will 

not be automatically disseminated publicly through 

the EDGAR system but will be available 

immediately to Commission staff. 

20See e.g., 17 CFR 275.203–1 (application for 

investment adviser registration), 17 CFR 275.203–2 

(withdrawal from investment adviser registration), 

17 CFR 275.203–3 (hardship exemptions from the 

requirement to make Advisers Act filings 

electronically with IARD), and 17 CFR 275.204–4 

(reporting by exempt reporting advisers). 

21See ICI Comment Letter. 

22See 17 CFR 232.101. 

23See infra sections IV.C and V.A of this Release 

(discussing the costs associated with submitting 

applications electronically). Although investment 

advisers register using the IARD system, some 

advisers may be familiar with the EDGAR system 

as a result of other required filings on EDGAR, such 

as certain filings made pursuant to sections 13 and 

16 of the Exchange Act or registration statements 

filed on behalf of registered investment companies 

they manage. See 17 CFR 240.13f–1, 17 CFR 

240.13d–1, 15 U.S.C. 78p(a). 

Advisers Act, for which a form with 

instructions is not specifically 

prescribed, to file applications 

electronically through EDGAR.11 These 

amendments will make the application 

process for orders under the Advisers 

Act more consistent with the 

application process for orders under the 

Investment Company Act, which has 

been requiring applicants to file 

electronically through EDGAR since 

2009.12 Persons applying for orders 

under both the Advisers Act and the 

Investment Company Act will be able to 

file applications jointly in a single 

submission. As is the case for 

applications under the Investment 

Company Act, temporary hardship 

exemptions from electronic filing will 

not be available for applications for 

orders under the Advisers Act, but 

continuing hardship exemptions from 

electronic filing will be available. 

We received one comment letter 

supportive of requiring persons to file 

applications for orders under the 

Advisers Act electronically on EDGAR, 

stating that it would increase filing 

efficiency and promote a streamlined 

and consistent application process for 

advisers and funds.13 The commenter 

also supported allowing applicants 

seeking orders under both the Advisers 

Act and the Investment Company Act to 

file applications jointly in a single 

submission, agreeing that it would 

reduce burdens for applicants filing 

joint requests for relief.14 We are 

adopting the amendments as proposed. 

Currently, an applicant seeking an 

order under the Advisers Act must file 

the application, as well as a proposed 

notice of application, in paper and in 

quintuplicate.15 Once the Commission 

receives the application, it takes several 

steps to process it, including delivering 

it to the Commission’s mailroom for 

stamping and logging, and then routing 

it to appropriate staff. Staff then creates 

a notification in the EDGAR system to 

assign a file number, manually uploads 

the application onto the Commission’s 

public website, and processes the 

application for internal tracking. This 

process creates inefficiencies in a 

number of ways, including those 

resulting from the absence in Advisers 

Act rule 0–4 of a specific addressee at 

the Commission for applications.16 Any 

delay between Commission receipt and 

receipt by the appropriate staff member 

causes a delay in the public availability 

of the application. Public availability of 

the application aids applicants, as well 

as investors. For example, applicants 

consult previously filed applications to 

apply precedent and address any 

differences from prior applications, 

which in turn can expedite the review 

process.17 Investors may consult 

applications to the extent they may 

inform their decisions with respect to 

selecting or retaining an investment 

adviser. 

Applicants seeking an order under the 

Investment Company Act have been 

filing applications through EDGAR 

since 2009, before which time, they 

filed applications in paper.18 In our 

experience, the transition from paper to 

electronic applications under the 

Investment Company Act has led to 

more efficient and timely application 

processing. We anticipate that the 

transition from paper to electronic 

applications under the Advisers Act 

similarly will lead to more efficient and 

timely processing of such applications. 

As is the case with applications for 

orders under the Investment Company 

Act, once EDGAR accepts an application 

for an order under the Advisers Act, the 

application will be immediately 

available to appropriate staff and the 

public, in a more easily searchable 

format.19 This automated process is 

designed to eliminate the inefficiencies 

and delays caused by manually 

processing paper filings, as discussed 

above, which in turn will allow the 

Commission to conduct more efficient 

and timely reviews, and will provide 

more immediate transparency to the 

public. Moreover, the more easily 

searchable format will aid Commission 

staff, applicants, investors, and other 

interested parties that consult filed 

applications. 

2. The EDGAR Filing System 

As proposed, the final rules will 

require persons to file applications for 

orders under the Advisers Act through 

EDGAR, even though advisers make 

other submissions through IARD 

(including registration applications 

under the Advisers Act).20 We received 

one comment letter supporting this 

aspect of the proposal, as long as filers 

will continue to be able to receive 

confidential treatment for non-public 

documents.21 As with other persons that 

make submissions on EDGAR, 

applicants will be subject to the 

provisions of Regulation S–T, which 

will continue to include provisions for 

requesting confidential treatment.22

We are choosing EDGAR as the filing 

system for a number of reasons. First, 

the cost to advisers of submitting 

electronic applications through EDGAR 

will be relatively low.23 Second, EDGAR 

should require fewer technological 

changes than IARD to accept 

applications for orders under the 

Advisers Act, because it already is 

designed to accept applications for 

orders under the Investment Company 

Act. Third, EDGAR will allow for 

applications under both the Investment 

Company Act and the Advisers Act to 

be made in a single filing. For 

applications with multiple coapplicants (i.e., if certain applicants 

were included for Advisers Act relief 

and others were included for Investment 

Company Act relief), the applicants 

would be able to submit the application 

with all co-applicants included in one 

submission. The applicants would 

choose one applicant to list first as the 


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38946 Federal Register / Vol. 87, No. 125 / Thursday, June 30, 2022 / Rules and Regulations 

24See 17 CFR 232.101(a)(xxiii); the EDGAR Filer 

Manual is available at https://www.sec.gov/edgar/ 

filer-information/current-edgar-filer-manual. 

25The amendments to 17 CFR 232.100(b) will 

replace ‘‘registrants’’ with ‘‘[p]ersons or entities’’ 

whose filings are subject to review by the Division 

of Investment Management. 26See 17 CFR 232.101(a)(iv). 

27Regulation S–T generally requires requests for 

confidential treatment of an application to be filed 

in paper, subject to certain exceptions, and provides 

a process for seeking a continuing hardship 

exemption. See 17 CFR 232.101(c)(1)(i) 

(confidential treatment) and 17 CFR 232.202 

(continuing hardship exemption). 

28See 17 CFR 275.0–4(a). 

29We anticipate paper submissions will be rare. 

See 17 CFR 270.0–2(a). As proposed, we are 

correcting a typo in rule 0–4 to refer to the correct 

singular and plural of the word ‘‘original’’ when 

discussing duplicate original copies in paper 

applications. 

30See 17 CFR 275.0–4(d). 

31See 2008 IC Applications Release, supra 

footnote 12. 

32See ICI Comment Letter; Proposing Release, 

supra footnote 2, at section III. 

33Regulation S–T will continue to require that 

each signatory to an electronic filing manually sign 

a signature page or other document authenticating, 

acknowledging, or otherwise adopting his or her 

signature that appears in typed form in the 

electronic filing, as is currently required. This 

document must be executed before or at the time 

the electronic filing is made, must be retained by 

the filer for a period of five years, and must be made 

available to the Commission upon request. See 17 

CFR 232.302(b). Filers must continue to submit a 

notarized authentication to the Commission when 

submitting a Form ID to gain initial access to the 

EDGAR filing system, as is currently required. 

‘‘primary’’ co-applicant. Then, they 

would include in the EDGAR 

submission the information for all other 

co-applicants. Fourth, the process for 

filing applications for orders under the 

Advisers Act through EDGAR will be 

consistent with the process for filing 

applications for orders under the 

Investment Company Act, which is 

designed to facilitate internal processing 

efficiencies by Commission staff. 

Finally, having applications under both 

the Investment Company Act and the 

Advisers Act in the same system is 

designed to increase transparency for 

the public, because they will only need 

to learn how to access one system to 

locate all relevant applications. 

As with other persons that make 

submissions on EDGAR, applicants will 

be subject to the provisions of 

Regulation S–T and the EDGAR Filer 

Manual.24 Therefore, we are adopting 

conforming amendments to Regulation 

S–T. We did not receive any comments 

on these amendments to Regulation S– 

T, and are adopting them as proposed. 

• We are adopting conforming 

amendments to rule 11 of Regulation S– 

T to add ‘‘Investment Advisers Act’’ as 

a defined term that will mean the 

Investment Advisers Act of 1940. 

• We are adopting conforming 

amendments to rule 100 of Regulation 

S–T to clarify that all applicants for an 

order under the Advisers Act (and not 

just registered investment advisers) are 

subject to Regulation S–T.25

• We are adopting conforming 

amendments to rule 102 of Regulation 

S–T to provide that previously filed 

exhibits, whether in paper or electronic 

format, may be incorporated by 

reference to the extent permitted by 17 

CFR 275.0–6 (Advisers Act rule 0–6) 

(concerning incorporation by reference 

in applications). 

We also are adopting a clarifying 

amendment concerning applications for 

orders under the Investment Company 

Act. As proposed, we are amending rule 

101 of Regulation S–T to provide that 

the filing of an application for an order 

under any section of the Investment 

Company Act must be made on EDGAR 

as required by the EDGAR Filer Manual, 

as defined in rule 11 of Regulation S– 

T, and that, notwithstanding 17 CFR 

232.104 (rule 104 of Regulation S–T), 

the documents will be considered as 

officially filed with or furnished to, as 

applicable, the Commission.26

3. Availability of Hardship Exemptions 

As proposed, the final rule will 

provide that temporary hardship 

exemptions from electronic filing will 

not be available for applications for 

orders under the Advisers Act, but 

continuing hardship exemptions from 

electronic filing will be available. We 

did not receive any comments on this 

aspect of the proposal and are adopting 

it as proposed. Rule 201 of Regulation 

S–T provides that if an electronic filer 

experiences unanticipated technical 

difficulties preventing the timely 

preparation and submission of an 

electronic filing, the electronic filer may 

file in paper format no later than one 

business day after the date on which the 

filing was to be made, subject to certain 

requirements and exclusions 

(‘‘temporary hardship exemption’’). This 

temporary hardship exemption is 

available automatically but must be 

followed by a confirming electronic 

copy within six business days. The 

Commission is amending rule 201 so it 

will exclude applications for orders 

under the Advisers Act, as it does with 

applications for orders under the 

Investment Company Act. As a result, 

temporary hardship exemptions will not 

be available for applications for orders 

under the Advisers Act, as is the case 

with applications for orders under the 

Investment Company Act. The rules 

under the Advisers Act do not provide 

submission deadlines for applications 

for orders under the Advisers Act, and 

we believe that submission exigencies 

for these applications will be rare, if 

they were to occur at all. 

A filer may apply for a continuing 

hardship exemption from electronic 

filing under [17 CFR 232.202] (‘‘rule 202 

of Regulation S–T’’) if it cannot file all 

or part of a filing without undue burden 

or expense. A continuing hardship 

exemption may be granted for a limited 

time period or indefinitely. Timelimited continuing hardship exemptions 

may be conditioned upon filing the 

document in electronic format by a 

certain date. Continuing hardship 

exemptions will be available for 

applications for orders under the 

Advisers Act under rule 202 of 

Regulation S–T, as it is currently 

written, without any amendments. 

Final rule 0–4’s specifications for 

paper applications, as amended, will 

continue to apply for any remaining 

paper applications, such as filings made 

pursuant to a continuing hardship 

exemption under rule 202 of Regulation 

S–T.27 Final rule 0–4 will provide that 

the Secretary of the Commission is the 

designated addressee of such paper 

submissions.28 As proposed, we are 

adopting an identical clarifying change 

to designate the Secretary of the 

Commission as addressee of any 

remaining paper submissions under the 

Investment Company Act.29

4. Elimination of Certain Requirements 

As proposed, we are adopting 

amendments to harmonize requirements 

for applications for orders under the 

Advisers Act and the Investment 

Company Act, and further reduce filing 

burdens. First, we are adopting 

amendments to eliminate the 

requirement for applicants seeking 

orders under the Advisers Act to 

notarize verifications and statements of 

fact, as proposed.30 The Commission 

previously removed this requirement for 

applications under the Investment 

Company Act, and the Commission has 

not had significant issues or concerns 

with removing notarizations in that 

context.31 We received one comment 

letter supporting this proposed 

amendment, agreeing that it will reduce 

burdens for applicants.32 We believe 

that the notarization requirement is 

unnecessary because other requirements 

provide sufficient assurance of the 

legitimacy of signatures in electronic 

filings.33

Second, we are adopting amendments 

to eliminate the requirement for 

applicants seeking orders under the 

Advisers Act to include proposed 

notices as exhibits to applications, as 


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34Current 17 CFR 275.0–4(g) will be removed and 

reserved. 

35See 2008 IC Applications Release, supra 

footnote 12. 

36See ICI Comment Letter; Proposing Release, 

supra footnote 2, at sections II.A.3 and III. 

37See 17 CFR 275.0–4(b) and 17 CFR 270.0–2(b). 

38Section 211(a) of the Advisers Act authorizes 

the Commission to collect the information required 

by Form ADV–NR. There is precedent to requiring 

persons other than the adviser to file a form through 

IARD. Independent public accountants must file [17 

CFR 279.8] (‘‘Form ADV–E’’) through IARD. See 17 

CFR 275.206(4)–2(a)(4) and 17 CFR 279.8. We also 

are adopting conforming technical amendments to 

the General Instructions of Form ADV and to Form 

ADV–NR that describe the electronic filing 

requirements. See 17 CFR 275.203–1; 17 CFR 279.4; 

and General Instructions to Form ADV. 

39See Form ADV–NR. 

40See Form ADV–NR, General Instructions to 

Form ADV, 17 CFR 275.203–1(d)(3), and 17 CFR 

279.4, which, as proposed, will provide that Form 

ADV–NR must be filed and amended pursuant to 

rule 203–1 (application for investment adviser 

registration), thereby applying such filing and 

amending requirements in rule 203–1 to nonresident general partners and non-resident 

managing agents of exempt reporting advisers. 

41See ICI Comment Letter; Proposing Release, 

supra footnote 2, at section II.A.4 and III. 

42See Form ADV–NR. 

43As discussed in the Proposing Release, the 

Commission currently makes Form ADV–NR 

publicly available by posting an update to EDGAR 

indicating that the Commission received a Form 

ADV–NR filing. Members of the public can view 

such updates by searching for an adviser, and can 

use the information in the update to request the 

Form ADV–NR through a Freedom of Information 

Act (‘‘FOIA’’) request. See Proposing Release, supra 

footnote 2. 

44Persons filing Form ADV–NR in paper format 

must follow the requirements of final rule 0–4, 

which we are amending to require that the 

Secretary of the Commission be the designated 

addressee of paper submissions, as discussed in 

section II.A of this Release. See 17 CFR 275.203– 

1(d)(3), 17 CFR 279.4, and Form ADV. 

45See 17 CFR 275.203–1(d)(2) and 17 CFR 279.4. 

46See 17 CFR 275.203–1(d)(4) and 17 CFR 279.4. 

47See 17 CFR 275.203–1(d)(5) and 17 CFR 279.4. 

48See 17 CFR 275.203–1(d)(6) and 17 CFR 279.4. 

Advisers Act section 207 provides that it shall be 

unlawful for any person willfully to make any 

untrue statement of a material fact in any 

registration application or report filed with the 

Commission under section 203 or 204, or willfully 

to omit to state in any such application or report 

any material fact which is required to be stated 

therein. 

proposed.34 The Commission previously 

removed this requirement for 

applications for orders under the 

Investment Company Act, and it has 

reduced filing burdens for applicants.35

We received one comment letter 

supporting this proposed amendment, 

agreeing that it will reduce burdens for 

applicants.36

Finally, we are adopting amendments 

to remove the reference to microfilming 

in Advisers Act rule 0–4(b) and 

Investment Company Act rule 0–2(b), as 

proposed. The Commission no longer 

microfilms applications for orders under 

either the Advisers Act or the 

Investment Company Act. Therefore, the 

references to microfilming are no longer 

relevant.37 We did not receive any 

comments on this aspect of the 

proposal. 

B. Form ADV–NR 

As proposed, we are adopting 

amendments to require Form ADV–NR 

filers to file electronically through 

IARD, rather than in paper format.38

Non-resident general partners and nonresident managing agents of both SECregistered investment advisers and 

exempt reporting advisers must file 

Form ADV–NR to appoint an agent for 

service of process in the United States.39

The final rules will specify that Form 

ADV–NR must be filed through IARD, 

the same system advisers use to file 

Form ADV.40 Although we did not 

receive any comment letters concerning 

Form ADV–NR specifically, we received 

one comment letter supporting the 

proposal to require electronic filing 

generally, because it would help 

increase the efficiency of the filing 

process while reducing burdens on 

filers, as we stated in the Proposing 

Release about filing Form ADV–NR 

electronically.41 Therefore, we are 

adopting the amendments as proposed. 

Consistent with current requirements, 

the final rules will continue to provide 

that filing Form ADV–NR is mandatory 

for non-resident general partners and 

non-resident managing agents of SECregistered investment advisers and 

exempt reporting advisers, and must be 

filed in connection with an adviser’s 

initial Form ADV application or 

report.42 A general partner or managing 

agent of an SEC-registered adviser or 

exempt reporting adviser who becomes 

a non-resident after the adviser’s initial 

application or report has been submitted 

must file Form ADV–NR within 30 days, 

as is currently required. The 

Commission collects this information to 

ensure that a non-resident general 

partner or managing agent of an 

investment adviser appoints an agent for 

service of process in the United States. 

IARD will present final Form ADV– 

NR in fillable format and require 

signatures in electronic format. 

Members of the public will be able to 

view Forms ADV–NR through the same 

system they view Forms ADV, which is 

the Investment Adviser Public 

Disclosures (IAPD), the public interface 

of IARD. This will improve 

transparency to the public, because it 

will eliminate manual steps that 

Commission staff and members of the 

public currently take to view Forms 

ADV–NR.43 We believe that requiring 

electronic submission of Form ADV–NR 

will enhance our ability to collect and 

access the information on the form and 

reduce the burden associated with filing 

and processing Forms ADV–NR. 

Furthermore, we believe that requiring 

filers to submit Form ADV–NR 

electronically will allow filers to more 

effectively and efficiently navigate 

future disruptive events—like COVID– 

19—when staff and filers are unable to 

access their physical work facilities to 

complete, submit, and process paper 

fillings. 

As proposed, the final rule will 

permit Form ADV–NR filers to file the 

form in paper format if granted a 

hardship exemption under [17 CFR 

275.203–3] (‘‘rule 203–3’’).44 We did not 

receive any comments on this aspect of 

the proposal and are adopting it as 

proposed. As proposed, the final rules 

will require non-resident general 

partners and non-resident managing 

agents to amend their Form ADV–NR 

within 30 days whenever any 

information contained in the form 

becomes inaccurate by filing with the 

Commission a new Form ADV–NR.45

We did not receive any comments on 

this aspect of the proposal and are 

adopting it as proposed. The current 

form does not specify when a new Form 

ADV–NR must be filed with the 

Commission when the information on a 

filed Form ADV–NR becomes 

inaccurate. We believe allowing nonresident general partners and nonresident managing agents 30 days to file 

a new form provides sufficient time for 

the filings to be made—without 

imposing an undue burden on filers— 

and will help ensure that the 

Commission has accurate mailing 

information with which to contact filers. 

As proposed, the final rules also will 

provide that Form ADV–NR is 

considered filed with the Commission 

upon acceptance by the IARD.46 As 

proposed, the final rules will provide 

that no fee shall be assessed for filing 

Form ADV–NR through IARD.47 The 

final rules will specify that each Form 

ADV–NR (and any amendment to Form 

ADV–NR) required to be filed under the 

rule is a ‘‘report’’ within the meaning of 

section 204 and 207 of the Advisers 

Act.48 These requirements are similar to 

those provided for in [17 CFR 275.203– 

2] (‘‘rule 203–2’’) for [17 CFR 279.2] 

(‘‘Form ADV–W’’) and are intended to 

provide specificity to filers regarding 

their filing obligations. 

C. Rule 13f–1 and Form 13F 

Section 13(f) of the Exchange Act, in 

pertinent part, requires a manager to file 

a report with the Commission if the 

manager exercises investment discretion 

with respect to accounts holding certain 


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49Section 13(f)(1) of the Exchange Act [15 U.S.C. 

78m(f)(1)]. 

50 Id.; see also Filing and Reporting Requirements 

Relating to Institutional Investment Managers, 

Release No. 34–15461 (Jan. 5, 1979), at 1 (‘‘13F 

Quarterly Reporting Release’’). 

51 15 U.S.C. 78m(f)(5). 

52 Id. The Commission consulted with other 

agencies as part of the initial proposal of these 

amendments in 2020. See Reporting Threshold for 

Institutional Investment Managers, Release No. 34– 

89290 (July 10, 2020) [85 FR 46016 (July 31, 2020)] 

(‘‘2020 Form 13F Proposal’’). 

53See Filing and Reporting Requirements 

Relating to Institutional Investment Managers, 

Release No. 34–14852 (July 31, 1978) (citing to the 

Securities Acts Amendments of 1975: Report of the 

Committee on Banking, Housing and Urban Affairs 

United States Senate to Accompany S. 249, 94th 

Cong., 1st Sess. (S. Report No. 94–75) (1975), at 85 

(‘‘1975 Amendments Senate Report’’)). 

54 Id. 

55See section 13(f) of the Exchange Act [15 U.S.C. 

78m(f)] and rule 13f–1 thereunder [17 CFR 240.13f– 

1]; see also 13F Quarterly Reporting Release, supra 

footnote 50. The Form 13F reports must be filed 

within 45 days after the last day of such calendar 

year and within 45 days after the last day of each 

subsequent calendar quarter. If two or more 

managers exercise investment discretion with 

respect to the same securities, only one of the 

managers is required to include information 

regarding such securities in its reports on Form 

13F–HR. The other manager(s) are required to file 

a Form 13F notice report on Form 13F–NT stating 

the name of the other manager(s) reporting on their 

behalf. 

56Adoption of Updated EDGAR Filer Manual, 

Release No. IC–30515 (May 14, 2013) [78 FR 29616 

(May 21, 2013)] (‘‘EDGAR Filer Manual Release’’). 

57See section 13(f)(4) of the Exchange Act [15 

U.S.C. 78m(f)(4)]. 

58 1975 Amendments Senate Report, supra 

footnote 53. 

59See sections 13(f)(4) and (5) of the Exchange 

Act [15 U.S.C. 78m(f)(4)] [15 U.S.C. 78m(f)(5)]; see 

also rule 24b–2(b)(2) under the Exchange Act [17 

CFR 240.24b–2]; see generally Freedom of 

Information Act [5 U.S.C. 552]. The Commission 

amended the instructions to Form 13F pertaining to 

confidential treatment requests to state the 

procedural and substantive criteria that such 

requests must satisfy before they may be granted. 

See Requests for Confidential Treatment of 

Information Filed by Institutional Investment 

Managers, Release No. 34–15979 (July 6, 1979) 

(‘‘1979 Confidential Treatment Amendments’’). 

60Section 13(f)(4) of the Exchange Act [15 U.S.C. 

78m(f)(4)]; see also Requests for Confidential 

Treatment Filed by Institutional Investment 

Managers, Exchange Act Release No. 21539 (Dec. 4, 

1984). 

61See Proposing Release, supra footnote 2, at 

n.69. 

62See rule 30–5(c–1)(1) and (2) of the 

Commission’s organizational rules [17 CFR 200.30– 

5]. 

63See instruction 2.g for Confidential Treatment 

Requests on Form 13F. A manager may need to file 

multiple amendments in connection with a 13(f) 

Confidential Treatment Request, such as when the 

expiration or denial of confidential treatment 

occurs at different quarterly intervals for different 

holdings. For example, the period of confidential 

treatment for open risk arbitrage holdings typically 

varies between three, six, nine, or twelve months, 

based on different completion or termination dates 

for a proposed merger or acquisition. 

64See rule 24b–2 under the Exchange Act [17 CFR 

240.24b–2]; see also Instructions for Confidential 

Treatment Requests on Form 13F. 

equity securities (‘‘13(f) Securities’’) 

having an aggregate fair market value on 

the last trading day of any month of any 

calendar year of at least $100 million.49

The Commission has rulemaking 

authority under section 13(f) to 

determine, among other things, the 

format and frequency of the reporting 

requirements and the information to be 

disclosed in each report.50 In exercising 

its authority under section 13(f), section 

13(f)(5) requires that the Commission 

‘‘determine (and so state) that its action 

is necessary or appropriate in the public 

interest and for the protection of 

investors or to maintain fair and orderly 

markets.’’ 51 The Commission also is 

required to consult with other agencies, 

including Federal, State and selfregulatory organizations.52

Section 13(f) was designed to increase 

the public availability of information 

regarding the securities holdings of 

managers, to consolidate the 

information with the Commission as a 

central repository of the data, and to 

facilitate consideration of the influence 

and impact of managers on the 

maintenance of fair and orderly 

securities markets and the public policy 

implications of that influence and 

impact.53 To implement the 

institutional investment disclosure 

program mandated by Congress in 

section 13(f), the Commission adopted 

rule 13f–1 and related Form 13F under 

the Exchange Act.54 Rule 13f–1 requires 

managers that exercise discretion over 

accounts holding 13(f) Securities having 

an aggregate fair market value of at least 

$100 million on the last trading day of 

any month of any calendar year to file 

quarterly reports of 13(f) Securities 

holdings with the Commission on Form 

13F.55 Form 13F is required to be filed 

on EDGAR in a custom XML structured 

data language created specifically for 

Form 13F.56

Section 13(f) mandates that the 

Commission disseminate the 

information appearing in the quarterly 

reports to the public.57 Congress 

recognized that, in some instances, 

public disclosure of certain types of 

information could have harmful market 

effects.58 Thus, Section 13(f) of the 

Exchange Act authorizes the 

Commission, as it determines to be 

necessary or appropriate in the public 

interest or for the protection of investors 

or to maintain fair and orderly markets, 

to delay or prevent public disclosure of 

certain Form 13F information in 

accordance with the FOIA, which is 

referred to in this release as 

‘‘commercial’’ information. Section 13(f) 

also explicitly prohibits the Commission 

from disclosing to the public any 

reported personal information that 

identifies the securities held by the 

account of a natural person or an estate 

or trust, other than a business trust or 

an investment company, which is 

referred to in this release as ‘‘personal’’ 

information.59

Confidential treatment for personal 

information, as specified in section 

13(f)(4), is required for an indefinite 

time period if public disclosure would 

identify the securities held by the 

account of a natural person, an estate, or 

a trust (other than a business trust or an 

investment company).60 The 

Commission, however, does have 

discretion to determine whether to grant 

confidential treatment requests for 

commercial information in accordance 

with section 13(f), rule 24b–2, and the 

FOIA.61 The Commission provided 

delegated authority to the Division of 

Investment Management to grant, deny, 

or revoke a grant of confidential 

treatment for any application for 

confidential treatment that is filed 

under Exchange Act section 24(b) and 

rule 24b-2 thereunder for confidential 

treatment of information filed pursuant 

to Exchange Act section 13(f) and rule 

13f–1.62

Currently, a manager seeking 

confidential treatment must file 

multiple lists of securities. First, it must 

electronically file via EDGAR a public 

Form 13F that identifies the securities 

that are required to be publicly 

disclosed under section 13(f) and rule 

13f–1, excluding, if applicable, any 

security(ies) for which it is requesting 

confidential treatment. Second, it must 

file a paper 13(f) Confidential Treatment 

Request that includes both: (i) a 

separate, non-public Form 13F for the 

same calendar quarter that lists any 13(f) 

Security(ies) for which the manager is 

requesting confidential treatment; and 

(ii) a supporting request letter to 

substantiate the substantive basis for 

confidential treatment. Third, following 

the submission of a commercial 

confidential treatment request, a 

manager must file an amendment(s) 

upon the expiration or denial of 

confidential treatment to disclose 

publicly any security(ies) for which 

confidential treatment was requested.63

Furthermore, the 13(f) Confidential 

Treatment Requests, which are filed in 

paper, must be filed in quintuplicate 

with the Commission’s Office of the 

Secretary.64

The Form requires 13(f) Confidential 

Treatment Requests to include the Form 

13F reporting information for which the 

manager requests confidential 

treatment, as well as factual support to 

enable the Commission to make an 


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65See Instructions for Confidential Treatment 

Requests on Form 13F; see also 1979 Confidential 

Treatment Amendments, supra footnote 59 (stating 

that requests for confidential treatment should not 

be broad in scope or conclusory in nature and 

stating that confidential treatment requests can be 

granted only to managers who make an affirmative 

showing that they satisfy the standards of section 

13(f)(4)). 

66See rule 24b–2(b) under the Exchange Act [17 

CFR 240.24b–2]. 

67See Proposing Release, supra footnote 2 at n.75 

(stating that a manager that submits a 13(f) 

Confidential Treatment Request receives de facto 

confidential treatment between the time a 13(f) 

Confidential Treatment Request is received and 

when the subject holdings are made public in an 

amendment to the requestor’s public Form 13F 

report following either (i) a denial of a 13(f) 

Confidential Treatment Request, or (ii) the 

expiration of confidential treatment). 

68Staff sought to mitigate these delays by, among 

other things, responding to questions regarding the 

electronic submission of such requests through a 

secure file transfer service. See Division of 

Investment Management Coronavirus (COVID–19) 

Response FAQs, available at https://www.sec.gov/ 

investment/covid-19-response-faq (stating that filers 

should contact the staff for questions regarding 

whether 13(f) Confidential Treatment Requests 

could be submitted electronically). The FAQs 

represent the views of the staff of the Division of 

Investment Management. They are not a rule, 

regulation, or statement of the Commission. The 

Commission has neither approved nor disapproved 

their content. The FAQs, like all staff statements, 

have no legal force or effect: they do not alter or 

amend applicable law, and they create no new or 

additional obligations for any person. 

69See amendments to rule 24b–2(i) under the 

Exchange Act; see also amendments to Form 13F 

Instructions for Confidential Treatment Requests; 

see also new rule 101(a)(1)(xxii) and amendments 

to rule 101(d) of Regulation S–T. 

70PIC Comment Letter; ICI Comment Letter. 

71 ICI Comment Letter (this commenter also 

requested additional amendments outside the scope 

of this rulemaking, such as requiring electronic 

filing of confidential treatment requests under other 

rules of the Investment Company Act). 

72PIC Comment Letter. 

73PIC Comment Letter (also supporting giving 

filers the choice of using HTML or ASCII filing 

formats, but stating that there is no material 

difference in time or expense between the two). 

74See Proposing Release, supra footnote 2, at nn. 

79–84 and accompanying text (also stating that 

electronic filing of 13(f) Confidential Treatment 

Requests could reduce the period of de facto 

confidential treatment that accrues pending review 

and thus ultimately allow for the quicker public 

dissemination of Form 13F holdings information 

consistent with the purpose of section 13(f), thereby 

enhancing the availability of public information 

about managers’ holdings of 13(f) Securities). 

75See Proposing Release, supra footnote 2, at text 

following n.150. 

76See rule 24b–2(d) under the Exchange Act [17 

CFR 240.24b–2(d)]; see also 17 CFR 201.431. 

77 In addition to the changes described above, 

Form 13F’s Paperwork Reduction Act Information 

section will also be modified to remove duplicative 

information on the form relating to the form’s 

burdens and to update certain citations to section 

13(f) of the Exchange Act. See amendments to 

Paperwork Reduction Act Information section of 

Form 13F. 

78The attached request must also include the 

period of time for which confidential treatment is 

requested, and a justification of such requested 

period of confidential treatment, as required by rule 

24b–2(b)(2) under the Exchange Act [17 CFR 

240.24b–2(b)(2)]. See Instruction 2(e) for 

Confidential Treatment Requests of Form 13F. 

informed judgment as to the merits of 

the request.65 The manager also must 

submit a public filing of Form 13F that 

lists the manager’s quarter-end holdings, 

and, when confidential treatment is 

requested, indicates that the 

confidential portion of the Form 13F has 

been omitted and filed separately with 

the Commission.66 These types of paper 

confidential treatment request 

submissions are subject to a timeconsuming, manual receipt and 

distribution process within the 

Commission that could lead to undue 

procedural delay and increase the time 

that the information receives de facto 

confidential treatment while the staff 

processes a 13(f) Confidential Treatment 

Request.67 These challenges were 

highlighted during the COVID–19 

pandemic that resulted in delays in 

receiving paper filings and, ultimately, 

in granting or denying 13(f) Confidential 

Treatment Requests filed with the 

Commission in paper.68

1. Electronic Filings of 13(f) 

Confidential Treatment Requests 

a. Amendments to Form 13F 

We are adopting, as proposed, 

amendments to Form 13F and related 

rules under the Exchange Act and 

Regulation S–T that will require 

managers to file requests for 

confidential treatment electronically via 

EDGAR.69 Thus, under the 

amendments, the 13(f) Confidential 

Treatment Requests that filers currently 

submit to the Commission in paper, 

typically through the mail or by express 

delivery, will be required to be 

submitted electronically via EDGAR. 

Two commenters supported the 

proposal to require 13(f) Confidential 

Treatment Requests to be filed 

electronically 70 and one of these 

commenters stated that submitting these 

requests on paper can be timeconsuming and, at times, may be 

operationally challenging (e.g., during 

2020 as a result of COVID–19).71 These 

commenters agreed that electronic 

filings would relieve the burdens on 

managers of sending paper 13(f) 

Confidential Treatment Requests to the 

Commission. One of these commenters 

also stated that this proposal would save 

time, energy and money for filers and 

result in more efficient and secure 

filings.72

Additionally, one commenter 

specifically supported using EDGAR for 

13(f) Confidential Treatment Requests 

and agreed that using the same filing 

system for both Form 13F and 13(f) 

Confidential Treatment Requests would 

be less burdensome for managers than 

requiring managers to use a different 

system for each filing.73 This 

commenter also stated that 13(f) 

Confidential Treatment Requests, 

including the justifications and related 

holdings information, should not be 

included on or attached to the publicly 

filed Form 13F, but should be filed as 

a separate file to provide the best 

protection against inadvertent 

publication by the filer or the 

Commission. Finally, this commenter 

supported electronic communication of 

the Commission’s decisions pertaining 

to 13(f) Confidential Treatment Requests 

because providing electronic 

communication through both means (via 

EDGAR and email) would provide the 

best chance for the communication to be 

properly sent and received. 

We continue to believe that requiring 

electronic filing of 13(f) Confidential 

Treatment Requests via EDGAR will 

provide significant benefits to managers 

and will both further the goals of section 

13(f) (as noted above) and assist and 

expedite the Commission’s review of 

such requests.74 As commenters 

observed, requiring 13(f) Confidential 

Treatment Requests to be filed on 

EDGAR, rather than an alternative 

system, would be less burdensome for 

managers that are already familiar with 

the process of making filings on EDGAR, 

and will allow the Commission to 

review all of a manager’s holdings more 

efficiently since both public and 

confidential holdings will be filed on a 

single system. Additionally, as we 

stated in the Proposing Release, and one 

commenter agreed, 13(f) Confidential 

Treatment Requests should be filed as a 

separate, non-public filing from a 

manager’s public Form 13F filing to 

avoid inadvertent public disclosure of 

confidential holdings.75 Finally, the 

Commission will communicate its 

decisions pertaining to 13(f) 

Confidential Treatment Requests 

consistent with current practice and the 

requirements of rule 24b–2 and the 

Commission’s Rules of Practice.76

Therefore, we are adopting as proposed 

the three amendments to Form 13F 

described in more detail below.77

• Instructions for Confidential 

Treatment Requests. We are amending 

the instructions to require that a 13(f) 

Confidential Treatment Request be filed 

electronically. Such requests will be 

made electronically via EDGAR as a 

separate, non-public filing.78 Requests 

also must include a confidential Form 

13F report that is limited to the 13(f) 

Securities holdings for which the 

manager is requesting confidential 


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79See amendments to Form 13F. Additionally, as 

proposed, Instruction 2.e. will be amended to 

require the manager to ‘‘provide justification for’’ 

the period of time for which confidential treatment 

of the securities holdings is requested. Instruction 

4 also will be amended to state that a manager must 

also submit electronically its updated Form 13F at 

the expiration of the time period for which a 

manager requested confidential treatment or earlier, 

e.g., upon the denial of the 13(f) Confidential 

Treatment Request. Conforming amendments will 

be made to Instruction 2.e. to implement the 

changes to Instruction 4. 

80See Summary Page of Form 13F; see also 

Special Instruction 6(d) of Form 13F (requiring 

managers to indicate on the Form 13F summary 

page whether confidential treatment is being sought 

for some or all of the manager’s holdings for the 

quarter-end period and to file the 13(f) Confidential 

Treatment Request in a separate submission). 

81We also are amending current Special 

Instruction 13 to remove the EDGAR filing type 

designation and revise current Special Instruction 

13 to state that filers can consult the Commission’s 

EDGAR Filer Manual for filing instructions. See 

Special Instruction 12 of Form 13F. Current Special 

Instruction 13 of Form 13F will be renumbered to 

Special Instruction 12. 

82See new rule 24b–2(i) under the Exchange Act. 

83See new rule 101(a)(1)(xxii) of Regulation S–T. 

84See amendments to rule 101(d) of Regulation 

S–T. We are also making non-substantive 

conforming edits to rules 101(a)(1)(xxi) and 

conforming edits to rule 101(a)(3) of Regulation 

S–T. 

85See amendments to Special Instruction 4 of 

Form 13F. Current Special Instruction 5 will be 

renumbered to Special Instruction 4 of Form 13F. 

86See supra footnote 55 (noting that a manager 

can make a Form 13F–NT filing if all the securities 

for which the manager has investment discretion 

are reported by another manager). Similarly, if a 

manager’s Form 13F–HR reports the holdings of 

managers other than the reporting manager, the 

reporting manager will be required to include the 

CRD number and SEC file number of those other 

managers in the ‘‘List of Other Included Managers’’ 

on the cover page. See new Special Instruction 7 of 

Form 13F. Current Special Instruction 8 would be 

renumbered to Special Instruction 7 of Form 13F. 

87See amended Special Instruction 11(b)(iii) and 

column 3 of the Information Table of Form 13F. 

Current Special Instruction 12 will be renumbered 

to Special Instruction 11 of Form 13F. A manager 

will have the option of reporting a FIGI in addition 

to a CUSIP number for some or all of its 13(f) 

Securities. 

88WhaleWisdom Comment Letter. 

89WhaleWisdom Comment Letter. 

90See Comment Letter of the Investment Adviser 

Association (Dec. 17, 2021) (‘‘IAA Comment 

Letter’’) (also stating that managers would need to 

adapt their operations to obtain CRD numbers and 

SEC file numbers from the other managers 

identified in their 13F reports and keep track of the 

new sets of numbers). 

91 IAA Comment Letter. 

92See also WhaleWisdom Comment Letter. 

93See Proposing Release, supra footnote 2, at text 

accompanying n.104. 

94See Proposing Release, supra footnote 2, at text 

accompanying n.105. 

treatment. The changes to the 

Instructions for Confidential Treatment 

Requests will also provide updated 

references to new paragraph (i) of rule 

24b–2.79

• Summary Page. As proposed, the 

summary page will include all the same 

information currently required but will 

be amended to require a manager 

seeking confidential treatment to 

indicate if confidential treatment is 

being requested for some or all of the 

manager’s holdings for the quarter-end 

period.80

• Special Instructions. As proposed, 

new Special Instruction 6(d) will 

require managers to identify on the 

Summary Page if confidential treatment 

is being requested for some or all of the 

manager’s holdings for the quarter-end 

period.81

b. Amendments to Rule 24b–2 

We are adopting as proposed 

amendments to rule 24b–2 to include an 

additional paragraph governing the 

filing of confidential information 

required by section 13(f) of the 

Exchange Act.82 New paragraph (i) will 

require that managers request 

confidential treatment electronically for 

any material required to be reported on 

Form 13F and continue to omit the 

confidential portion from the materials 

required to be reported. 

c. Amendments to Regulation S–T 

As proposed, we are amending 

Regulation S–T in connection with the 

mandatory electronic submission of 

13(f) Confidential Treatment Requests. 

Rule 101(a) will be amended to add 

13(f) Confidential Treatment Requests to 

the list of mandated electronic filings.83

Additionally, 13(f) Confidential 

Treatment Requests will be added to the 

list of requests for confidential 

treatment required to be submitted in 

electronic format in rule 101(d).84

2. Other Amendments to Form 13F 

a. Additional Identifying Information 

and Optional Use of FIGI 

We are adopting, as proposed, 

amendments to Form 13F that will 

require filers to provide additional 

identifying information. These 

amendments will require each Form 13F 

filer to provide its Central Registration 

Depository number (‘‘CRD number’’) 

and SEC file number, if any.85 If a 

manager is filing a Form 13F notice 

report on Form 13F–NT, the manager 

must include the CRD number and SEC 

file number, if any, of any other 

manager included in the ‘‘List of Other 

Managers Reporting for this Manager’’ 

table on the cover page.86 Additionally, 

as discussed in more detail below, we 

are adopting an amendment to Form 

13F that would allow managers to 

disclose, for each security reported on 

Form 13F, the security’s FIGI in 

addition to its CUSIP number.87

One commenter supported the 

proposed amendments to require 

managers to provide additional 

identifying information, including their 

CRD and SEC file numbers, if any. The 

commenter agreed that this information 

would allow the Commission and other 

consumers of Form 13F data to more 

easily identify a Form 13F filer’s other 

regulatory filings and the 

interrelationships between managers 

who share investment discretion over 

13(f) Securities.88 The commenter also 

stated its belief that disclosing this 

information would not be unduly 

burdensome for 13F filers.89 Another 

commenter opposed this requirement, 

stating that the commenter did not see 

the need for filers to provide additional 

identifying information and adding that 

such a change could be burdensome for 

managers that have numerous related 

parties or sub-advisers.90

We are adopting these amendments as 

proposed because these requirements 

will allow the Commission, investors, 

and other market participants to identify 

interrelationships between managers as 

well as a manager’s other regulatory 

filings efficiently without undue 

burden. In particular, we believe the 

additional burdens associated with 

identifying numerous managers and 

sub-advisers, as one commenter 

raised,91 are not significant because the 

required identifying information is 

easily accessible to the reporting 

manager and we anticipate that 

managers could transmit and store this 

information easily using their existing 

systems. Furthermore, we believe that 

any additional burden associated with 

this requirement is justified because it 

will allow the Commission, investors, 

and other market participants to more 

easily identify the interrelationships 

among these numerous managers.92 We 

also believe that these amendments are 

consistent with the Commission’s 

obligations under section 13(f)(4) to 

tabulate information contained in Form 

13F reports in a manner that would 

‘‘maximize the usefulness of the 

information to other Federal and State 

authorities and the public.’’ 93

We also are modifying the proposal to 

provide managers flexibility to report an 

additional security identifier, 

specifically by permitting, but not 

requiring, the use of FIGI in addition to 

CUSIP. The Proposing Release requested 

comment on whether the Commission 

should allow managers to provide other 

security identifiers in addition to, or in 

lieu of, the CUSIP, such as the FIGI.94

Commenter responses were mixed. One 

commenter opposed a change to the 

CUSIP requirement because such a 

change would be burdensome and less 


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95ABA and CUSIP Comment Letter. 

96 IAA Comment Letter. 

97WhaleWisdom Comment Letter (also 

recommending allowing only one security identifier 

and using a free identifier such as the legal entity 

identifier, which is already used in N–PORT filings, 

as an alternative to FIGI). 

98Section 13(f)(1) requires managers to publicly 

disclose certain information regarding the 

manager’s 13(f) Securities, including the CUSIP 

number of each security. 

99FIGI is an open-sourced, non-proprietary, data 

standard for the identification of financial 

instruments across asset classes, including all 13(f) 

Securities. FIGI allows users to link various 

identifiers for the same security to each other, 

which includes mapping the FIGI of a security to 

its corresponding CUSIP number. See Object 

Management Group Standards Development 

Organization, Financial Instrument Global 

Identifier, available at https://www.omg.org/figi/. 

100See About OpenFigi, available at https://

www.openfigi.com/about (stating that the Share 

Class level FIGI is assigned to equities and enables 

users to link multiple FIGIs for the same instrument 

in order to obtain an aggregated view for that 

instrument across all countries globally). 

101See supra footnote 96. 

102See Introducing the Legal Entity Identifier 

(LEI), available at https://www.gleif.org/en/aboutlei/introducing-the-legal-entity-identifier-lei (stating 

that the LEI ‘‘connects to key reference information 

that enables clear and unique identification of legal 

entities participating in financial transactions’’). 

103See amendments to Instruction 2.d for 

Confidential Treatment Requests of Form 13F. As 

is currently required under this instruction, the 

amendments will continue to require managers to 

show what use competitors could make of the 

information and how harm to the manager could 

ensue. 

104 5 U.S.C. 552(b)(4). See Food Marketing 

Institute v. Argus Leader Media, 139 S.Ct. 2356 

(2019) (‘‘Food Marketing v. Argus Leader’’) (stating 

that ‘‘[a]t least where commercial or financial 

information is both customarily and actually treated 

as private by its owner and provided to the 

government under an assurance of privacy, the 

information is ‘confidential’ within the meaning of 

Exemption 4’’). 

105See Proposing Release, supra footnote 2, at 

n.113. 

106See amendments to Special Instruction 8 of 

Form 13F. Current Special Instruction 9 would be 

renumbered to Special Instruction 8. 

107See Proposing Release, supra footnote 2, at 

text accompanying n.116 (stating that, as a space 

saving measure, current Form 13F instructs filers to 

omit the ‘‘000’’ and thus, for example, report a 

security with a value of $5 million as $5,000. Since 

column width is no longer an issue with the 

structured XML-based data language, this change 

will reduce filer mistakes and data inaccuracies). 

108These character limits are imposed by 17 CFR 

232.305 [rule 305 of Regulation S–T]. 

109See amendments to General Instruction 3. We 

are also deleting Special Instruction 2 and 

renumber the remainder of the Special Instructions 

accordingly. Additionally, we are amending newly 

renumbered Special Instructions 2, 6, 7, and 10 of 

Form 13F. Finally, we are streamlining the 

discussion in the Paperwork Reduction Act Section 

of Form 13F. 

110WhaleWisdom Comment Letter; ICI Comment 

Letter. 

111WhaleWisdom Comment Letter. 

112 IAA Comment Letter. 

113See Proposing Release, supra footnote 2, at 

text accompanying n.120. 

useful than the CUSIP.95 Another 

commenter supported providing 

managers with the option to use either 

CUSIP or an alternative identifier 

because of the licensing practices, fees 

and obligations related to CUSIP.96

Additionally, one commenter supported 

permitting managers to provide other 

identifiers such as FIGI for each security 

because the commenter believes that 

there is a need for a free open unique 

identifier for every security.97

While the final rules will maintain the 

requirement to disclose CUSIP, we are 

persuaded by commenters that 

providing the flexibility of reporting an 

additional security identifier, along with 

CUSIP, would be appropriate.98 CUSIP 

numbers and FIGIs are both able to 

provide the unique identification of a 

reported security in a manner that is 

standard across datasets.99 Managers 

choosing to report using FIGI would 

provide the share class level FIGI 

which, like CUSIP, is standard across 

exchanges.100 We believe that providing 

managers with the option of reporting a 

FIGI, in addition the mandatory CUSIP 

number, for some or all of the manager’s 

13(f) Securities would enhance the 

utility of holdings data reported on 

Form 13F and the usefulness of such 

information to the Commission, other 

regulators, or members of the public and 

other market participants by allowing 

analysis based on FIGI where managers 

choose to report that identifier. For 

example, investors who analyze 

holdings data reported on Form 13F and 

that use FIGIs in their internal analyses 

could use the reported FIGIs without 

having to first convert a security’s 

CUSIP number to a FIGI. 

By contrast, under the final rules we 

are not amending the form to allow a 

manager to report the corresponding LEI 

of the issuer of such security as one 

commenter suggested.101 Because an LEI 

is an identifier of legal entities (such as 

issuers of 13(f) Securities), rather than 

an identifier of securities, it would not 

provide comparable information to a 

CUSIP number or a FIGI.102

b. Instructions for Confidential 

Treatment Requests 

We are adopting as proposed an 

amendment to the instructions on Form 

13F for 13(f) Confidential Treatment 

Requests to require managers seeking 

confidential treatment for information 

contained in Form 13F to demonstrate 

that the information is customarily and 

actually kept private by the manager 

and that failure to grant the request for 

confidential treatment would be likely 

to cause harm to the manager.103 We did 

not receive comments on this proposed 

amendment. This amendment will 

conform our instructions to a June 2019 

U.S. Supreme Court decision that 

overturned the standard for determining 

whether information is ‘‘confidential’’ 

under Exemption 4 of the FOIA on 

which the current instruction is 

based.104

c. Technical Amendments to Form 13F 

We are also adopting as proposed 

certain technical amendments to Form 

13F designed to account for the change 

in the required format of Form 13F 

submissions from the plain-text ASCII 

format to the XML-based structured data 

language in 2013.105 Specifically, we are 

adopting amendments to simplify the 

rounding conventions of Form 13F by 

requiring all dollar values listed on 

Form 13F to be rounded to the nearest 

dollar, rather than to the nearest one 

thousand dollars as is currently 

required.106 Additionally, we are 

adopting amendments to remove the 

requirement that filers, when reporting 

dollar values on Form 13F, omit the 

‘‘000.’’ 107 Furthermore, the 

amendments will remove the 80 

character limit imposed on the 

information filers can include on the 

cover page and the summary page and 

the 132 character limit on the 

information table.108 Finally, the 

amendments will remove duplicative 

definitions and streamline certain 

sections to simplify Form 13F’s 

instructions.109

Two commenters supported requiring 

filers to round all dollar values listed on 

Form 13F to the nearest dollar and 

remove the requirement to omit 

‘‘000.’’ 110 One of these commenters 

observed that the rounding requirement 

has caused inconsistencies in filings, 

and added that incorrect or inconsistent 

rounding is one of the most common 

filing errors on Form 13F because many 

filers already round to the nearest 

dollar.111 Conversely, one commenter 

opposed the changes to the rounding 

conventions of the form because the 

commenter is not aware of data 

inaccuracies resulting from current 

reporting requirements and therefore 

believes that the implementation costs 

to change the conventions would 

outweigh any marginal benefit from 

these changes.112

As we noted in the Proposing Release, 

our staff has observed instances of data 

errors resulting from incorrect 

rounding.113 Additionally, we continue 

to believe that these amendments will 

enhance the accuracy of the data 

provided on Form 13F and make it 

easier to understand and use, both for 

the Commission and for the public. 


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114The Commission has determined that the 

amendments to Form 13F are appropriate in the 

public interest and for the protection of investors. 

See supra footnote 51 and accompanying text. 

115A manager must use the amended Form 13F 

for any filing made after the amendments become 

effective, regardless of whether the manager is filing 

an initial quarterly report on Form 13F or an 

amendment to a previously filed Form 13F filing. 

116Section 3(f) of the Exchange Act, section 2(c) 

of the Company Act, and section 202(c) of the 

Advisers Act provide that when engaging in 

rulemaking that requires the Commission to 

consider or determine whether an action is 

necessary or appropriate or consistent with the 

public interest, to also consider, in addition to the 

protection of investors, whether the action will 

promote efficiency, competition, and capital 

formation. Section 23(a)(2) of the Exchange Act also 

requires the Commission to consider the effect that 

the rules would have on competition, and prohibits 

us from adopting any rule that would impose a 

burden on competition not necessary or appropriate 

in furtherance of the Exchange Act. 

117Specifically, we do not believe that the 

following changes will have significant economic 

effects as they are likely to result in minimal costs 

or benefits with respect to the filing of applications 

for orders under the Advisers Act: (1) removal of 

the reference to microfilming; (2) changing the 

wording related to duplicate original copies of 

paper applications. In addition, we do not believe 

that requiring non-resident general partners and 

non-resident managing agents to amend their Form 

ADV–NR within 30 days whenever any information 

in the form becomes inaccurate by filing with the 

Commission a new Form ADV–NR will have 

significant economic consequences as they are 

likely to result in minimal costs or benefits. 

Moreover, we believe the costs 

associated with these amendments will 

be limited and any additional costs 

associated with these amendments will 

be justified by the enhanced accuracy of 

Form 13F data. Therefore, we are 

adopting the technical amendments to 

Form 13F described above as 

proposed.114

D. Effective and Compliance Dates 

We are adopting largely as proposed 

a six-month transition period to give 

advisers, applicants, and managers 

sufficient time to modify their 

procedures to implement the new rule 

requirements with regard to submitting 

applications for exemption under the 

Advisers Act and for filing Form ADV– 

NR. The transition period will also give 

an adequate period of time for managers 

and other service providers to conduct 

the requisite operational changes to 

their systems and to establish internal 

processes to comply with the new 

electronic filing requirements of 13F 

Confidential Treatment Requests and 

implement the other amendments to 

Form 13F. We received no comment on 

the proposed transition period. 

Therefore, for the amendments related 

to Advisers Act Applications, Form 

ADV–NR, and the electronic filing 

requirements of 13F Confidential 

Treatment Requests, we are adopting a 

compliance date of six months after 

these amendments’ effective date as 

proposed. With respect to the 

amendments to Form 13F, the 

Commission is delaying the effective 

date of those amendments until January 

3, 2023.115 We believe it is important 

that all managers begin reporting on the 

amended version of Form 13F 

simultaneously in order to maintain the 

consistency of the data reported on 

Form 13F during the transition period. 

This approach would also allow the 

Commission and other users of Form 

13F data to more efficiently identify the 

point in time in which a manager begins 

using the amended Form 13F. 

III. Other Matters 

Pursuant to the Congressional Review 

Act, the Office of Information and 

Regulatory Affairs has designated these 

rules as not a ‘‘major rule’’ as defined 

by 5 U.S.C. 804(2). If any of the 

provisions of these rules, or the 

application thereof to any person or 

circumstance, is held to be invalid, such 

invalidity shall not affect other 

provisions or application of such 

provisions to other persons or 

circumstances that can be given effect 

without the invalid provision or 

application. 

IV. Economic Analysis 

A. Introduction and Primary Goals of 

the Regulations and Form Amendments 

The Commission is sensitive to the 

potential economic effects of the final 

amendments to the rules and form that 

include, among other things, making 

mandatory the electronic submission of 

applications for orders under the 

Advisers Act and 13(f) Confidential 

Treatment Requests, and harmonizing 

the requirements for electronic 

submission of applications for orders 

under the Advisers Act and the 

Investment Company Act (collectively, 

the ‘‘final amendments’’). The economic 

effects include the potential benefits 

and costs of the final amendments, as 

well as any effects on efficiency, 

competition, and capital formation.116

The Commission is adopting 

amendments to facilitate the efficient 

submission of applications for orders 

under the Advisers Act and requests for 

confidential treatment; to improve the 

Commission’s ability to track and 

process such filings; to reduce burdens 

and inefficiencies associated with paper 

submissions; to allow for quicker 

dissemination of information to the 

public; to provide managers with more 

flexibility in identifying 13(f) Securities; 

and to modernize the Commission’s 

records management processes. 

With respect to the filing of 

applications for orders under the 

Advisers Act, the final amendments 

will: 

• Require electronic submission of 

applications for orders under the 

Advisers Act; 

• Designate EDGAR as the filing 

system for electronic submission; 

• Eliminate the requirement to file 

proposed notices as exhibits to 

applications; 

• Eliminate the requirement that 

applications be notarized and certain 

other technical requirements; 

• Make temporary hardship 

exemptions unavailable for applications 

for orders under the Advisers Act; 

• Designate the Secretary of the 

Commission as the addressee of any 

remaining paper submissions under 

Investment Company Act rules 0–2 and 

0–4. 

With respect to filing 13(f) 

Confidential Treatment Requests and 

Form 13F, the final amendments will: 

• Require electronic submission of 

13(f) Confidential Treatment Requests 

listing all 13(f) Securities and managers’ 

objection to public disclosure of certain 

holdings in accordance with the 

requirements set forth in rule 24b–2 

under the Exchange Act; 

• Designate EDGAR as the filing 

system for electronic submissions of 

13(f) Confidential Treatment Requests; 

• Require that filers include 

additional identifying information on 

their Form 13F filings; 

• Require all dollar values listed on 

Form 13F to be rounded to the nearest 

dollar, remove the requirement that 

dollar values list on Form 13F omit the 

‘‘000,’’ and remove character limits on 

the cover, the summary page, and the 

information table of Form 13F; 

• Allow managers to disclose, for any 

security reported on Form 13F, the 

security’s FIGI in addition to its CUSIP 

number. 

• Eliminate duplicative definitions 

and streamline certain sections to 

simplify Form 13F’s instructions. 

In addition, we are adopting final 

amendments as proposed requiring that 

Form ADV–NR, which is currently filed 

in paper, be filed electronically through 

the IARD system. Some of the 

amendments we are adopting are 

technical in nature and we do not 

expect them to have significant 

economic effects.117

We have sought, where possible, to 

quantify the economic effects of the 

final amendments. However, the effects 

of the final amendments depend on a 

number of factors, some of which we 

cannot quantify, such as the value to 


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118We calculate these estimates using the last 

Form ADV filing for each adviser in the 15 months 

prior to Jan. 1, 2021. This allows us to exclude 

advisers that are technically still registered with the 

Commission but have not filed a Form ADV for 

their most recent fiscal year. We use the same 

approach in calculating statistics for exempt 

reporting advisers. 

119Foreign private advisers do not file Form ADV. 

Therefore, the Commission does not have 

information on the number of foreign private 

advisers. 

120See supra footnote 17 (describing Commission 

internal process for receiving and reviewing 

Advisers Act applications). 

121The speed with which items are posted to the 

Commission’s website depends on the availability 

of staff resources; see also supra section II.A.1. 

122 In order to avoid double counting, we do not 

include amended applications in our count of the 

number of initial applications filed each year. 

123See infra note 1 of Table 3. 

124See supra section II.B. 

125See infra footnote 175. 

different market participants of the uses 

of information contained in the 13(f) 

Confidential Treatment Requests. 

Therefore, some of the discussion below 

is qualitative in nature. 

B. Economic Baseline 

The economic baseline, from which 

we measure the final amendments’ 

likely economic effects, reflects current 

regulatory practice as it pertains to 

potential applicants for orders under the 

Advisers Act, filers of Form ADV–NR, 

and managers required to file Form 13F. 

In this section, we describe each of 

these baseline components. 

The final amendments with respect to 

applications for orders under the 

Advisers Act will affect applicants 

seeking such orders, applicants who 

may seek similar orders in the future, 

clients of applicants, investors in funds 

managed by applicants, and the 

Commission. Applicants can include 

registered investment advisers, exempt 

reporting advisers, and persons not 

registered with the Commission, but 

who meet the definition of investment 

adviser under the Advisers Act, among 

others. As of December 31, 2021, there 

were approximately 14,815 registered 

investment advisers and 5,074 exempt 

reporting advisers.118 In addition, as of 

December 31, 2021, there were 

approximately 17,307 state-registered 

advisers and an unknown number of 

foreign private advisers, who, while not 

registered with the Commission, may 

seek to file applications for orders under 

the Advisers Act.119

In accordance with Advisers Act 

rules, applicants seeking an order from 

the Commission under the Advisers Act 

must submit their applications, as well 

as a proposed notice, in paper and in 

quintuplicate, to the Commission’s 

mailroom for stamping and logging.120

Applications are ultimately routed to 

the Commission’s staff to manually 

upload into the EDGAR system, assign 

file numbers, and process for internal 

tracking purposes. Division staff also 

place the applications (including 

amendments, notices of applications, 

and the resulting orders) on the 

Commission’s website.121 These 

applications for orders available online 

may inform investors’ decisions with 

respect to the selection or retention of 

investment advisers as well as 

investment decisions regarding funds 

managed by these advisers. In addition, 

applications for orders available online 

provide potential precedent to be 

consulted by future applicants. The 

table below describes the number of 

initial applications for orders under the 

Advisers Act and Investment Company 

Act by year over the last three calendar 

years as posted on the Commission 

website.122 The table shows that initial 

applications for orders under the 

Advisers Act are uncommon relative to 

applications for orders under the 

Investment Company Act. 

TABLE 1 

2018 2019 2020 Total 

Advisers Act Initial Applications ....................................................................... 3 7 18 28 

Investment Company Act Initial Applications .................................................. 97 70 104 271 

We estimate that, under the baseline, 

the costs of submitting an application 

for an order under the Advisers Act 

range from $14,182 to $221,909.123

The final amendments will affect nonresident general partners and nonresident managing agents of investment 

advisers, who are currently required to 

file Form ADV–NR as a paper filing 

submission, as well as their investment 

advisers, who currently sign Form 

ADV–NR.124 The Commission received 

53 Form ADV–NR filings during 

calendar year 2019, 5 filings during 

calendar year 2020, and 4 filings during 

calendar year 2021. We estimate that it 

currently costs $75 to file Form ADV– 

NR.125 These amendments will also 

affect the Commission to the extent the 

amendments alter how the Commission 

receives and processes Form ADV–NR 

filings. 

The final amendments with respect to 

13(f) Confidential Treatment Requests 

and Form 13F will affect managers who 

file Form 13F, the Commission, and 

users of Form 13F information, 

including investors and other market 

participants. The table below describes 

the number of Form 13F filings and 

13(f) Confidential Treatment Requests 

by calendar year and shows that, over 

the three year period from 2018–2020, 

only 0.82% (585/71,424) of Form 13F 

filings included confidential treatment 

requests. 

TABLE 2 

2018 2019 2020 Total 

Form 13F filings ............................................................................................... 20,356 21,864 29,204 71,424 

13(f) Confidential Treatment Requests ............................................................ 191 190 204 585 


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126See, e.g., Paul A. Gompers & Andrew Metrick, 

Institutional Investors and Equity Prices, 116 Q.J. 

Econ. 229 (2001); Zhen Shi, The Impact of Portfolio 

Disclosure on Hedge Fund Performance, 126 J. Fin. 

Econ. 36 (2017). 

127 In the 2020 Form 13F Proposal, a commenter 

stated that complying with the requirements to file 

a 13(f) Confidential Treatment Request can be 

particularly time consuming and costly. See 

Comment Letter of the Private Investor Coalition on 

File No. S7–08–20 (Sept. 3, 2020), available at 

https://www.sec.gov/comments/s7-08-20/s70820- 

7734926-223067.pdf (‘‘Private Investor Coalition 

2020 Form 13F Proposal Comment Letter’’). 

128See supra footnote 68. 

129 In 2019, the Commission received a total of 

190 13(f) Confidential Treatment Requests (CTR), of 

which 132 were submitted based on the personal 

holdings exception in 13(f)(4); 41 were submitted 

based on risk arbitrage; and 17 were based on 

acquisition, disposition, or other. One commenter 

(see supra footnote 125) claimed that the annual 

cost of filing quarterly Forms 13F and 13(f) CTR for 

a typical single family office ranges from $20,000 

to $40,000. This estimate includes single family 

office staff time and resources and outside advisers 

for the CTR filings. Since family offices do not file 

holdings, the Commission staff presumes that the 

entire $20,000–$40,000 to be associated with 13(f) 

CTR costs. Under the assumption that the 

commenter’s claimed CTR costs for family offices 

are representative of the cost of filing for all filers, 

the Commission staff estimates the total cost of 

filing 13(f) CTRs to be $3.8 million–$7.6 million. 

For the low end of the range, this is calculated as 

$3.8 million = (132 + 41 + 17) * $20,000. For the 

high end of the range, this is calculated as $7.6 

million = (132 + 41 + 17) * $40,000. This estimate 

likely understates the aggregate costs of filing 13(f) 

CTRs because single family offices typically request 

confidential treatment based on personal holdings 

exception, whereas other filers may need to justify 

their confidential treatment requests for each 

holding in a given 13(f) CTR. In addition, see infra 

section IV.D for discussion of estimated burdens 

associated with Form 13F under the Paperwork 

Reduction Act, which include the cost of filing 13(f) 

CTRs. Specifically, Table 6 estimates that, under the 

baseline, the current initial burden is $13,733,909 

($13,080,138 + $435,940 + $217,831) while it is 

expected to be $19,816,569 under the final 

amendments, implying estimated costs, for PRA 

purposes, of $6,082,660 = $19,816,569 ¥ 

$13,733,909 associated with the final amendments 

to Form 13F. 

130See Section 13(f)(1) of the Exchange Act [15 

U.S.C. 78m(f)(1)], supra footnote 49; see also 

column 3 of the Information Table of Form 13F. 

CUSIP numbers are provided by CUSIP Global 

Services, a subsidiary of FactSet Research Systems 

Inc., a financial data company, under a license from 

the American Bankers Association, an industry 

association. See CGS History, CUSIP Global Servs., 

available at https://www.cusip.com/about/ 

history.html. The use (i.e., the access, storage, 

maintenance, processing or other use) of CUSIP 

numbers by most entities is subject to annual 

license fees. See CGS License Structure for End User 

Customers, CUSIP Global Servs., available at 

https://www.cusip.com/services/license-fees.html#/ 

licenseStructure. 

131For example, managers that disclose beneficial 

ownership of a security on Schedule 13D or 

Schedule 13G must identify that security with its 

CUSIP number. See 17 CFR 240.13d–101, 240.13d– 

102. 

132FIGIs for 13(f) Securities are provided by 

Bloomberg L.P., a financial data company and 

competitor of FactSet Research Systems Inc., in its 

role as one of two Certified Providers designated by 

the Object Management Group, an industry 

standards consortium that governs the FIGI system. 

See About: Facilitators, OpenFIGI, available at 

https://www.openfigi.com/about/facilitators see 

also Object Mgmt. Grp., Financial Instrument 

Global Identifier (FIGI) v1.0 § B.3 (Nov. 2015), 

available at https://www.omg.org/spec/FIGI/1.0/ 

PDF. Bloomberg L.P. is also the sole Registration 

Authority designated by the Object Management 

Group to keep the comprehensive inventory of all 

registered FIGIs. See About: Symbology, OpenFIGI, 

available at https://www.openfigi.com/about/ 

symbology. Because FIGI is an open standard, its 

use (e.g., its access, storage, assignment, 

distribution) does not entail fees or license 

restrictions. See id. 

133See About: Facilitators, OpenFIGI, available at 

https://www.openfigi.com/about/facilitators. 

134Under the final rule, the format requirement 

for electronic filings on EDGAR will be dictated by 

the EDGAR Filer Manual, which allows for HTML 

or ASCII submissions. See 2021 EDGAR Filer 

Manual, supra footnote, at Sections 2.1 and 5.2. 

This flexibility should allow filers to choose the 

format that best suits their needs and minimizes 

their costs of complying with the rule. The benefits 

and costs discussed in this section III with respect 

to electronic filings instead of the current paper 

submissions are those that we would expect to be 

realized from HTML or ASCII formatted 

submissions on EDGAR. Both formats are widely 

used, and neither requires significant special 

expertise for their preparation, submission, or 

Form 13F has provided researchers 

with additional means to study the 

impact of institutional investors on 

securities markets as well as the general 

value of portfolio disclosures.126

Members of the public can easily access 

Form 13F information in a timely 

manner via the EDGAR system. 

Currently, managers who are not 

requesting confidential treatment 

submit a single public Form 13F on 

EDGAR in a custom XML structured 

data language created specifically for 

Form 13F. Managers are required to 

round all dollar values listed on their 

Form 13F to the nearest one thousand 

dollars, to omit the corresponding ‘‘000’’ 

in such dollar values, and to limit the 

length of the information filers include 

on the form’s cover and summary pages 

to 80 and 132 characters, respectively. 

Managers requesting confidential 

treatment must submit the following 

documents 127: 

• A public Form 13F, filed 

electronically on EDGAR in a custom 

XML data language, that lists the 13(f) 

Securities for which the Manager is not 

seeking confidential treatment; 

• A concurrent paper 13(f) 

Confidential Treatment Request that 

includes: (1) the non-public Form 13F 

holdings information for all 13(f) 

Securities for which the Manager 

requests confidential treatment, and (2) 

a written request that addresses the 

section 13(f) confidential treatment 

requirements and provides sufficient 

factual support to enable the 

Commission to make an informed 

judgment as to the merits of the request. 

Some managers submitted confidential 

treatment requests electronically via a 

secure file transfer service to mitigate 

delays in receiving paper filings during 

the events of COVID–19.128

We are not able to estimate precisely 

the aggregate cost of filing 13F 

Confidential Treatment Requests for two 

reasons.129 First, the costs associated 

with filing a 13(f) Confidential 

Treatment Request may vary depending 

on the type of request, the level of 

complexity involved in providing an 

appropriate justification for the request, 

and the number of holdings subject to 

the request. Second, the costs may also 

vary depending on the level of a 

manager’s sophistication and resources. 

For example, some managers may be 

able to file 13(f) Confidential Treatment 

Requests in-house, while others may 

rely heavily on outside counsel to assist 

them with their requests. 

With respect to the identification of 

securities reported on Form 13F, under 

Section 13(f) of the Exchange Act, 

managers must identify each reported 

security with its CUSIP number.130 In 

addition to Form 13F requirements, 

some managers are subject to other 

Commission requirements that require 

the reporting of CUSIP numbers.131 The 

Commission does not currently require 

the use of FIGIs to identify securities on 

Form 13F or other forms.132 Data users 

that subscribe to market data feeds that 

include FIGIs—such as data feeds 

provided by FINRA, NASDAQ, FactSet, 

Bloomberg, and FTSE—currently ingest 

FIGIs into their data systems.133

C. Economic Effects 

This section discusses the benefits 

and costs of the final amendments, as 

well as their potential effects on 

efficiency, competition, and capital 

formation. Because some of the final 

amendments are technical in nature, 

they will not have significant economic 

effects. In addition, where certain 

benefits or costs of electronic filing 

apply to multiple final amendments, we 

discuss those benefits or costs together 

instead of repeating such discussion for 

each final amendment. 

1. Benefits 

Applications for orders under the 

Advisers Act, Form ADV–NR, and 13(f) 

Confidential Treatment Requests are all 

currently filed with the Commission as 

paper filings. The most significant effect 

of the final rule will be to require that 

these filings instead be submitted 

electronically. Electronic submission 

will increase the speed and accuracy 

with which Commission staff receives 

and initially processes submissions, 

potentially improving regulatory 

oversight.134 The current process 


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ingestion. Furthermore, these benefits and costs 

substantially arise to the same extent regardless of 

whether the filer chooses the ASCII or HTML 

format. 

135See supra footnote 12 for a discussion of our 

experience with similar transitions to electronic 

filings. 

136See infra footnotes 142 and 143. 

137See supra footnote 17. 

138For such applications, the applications under 

the Investment Company Act were made in HTML 

on EDGAR, and the Advisers Act applications were 

submitted in paper. 

139See infra footnote 164. 

140See supra footnotes 85 and 86. 

141See supra footnote 112. 

142See ICI Comment Letter; WhaleWisdom 

Comment Letter. 

143Users of Form 13F data include corporate 

issuers, investors and investment managers 

(including those subject to Form 13F filing 

requirements), financial analysts, market 

researchers, Commission staff and others. A more 

detailed discussion of the present uses and users of 

Form 13F data is contained in the Commission’s 

2020 proposing release regarding the modification 

Continued 

surrounding paper submissions is 

manual in nature, requiring processing 

by various staff as a filing is received 

and subsequently routed to the 

appropriate staff members within the 

Commission for review. In addition, 

electronic filings will minimize the risks 

of delay in staff receiving the 

information via paper submissions and 

increase efficiency in the staff review 

process by reducing staff processing 

time, increasing quality assurance. 

Electronic filings are also easier than 

paper filings for the Commission to 

maintain in accordance with the 

Commission’s record retention 

requirements because they are easier to 

store, easier to access, easier to search, 

and easier to track.135 Finally, electronic 

filings will allow filers to more 

effectively and efficiently navigate 

future disruptive events—like COVID– 

19—when staff and filers are unable to 

access their physical work facilities to 

complete, submit and process paper 

fillings. 

Electronic submissions will directly 

benefit filers of applications for orders 

under the Advisers Act, Form ADV–NR, 

and 13(f) Confidential Treatment 

Requests by reducing printing and 

delivery costs. To the extent such 

savings are passed along to investors, 

investors will benefit indirectly as well. 

Overall, we expect that such cost 

reductions and any resulting savings to 

investors will be minimal.136

With respect to applications for orders 

under the Advisers Act specifically, 

because electronic submissions will be 

more quickly available on the 

Commission’s EDGAR system, the 

public may be able to find and review 

a filing more quickly by accessing the 

EDGAR system through the 

Commission’s website or through thirdparty websites that link to EDGAR. To 

the extent that applications for orders 

inform investors’ decisions with respect 

to the selection or retention of 

investment advisers, investors may be 

able to make such decisions more 

expeditiously. In addition, because 

applicants for orders under the Advisers 

Act are expected, to the extent possible, 

to adhere to applicable precedent, 

applicants and staff rely on recently 

evaluated applications.137 The final 

amendments will benefit future 

applicants and the Commission by 

making such applications more quickly 

available. 

We expect that the final amendments 

regarding applications for orders under 

the Advisers Act and the Investment 

Company Act will have several 

economic benefits specific to both 

categories of these amendments. First, 

designating the Secretary of the 

Commission as the addressee for 

applications in paper for an order under 

either act will minimize the risks of 

delay in staff receiving the application 

via paper submissions and increase 

efficiency in the staff review process by 

reducing staff processing time. Second, 

applications under both the Investment 

Company Act and the Advisers Act will 

be in the same system, so users will 

need to learn how to access only one 

system to obtain relevant information 

related to an exemptive application. 

Additionally, the final amendments 

include certain features designed to 

permit applicants to streamline the 

application process. The Commission 

has periodically received applications 

from parties seeking relief under both 

the Advisers Act and the Investment 

Company Act who were unable to file 

a single application because of the 

current multiple-system requirements 

for the differing applications.138 Thus, 

the final amendments could result in 

benefits for applicants who are 

simultaneously applying for orders 

under both the Advisers Act and the 

Investment Company Act by allowing 

them to use a single electronic format 

and file jointly in a single submission. 

We expect such savings to be small 

because, while we do not have precise 

data on the number of jointly filed 

applications, staff experience indicates 

that they are rare relative to 

independent or non-joint applications. 

The final amendments also make 

changes to harmonize requirements for 

submission of applications for orders 

under the Advisers Act and Investment 

Company Act, including the elimination 

of requirements that applications be 

notarized and that they include 

proposed notices as exhibits, which will 

result in direct cost savings for the 

applicants. As detailed in section IV, we 

estimate that the reduction in cost 

represents approximately one percent of 

the cost of preparing an application.139

We expect that the final amendments 

to rule 13f–1 and Form 13F will have 

several economic benefits specific to 

those amendments. First, to the extent 

that electronic submission of 13(f) 

Confidential Treatment Requests speeds 

up the initial process of getting the 

request to the appropriate Commission 

staff members, in those instances where 

a request for confidential treatment is 

denied, and assuming that there is no 

petition for review, the corrected 

holdings information should be publicly 

available more quickly than if the 13(f) 

Confidential Treatment Request had 

been made in paper. This reduction in 

the length of the de facto confidential 

treatment period of information on 

Form 13F can benefit users of Form 13F 

data and enhance investor decision 

making to the extent that market 

observers and participants use such data 

to inform their activities. 

Second, the final amendments that 

require each Form 13F and Form 13F– 

NT filer to provide additional 

identifying information will allow the 

Commission and other consumers of 

Form 13F data to identify a Form 13F 

filer’s other regulatory filings and the 

interrelationships between managers 

who share investment discretion over 

13(f) Securities more easily. This can 

identify additional sources of market 

information for the public that increase 

their understanding of markets and 

enhance their ability to make informed 

investment decisions.140

Third, the final technical amendments 

to Form 13F that eliminate the 

requirement that dollar values be 

rounded to the nearest thousand and 

that the corresponding ‘‘000’’ be omitted 

and remove the character limits on the 

cover and summary pages of the Form 

should benefit the Commission and 

users of Form 13F data by reducing filer 

mistakes and data inaccuracies.141 Two 

commenters agreed that the technical 

amendments will benefit filers by 

reducing data errors.142

Finally, the amendments that permit 

managers to report a security’s FIGI on 

Form 13F in addition to its CUSIP 

number should, in those cases where 

13F filers choose to include FIGI, 

benefit users of 13F data by providing 

an additional security identification 

method to supplement the CUSIP 

number (as well as the title and issuer 

name of the security).143 Form 13F data 


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of Form 13F reporting thresholds. See 2020 Form 

13F Proposal, supra footnote 52, at 46023. 144See supra footnote 98. As another example, 

because each security has a single FIGI for its entire 

lifetime, regardless of any corporate action such as 

a reverse stock split, the tracking of securities over 

time may be easier with FIGIs than with CUSIP 

numbers. See Allocation Rules for the Financial 

Instrument Global Identifier Standard Version 29.7 

(Mar. 2022), available at https://www.openfigi.com/ 

assets/local/figi-allocation-rules.pdf (‘‘A FIGI is 

never reused and remains with the instrument in 

perpetuity. A FIGI does not change as a result of 

any corporate action.’’); see also CUSIP Global 

Servs., CUSIP Permanence FAQ (July 2021), 

available at https://www.cusip.com/index.html 

(follow link for ‘‘frequently asked questions about 

CUSIP Permanence’’) (noting that ‘‘. . . a new 

CUSIP will continue to be assigned for reverse stock 

splits and forward stock splits with a mandatory 

exchange of shares.’’). 

145See infra footnote 156. 

146See infra section V.B.1, noting that we 

estimate that there will be no change to our current 

internal burden estimate that Form ADV–NR 

requires an average of one hour to complete. 

147See infra footnote 181. 148See supra footnote 111. 149See IAA Comment Letter. 150See IAA Comment Letter, supra footnote 90, 

and accompanying text. 151See WhaleWisdom Comment Letter, supra 

footnote 89. 

152A more detailed discussion of the present uses 

and users of Form 13F data is contained in the 

Commission’s 2020 proposing release regarding the 

modification of Form 13F reporting thresholds. See 

2020 Form 13F Proposal, supra footnote 52, at 

46023. 

users could benefit from certain features 

of FIGIs, including the ability to use 

FIGIs without fees or restrictions.144

2. Costs 

Requiring electronic submission of 

applications for orders under the 

Advisers Act can result in costs to 

applicants, including those associated 

with filing a Form ID for the first time 

to obtain the access codes needed to 

submit an application on the 

Commission’s EDGAR system. As 

discussed in Section IV below, we 

expect these costs to be minimal.145

Similarly, non-resident general 

partners and non-resident managing 

agents of investment advisers, who 

currently file Form ADV–NR as a paper 

filing submission, may incur costs 

associated with switching to filing this 

form electronically via the IARD system. 

However, given that these filers are 

associated with investment advisers that 

already file Form-ADV through the 

IARD system, we expect that these costs 

will be minimal.146

The final amendments can result in 

additional costs associated with 

electronically filing 13(f) Confidential 

Treatment Requests. However, unlike 

the case of applications for orders under 

the Advisers Act where an applicant 

may have no prior experience with 

EDGAR and therefore may bear some 

initial cost, managers, by virtue of the 

fact that they are already filing Form 

13F, are experienced in using the 

EDGAR system. The final amendments 

will merely change the manner in which 

a 13(f) Confidential Treatment Request 

is submitted, should a filer choose to 

make such a request. While filers are 

likely to incur some costs associated 

with the transition to an electronic 

process for the submission of 13(f) 

Confidential Treatment Requests, we 

believe these costs will be offset by the 

reduction in printing and delivery costs 

currently associated with paper 

submissions.147

The final amendments to Form 13F 

will also impose costs on managers 

because they will have to modify their 

electronic filing processes to, among 

other things, round dollar values on 

Form 13F to the nearest dollar, to 

discontinue omitting the ‘‘000’’ for such 

values, and to remove the character 

limits on the cover page, the summary 

page, and the information table.148 One 

commenter stated that these 

amendments may entail operational 

challenges and would be costly as a 

result, especially for smaller advisers.149

While the commenter did not detail the 

kinds of operational challenges the 

amendments may create, we anticipate 

that filers will incur costs to update 

existing systems to implement these 

changes. However, we continue to 

believe that the costs associated with 

these amendments will be limited for 

most filers as these changes involve 

changing only the formatting of 

information that is already being 

produced. 

In addition, managers may incur some 

costs to provide additional identifying 

information. One commenter stated that 

this could be burdensome for managers 

that have numerous related parties or 

sub-advisers, as they will need to adapt 

their operations to obtain CRD numbers 

and SEC file numbers from the other 

managers identified in their 13F reports 

and keep track of the new sets of 

numbers.150 We believe that even for 

managers with numerous related parties 

or sub-advisers, these costs will be 

limited, as CRD numbers and SEC file 

numbers are simple pieces of 

information that we anticipate filers 

could transmit and store easily using 

existing systems. One commenter 

supported this belief, stating that the 

requirement of additional identifying 

information would not be unduly 

burdensome for 13F filers.151

The Commission does not expect that 

permitting managers to identify 

securities on Form 13F with FIGIs in 

addition to CUSIP numbers will impose 

any costs on managers relative to the 

baseline. Under the final amendments, 

managers will continue to report CUSIP 

numbers for each security they report on 

Form 13F. Managers that choose to 

report FIGIs in addition to CUSIP 

numbers on Form 13F would only be 

doing so at their option. Similarly, the 

Commission does not expect users of 

Form 13F data to incur any costs from 

the acceptance of FIGIs as an optional 

addition to CUSIP numbers on Form 

13F.152

Estimates of direct compliance costs 

for the final amendments to Form 13F 

are further discussed in Section V.D. 

3. Efficiency, Competition, and Capital 

Formation 

Generally, because most of the final 

amendments simply streamline filing 

processes, we do not expect these 

amendments to have a significant effect 

on efficiency, competition, or capital 

formation. Nonetheless, in this section, 

we discuss the effects of the final 

amendments on efficiency, competition, 

and capital formation. 

As discussed above, the final 

amendments regarding applications for 

orders under the Advisers Act can 

increase the speed at which the public 

has access to these applications. To the 

extent that applications for orders 

inform investors’ decisions with respect 

to the selection or retention of 

investment advisers, more timely access 

to this information can result in more 

efficient decisions by investors with 

respect to how they select their 

investment advisers. 

Similarly, as discussed above, the 

final technical amendments to Form 13F 

requiring that dollar values be rounded 

to the nearest dollar, that the ‘‘000’’ no 

longer be omitted, and the removal of 

character limits should increase the 

accuracy and utility of the information 

filed on Form 13F. In addition, the 

requirement that filers include 

additional identifying information when 

filing Form 13F, as well as the option 

for filers to provide FIGIs in addition to 

CUSIP numbers on Form 13F, should 

increase the usefulness of the 

information filed on Form 13F. To the 

extent the more accurate and useful data 

available to the public informs 

investment decisions, the information 

efficiency of the market may be 

enhanced. 

D. Reasonable Alternatives 

In formulating the final amendments, 

we considered several alternatives to the 

final amendments that retain the central 

requirement that filings that are 

currently filed on paper be filed 

electronically, but they differ with 


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153See ICI Comment Letter, supra footnote 21. 154See supra footnote 126 and accompanying 

text. 

155See supra footnote 72 and accompanying text. 

156One commenter agreed, stating that 13(f) 

Confidential Treatment Requests, including the 

justifications and related holdings information, 

should not be included on or attached to Form 13F, 

but should be filed as a separate file, which would 

provide the best protection against inadvertent 

publication by either the Commission or the filer. 

See PIC Comment Letter. 

157 44 U.S.C. 3501 through 3521. 

158 44 U.S.C. 3507(d) and 5 CFR 1320.11. 

respect to how the filings would be 

made. This section discusses these 

alternatives. 

1. Alternative Filing System for 

Advisers Act Orders 

The final amendments will require 

investment advisers to file applications 

for orders under the Advisers Act on the 

Commission’s EDGAR system. 

Alternatively, the Commission could 

require investment advisers to file 

applications through some other system. 

For example, as noted in section II.A.2 

above, advisers who register with the 

Commission do so through the IARD 

system rather than EDGAR. Thus, filing 

through the IARD system would offer 

the potential benefit of greater applicant 

familiarity with the filing system. 

While we acknowledge that some 

applicants may be more familiar with 

the IARD system than EDGAR, we are 

adopting the final amendments making 

mandatory electronic submissions of 

Advisers Act applications on EDGAR for 

several reasons.153 First, we believe the 

cost to advisers will be relatively low 

because the final amendments will 

assess no filing fees associated with 

these submissions through EDGAR. 

Many advisers also likely have 

experience submitting electronic filings 

via EDGAR because their managers may 

already be required to submit Form 13F 

via EDGAR, reducing the costs 

associated with setting up systems and 

processes to comply with the 

amendments. Second, filing in EDGAR 

will allow for applications under the 

Investment Company Act and the 

Advisers Act to be filed jointly, 

reducing filing cost. 

2. Alternative Filing System for 13(f) 

Confidential Treatment Requests 

The final amendments will require 

managers to file 13(f) Confidential 

Treatment Requests on the 

Commission’s EDGAR system. 

Alternatively, the Commission could 

require that confidential treatment 

requests be submitted electronically via 

a secure file transfer service. Some 

managers were able to use such a 

service to submit their confidential 

treatment requests to mitigate delays in 

receiving paper filings during the events 

of COVID–19.154

Requiring submission via a secure file 

transfer service would have the benefit 

that some managers may already be 

familiar with the process of submitting 

filings using such a system based on 

their experience over the last year. 

However, in light of the fact that all 

managers are already familiar with the 

process of making filings on EDGAR, we 

believe it would be less burdensome for 

managers to make 13(f) Confidential 

Treatment Request filings on EDGAR as 

well.155 Additionally, because 13(f) 

Confidential Treatment Requests will be 

viewable on the same system as a 

manager’s public Form 13F filing, the 

Commission will be able to review all of 

a manager’s holdings efficiently. 

3. Single Form 13F Filing With 

Electronic Attachment 

Rather than requiring managers to file 

13(f) Confidential Treatment Requests 

electronically via EDGAR, we 

considered modifying existing Form 13F 

in such a way that filers would list all 

reportable 13(f) Securities on the form 

but indicate for which securities, if any, 

they were seeking confidential 

treatment. Filers would indicate that 

they were seeking confidential 

treatment for particular securities by 

checking a box associated with a 

security and also indicating the length 

of time for which they were seeking 

confidential treatment. Securities for 

which the filer checked the box would 

not be visible to public users of the 

EDGAR system. Filers requesting 

confidential treatment would still be 

required to attach a confidential 

electronic document in which they 

would indicate the type of confidential 

request and provide factual support to 

enable the Commission to make an 

informed judgment as to the merits of 

the request. 

This alternative of a single Form 13F 

filing offers the benefit of slightly 

reducing the burden on the filer from 

filing multiple lists of securities to filing 

a single list and potentially decreasing 

the time between when a 13(f) 

Confidential Treatment Request is 

denied or expires and the time when an 

amended Form 13F is filed publicly. 

However, we believe that this approach 

would significantly increase the risk of 

confidential information inadvertently 

being made public, including by filers 

who complete the single form 

incorrectly.156

4. Alternative Security Identifier 

Requirement 

Rather than requiring managers to 

identify securities on Form 13F with 

CUSIP numbers while permitting 

managers to provide the FIGIs for those 

securities as well, we considered 

permitting managers to identify 

securities on Form 13F with either 

CUSIP numbers or FIGIs. However, we 

believe that this alternative could create 

a burden for some users of 13(f) data. 

Because 13(f) Securities could be 

reported using their CUSIP numbers or 

their FIGIs under this alternative, any 

Form 13(f) data users who wished to use 

the same security identification code 

(i.e., CUSIP number or FIGI) for all 13(f) 

Securities would be required to convert 

any reported CUSIP numbers to FIGIs, 

or vice versa. Finding the FIGI 

associated with a security’s CUSIP 

number can be done for free, but given 

the length of many Form 13F filings, 

some data users would seek to perform 

such conversion in bulk on a 

programmatic basis rather than 

manually. Such bulk conversion could 

be done programmatically using a free 

API on the OpenFIGI web page, but data 

users that had not already integrated 

FIGIs into their systems would incur an 

initial time burden of preparing the 

database and creating the query to 

leverage the free mapping API. In 

addition, with respect to any data users 

that chose to continue storing CUSIP 

numbers in their systems rather than 

integrate FIGIs, those data users would 

be subject to license-based fees and 

restrictions associated with converting 

FIGIs (or other security identifiers such 

as ticker symbols) to CUSIPs in bulk. 

Therefore, we elected to adopt an 

approach that, allows managers to 

provide FIGIs for some or all of their 

13(f) Securities, while continuing to 

require managers to provide CUSIP 

numbers for all of their 13(f) Securities, 

to avoid this potential burden on some 

13(f) data users. 

V. Paperwork Reduction Act 

The rule and form amendments 

contain ‘‘collections of information’’ 

within the meaning of the Paperwork 

Reduction Act of 1995 (‘‘PRA’’).157 We 

are submitting the proposed collections 

of information to the Office of 

Management and Budget (‘‘OMB’’) for 

review in accordance with the PRA.158

The titles for the collections of 

information we are amending are: 


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159The Commission estimates that each year only 

one applicant for an order under any provision of 

the Advisers Act will need to file a Form ID with 

the Commission in order to gain access to EDGAR. 

Form ID is used to request the assignment of access 

codes to file on EDGAR. Any applicant that has 

made at least one filing with the Commission via 

EDGAR since 2002 has been entered into the 

EDGAR system by the Commission and will not 

need to file Form ID in order to file electronically 

on EDGAR. However, applicants that have never 

made a filing with the Commission via EDGAR will 

need to file Form ID. We estimate that only one 

applicant for an order under any provision of the 

Advisers Act will need to file a Form ID with the 

Commission each year in order to gain access to 

EDGAR. Thus, we believe that the proposed 

amendments will not impose substantive new 

burdens on the overall population of respondents 

or affect the current overall cost estimates for Form 

ID. Therefore, we believe that the current burden 

and cost estimates for Form ID remain appropriate. 

Accordingly, we are not revising the current burden 

or cost estimates for Form ID. 

160See Proposing Release, supra footnote 2. 

161 Id. 

162See Proposing Release, supra footnote 2. 

163For the previously approved estimates, see ICR 

Reference No. 201908–3235–002 (conclusion date 

Mar. 25, 2020), available at https://

www.reginfo.gov/public/do/PRAViewICR?ref_

nbr=201908-3235-002. 

164The previously approved annual external cost 

burden is $392,500. 

165See Proposing Release, supra footnote 2. 

166See 2008 IC Applications Release, supra 

footnote 12. 

167The total external cost burden reduction of 

one percent would amount to $4,091 given the 

estimated distribution of all applications: ($141 × 3) 

+ ($483 × 3) + ($2,219 × 1) = $4,091. See Table 3. 

(i) ‘‘Rule 0–4 under the Investment 

Advisers Act of 1940, General 

Requirements of Papers and 

Applications’’ (OMB Control No. 3235– 

0633); (ii) ‘‘Form 13F, Report of 

Institutional Investment Managers 

(pursuant to sec. 13(f) of the Securities 

Exchange of 1934)’’ (OMB Control No. 

3235–0006); and, (iii) ‘‘Rule 0–2 and 

Form ADV–NR under the Investment 

Advisers Act of 1940’’ (OMB Control 

No. 3235–0240). We are not amending 

the collections of information entitled 

(i) ‘‘Form ID’’ (OMB Control No. 3235– 

0328),159 or (ii) ‘‘Form ADV’’ (OMB 

Control No. 3235–0049). 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 OMB control number. 

We did not receive any comments on 

the PRA analysis. We updated some 

estimates from the proposal to reflect 

more recent data.160

A. Amendments to Rule 0–4 

Rule 0–4 under the Advisers Act 

prescribes general instructions for filing 

papers and applications under the 

Advisers Act with the Commission. We 

are adopting amendments to rule 0–4.161

Final rule 0–4 will require that every 

application for an order under any 

provision of the Advisers Act, for which 

a form with instructions is not 

specifically prescribed, and every 

amendment to such application be 

electronically filed pursuant to 

Regulation S–T. Final rule 0–4 will 

eliminate the requirements to have 

verifications of applications and 

statements of fact made in connection 

with applications notarized and will 

eliminate the requirement that 

applications include proposed notices 

as exhibits to applications. In addition, 

final rule 0–4 will specify that paper 

submissions must be addressed to the 

Secretary of the Commission, remove 

the reference to microfilming, and 

clarify the wording related to duplicate 

original copies of paper applications. 

Respondents to the collection of 

information are applying for orders of 

the Commission under the Advisers Act. 

The requirements of rule 0–4 are 

designed to provide Commission staff 

with the necessary information to assess 

whether granting the orders are 

necessary and appropriate, in the public 

interest and consistent with the 

protection of investors and the intended 

purposes of the Advisers Act. This 

collection of information is necessary in 

order to obtain or retain benefits. 

Responses will not be kept confidential. 

Applicants for orders under the 

Advisers Act file applications as they 

deem necessary. Applicants can include 

registered investment advisers, affiliated 

persons of registered investment 

advisers, and entities seeking to avoid 

investment adviser status, among others. 

The Commission estimates that it 

receives seven initial applications per 

year submitted under rule 0–4 of the 

Advisers Act. Although some 

applications are submitted on behalf of 

multiple applicants, these applicants in 

the vast majority of cases are related 

entities and are treated as a single 

respondent for purposes of this analysis. 

1. Burden Estimate for Rule 0–4 

We estimate the same burdens for rule 

0–4 as proposed.162 Most of the work of 

preparing an application is performed 

by outside counsel and, therefore, 

imposes no time burden on the 

respondents.163 Nevertheless, the 

Commission continues to estimate one 

annual internal burden hour for 

administrative purposes. We do not 

believe that the amendments will 

change the burden on applicants. 

Likewise, we do not believe that the 

amendments will change the number of 

such applications that are filed 

annually. Therefore, because there will 

continue to be no time burden on the 

respondents, we believe that the one 

annual internal burden hour for 

administrative purposes remains 

appropriate. 

Although we expect the amendments 

will decrease the external cost burden 

for respondents as a practical matter, 

our estimated external cost burden will 

increase due to using updated data for 

baseline costs.164 The amendments will 

eliminate the requirement to notarize 

applications. The notary service is 

typically provided by a secretary or 

similar administrative employee of the 

applicant or the outside counsel 

preparing the application. It represents 

an hour to the applicant, so elimination 

of the notarization requirement would 

reduce the external cost burden only by 

a negligible amount. The amendments 

will require that paper submissions 

under rule 0–4 be addressed to the 

Secretary of the Commission, remove 

the reference to microfilming, and 

clarify the wording related to duplicate 

original copies of paper applications. In 

the proposal, we discussed that these 

amendments would decrease the 

applicants’ burdens, but upon further 

analysis, we do not believe that adding 

the Secretary of the Commission to the 

address, removing a reference to 

microfilming, and clarifying wording 

concerning duplicate original copies of 

paper applications will change any 

external cost burdens for applicants.165

The amendments will eliminate the 

requirement that applicants include 

proposed notices as exhibits to 

applications, which will reduce external 

costs for applicants. A proposed notice 

is a summary of the statements in the 

application. Based on staff experience, 

we believe that preparation of the 

proposed notice by outside counsel 

represents approximately one percent of 

the external cost of preparing an 

application.166 We estimate that the 

total reduction in the external costs will 

be approximately $4,091.167 However, 

as discussed in the table below, we 

estimate that the baseline external costs 

will increase; therefore, although the 

amendments will decrease external 

costs, our estimated external cost 

burden will increase, taking into 

account the increased baseline. The 

tables below detail and summarize the 

annual burden estimates for final rule 

0–4. 


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168Non-resident investment advisers comply with 

rule 0–2 by executing 17 CFR 279.1 (Form ADV). 

This burden estimate is incorporated into a separate 

burden estimate for Form ADV. 

169 17 CFR 279.4, 17 CFR 297.1. 

170See Proposing Release, supra footnote 2. 

171See Proposing Release, supra footnote 2. 

172For the previously approved estimates, see ICR 

Reference No. 202004–3235–022 (conclusion date 

Sept. 28, 2020), available at https://

www.reginfo.gov/public/do/PRAViewICR?ref_nbr=

202004-3235-022. 

TABLE 3—ANNUAL EXTERNAL COST BURDEN ESTIMATES

Types of applications 

Current 

external cost 

burden per 

filing 1

Estimated 

reduction in 

external cost 2

Estimated 

external cost burden per 

filing 

Number 

of 

applications 3

Estimated 

external cost 

burden per 

filing type 

Advisers Act Exemptive Applications.Well Precedented Applications.

4 $14,182 $(141) $14,041 × 3 $42,123 

Medium Complexity 

Applications.

48,282 (483) 47,799 × 3 143,397 

High Complexity Applications.221,909 (2,219) 219,690 × 1 219,690 

Annual external 

cost burden.

..................................... ........................ ........................ ............................ ................ ................ 405,210 

Notes: 

1Based on conversations with applicants and attorneys, the cost for applications ranges from approximately $14,182 for preparing a wellprecedented, routine (or otherwise less involved) application, $48,282 for preparing medium complex applications and approximately $221,909 to 

prepare a complex or novel application. 2We estimate that preparing a proposed notice by outside counsel represents approximately one percent of the cost of preparing an application. 3Based on our experience, we estimate that the Commission annually receives three well-precedented applications, three applications of medium complexity, and one high complexity application. 4The cost that outside counsel charges applicants depends on the complexity of the issues covered by the application and the time required. 

Based on conversations with applicants and attorneys, the cost for applications ranges from approximately $14,182 for preparing a wellprecedented, routine (or otherwise less involved) application to approximately $221,909 to prepare a complex or novel application. $48,282 is the 

median between $14,182 and $221,909. We have adjusted these numbers to reflect changes in prices from the previously approved estimates 

based on the U.S. Bureau of Labor Statistic’s CPI Inflation calculator. We estimate that the Commission receives one highly complex, time-consuming application annually, three applications of medium complexity, and three of the least complex applications subject to rule 0–4. There are 

no ongoing expenses. 

TABLE 4—SUMMARY OF THE ANNUAL NUMBER OF RESPONSES, TIME BURDEN, AND EXTERNAL COST BURDEN

Description Requested Previously 

approved Change 

Responses ................................................................................................................................... 7 7 0 

Time burden (Hours) ................................................................................................................... 1 1 0 

External Cost Burden (Dollars) .................................................................................................... $405,210 $392,500 $12,710 

B. Amendment to Form ADV–NR 

Rule 0–2 under the Advisers Act 

establishes procedures by which a 

person may serve process, pleadings, or 

other papers on a non-resident 

investment adviser, or on a non-resident 

general partner or non-resident 

managing agent of an investment 

adviser. Under rule 0–2, persons who 

wish to serve the above-referenced 

parties may do so by furnishing the 

Commission with one copy of the 

papers that are to be served along with 

one copy for each named party. The 

Secretary will promptly forward a copy 

to each named party by registered or 

certified mail. If the Secretary certifies 

that the rule was followed, the 

certification constitutes evidence of 

service of process under rule 0–2. Nonresident general partners and nonresident managing agents of both SECregistered investment advisers and 

exempt reporting advisers must file 

Form ADV–NR to designate the 

Secretary as the non-resident general 

partner’s or non-resident managing 

agent’s agent for service of process.168

They must submit Form ADV–NR in 

connection with the adviser’s initial 

Form ADV submission or within 30 

days of becoming a non-resident.169

We are adopting amendments to Form 

ADV–NR as proposed.170 The 

amendments will require an investment 

adviser’s non-resident general partners 

and non-resident managing agents to file 

Form ADV–NR electronically through 

IARD. Form ADV–NR filers will be able 

to meet this filing requirement without 

needing any specialized software or 

hardware. No fee will be assessed for 

filing Form ADV–NR through IARD. The 

final rule will require non-resident 

general partners and non-resident 

managing agents to amend their Form 

ADV–NR within 30 days whenever any 

information contained in the form 

becomes inaccurate by filing with the 

Commission a new Form ADV–NR. 

The respondents to this information 

collection are each non-resident general 

partner or non-resident managing agent 

of both SEC-registered investment 

advisers and exempt reporting advisers. 

The collection of information is 

mandatory. Responses are not kept 

confidential. The collection of 

information is necessary to provide 

appropriate consent to permit the 

Commission and other parties to bring 

actions against non-resident partners 

and managing agents for violations of 

the Federal securities laws and to enable 

the commencement of legal and/or 

regulatory actions against investment 

advisers that are doing business in the 

United States, but are not residents. 

1. Burden Estimate for Form ADV–NR 

We are updating the burden estimates 

from the proposal to reflect more recent 

data.171 We continue to estimate that 

final Form ADV–NR will require an 

average of one hour to complete, which 

is the same as the previously approved 

estimate and the proposal.172


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173See Proposing Release, supra footnote 2 (using 

data from 2018 through 2020). 

174 (53 filings in 2019 + 5 filings in 2020 + 4 

filings in 2021 = 62 filings)/3 years = an average of 

20.66 filings a year, rounded to 21 filings a year. 

175 (21 annual responses × 1 hour per response = 

an aggregate annual time burden of 21 hours.) 

176See Proposing Release, supra footnote 2. 

177The Commission’s estimates of the relevant 

wage rates are based on salary information for the 

securities industry compiled by the Securities 

Industry and Financial Markets Association’s Office 

Salaries in the Securities Industry 2013. The 

estimated figures are modified by firm size, 

employee benefits, overhead, and adjusted to 

account for the effects of inflation. See Securities 

Industry and Financial Markets Association, Report 

on Management & Professional Earnings in the 

Securities Industry 2013. 178 (0.75 hours per compliance clerk × $77 an 

hour) + (0.25 hours per general clerk × $68 an hour) 

= $74.75, rounded to $75. 179 $75 per adviser × 21 advisers = $1,575. 

180Rule 204–4 under the Advisers Act requires 

certain investment advisers exempt from 

registration with the Commission (‘‘exempt 

reporting advisers’’) to file reports with the 

Commission by completing a limited number of 

items on Form ADV. Rule 204–1 under the Advisers 

Act requires each registered and exempt reporting 

adviser to file amendments to Form ADV at least 

annually, and requires advisers to submit electronic 

filings through IARD. 

181See supra section V.B. 

We are using more recent data to 

estimate the number of responses as 

compared to the previously approved 

estimates and the proposal.173 Taking 

into account more recent data from 2019 

to 2021, the Commission received an 

average of 21 Form ADV–NR filings per 

year, which represents a decrease of 32 

responses from the previously approved 

53 responses.174 Accordingly, as each 

response takes an average of one hour to 

complete, we estimate that the aggregate 

annual time burden for Form ADV–NR 

will be 21 hours, which represents a 

decrease of 32 hours from the 

previously approved burden of 53 

hours.175

In proposing amendments to Form 

ADV–NR in 2021, the Commission 

estimated the monetized cost burden 

using wage estimates for 2021.176 We 

are updating the estimated monetized 

cost burden to reflect more recent wage 

estimates for 2022.177 Form ADV–NR 

filers will likely use a combination of 

compliance clerks and general clerks to 

complete Form ADV–NR and file it with 

the Commission through IARD. The 

Commission staff estimates the hourly 

wage for compliance clerks to be $77 

per hour, and the hourly wage for 

general clerks to be $68 per hour. For 

each burden hour, compliance clerks 

will perform an estimated 0.75 hours, 

and general clerks also will perform an 

estimated 0.25 hours. Therefore, we 

estimate the monetized time burden per 

response to be $75,178 for an aggregate 

monetized time burden of $1,575.179

This represents a decrease of $2,082 

from the previously approved 

monetized time burden of $3,657. 

We continue to estimate that there 

will be no external cost burden, as 

previously approved and as proposed. 

The amendments will require an 

investment adviser’s non-resident 

general partners and non-resident 

managing agents to file Form ADV–NR 

electronically through IARD. Form 

ADV–NR filers will be able to meet this 

filing requirement without needing any 

specialized software or hardware. No fee 

will be assessed for filing Form ADV– 

NR through IARD. 

TABLE 5—SUMMARY OF THE AGGREGATE ANNUAL NUMBER OF RESPONSES, TIME BURDEN, MONETIZED TIME BURDEN, 

AND EXTERNAL COST BURDEN

Description Requested Previously 

approved Change 

Number of Responses ................................................................................................................. 21 53 (32) 

Time Burden (hours) .................................................................................................................... 21 53 (32) 

Monetized Time Burden (Dollars) ................................................................................................ $1,575 $3,657 $(2,082) 

External Cost Burden (Dollars) .................................................................................................... $0 $0 $0 

C. Form ADV and Rule 203–1 

Form ADV is the investment adviser 

registration form and exempt reporting 

adviser reporting form filed 

electronically with the Commission 

pursuant to rules 203–1 (17 CFR 

275.203–1), 204–1 (17 CFR 275.204–1) 

and 204–4 (17 CFR 275.204–4) under 

the Advisers Act by advisers registered 

with the Commission or applying for 

registration with the Commission or by 

exempt reporting advisers filing reports 

with the Commission. Rule 203–1 under 

the Advisers Act requires every person 

applying for investment adviser 

registration with the Commission to file 

Form ADV.180 The paperwork burdens 

associated with rules 203–1, 204–1, and 

204–4 are included in the approved 

annual burden associated with Form 

ADV and therefore do not entail 

separate collections of information. 

These collections of information are 

found at 17 CFR 275.203–1, 275.204–1, 

275.204–4, and 279.1 (Form ADV itself) 

and are mandatory. Responses are not 

kept confidential. 

As proposed, we are adopting 

amendments to the instructions to Form 

ADV and rule 203–1 to require an 

investment adviser’s non-resident 

general partner and non-resident 

managing agents to file Form ADV–NR 

electronically through IARD. As 

discussed above, the collection of 

information is necessary for us to obtain 

appropriate consent to permit the 

Commission and other parties to bring 

actions against non-resident partners 

and agents for violations of the Federal 

securities laws and to enable the 

commencement of legal and/or 

regulatory actions against investment 

advisers that are doing business in the 

United States, but are not residents.181

We do not believe that the 

amendments to Form ADV or rule 203– 

1 will change the burden on investment 

advisers’ application for registration 

with the Commission. Likewise, we do 

not believe that our proposed 

amendments will change the number of 

such registrations that are filed 

annually. Therefore, we believe that the 

currently approved burden and cost 

estimates for Form ADV remain 

appropriate. Accordingly, we are not 


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182This estimate is based on the last time the 

rule’s information collection was submitted for PRA 

renewal in 2022. This renewal included revisions 

to the baseline of the PRA burdens associated with 

Form 13F that were discussed in the Proposing 

Release. See Proposing Release supra footnote 2, at 

nn.184–187 and accompanying text. We received no 

comments on these revisions. 

183See supra section II.C.2. In a change from the 

proposal, the final rules include an amendment to 

Form 13F that will allow managers to disclose, for 

any security reported on Form 13F, the security’s 

FIGI in addition to its CUSIP number. Because this 

amendment will be optional, managers are unlikely 

to choose to disclose a FIGI if it will significantly 

increase the burdens associated with filing Form 

13F. However, for PRA purposes, we assume that 

this optional requirement will initially impose 0.5 

hours of burdens for a senior programmer and 

compliance clerk to make this optional disclosure 

on Form 13F. We do not believe that this optional 

disclosure will impose any ongoing burdens, nor do 

we believe it will impose additional external costs 

associated with complying with Form 13F. 

184See Proposing Release supra footnote 2, at 

n.187. We received no comments on this aspect of 

the Proposing Release. 

revising the current burden or cost 

estimates for Form ADV. 

D. Amendments to Form 13F 

In our most recent PRA submission 

for Form 13F, we estimated a total hour 

burden of 67,242 hours, with an internal 

cost burden of $13,733,909, and an 

external cost burden of $4,846,374.182

The table below summarizes the initial 

and ongoing annual burden estimates 

associated with amendments to Form 

13F related to the requirements for 

managers to provide additional 

identifying information and the 

technical amendments to Form 13F 

discussed above.183 We continue to 

believe that our amendments to Form 

13F will not pose additional external 

cost burdens. We also continue to 

believe that our amendments to the 

process for filing 13(f) Confidential 

Treatment Requests will not change the 

burden of filing Form 13F Reports with 

the Commission.184

BILLING CODE 8011–01–P 


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185 5 U.S.C. 605(b). 

186 17 CFR 232.11, 232.100, 232.101, 232.102, and 

232.201. 

187 17 CFR 275.0–4. For the purposes of the 

Advisers Act and the RFA, an investment adviser 

generally is a small entity if it: (i) has assets under 

management having a total value of less than $25 

million; (ii) did not have total assets of $5 million 

or more on the last day of its most recent fiscal year; 

and (iii) does not control, is not controlled by, and 

is not under common control with another 

investment adviser that has assets under 

management of $25 million or more, or any person 

(other than a natural person) that had $5 million or 

more on the last day of its most recent fiscal year. 

17 CFR 275.0–7(a). 

188 17 CFR 274.203–1. 

189 17 CFR 279.4; 17 CFR 279.1. 

190 17 CFR 270.0–2. For purposes of the 

Investment Company Act and the RFA, an 

investment company is a small entity if it, together 

with other investment companies in the same group 

of related investment companies, has net assets of 

$50 million or less as of the end of its most recent 

fiscal year. 17 CFR 270.0–10(a). 

191The definition of the term ‘‘small entity’’ in 

rule 0–10 under the Exchange Act does not 

explicitly reference investment advisers or other 

investment managers. However, rule 0–10 provides 

that the Commission may ‘‘otherwise define’’ small 

entities for purposes of a particular rulemaking 

proceeding. For purposes of the proposed 

amendments relating to managers electronically 

filing requests for 13(f) Confidential Treatment 

Requests and the other amendments to Form 13F, 

the Commission is defining small entity by using 

the definition of small entity under rule 0–7(a) 

under the Advisers Act as more appropriate to the 

functions of managers. See supra footnote 184. 

BILLING CODE 8011–01–C 

VI. Regulatory Flexibility Act 

Certification 

The Commission certified, pursuant 

to Section 605(b) of the Regulatory 

Flexibility Act 185 (‘‘RFA’’), that, if 

adopted, the proposed amendments to 

rules 11, 100, 101, 102, and 201 of 

Regulation S–T186 rule 0–4 under the 

Advisers Act 187 relating to the 

electronic filing of applications for 

orders under the Advisers Act and the 

Investment Company Act; rule 203–1,188

Form ADV–NR and the instructions to 

Form ADV under the Advisers Act 189

relating to the electronic filing of Form 

ADV–NR; amendments to rule 0–2 

under the Investment Company Act; 190

and amendments to rule 24b–2 under 

the Exchange Act, Form 13F and rules 

101(a)(1)(xxii) and 101(d) of Regulation 

S–T relating to the requirement that 

managers electronically file requests for 

13(f) Confidential Treatment Requests, 

along with other amendments to Form 

13F,191 would not have a significant 

economic impact on a substantial 

number of small entities. We included 

this certification in Section V of the 

Proposing Release. Although we 

requested written comments regarding 

this certification, no commenters 

responded to this request. We are 

adopting the final rules as proposed 

with one change to Form 13F that will 

allow managers to disclose, for any 

security reported on Form 13F, the 

security’s FIGI. We do not believe that 

this change, which as discussed above 

will not impose any costs on managers, 

alters the basis upon which the 

certification in the Proposing Release 

was made. Accordingly, we certify that 

the final rules will not have a significant 

economic impact on a substantial 

number of small entities. 

VII. Statutory Authority 

The Commission is adopting 

amendments to rules and forms under 

the rulemaking authority set forth in 

sections 3, 12, 13(f), 14, 15(d), 23(a), 

35A, and 36 of the Exchange Act [15 

U.S.C. 78c, 78l, 78m(f), 78n, 78o(d), 

78w(a), 78ll, and 78mm]; sections 8, 30, 

31, and 38 of the Investment Company 

Act [15 U.S.C. 80a–8, 80a–29, 80a–30, 

and 80a–37]; and sections 203, 204, 

206A, 210, and 211 of the Advisers Act 

[15 U.S.C. 80b–3, 80b–4, 80b–6a, 80b– 

10, and 80b–11]. 

List of Subjects 

17 CFR Part 232 

Reporting and recordkeeping 

requirements, Securities. 

17 CFR Parts 240 and 249 

Reporting and recordkeeping 

requirements, Securities. 

17 CFR Part 270 

Investment companies, Reporting and 

recordkeeping requirements, Securities. 

17 CFR Part 275 

Investment advisers, Reporting and 

recordkeeping requirements, Securities. 

17 CFR Part 279 

Investment advisers, Reporting and 

recordkeeping requirements, Securities. 

Text of Rule and Form Amendments 

In accordance with the foregoing, the 

Commission amends title 17, chapter II 

of the Code of Federal Regulations: 

PART 232—REGULATION S–T— 

GENERAL RULES AND REGULATIONS 

FOR ELECTRONIC FILINGS 

■ 1. The general authority citation for 

part 232 is revised to read as follows: 

Authority: 15 U.S.C. 77c, 77f, 77g, 77h, 

77j, 77s(a), 77z–3, 77sss(a), 78c(b), 78l, 78m, 

78n, 78o(d), 78w(a), 78ll, 80a–6(c), 80a–8, 

80a–29, 80a–30, 80a–37, 80b–4, 80b–6a, 80b– 

10, 80b–11, 7201 et seq.; and 18 U.S.C. 1350, 

unless otherwise noted. 

* * * * * 


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■ 2. Amend § 232.11 by adding a 

definition for ‘‘Investment Advisers 

Act’’ in alphabetical order to read as 

follows: 

§ 232.11 Definitions of terms used in this 

part. 

* * * * * 

Investment Advisers Act. The term 

Investment Advisers Act means the 

Investment Advisers Act of 1940. 

* * * * * 

§ 232.100 [Amended] 

■ 3. Amend § 232.100 in paragraph (b) 

by removing the term ‘‘Registrants’’ and 

adding in its place ‘‘Persons or entities’’. 

■ 4. Amend § 232.101 by: 

■ a. Revising paragraph (a)(1)(iv); 

■ b. Removing the period at the end of 

paragraph (a)(1)(xxi) and adding in its 

place a semicolon; 

■ c. Adding paragraphs (a)(1)(xxii) and 

(xxiii); and 

■ d. Revising paragraph (d). 

The revisions and additions read as 

follows: 

§ 232.101 Mandated electronic 

submissions and exceptions. 

(a) * * * 

(1) * * * 

(iv) Documents filed with the 

Commission pursuant to sections 8, 17, 

20, 23(c), 24(b), 24(e), 24(f), and 30 of 

the Investment Company Act (15 U.S.C. 

80a–8, 80a–17, 80a–20, 80a–23(c), 80a– 

24(b), 80a–24(e), 80a–24(f), and 80a–29) 

and any application for an order under 

any section of the Investment Company 

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

of an application for an order under any 

section of the Investment Company Act 

must be made on EDGAR as required by 

the EDGAR Filer Manual, as defined in 

§ 232.11 (Rule 11 of Regulation S–T). 

Notwithstanding § 232.104 (Rule 104 of 

Regulation S–T), the documents filed or 

furnished under this paragraph will be 

considered as officially filed with or 

furnished to, as applicable, the 

Commission; 

* * * * * 

(xxii) Confidential treatment requests 

filed with the Commission pursuant to 

section 13(f) of the Exchange Act (15 

U.S.C. 78m(f)) and the rules and 

regulations thereunder, including Form 

13F (17 CFR 249.325). The filings must 

be made on EDGAR in the format 

required by the EDGAR Filer Manual, as 

defined in § 232.11 (Rule 11 of 

Regulation S–T). Notwithstanding 

§ 232.104 (Rule 104 of Regulation S–T), 

the documents filed or furnished under 

this paragraph will be considered as 

officially filed with or furnished to, as 

applicable, the Commission; and 

(xxiii) Any application for an order 

under any section of the Investment 

Advisers Act (15 U.S.C. 80b–1 et seq.). 

The filings must be made on EDGAR in 

the format required by the EDGAR Filer 

Manual, as defined in § 232.11 (Rule 11 

of Regulation S–T). Notwithstanding 

§ 232.104 (Rule 104 of Regulation S–T), 

the documents filed or furnished under 

this paragraph will be considered as 

officially filed with or furnished to, as 

applicable, the Commission. 

* * * * * 

(d) All documents, including any 

information with respect to which 

confidential treatment is requested, filed 

pursuant to section 13(n) (15 U.S.C. 

78m(n)) and section 13(f) (15 U.S.C. 

78m(f)) of the Exchange Act and the 

rules and regulations thereunder shall 

be filed in electronic format. 

§ 232.102 [Amended] 

■ 5. Amend § 232.102 in paragraph (a) 

introductory text by adding the phrase 

‘‘, Rule 0–6 under the Advisers Act 

(§ 275.0–6 of this chapter)’’ after ‘‘Rule 

0–4 under the Investment Company Act 

(§ 270.0–4 of this chapter),’’ 

■ 6. Amend § 232.201 by revising 

paragraph (a) introductory text to read 

as follows: 

§ 232.201 Temporary hardship exemption. 

(a) If an electronic filer experiences 

unanticipated technical difficulties 

preventing the timely preparation and 

submission of an electronic filing, other 

than a Form 3 (§ 249.103 of this 

chapter), a Form 4 (§ 249.104 of this 

chapter), a Form 5 (§ 249.105 of this 

chapter), a Form ID (§§ 239.63, 249.446, 

269.7 and 274.402 of this chapter), a 

Form TA–1 (§ 249.100 of this chapter), 

a Form TA–2 (§ 249.102 of this chapter), 

a Form TA–W (§ 249.101 of this 

chapter), a Form D (§ 239.500 of this 

chapter), an application for an order 

under any section of the Investment 

Company Act of 1940 (15 U.S.C. 80a–1 

et seq.), an application for an order 

under any section of the Investment 

Advisers Act of 1940 (15 U.S.C. 80b–1 

et seq.), an Interactive Data File (as 

defined in § 232.11), or an Asset Data 

File (as defined in § 232.11), the 

electronic filer may file the subject 

filing, under cover of Form TH 

(§§ 239.65, 249.447, 269.10 and 274.404 

of this chapter), in paper format no later 

than one business day after the date on 

which the filing was to be made. 

* * * * * 

PART 240—GENERAL RULES AND 

REGULATIONS, SECURITIES 

EXCHANGE ACT OF 1934 

■ 7. The general authority citation for 

part 240 continues to read as follows: 

Authority: 15 U.S.C. 77c, 77d, 77g, 77j, 

77s, 77z–2, 77z–3, 77eee, 77ggg, 77nnn, 

77sss, 77ttt, 78c, 78c–3, 78c–5, 78d, 78e, 78f, 

78g, 78i, 78j, 78j–1, 78k, 78k–1, 78l, 78m, 

78n, 78n–1, 78o, 78o–4, 78o–10, 78p, 78q, 

78q–1, 78s, 78u–5, 78w, 78x, 78ll, 78mm, 

80a–20, 80a–23, 80a–29, 80a–37, 80b–3, 80b– 

4, 80b–11, 7201 et seq. and 8302; 7 U.S.C. 

2(c)(2)(E); 12 U.S.C. 5221(e)(3); 18 U.S.C. 

1350; Pub. L. 111–203, 939A, 124 Stat. 1376 

(2010); and Pub. L. 112–106, sec. 503 and 

602, 126 Stat. 326 (2012), unless otherwise 

noted. 

* * * * * 

■ 8. Amend § 240.24b–2 by: 

■ a. Removing the preliminary note; 

■ b. Adding introductory text; 

■ c. Removing the phrase ‘‘paragraphs 

(g) and (h)’’ and adding in its place 

‘‘paragraphs (g) through (i)’’ in 

paragraph (b) introductory text; and 

■ d. Adding paragraph (i). 

The additions read as follows: 

§ 240.24b–2 Nondisclosure of information 

filed with the Commission and with any 

exchange. 

Except as otherwise provided in this 

rule, confidential treatment requests 

shall be submitted in paper format only, 

whether or not the filer is required to 

submit a filing in electronic format. 

* * * * * 

(i) An institutional investment 

manager shall omit the confidential 

portion from the material publicly filed 

in electronic format pursuant to section 

13(f) of the Act (15 U.S.C. 78m(f)) and 

the rules and regulations thereunder. 

The institutional investment manager 

shall indicate in the appropriate place 

in the material publicly filed that the 

confidential portion has been so omitted 

and filed separately with the 

Commission. In lieu of the procedures 

described in paragraph (b) of this 

section, an institutional investment 

manager shall request confidential 

treatment electronically pursuant to 

section 13(f) of the Act (15 U.S.C. 

78m(f)) and the rules and regulations 

thereunder. 

PART 249—FORMS, SECURITIES 

EXCHANGE ACT OF 1934 

■ 9. The general authority citation for 

part 249 continues to read as follows: 


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Authority: 15 U.S.C. 78a et seq. and 7201 

et seq.; 12 U.S.C. 5461 et seq.; and 18 U.S.C. 

1350; Sec. 953(b), Pub. L. 111–203, 124 Stat. 

1904; Sec. 102(a)(3), Pub. L. 112–106, 126 

Stat. 309 (2012), Sec. 107, Pub. L. 112–106, 

126 Stat. 313 (2012), Sec. 72001, Pub. L. 114– 

94, 129 Stat. 1312 (2015), and secs. 2 and 3 

Pub. L. 116–222, 134 Stat. 1063 (2020), 

unless otherwise noted. 

* * * * * 

Note: The text of Form 13F does not, and 

these amendments will not, appear in the 

Code of Federal Regulations. 

■ 10. Revise Form 13F (referenced in 

§ 249.325) to read as follows: 

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BILLING CODE 8011–01–C 

PART 270—RULES AND 

REGULATIONS, INVESTMENT 

COMPANY ACT OF 1940 

■ 11. The general authority citation for 

part 270 continues to read as follows: 

Authority: 15 U.S.C. 80a-1 et seq., 80a34(d), 80a-37, 80a-39, and Pub. L. 111–203, 

sec. 939A, 124 Stat. 1376 (2010), unless 

otherwise noted. 

* * * * * 

§ 270.0–2 [Amended] 

■ 12. Amend § 270.0–2 by: 

■ a. Adding the phrase ‘‘Secretary of 

the’’ after ‘‘be delivered through the 

mails or otherwise to the’’ in the first 

sentence in paragraph (a); and 

■ b. Removing the fifth sentence in 

paragraph (b). 

PART 275—RULES AND 

REGULATIONS, INVESTMENT 

ADVISERS ACT OF 1940 

■ 13. The general authority citation for 

part 275 continues to read as follows: 

Authority: 15 U.S.C. 80b-2(a)(11)(G), 80b2(a)(11)(H), 80b-2(a)(17), 80b-3, 80b-4, 80b4a, 80b-6(4), 80b-6a, and 80b-11, unless 

otherwise noted. 

* * * * * 

■ 14. Amend § 275.0–4 by: 


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■ a. Adding the phrase ‘‘Secretary of 

the’’ after ‘‘be delivered through the 

mails or otherwise to the’’ in the first 

sentence in paragraph (a)(1); 

■ b. Revising paragraphs (b) and (d); 

■ c. Removing and reserving paragraph 

(g); and 

■ d. Revising paragraph (i). 

The revisions read as follows: 

§ 275.0–4 General requirements of papers 

and applications. 

* * * * * 

(b) Formal specifications respecting 

applications. Every application for an 

order under any provision of the Act, for 

which a form with instructions is not 

specifically prescribed, and every 

amendment to such application, shall be 

filed electronically pursuant to 17 CFR 

part 232 (Regulation S–T). Any filings 

made in paper, including filings made 

pursuant to a hardship exemption under 

Regulation S–T, shall be filed in 

quintuplicate. One copy shall be signed 

by the applicant, but the other four 

copies may have facsimile or typed 

signatures. Such applications shall be 

on paper no larger than 81⁄2 x 11 inches 

in size. To the extent that the reduction 

of larger documents would render them 

illegible, those documents may be filed 

on paper larger than 81⁄2 x 11 inches in 

size. The left margin should be at least 

11⁄2 inches wide and, if the application 

is bound, it should be bound on the left 

side. All typewritten or printed matter 

(including deficits in financial 

statements) should be set forth in black 

so as to permit photocopying. 

* * * * * 

(d) Verification of applications and 

statements of fact. Every application for 

an order under any provision of the Act, 

for which a form with instructions is not 

specifically prescribed, and every 

amendment to such application, and 

every statement of fact formally filed in 

support of, or in opposition to, any 

application or declaration shall be 

verified by the person executing the 

same. An instrument executed on behalf 

of a corporation shall be verified in 

substantially the following form, but 

suitable changes may be made in such 

form for other kinds of companies and 

for individuals: 

The undersigned states that he or she 

has duly executed the attached dated , 

20__, for and on behalf of (Name of 

company); that he or she is the (Title of 

officer) of such company; and that all 

action by stockholders, directors, and 

other bodies necessary to authorize the 

undersigned to execute and file such 

instrument has been taken. The 

undersigned further states that he or she 

is familiar with such instrument, and 

the contents thereof, and that the facts 

therein set forth are true to the best of 

his or her knowledge, information and 

belief. 

(Signature) 

* * * * * 

(i) The manually signed original (or in 

the case of duplicate originals, one 

duplicate original) of all registrations, 

applications, statements, reports, or 

other documents filed under the 

Investment Advisers Act of 1940, as 

amended, shall be numbered 

sequentially (in addition to any internal 

numbering which otherwise may be 

present) by handwritten, typed, printed, 

or other legible form of notation from 

the facing page of the document through 

the last page of that document and any 

exhibits or attachments thereto. Further, 

the total number of pages contained in 

a numbered original shall be set forth on 

the first page of the document. 

■ 15. Amend § 275.203–1 by adding 

paragraph (d) to read as follows: 

§ 275.203–1 Application for investment 

adviser registration. 

* * * * * 

(d) Form ADV–NR—(1) General 

Requirements. Each non-resident, as 

defined in 17 CFR 275.0–2(b)(2) (Rule 

0–2(b)(2)), general partner or a nonresident managing agent, as defined in 

17 CFR 275.0–2(b)(2) (Rule 0–2(b)(1)), of 

any investment adviser registered, or 

applying for registration with, the 

Commission must submit Form ADV– 

NR (17 CFR 279.4). Form ADV–NR must 

be completed in connection with the 

adviser’s initial registration with the 

Commission. If a person becomes a nonresident general partner or a nonresident managing agent after the date 

the adviser files its initial registration 

with the Commission, the person must 

file Form ADV–NR with the 

Commission within 30 days of 

becoming a non-resident general partner 

or a non-resident managing agent. If a 

person serves as a general partner or 

managing agent for multiple advisers, 

they must submit a separate Form ADV– 

NR for each adviser. 

(2) When an amendment is required. 

Each non-resident general partner or a 

non-resident managing agent of any 

investment adviser must amend its 

Form ADV–NR within 30 days 

whenever any information contained in 

the form becomes inaccurate by filing 

with the Commission a new Form ADV– 

NR. 

(3) Electronic filing. Form ADV–NR 

(and any amendments to Form ADV– 

NR) must be filed electronically through 

the Investment Adviser Registration 

Depository (IARD), unless a hardship 

exemption under 17 CFR 275.203–3 

(Rule 203–3) has been granted. 

(4) When filed. Each Form ADV–NR is 

considered filed with the Commission 

upon acceptance by the IARD. 

(5) Filing fees. No fee shall be assessed 

for filing Form ADV–NR through IARD. 

(6) Form ADV–NR is a report. Each 

Form ADV–NR (and any amendment to 

Form ADV–NR) required to be filed 

under this rule is a ‘‘report’’ within the 

meaning of sections 204 and 207 of the 

Act. 

PART 279—FORMS PRESCRIBED 

UNDER THE INVESTMENT ADVISERS 

ACT OF 1940 

■ 16. The authority citation for part 279 

continues to read as follows: 

Authority: The Investment Advisers Act of 

1940, 15 U.S.C. 80b-1, et seq., Pub. L. 111– 

203, 124 Stat. 137617. 

■ 17. In Form ADV (referenced in 

§ 279.1): 

■ a. Amend the instructions to the form 

by revising the section entitled ‘‘Who is 

required to file Form ADV–NR?’’; and 

■ b. Amend the instructions to the form 

by adding a section entitled ‘‘How is 

Form ADV–NR filed?’’. 

The revision and addition read as 

follows: 

Note: The text of Form ADV does not, and 

this amendment will not, appear in the Code 

of Federal Regulations. 

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BILLING CODE 8011–01–C 

■ 18. Revise § 279.4 to read as follows: 

§ 279.4 Form ADV–NR, appointment of 

agent for service of process by nonresident general partner and non-resident 

managing agent of an investment adviser. 

This form shall be filed and amended 

pursuant to § 275.203–1 of this chapter 

(Rule 203–1) as an appointment of agent 

for service of process by non-resident 

general partners and non-resident 

managing agents of an investment 

adviser pursuant to section 203 of the 

Investment Advisers Act of 1940. 

■ 19. Form ADV–NR (referenced in 

§ 279.4) is amended by adding the 

sections entitled ‘‘Instructions to Form 

ADV–NR’’, ‘‘Who is required to file 

Form ADV–NR?’’ and ‘‘How is Form 

ADV–NR filed?’’ to read as follows: 

Note: The text of Form ADV–NR does not, 

and this amendment will not, appear in the 

Code of Federal Regulations. 

Form ADV–NR (Paper Version) 

Appointment of Agent for Service of 

Process by Non–Resident General 

Partner and Non–Resident Managing 

Agent of an Investment Adviser 

Instructions to Form ADV–NR 

Note: Unless the context clearly indicates 

otherwise, all terms used in the Form have 

the same meaning as in the Investment 

Advisers Act of 1940, the General Rules and 

Regulations of the Commission thereunder 

(17 Code of Federal Regulations 275), and in 

the Glossary of Terms to Form ADV. 

1. Who is required to file Form ADV– 

NR? 

Every non-resident general partner 

and managing agent of all SECregistered advisers and exempt 

reporting advisers, whether or not the 

adviser is a resident in the United 

States, must file Form ADV–NR in 

connection with the adviser’s initial 

application or report. A general partner 

or managing agent of an SEC-registered 

adviser or exempt reporting adviser who 

becomes a non-resident after the 

adviser’s initial application or report 

has been submitted must file Form 

ADV–NR within 30 days. Absent a 

temporary hardship exemption, Form 

ADV–NR must be filed electronically. 

Failure to file Form ADV–NR 

promptly may delay SEC consideration 

of your initial application. 

2. How is Form ADV–NR filed? 

Form ADV–NR is filed electronically 

with the Investment Adviser 

Registration Depository (IARD). 

Information for how to file with IARD 

is available on the SEC’s website at 

www.sec.gov/iard and on www.iard.com 

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By the Commission. 

Dated: June 23, 2022. 

Vanessa A. Countryman, 

Secretary. 

[FR Doc. 2022–13936 Filed 6–29–22; 8:45 am] 

BILLING CODE 8011–01–C 

DEPARTMENT OF STATE 

22 CFR Part 135 

[Public Notice: 11720] 

RIN 1400–AF52 

Implementation of HAVANA Act of 

2021 

AGENCY: Department of State. 

ACTION: Interim final rule; request for 

comments. 

SUMMARY: This rule provides 

implementation by the Department of 

State (the Department) of the HAVANA 

Act of 2021. The Act provides authority 

for the Secretary of State and other 

agency heads to provide payments to 

certain individuals who have incurred 

qualifying injuries to the brain. This 

rule covers current and former 

Department of State employees, and 

dependents of current or former 

employees. 

DATES: 

Effective date: This interim final rule 

is effective August 15, 2022. 

Comment due date: The Department 

of State will accept comments on this 

interim final rule until August 1, 2022. 

ADDRESSES: Interested parties may 

submit comments by one of the 

following methods: 

• Email: AHIRule@state.gov with the 

subject line, HAVANA ACT RULE. 

• Internet: At www.Regulations.gov, 

search for this document using Docket 

DOS–2022–0016. 

Note that all submissions to 

regulations.gov are public, and the 

Department cannot edit the comments 

to remove personal information. If you 

have any concern about your comment 

being viewed by the public, please use 

the email option above. 

FOR FURTHER INFORMATION CONTACT: 

Susan Ware Harris, Senior Advisor, 

Health Incidents Response Task Force 

HARuleInfo@state.gov. 

SUPPLEMENTARY INFORMATION: This rule 

implements the HAVANA Act of 2021, 

Public Law 117–46, codified in 22 

U.S.C. 2680b(i). 

Background and Authority—§ 135.1 

On December 20, 2019, Congress gave 

authority (Pub. L. 116–94, Division J, 

Title IX, section 901) (codified in 22 

U.S.C. 2680b) to the Department of State 

to pay benefits to employees and their 

dependents for injuries suffered in Cuba 

or China after January 1, 2016, in 

connection with certain hostile or other 

incidents designated by the Secretary of 

State. These benefits were limited to 

State Department employees only (i.e., 

not other employees under Chief of 

Mission (COM) authority). The 

Department implemented this authority 

in the Foreign Affairs Manual (FAM), 3 

FAM 3660. 

On January 1, 2021, Congress 

amended this law (Pub. L. 116–283, div. 

A, title XI, section 1110), authorizing 

other federal government agencies (such 

as the Department of Agriculture) to 

provide benefits to their own employees 

under COM authority who suffered 

similar injuries. 

On October 8, 2021, the ‘‘Helping 

American Victims Affected by 

Neurological Attacks’’ (HAVANA) Act 

of 2021 became law (Pub. L. 117–46). In 

this latest Act, Congress authorized 

federal government agencies to 

compensate affected current employees, 

former employees, and their dependents 

for qualifying injuries to the brain. This 

law requires the Department (and other 

agencies) to ‘‘prescribe regulations’’ 

implementing the HAVANA Act not 

later than 180 days after the effective 

date of the Act. Section 3 of the 

HAVANA Act of 2021 removed the 

requirement in Public Law 116–94, 

Division J, Title IX, Section 901, that the 

qualifying injury occur in ‘‘the Republic 

of Cuba, People’s Republic of China, or 

other foreign country designated by the 

Secretary of State’’ for the purpose of 

making a payment under the HAVANA 

Act. This interim final rule only 

implements the HAVANA Act of 2021. 

The regulation herein applies only to 

current and former employees of the 

Department of State, and dependents of 

current or former employees, as defined 

in § 135.2 of this rule. (Current 

employees will also continue to be 

covered by 3 FAM 3660 and its 

subchapters.) Upon publication of this 

rule, the Department will add a new 

subsection in 3 FAM 3660.It is the 

Department’s position that each federal 

agency seeking to provide benefits to an 

employee, former employee, or 

dependent of a current or former 

employee must implement its own 

authorizing regulations. 

Definitions—§ 135.2 

The rule follows the definitional 

template provided in the HAVANA Act 

and its predecessors. The rule defines 

certain categories of individuals as 

employees (and thus covered under the 

Foreign Affairs Manual), as well as 

those who are not considered 

employees. 

With respect to covered employees, 

this rule maintains the previous 

statutory requirement that the qualifying 

injury occurred on or after January 1, 

2016. Similarly, with respect to 

dependents, this rule maintains the 

previous statutory requirement that the 


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