5162 Federal Register / Vol. 81, No. 20 / Monday, February 1, 2016 / Notices 

28 15 U.S.C. 78s(b)(2)(B). 29 17 CFR 200.30–3(a)(12). 

Commission takes such action, the 

Commission shall institute proceedings 

under section 19(b)(2)(B) 28 of the Act to 

determine whether the proposed rule 

change should be approved or 

disapproved. 

IV. Solicitation of Comments 

Interested persons are invited to 

submit written data, views, and 

arguments concerning the foregoing, 

including whether the proposed rule 

change is consistent with the Act. 

Comments may be submitted by any of 

the following methods: 

Electronic Comments 

• Use the Commission’s Internet 

comment form (http://www.sec.gov/

rules/sro.shtml); or 

• Send an email to rule-comments@

sec.gov. Please include File Number SR– 

NYSE–2016–09 on the subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Brent J. Fields, Secretary, Securities 

and Exchange Commission, 100 F Street 

NE., Washington, DC 20549–1090. 

All submissions should refer to File 

Number SR–NYSE–2016–09. This file 

number should be included on the 

subject line if email is used. To help the 

Commission process and review your 

comments more efficiently, please use 

only one method. The Commission will 

post all comments on the Commission’s 

Internet Web site (http://www.sec.gov/

rules/sro.shtml). Copies of the 

submission, all subsequent 

amendments, all written statements 

with respect to the proposed rule 

change that are filed with the 

Commission, and all written 

communications relating to the 

proposed rule change between the 

Commission and any person, other than 

those that may be withheld from the 

public in accordance with the 

provisions of 5 U.S.C. 552, will be 

available for Web site viewing and 

printing in the Commission’s Public 

Reference Room, 100 F Street NE., 

Washington, DC 20549 on official 

business days between the hours of 

10:00 a.m. and 3:00 p.m. Copies of the 

filing also will be available for 

inspection and copying at the principal 

office of the Exchange. All comments 

received will be posted without change; 

the Commission does not edit personal 

identifying information from 

submissions. You should submit only 

information that you wish to make 

available publicly. All submissions 

should refer to File Number SR–NYSE– 

2016–09 and should be submitted on or 

before February 22, 2016. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.29

Robert W. Errett, 

Deputy Secretary. 

[FR Doc. 2016–01713 Filed 1–29–16; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

Proposed Collection; Comment 

Request 

Upon Written Request, Copies Available 

From: Securities and Exchange 

Commission, Office of FOIA Services, 

100 F Street NE., Washington, DC 

20549–2736. 

Extension: 

Rule 17a–8; SEC File No. 270–225, OMB 

Control No. 3235–0235. 

Notice is hereby given that pursuant 

to the Paperwork Reduction Act of 1995 

(44 U.S.C. 3501–3520), the Securities 

and Exchange Commission (the 

‘‘Commission’’) is soliciting comments 

on the collection of information 

summarized below. The Commission 

plans to submit this existing collection 

of information to the Office of 

Management and Budget for extension 

and approval. 

Rule 17a–8 (17 CFR 270.17a–8) under 

the Investment Company Act of 1940 

(the ‘‘Act’’) (15 U.S.C. 80a) is entitled 

‘‘Mergers of affiliated companies.’’ Rule 

17a–8 exempts certain mergers and 

similar business combinations 

(‘‘mergers’’) of affiliated registered 

investment companies (‘‘funds’’) from 

prohibitions under section 17(a) of the 

Act (15 U.S.C. 80a–17(a)) on purchases 

and sales between a fund and its 

affiliates. The rule requires fund 

directors to consider certain issues and 

to record their findings in board 

minutes. The rule requires the directors 

of any fund merging with an 

unregistered entity to approve 

procedures for the valuation of assets 

received from that entity. These 

procedures must provide for the 

preparation of a report by an 

independent evaluator that sets forth the 

fair value of each such asset for which 

market quotations are not readily 

available. The rule also requires a fund 

being acquired to obtain approval of the 

merger transaction by a majority of its 

outstanding voting securities, except in 

certain situations, and requires any 

surviving fund to preserve written 

records describing the merger and its 

terms for six years after the merger (the 

first two in an easily accessible place). 

The average annual burden of meeting 

the requirements of rule 17a–8 is 

estimated to be 7 hours for each fund. 

The Commission staff estimates that 

each year approximately 766 funds rely 

on the rule. The estimated total average 

annual burden for all respondents 

therefore is 5,362 hours. 

The average cost burden of preparing 

a report by an independent evaluator in 

a merger with an unregistered entity is 

estimated to be $15,000. The average net 

cost burden of obtaining approval of a 

merger transaction by a majority of a 

fund’s outstanding voting securities is 

estimated to be $100,000. The 

Commission staff estimates that each 

year approximately 0 mergers with 

unregistered entities occur and 

approximately 15 funds hold 

shareholder votes that would not 

otherwise have held a shareholder vote. 

The total annual cost burden of meeting 

these requirements is estimated to be 

$1,500,000. 

The estimates of average burden hours 

and average cost burdens are made 

solely for the purposes of the Paperwork 

Reduction Act, and are not derived from 

a comprehensive or even a 

representative survey or study. 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. 

Written comments are requested on: 

(a) Whether the collection of 

information is necessary for the proper 

performance of the functions of the 

Commission, including whether the 

information has practical utility; (b) the 

accuracy of the Commission’s estimate 

of the burdens of the collection of 

information; (c) ways to enhance the 

quality, utility, and clarity of the 

information collected; and (d) ways to 

minimize the burden of the collection of 

information on respondents, including 

through the use of automated collection 

techniques or other forms of information 

technology. Consideration will be given 

to comments and suggestions submitted 

in writing within 60 days of this 

publication. 

Please direct your written comments 

to Pamela Dyson, Director/Chief 

Information Officer, Securities and 

Exchange Commission, C/O Remi 

Pavlik-Simon, 100 F Street NE., 

Washington, DC 20549; or send an email 

to: PRA_Mailbox@sec.gov. 


rmajette on DSK2TPTVN1PROD with NOTICES
Federal Register / Vol. 81, No. 20 / Monday, February 1, 2016 / Notices 5163 

1See Order, 77 FR at 75221–23. 

2The Commission bases this estimate on the total 

number of entities that are dually registered as 

broker-dealers and futures commission merchants. 

See Financial Data for FCMs as of July 31, 2015, 

Commodity Futures Trading Commission, available 

at http://www.cftc.gov/MarketReports/

FinancialDataforFCMs/index.htm. 

3Based on information that the Commission 

receives on a monthly basis, as well as current 

projections regarding the estimated increase in the 

number of customers per respondent, the 

Commission anticipates an average number of 

credit default swap customers to be 120 per 

respondent, 109 of which would be non-affiliates 

and 11 of which would be affiliates. The 

Commission notes that these estimates are based on 

current data and the current regulatory framework. 

Dated: January 25, 2016. 

Robert W. Errett, 

Deputy Secretary. 

[FR Doc. 2016–01711 Filed 1–29–16; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

Proposed Collection; Comment 

Request 

Upon Written Request, Copies Available 

From: U.S. Securities and Exchange 

Commission, Office of FOIA Services, 

100 F Street NE., Washington, DC 

20549–2736. 

Extension: 

Order Granting Conditional Exemptions 

Under the Securities Exchange Act of 

1934 in Connection with Portfolio 

Margining of Swaps and Security-Based 

Swaps; SEC File No. S7–13–12, OMB 

Control No. 3235–0698. 

Notice is hereby given that pursuant 

to the Paperwork Reduction Act of 1995 

(‘‘PRA’’) (44 U.S.C. 3501 et seq.), the 

Securities and Exchange Commission 

(‘‘Commission’’) is soliciting comments 

on the existing collection of information 

provided for in the Order Granting 

Conditional Exemptions Under the 

Securities Exchange Act of 1934 

(‘‘Exchange Act’’) in Connection with 

Portfolio Margining of Swaps and 

Security-Based Swaps, Exchange Act 

Release No. 68433 (Dec. 14, 2012), 77 

FR 75211 (Dec. 19, 2012) (‘‘Order’’). The 

Commission plans to submit this 

existing collection of information to the 

Office of Management and Budget 

(‘‘OMB’’) for extension and approval. 

On December 14, 2012, the 

Commission found it necessary or 

appropriate in the public interest and 

consistent with the protection of 

investors to grant the conditional 

exemptions discussed in the Order. 

Among other things, the Order requires 

dually-registered broker-dealer and 

futures commission merchants (‘‘BD/

FCMs’’) that elect to offer a program to 

commingle and portfolio margin 

customer positions in credit default 

swaps (‘‘CDS’’) in customer accounts 

maintained in accordance with Section 

4d(f) of the Commodity Exchange Act 

(‘‘CEA’’) and rules thereunder, to obtain 

certain agreements and opinions from 

its customers regarding the applicable 

regulatory regime, and to make certain 

disclosures to its customers before 

receiving any money, securities, or 

property of a customer to margin, 

guarantee, or secure positions consisting 

of cleared CDS, which include both 

swaps and security-based swaps, under 

a program to commingle and portfolio 

margin CDS. The Order also requires 

BD/FCMs that elect to offer a program 

to commingle and portfolio margin CDS 

positions in customer accounts 

maintained in accordance with Section 

4d(f) of the CEA and rules thereunder, 

to maintain minimum margin levels 

using a margin methodology approved 

by the Commission or the Commission 

staff. 

When it adopted the Order, the 

Commission discussed the burden hours 

and costs associated with complying 

with certain provisions of the Order that 

contain ‘‘collection of information 

requirements’’ within the meaning of 

the PRA.1 The collection of information 

requirements are designed, among other 

things, to provide appropriate 

agreements, disclosures, and opinions to 

BD/FCM customers to clarify key 

aspects of the regulatory framework that 

will govern their participation in a 

program to commingle and portfolio 

margin CDS positions and to ensure that 

appropriate levels of margin are 

collected. Because the Order is still in 

effect, the Commission believes it is 

prudent to extend this collection of 

information. 

The Commission estimates that 45 

firms may seek to avail themselves of 

the conditional exemptive relief 

provided by the Order and therefore 

would be subject to the information 

collection.2 The Commission estimates 

that each of the 45 firms that may seek 

to avail themselves of the conditional 

exemptive relief provided by the Order 

would spend a total of 3,430 burden 

hours to comply with the existing 

collection of information, calculated as 

follows: (20 hours to develop a 

subordination agreement for each nonaffiliate cleared credit default swap 

customers in accordance with paragraph 

IV(b)(1)(ii) of the Order) × (109 nonaffiliate credit default swap customers 3) 

+ ((20 hours to develop a subordination 

agreement for each affiliate cleared 

credit default swap customers in 

accordance with paragraph IV(b)(2)(ii) 

of the Order) + (2 hours developing and 

reviewing the opinion required by 

paragraph IV(b)(2)(iii) of the Order)) × 

(11 affiliate credit default swap 

customers) + (1,000 hours to seek the 

Commission’s approval of margin 

methodologies under paragraph IV(b)(3) 

of the Order) + (8 hours to disclose 

information to customers under 

paragraph IV(b)(6) of the Order) = 3,430 

burden hours, or approximately 154,350 

burden hours in the aggregate, 

calculated as follows: (3,430 burden 

hours per firm) × (45 firms) = 154,350 

burden hours. Amortized over three 

years, the annualized burden hours 

would be 1,143 hours per firm, or a total 

of 51,450 for all 45 firms. 

The Commission further estimates 

that each respondent will incur a onetime cost of $8,000 in outside legal cost 

expenses per firm, calculated as follows: 

(200 hours to obtain opinions of counsel 

from affiliate cleared credit default swap 

customers under paragraph IV(b)(2)(iii) 

of the Order) × ($400 per hour for 

outside legal counsel) = $8,000, for an 

aggregate burden of $360,000, calculated 

as follows: ($8,000 in external legal 

costs per firm) × (45 firms) = $360,000. 

Amortized over three years, the 

annualized capital external cost would 

be $2,667 per firm, or a total of $120,000 

for all 45 firms. 

Written comments are invited on: (a) 

Whether the proposed collection of 

information is necessary for the proper 

performance of the functions of the 

Commission, including whether the 

information shall have practical utility; 

(b) the accuracy of the Commission’s 

estimates of the burden of the proposed 

collection of information; (c) ways to 

enhance the quality, utility, and clarity 

of the information to be collected; and 

(d) ways to minimize the burden of the 

collection of information on 

respondents, including through the use 

of automated collection techniques or 

other forms of information technology. 

Consideration will be given to 

comments and suggestions submitted in 

writing within 60 days of this 

publication. 

An agency may not conduct or 

sponsor, and a person is not required to 

respond to, a collection of information 

under the PRA unless it displays a 

currently valid OMB control number. 

Please direct your written comments 

to: Pamela Dyson, Director/Chief 

Information Officer, Securities and 

Exchange Commission, c/o Remi PavlikSimon, 100 F Street NE., Washington, 

DC 20549, or send an email to: PRA_

Mailbox@sec.gov. 


rmajette on DSK2TPTVN1PROD with NOTICES