28896 Federal Register / Vol. 86, No. 102 / Friday, May 28, 2021 / Notices 

1 49 FR 9494, March 13, 1984, as corrected at 50 

FR 41430 (October 10, 1985), as amended at 70 FR 

49305 (August 23, 2005) and as amended at 75 FR 

38837 (July 6, 2010), hereinafter referred to as PTE 

84–14 or the QPAM exemption. 

2 ‘‘Covered Plan’’ is a plan subject to Part 4 of 

Title 1 of ERISA (‘‘ERISA-covered plan’’) or a plan 

subject to section 4975 of the Code (‘‘IRA’’) with 

SUMMARY: The Bureau of Alcohol, 

Tobacco, Firearms and Explosives 

(ATF), Department of Justice (DOJ), will 

submit the following information 

collection request to the Office of 

Management and Budget (OMB) for 

review and approval in accordance with 

the Paperwork Reduction Act of 1995. 

The proposed information collection 

(IC) is also being published to obtain 

comments from the public and affected 

agencies. 

DATES: Comments are encouraged and 

will be accepted for 60 days until July 

27, 2021. 

FOR FURTHER INFORMATION CONTACT: If 

you have additional comments, 

regarding the estimated public burden 

or associated response time, 

suggestions, or need a copy of the 

proposed information collection 

instrument with instructions, or 

additional information, please contact: 

Desiree Dickinson, EPS/IMPORTS/FESD 

either by mail at ATF National Services 

Center, 244 Needy Road, Martinsburg, 

WV 25405, by email at 

Desiree.Dickinson@atf.gov, or by 

telephone at 304–616–4550. 

SUPPLEMENTARY INFORMATION: Written 

comments and suggestions from the 

public and affected agencies concerning 

the proposed collection of information 

are encouraged. Your comments should 

address one or more of the following 

four points: 

—Evaluate whether the proposed 

collection of information is necessary 

for the proper performance of the 

functions of the agency, including 

whether the information will have 

practical utility; 

—Evaluate the accuracy of the agency’s 

estimate of the burden of the 

proposed collection of information, 

including the validity of the 

methodology and assumptions used; 

—Evaluate whether and if so how the 

quality, utility, and clarity of the 

information to be collected can be 

enhanced; and 

—Minimize the burden of the collection 

of information on those who are to 

respond, including through the use of 

appropriate automated, electronic, 

mechanical, or other technological 

collection techniques or other forms 

of information technology, e.g., 

permitting electronic submission of 

responses. 

Overview of This Information 

Collection 

1. Type of Information Collection 

(check justification or form 83): 

Extension without change of a currently 

approved collection. 

2. The Title of the Form/Collection: 

eForm Access Request/User 

Registration. 

3. The agency form number, if any, 

and the applicable component of the 

Department sponsoring the collection: 

Form number (if applicable): None. 

Component: Bureau of Alcohol, 

Tobacco, Firearms and Explosives, U.S. 

Department of Justice. 

4. Affected public who will be asked 

or required to respond, as well as a brief 

abstract: 

Primary: Business or other for profit. 

Other (if applicable): None. 

Abstract: Members of the public will 

use the eForm Access Request/User 

Registration to create a username and 

password for access to the Bureau of 

Alcohol, Tobacco, Firearms, and 

Explosives’ (ATF’s) eForms platform, 

which is an electronic application filing 

system. 

5. An estimate of the total number of 

respondents and the amount of time 

estimated for an average respondent to 

respond: An estimated 76,000 

respondents will complete this 

registration form annually, and it will 

take each respondent approximately 

2.24 minutes to complete their 

responses. 

6. An estimate of the total public 

burden (in hours) associated with the 

collection: The estimated annual public 

burden associated with this collection is 

2,387 hours, which is equal to 76,000 (# 

of respondents) * .037333333 (2.24 

minutes). 

If additional information is required 

contact: Melody Braswell, Department 

Clearance Officer, United States 

Department of Justice, Justice 

Management Division, Policy and 

Planning Staff, Two Constitution 

Square, 145 N Street NE, 3E.405A, 

Washington, DC 20530. 

Dated: May 25, 2021. 

Melody Braswell, 

Department Clearance Officer for PRA, U.S. 

Department of Justice. 

[FR Doc. 2021–11354 Filed 5–27–21; 8:45 am] 

BILLING CODE 4410–FY–P 

DEPARTMENT OF LABOR 

Employee Benefits Security 

Administration 

[Prohibited Transaction Exemption 2021– 

02; Exemption Application No. D–12030] 

Exemption From Certain Prohibited 

Transaction Restrictions Involving the 

Goldman Sachs Group, Inc. (Goldman 

Sachs or the Applicant) Located in 

New York, New York 

AGENCY: Employee Benefits Security 

Administration, Labor. 

ACTION: Notice of exemption. 

SUMMARY: This document contains a 

notice of exemption issued by the 

Department of Labor (the Department) 

from certain of the prohibited 

transaction restrictions of the Employee 

Retirement Income Security Act of 1974 

(ERISA or the Act) and/or the Internal 

Revenue Code of 1986 (the Code). The 

exemption affects the ability of certain 

entities with specified relationships to 

Goldman Sachs to continue to rely upon 

relief provided by Prohibited 

Transaction Exemption 84–14 (PTE–84– 

14). 

DATES: This exemption will be in effect 

for a period of up to five (5) years, 

beginning on the date of the conviction 

of Goldman Sachs (Malaysia) Sdn. Bhd. 

(Goldman Sachs Malaysia), an indirect, 

wholly-owned subsidiary of Goldman 

Sachs, provided that the conditions set 

out below in Section I are satisfied. 

FOR FURTHER INFORMATION CONTACT: Mr. 

Joseph Brennan of the Department at 

(202) 693–8456. (This is not a toll-free 

number.) 

SUPPLEMENTARY INFORMATION: On 

January 4, 2021, the Department 

published a notice of proposed 

exemption in the Federal Register at 86 

FR 131, permitting certain entities with 

specified relationships to Goldman 

Sachs and Goldman Sachs Malaysia to 

continue to rely upon the relief 

provided by PTE 84–14 1 for a period of 

five years, notwithstanding the criminal 

conviction of Goldman Sachs Malaysia 

for conspiracy to violate the anti-bribery 

provisions of the Foreign Corrupt 

Practices Act of 1977 (the Goldman 

Sachs Malaysia FCPA Conviction). 

The Department is granting this 

exemption to ensure that Covered 

Plans 2 with assets managed by an asset 

Federal Register / Vol. 86, No. 102 / Friday, May 28, 2021 / Notices 28897 

respect to which a Goldman Sachs Affiliated QPAM 

or a Goldman Sachs Related QPAM relies on PTE 

84–14, or with respect to which a Goldman Sachs 

Affiliated QPAM or a Goldman Sachs Related 

QPAM (or any Goldman Sachs affiliate) has 

expressly represented that the manager qualifies as 

a QPAM or relies on the QPAM class exemption 

(PTE 84–14). A Covered Plan does not include an 

ERISA-covered plan or IRA to the extent the 

Goldman Sachs Affiliated QPAM or a Goldman 

Sachs Related QPAM has expressly disclaimed 

reliance on QPAM status or PTE 84–14 in entering 

into its contract, arrangement, or agreement with 

the ERISA-covered plan or IRA. 

manager within the corporate family of 

Goldman Sachs may continue to benefit 

from the relief provided by PTE 84–14. 

The grant of this five-year exemption 

does not imply that the Department will 

grant additional relief for the Goldman 

Sachs Affiliated QPAMs and the 

Goldman Sachs Related QPAMs to 

continue to rely on the relief in PTE 84– 

14 beyond the end of this exemption’s 

five-year term. This exemption provides 

only the relief specified in the text of 

the exemption, and only with respect to 

the criminal convictions or criminal 

conduct described herein. It provides no 

relief from violations of any law other 

the prohibited transaction provisions of 

ERISA and the Code. 

The Department intends for the terms 

of this exemption to promote adherence 

to basic fiduciary standards under 

ERISA and the Code. This exemption 

also aims to ensure that Covered Plans 

can terminate relationships in an 

orderly and cost-effective fashion in the 

event the fiduciary of a Covered Plan 

determines it is prudent to terminate the 

relationship with a Goldman Sachs 

Affiliated QPAM or a Goldman Sachs 

Related QPAM. The Department makes 

the requisite findings under ERISA 

section 408(a) based on adherence to all 

the conditions of the exemption. 

Accordingly, affected parties should be 

aware that the conditions incorporated 

in this exemption are, taken as a whole, 

necessary for the Department to grant 

the relief requested by the Applicant. 

Absent these or similar conditions, the 

Department would not have granted this 

exemption. 

The Applicant requested an 

individual exemption pursuant to 

section 408(a) of ERISA and section 

4975(c)(2) of the Code, and in 

accordance with the procedures set 

forth in 29 CFR part 2570, subpart B (76 

FR 66637, 66644, October 27, 2011). 

Effective December 31, 1978, section 

102 of the Reorganization Plan No. 4 of 

1978, 5 U.S.C. App. 1 (1996), transferred 

the authority of the Secretary of the 

Treasury to issue administrative 

exemptions under section 4975(c)(2) of 

the Code to the Secretary of Labor. 

Accordingly, the Department grants this 

exemption under its sole authority. 

Department’s Comment 

The Department cautions that the 

relief in this exemption will terminate 

immediately if an entity within the 

Goldman Sachs corporate structure is 

convicted of a crime described in 

Section I(g) of PTE 84–14 (other than the 

Goldman Sachs Malaysia Conviction) 

during the Exemption Period. Although 

the Goldman Sachs Affiliated QPAMs 

and the Goldman Sachs Related QPAMs 

could apply for a new exemption in that 

circumstance, the Department would 

not be obligated to grant the exemption. 

The Department specifically designed 

the terms of this exemption to permit 

plans to terminate their relationships in 

an orderly and cost effective fashion in 

the event of an additional conviction, or 

the expiration of this exemption without 

additional relief, or a determination that 

it is otherwise prudent for a plan to 

terminate its relationship with an entity 

covered by the exemption. 

Written Comments 

The Department invited all interested 

persons to submit written comments 

and/or requests for a public hearing 

with respect to the notice of proposed 

exemption. In this regard, the Applicant 

was given seven days to provide notice 

to interested persons, and all comments 

and requests for a hearing were initially 

due by February 10, 2021. However, the 

Applicant subsequently informed the 

Department that the Applicant did not 

provide notice to 968 interested persons 

within the seven day period. 

Accordingly, the Department extended 

the comment period for those persons to 

March 6, 2021. The Department 

received two written comments: One 

from the Applicant and one from a 

member of the public. After considering 

the entire record developed in 

connection with the Applicant’s 

exemption request, the Department has 

determined to grant the exemption, as 

described below. 

Comments From Goldman Sachs 

I. Certification of Audit Report 

Section I(i)(8) of the proposed 

exemption states: ‘‘The Goldman Sachs 

Board of Directors is provided a copy of 

the Audit Report; and a senior executive 

officer of the Audit Committee 

established by the Goldman Sachs 

Board of Directors must review the 

Audit Report for each Goldman Sachs 

QPAM and must certify in writing, 

under penalty of perjury, that such 

officer has reviewed the Audit Report.’’ 

The Applicant states that the Audit 

Committee of Goldman Sachs’ Board of 

Directors is composed solely of 

independent directors and, accordingly, 

there is no Goldman Sachs ‘‘senior 

executive officer’’ who is an Audit 

Committee member. 

The Applicant requests that the 

Department revise Section I(i)(8) of the 

proposed exemption to require that the 

Audit Report be reviewed by the 

Chairperson of the Audit Committee 

and one of: (a) The general counsel of 

the Goldman Sachs Affiliated QPAM to 

which the Audit Report applies; (b) one 

of the three most senior executive 

officers of the Goldman Sachs Affiliated 

QPAM to which the Audit Report 

applies; or (c) the Chief Compliance 

Officer of Goldman Sachs. The 

Applicant further requests that the 

Department replace the language that 

reads, ‘‘and must certify in writing, 

under penalty of perjury, that such 

officer has reviewed the Audit Report,’’ 

with ‘‘certify in writing, under penalty 

of perjury, that a copy of such Audit 

Report was provided to the Board of 

Directors and that the Audit Report was 

reviewed with the Chairperson of the 

Audit Committee.’’ 

Section I(i)(8) of this Exemption: 

The Department agrees with the 

Applicant’s comment, and Section 

I(i)(8) of this exemption is now 

consistent with the Applicant’s request, 

but has additional clarifying language. 

Section I(i)(8) of this exemption now 

reads, in relevant part: ‘‘. . . must 

certify in writing, under penalty of 

perjury, that a copy of such Audit 

Report was provided to the Board of 

Directors, and that the Audit Report was 

reviewed with and by the Chairperson 

of the Audit Committee . . .’’ 

II. Timing of Notices 

A. Notice of Obligations 

Section I(j)(7) of the proposed 

exemption states: ‘‘Within four (4) 

months of the effective date of this fiveyear exemption, each Goldman Sachs 

Affiliated QPAM must provide a notice 

of its obligations under this Section I(j) 

to each Covered Plan. For Covered Plans 

that enter into a written asset or 

investment management agreement with 

a Goldman Sachs Affiliated QPAM on or 

after the effective date of this 

exemption, if granted, the Goldman 

Sachs Affiliated QPAM must agree to its 

obligations under this Section I(j) in an 

updated investment management 

agreement between the Goldman Sachs 

Affiliated QPAM and such clients, or 

other written contractual agreement. 

Notwithstanding the above, a Goldman 

Sachs Affiliated QPAM will not violate 

the condition solely because a Plan or 

28898 Federal Register / Vol. 86, No. 102 / Friday, May 28, 2021 / Notices 

IRA refuses to sign an updated 

investment management agreement.’’ 

The Applicant states that it will be 

operationally difficult for the Goldman 

Sachs Affiliated QPAMs to provide 

these prospective clients with physical 

copies of such documents beginning on 

the effective date, given the various 

system-driven account opening 

processes utilized among the impacted 

lines of business. According to the 

Applicant, it is probable that many such 

prospective clients have already 

received copies of current account 

opening agreements, which they are 

reviewing and will sign and return over 

the following several weeks or months. 

The Applicant requests clarification 

that, with respect to Covered Plans that 

enter into a written investment 

management agreement on or after the 

effective date of the exemption, the 

Goldman Sachs Affiliated QPAMs may 

provide the updated written investment 

management agreements within four 

months of the effective date of the 

exemption. 

Section I(j)(7) of this Exemption: The 

Department agrees with the Applicant’s 

comment, and Section I(j)(7) of this 

exemption is now consistent with the 

Applicant’s request. 

B. Notice to Covered Plans 

Section I(k) of the proposed 

exemption states: ‘‘Within 60 days of 

the effective date of this five-year 

exemption, each Goldman Sachs 

Affiliated QPAM will provide a Federal 

Register copy of the notice of the 

exemption, along with a separate 

summary describing the facts that led to 

the Goldman Sachs Malaysia FCPA 

Conviction (the Summary), which has 

been submitted to the Department, and 

a prominently displayed statement (the 

Statement) that the Goldman Sachs 

Malaysia FCPA Conviction results in a 

failure to meet a condition in PTE 84– 

14, to each sponsor and beneficial 

owner of a Covered Plan that has 

entered into a written asset or 

investment management agreement with 

a Goldman Sachs Affiliated QPAM, or 

the sponsor of an investment fund in 

any case where a Goldman Sachs 

Affiliated QPAM acts as a sub-advisor to 

the investment fund in which such 

ERISA-covered plan and IRA invests. 

All Covered Plan clients that enter into 

a written asset or investment 

management agreement with a Goldman 

Sachs Affiliated QPAM after that date 

must receive a copy of the notice of the 

exemption, the Summary, and the 

Statement prior to, or 

contemporaneously with, the Covered 

Plan’s receipt of a written asset or 

investment management agreement from 

the Goldman Sachs Affiliated QPAM. 

The notices may be delivered 

electronically (including by an email 

that has a link to the five-year 

exemption).’’ 

The Applicant requests a revision 

clarifying that the phrase ‘‘Covered Plan 

clients that enter into a written asset or 

investment management agreement with 

a Goldman Sachs Affiliated QPAM after 

that date’’ refers to Covered Plans that 

enter into a written asset or investment 

management agreement after a date that 

is sixty days from the effective date of 

the exemption. 

Section I(k) of this Exemption: The 

Department agrees with the Applicant’s 

comment, and Section I(k) of this 

exemption is now consistent with the 

Applicant’s request. 

III. Compliance Officer 

Section I(m)(1) of the proposed 

exemption, which provides for 

designation of a Compliance Officer, 

states: ‘‘Within 60 days of the effective 

date of this exemption, Goldman must 

designate a senior compliance officer 

(the Compliance Officer) who will be 

responsible for compliance with the 

Policies and Training requirements 

described herein. . . With respect to the 

Compliance Officer, the following 

conditions must be met: (i) The 

Compliance Officer must be a 

professional who has extensive 

experience with, and knowledge of, the 

regulation of financial services and 

products, including under ERISA and 

the Code; and (ii) The Compliance 

Officer must have a direct reporting line 

within [Goldman’s] Audit Committee 

and a direct reporting line to the highest 

ranking corporate officer in charge of 

compliance for the applicable Goldman 

Sachs Affiliated QPAM.’’ 

The Applicant states that this 

condition, as written, cannot be fulfilled 

within the Applicant’s organization 

because no compliance officer has a 

direct reporting line within the 

Applicant’s Audit Committee. The 

Applicant states that the most senior 

compliance officer within the 

organization regularly provides reports 

directly to the Audit Committee, but 

does not formally report to the 

Committee. 

The Applicant further states that, with 

respect to the second clause of the 

condition, the most senior compliance 

officer within the organization (i.e., the 

only compliance officer with a reporting 

relationship to the Audit Committee) 

would not have a reporting line to the 

highest-ranking compliance officer for 

any Goldman Sachs Affiliated QPAM, as 

the former is senior to the latter. In 

order to ensure the condition is met, the 

Applicant requests that the condition 

require appointment of one or more 

Compliance Officers who are: (i) A 

compliance officer who regularly 

reports to the Audit Committee, (ii) the 

highest-ranking compliance officer at 

the Goldman Sachs Affiliated QPAM, or 

(iii) a compliance officer who reports to 

the highest ranking compliance officer 

at the QPAM. 

In addition, the Applicant requests 

that the Department provide 

clarification by confirming that each 

Goldman Sachs Affiliated QPAM or 

relevant line of business may designate 

its own compliance officer. 

Section I(m) of this Exemption: The 

Department agrees, in part, with the 

Applicant’s comment, and Section I(m) 

of this exemption now allows each 

Goldman Sachs Affiliated QPAM to 

designate its own compliance officer. 

The designated compliance officer must 

be someone who regularly reports to the 

Goldman Sachs Audit Committee or 

who is the highest-ranking compliance 

officer at the Goldman Sachs Affiliated 

QPAM. However, the Applicant has not 

demonstrated the necessity of allowing 

a Compliance Officer to include a 

person who reports to the highest 

ranking compliance officer at the 

QPAM. 

IV. Other Clarifications 

A. Policies and Training 

Section I(h)(1) of the proposed 

exemption states: ‘‘Within four months 

of the effective date of this five-year 

exemption, each Goldman Sachs 

Affiliated QPAM must immediately 

develop, maintain, implement, and 

follow written policies and procedures 

(the Policies) . . .’’ 

Section I(h)(3) of the proposed 

exemption states: ‘‘Within six months of 

the effective date of the exemption, each 

Goldman Sachs Affiliated QPAM must 

immediately develop, maintain, adjust 

(to the extent necessary) and implement 

a program of training during the 

Exemption Period, to be conducted at 

least annually, for all relevant Goldman 

Sachs Affiliated QPAM asset/portfolio 

management, trading, legal, compliance, 

and internal audit personnel . . .’’ 

The Applicant requests that the 

Department increase the development 

period in section I(h)(1) of the proposed 

exemption to six months. The Applicant 

states that Goldman Sachs Affiliated 

QPAMs manage assets for hundreds of 

ERISA plan mandates through separate 

accounts, more than 14,000 IRAs, and 

several collective investment trusts 

through various lines of business. The 

Applicant states that many of those 

businesses have different compliance 

Federal Register / Vol. 86, No. 102 / Friday, May 28, 2021 / Notices 28899 

officers (along with the various levels 

within the businesses themselves) that 

must coordinate to implement and 

review compliance routines and 

surveillance measures, as well as 

oversee the implementation of the 

Policies. The Applicant states that a sixmonth period would align with the 

period for development of the Training, 

as set forth in Section I(h)(3) of the 

proposed exemption. 

The Applicant requests the 

corresponding deletion of the term 

‘‘immediately’’ in Section I(h)(1) of the 

proposed exemption (concerning the 

Policies) and Section I(h)(3) of the 

proposed exemption (concerning the 

Training). 

Section I(h)(1) and (h)(3) of this 

Exemption: The Department agrees with 

the Applicant’s comment, and Sections 

I(h)(1) and I(h)(3) of this exemption are 

now consistent with the Applicant’s 

request. 

B. Completion of Audit Report 

Section I(i)(1) of the proposed 

exemption states: ‘‘The first audit must 

cover the twelve month period that ends 

on the date that is two years following 

the date of the Goldman Sachs Malaysia 

FCPA Conviction, and must be 

completed within sixty days thereafter. 

The second audit must cover the twelve 

month period that ends on the date that 

is four years following the date of the 

Goldman Sachs Malaysia FCPA 

Conviction, and must be within 

completed sixty days thereafter. The 

third audit must cover the fifth year 

covered by this exemption, and must be 

completed within sixty days thereafter.’’ 

The Applicant requests that, 

consistent with the Department’s other 

exemptions and in order for the 

exemption to be workable for any 

independent auditor selected by the 

Applicant, the auditor have six months 

after the close of each audit period to 

complete the Audit Report for that 

period. 

Section I(i)(1) of this Exemption: The 

Department agrees with the Applicant’s 

comment, and Section I(i)(1) of this 

exemption is now consistent with the 

Applicant’s request. 

D. Right To Obtain Policies 

Section I(r) of the proposed 

exemption states: ‘‘Within 60 days of 

the effective date of the five-year 

exemption, each Goldman Sachs 

Affiliated QPAM, in its agreements 

with, or in other written disclosures 

provided to Covered Plans, will clearly 

and prominently inform Covered Plan 

clients of their right to obtain a copy of 

the Policies or a description (Summary 

Policies) which accurately summarizes 

key components of the Goldman Sachs 

Affiliated QPAM’s written Policies 

developed in connection with this 

exemption . . .’’ 

The Applicant requests that this 

condition be modified to provide for 

notice of Covered Plans’ right to obtain 

the Policies or Summary Policies within 

sixty days after the date on which the 

Policies must be completed under the 

terms of the exemption, rather than 

sixty days after the effective date. 

Section I(r) of this Exemption: The 

Department agrees with the Applicant’s 

comment, and Section I(r) of this 

exemption is now consistent with the 

Applicant’s request. 

E. Definition of ‘‘Affiliated QPAMs’’ 

Section II(d) of the proposed 

exemption defines the term ‘‘Goldman 

Sachs Affiliated QPAM’’ to mean: ‘‘The 

Goldman Sachs Trust Company, N.A.; 

Goldman Sachs Bank USA; Goldman 

Sachs & Co. LLC; Goldman Sachs Asset 

Management, L.P.; Goldman Sachs 

Asset Management International; 

Goldman Sachs Hedge Fund Strategies 

LLC; GS Investment Strategies, LLC; 

GSAM Stable Value, LLC; The Ayco 

Company, L.P.; Aptitude Investment 

Management LP; Rocaton Investment 

Advisors, LLC; United Capital Financial 

Advisers, LLC; and PFE Advisors, Inc., 

and any future ‘affiliate’ of Goldman (as 

defined in Part VI(d) of PTE 84–14) that 

qualifies as a ’qualified professional 

asset manager’ (as defined in Section 

VI(a) of PTE 84–14) and that relies on 

the relief provided by PTE 84–14. The 

term ‘Goldman Sachs Affiliated QPAMs’ 

excludes Goldman Sachs Malaysia.’’ 

The Applicant requests that the 

Department modify the definition of 

Goldman Sachs Affiliated QPAM so that 

it covers all of the Applicant’s current 

affiliates, not just the specific existing 

QPAMs listed in the application and 

future affiliates. 

Section II(d) of this Exemption: The 

Department agrees with the Applicant’s 

comment, and Section II(d) of this 

exemption is now consistent with the 

Applicant’s request. 

V. Additional Requested Revisions 

In addition to the comments noted 

above, the Applicant requested the 

Department note the following regarding 

certain statements in the Proposed 

Exemption: 

A. Paragraph 8 of the proposed 

exemption states: ‘‘For purposes of 

Section I(g) of PTE 84–14, the date 

Goldman is sentenced is the Conviction 

Date.’’ The Applicant notes that, 

‘‘Goldman Sachs Malaysia’’ is the 

pleading entity. 

B. Paragraph 10 of the proposed 

exemption states: ‘‘Tim Leissner 

(Leissner) was employed by Goldman 

between 1998 and 2016.’’ The Applicant 

notes that Leissner was never employed 

by Goldman itself, but by various 

Goldman subsidiaries. 

Comment From the Public 

The Department received one 

comment from the public. The 

commenter requested that the 

Department deny the Applicant’s 

exemption request, without raising any 

substantive issues. 

After full consideration and review of 

the entire record, the Department has 

decided to grant the exemption, with 

the modifications discussed above. The 

complete application file (D–12030) is 

available in the Public Disclosure Room 

of the Employee Benefits Security 

Administration, Room N–1515, U.S. 

Department of Labor, 200 Constitution 

Avenue NW, Washington, DC 20210. 

For a more complete statement of the 

facts and representations supporting the 

Department’s decision to grant this 

exemption, refer to the notice of 

proposed exemption published on 

January 4, 2021 at 86 FR 131. 

General Information 

The attention of interested persons is 

directed to the following: 

(1) The fact that a transaction is the 

subject of an exemption under section 

408(a) of the Act or section 4975(c)(2) of 

the Code does not relieve a fiduciary or 

other party in interest or disqualified 

person from certain other provisions of 

the Act and/or the Code, including any 

prohibited transaction provisions to 

which the exemption does not apply 

and the general fiduciary responsibility 

provisions of section 404 of the Act, 

which, among other things, require a 

fiduciary to discharge his or her duties 

respecting the plan solely in the interest 

of the participants and beneficiaries of 

the plan and in a prudent fashion in 

accordance with section 404(a)(1)(B) of 

the Act; nor does it affect the 

requirement of section 401(a) of the 

Code that the plan must operate for the 

exclusive benefit of the employees of 

the employer maintaining the plan and 

their beneficiaries; 

(2) In accordance with section 408(a) 

of ERISA and section 4975(c)(2) of the 

Code, the Department makes the 

following determinations: The 

exemption is administratively feasible, 

the exemption is in the interests of 

affected plans and of their participants 

and beneficiaries, and the exemption is 

protective of the rights of participants 

and beneficiaries of such plans; 

28900 Federal Register / Vol. 86, No. 102 / Friday, May 28, 2021 / Notices 

3 49 FR 9494 (March 13, 1984), as corrected at 50 

FR 41430, (October 10, 1985), as amended at 70 FR 

49305(August 23, 2005), and as amended at 75 FR 

38837 (July 6, 2010). 

(3) The exemption is supplemental to, 

and not in derogation of, any other 

provisions of ERISA, including statutory 

or administrative exemptions and 

transitional rules. Furthermore, the fact 

that a transaction is subject to an 

administrative or statutory exemption is 

not dispositive of whether the 

transaction is in fact a prohibited 

transaction; and 

(4) The availability of this exemption 

is subject to the express condition that 

the material facts and representations 

contained in the application accurately 

describe all material terms of the 

transaction which is the subject of the 

exemption. 

Accordingly, the following exemption 

is granted under the authority of section 

408(a) of ERISA and section 4975(c)(2) 

of the Code and in accordance with the 

procedures set forth in 29 CFR part 

2570, subpart B (76 FR 66637, 66644, 

October 27, 2011): 

Exemption 

Section I. Covered Transactions 

The Goldman Sachs Affiliated 

QPAMs and the Goldman Sachs Related 

QPAMs (as defined in Section II(d) and 

(e)) will not be precluded from relying 

on the exemptive relief provided by 

Prohibited Transaction Class Exemption 

84–14 (PTE 84–14 or the QPAM 

Exemption) 3 during the Exemption 

Period, notwithstanding the Goldman 

Sachs Malaysia Conviction, as defined 

in Section II(a), provided that the 

following conditions are satisfied: 

(a) Other than a single individual who 

worked for a non-fiduciary business 

within a Goldman Sachs Affiliated 

QPAM, and who had no responsibility 

for, and exercised no authority in 

connection with, the management of 

plan assets, the Goldman Sachs 

Affiliated QPAMs and Goldman Sachs 

Related QPAMs (including their 

officers, directors, agents (other than 

Goldman Sachs Malaysia), and the 

employees of the Goldman Sachs 

Affiliated QPAMs and Goldman Sachs 

Related QPAMs) did not know of, did 

not have reason to know of, or did not 

participate in the criminal conduct of 

Goldman Sachs Malaysia that is the 

subject of the Goldman Sachs Malaysia 

Conviction. Further, any other party 

engaged on behalf of the Goldman Sachs 

Affiliated QPAMs and Goldman Sachs 

Related QPAMs who had responsibility 

for, or exercised authority in connection 

with the management of plan assets did 

not know of, did not have reason to 

know of, or participate in the criminal 

conduct of Goldman Sachs Malaysia 

that is the subject of the Goldman Sachs 

Malaysia Conviction. For purposes of 

this proposed exemption, ‘‘participate 

in’’ refers not only to active 

participation in the criminal conduct 

that is the subject of the Goldman Sachs 

Malaysia Conviction, but also to 

knowing approval of the criminal 

conduct, or knowledge of such conduct 

without taking active steps to prohibit 

such conduct, including reporting the 

conduct to the individual’s supervisors, 

and to the Board of Directors; 

(b) Other than a single individual who 

worked for a non-fiduciary business 

within a Goldman Sachs Affiliated 

QPAM, and who had no responsibility 

for, and exercised no authority in 

connection with, the management of 

plan assets, the Goldman Sachs 

Affiliated QPAMs and the Goldman 

Sachs Related QPAMs (including their 

officers, directors, agents (other than 

Goldman Sachs Malaysia), and 

employees of such Goldman Sachs 

Affiliated QPAMs) did not receive direct 

compensation, or knowingly receive 

indirect compensation, in connection 

with the criminal conduct of Goldman 

Sachs Malaysia that is the subject of the 

Goldman Sachs Malaysia Conviction. 

Further, any other party engaged on 

behalf of the Goldman Sachs Affiliated 

QPAMs and the Goldman Sachs Related 

QPAMs who had responsibility for, or 

exercised authority in connection with 

the management of plan assets did not 

receive direct compensation, or 

knowingly receive indirect 

compensation, in connection with the 

criminal conduct of Goldman Sachs 

Malaysia that is the subject of the 

Goldman Sachs Malaysia Conviction; 

(c) The Goldman Sachs Affiliated 

QPAMs do not currently and will not in 

the future employ or knowingly engage 

any of the individuals who participated 

in the criminal conduct of Goldman 

Sachs Malaysia that is the subject of the 

Goldman Sachs Malaysia Conviction; 

(d) At all times during the Exemption 

Period, no Goldman Sachs Affiliated 

QPAM will use its authority or 

influence to direct an ‘‘investment 

fund’’ (as defined in Section VI(b) of 

PTE 84–14) that is subject to ERISA or 

the Code and managed by such 

Goldman Sachs Affiliated QPAM with 

respect to one or more Covered Plans (as 

defined in Section II(b)) to enter into 

any transaction with Goldman Sachs 

Malaysia or to engage Goldman Sachs 

Malaysia to provide any service to such 

investment fund, for a direct or indirect 

fee borne by such investment fund, 

regardless of whether such transaction 

or service may otherwise be within the 

scope of relief provided by an 

administrative or statutory exemption; 

(e) Any failure of a Goldman Sachs 

Affiliated QPAM or a Goldman Sachs 

Related QPAM to satisfy Section I(g) of 

PTE 84–14 arose solely from the 

Goldman Sachs Malaysia Conviction; 

(f) A Goldman Sachs Affiliated QPAM 

or a Goldman Sachs Related QPAM did 

not exercise authority over the assets of 

any plan subject to Part 4 of Title I of 

ERISA (an ERISA-covered plan) or 

section 4975 of the Code (an IRA) in a 

manner that it knew or should have 

known would further the criminal 

conduct that is the subject of the 

Goldman Sachs Malaysia Conviction; or 

cause the Goldman Sachs Affiliated 

QPAM, Related QPAM or its affiliates to 

directly or indirectly profit from the 

criminal conduct that is the subject of 

the Goldman Sachs Malaysia 

Conviction; 

(g) Other than with respect to 

employee benefit plans maintained or 

sponsored for its own employees or the 

employees of an affiliate, Goldman 

Sachs Malaysia will not act as a 

fiduciary within the meaning of section 

3(21)(A)(i) or (iii) of ERISA, or section 

4975(e)(3)(A) and (C) of the Code, with 

respect to ERISA-covered plan and IRA 

assets; provided, however, that 

Goldman Sachs Malaysia will not be 

treated as violating the conditions of 

this exemption solely because they 

acted as an investment advice fiduciary 

within the meaning of section 

3(21)(A)(ii) of ERISA or section 

4975(e)(3)(B) of the Code; 

(h)(1) Within six months of the 

effective date of this five-year 

exemption, each Goldman Sachs 

Affiliated QPAM must develop, 

maintain, implement, and follow 

written policies and procedures (the 

Policies). The Policies must require, and 

must be reasonably designed to ensure 

that: 

(i) The asset management decisions of 

the Goldman Sachs Affiliated QPAM are 

conducted independently of Goldman 

Sachs’ corporate management and 

business activities, and the corporate 

management and business activities of 

Goldman Sachs’ Malaysia. This 

condition does not preclude a Goldman 

Sachs Affiliated QPAM from receiving 

publicly available research and other 

widely available information from 

Goldman Sachs Malaysia; 

(ii) The Goldman Sachs Affiliated 

QPAM fully complies with ERISA’s 

fiduciary duties, and with ERISA and 

the Code’s prohibited transaction 

provisions, in each case as applicable 

with respect to each Covered Plan, and 

does not knowingly participate in any 

Federal Register / Vol. 86, No. 102 / Friday, May 28, 2021 / Notices 28901 

violation of these duties and provisions 

with respect to Covered Plans; 

(iii) The Goldman Sachs Affiliated 

QPAM does not knowingly participate 

in any other person’s violation of ERISA 

or the Code with respect to Covered 

Plans; 

(iv) Any filings or statements made by 

the Goldman Sachs Affiliated QPAM to 

regulators, including, but not limited to, 

the Department, the Department of the 

Treasury, the Department of Justice, and 

the Pension Benefit Guaranty 

Corporation, on behalf of or in relation 

to Covered Plans, are materially 

accurate and complete, to the best of 

such QPAM’s knowledge at that time; 

(v) To the best of its knowledge at that 

time, the Goldman Sachs Affiliated 

QPAM does not make material 

misrepresentations or omit material 

information in its communications with 

such regulators with respect to Covered 

Plans, or make material 

misrepresentations or omit material 

information in its communications with 

Covered Plans; and 

(vi) The Goldman Sachs Affiliated 

QPAM complies with the terms of this 

five-year exemption; 

(2) Any violation of, or failure to 

comply with an item in subparagraphs 

(h)(1)(ii) through (vi), is corrected as 

soon as reasonably possible upon 

discovery, or as soon after the QPAM 

reasonably should have known of the 

noncompliance (whichever is earlier), 

and any such violation or compliance 

failure not so corrected is reported, 

upon the discovery of such failure to so 

correct, in writing. This report must be 

made to the head of compliance and the 

general counsel (or their functional 

equivalent) of the relevant Goldman 

Sachs Affiliated QPAM that engaged in 

the violation or failure, and the 

independent auditor responsible for 

reviewing compliance with the Policies. 

A Goldman Sachs Affiliated QPAM will 

not be treated as having failed to 

develop, implement, maintain, or follow 

the Policies, provided that it corrects 

any instance of noncompliance as soon 

as reasonably possible upon discovery, 

or as soon as reasonably possible after 

the Goldman Sachs Affiliated QPAM 

reasonably should have known of the 

noncompliance (whichever is earlier), 

and provided that it adheres to the 

reporting requirements set forth in this 

subparagraph (2); 

(3) Within six months of the effective 

date of the exemption, each Goldman 

Sachs Affiliated QPAM must develop, 

maintain, adjust (to the extent 

necessary) and implement a program of 

training during the Exemption Period, to 

be conducted at least annually, for all 

relevant Goldman Sachs Affiliated 

QPAM asset/portfolio management, 

trading, legal, compliance, and internal 

audit personnel. The Training must: 

(i) At a minimum, cover the Policies, 

ERISA and Code compliance (including 

applicable fiduciary duties and the 

prohibited transaction provisions), 

ethical conduct, the consequences for 

not complying with the conditions of 

this exemption (including any loss of 

exemptive relief provided herein), and 

the requirement for prompt reporting of 

wrongdoing; and 

(ii) Be conducted by a professional 

who has been prudently selected and 

who has appropriate technical training 

and proficiency with ERISA and the 

Code to perform the tasks required by 

this exemption; 

(i)(1) Each Goldman Sachs Affiliated 

QPAM submits to three audits 

conducted by an independent auditor, 

who has been prudently selected and 

who has appropriate technical training 

and proficiency with ERISA and the 

Code, to evaluate the adequacy of, and 

each Goldman Sachs Affiliated QPAM’s 

compliance with, the Policies and 

Training described herein. The audit 

requirement must be incorporated in the 

Policies. The first audit must cover the 

twelve month period that ends on the 

date that is two years following the date 

of the Goldman Sachs Malaysia 

Conviction, and must be completed 

within six months thereafter. The 

second audit must cover the twelve 

month period that ends on the date that 

is four years following the date of the 

Goldman Sachs Malaysia Conviction, 

and must be completed within six 

months thereafter. The third audit must 

cover the fifth year covered by this 

exemption, and must be completed 

within six months thereafter. The 

corresponding certified Audit Reports 

must be submitted to the Department no 

later than 45 days following the 

completion of the audit. 

(2) Within the scope of the audit and 

to the extent necessary for the auditor, 

in its sole opinion, to complete its audit 

and comply with the conditions for 

relief described herein, and only to the 

extent such disclosure is not prevented 

by state or federal statute, or involves 

communications subject to attorneyclient privilege, each Goldman Sachs 

Affiliated QPAM and, if applicable, 

Goldman Sachs, will grant the auditor 

unconditional access to its business, 

including, but not limited to: Its 

computer systems; business records; 

transactional data; workplace locations; 

training materials; and personnel. Such 

access is limited to information relevant 

to the auditor’s objectives as specified 

by the terms of this exemption; 

(3) The auditor’s engagement must 

specifically require the auditor to 

determine whether each Goldman Sachs 

Affiliated QPAM has developed, 

implemented, maintained, and followed 

the Policies in accordance with the 

conditions of this five-year exemption, 

and has developed and implemented 

the Training, as required herein; 

(4) The auditor’s engagement must 

specifically require the auditor to test 

each Goldman Sachs Affiliated QPAM’s 

operational compliance with the 

Policies and Training. In this regard, the 

auditor must test, for each Goldman 

Sachs Affiliated QPAM, a sample of 

such Goldman Sachs Affiliated QPAM’s 

transactions involving Covered Plans, 

sufficient in size and nature to afford 

the auditor a reasonable basis to 

determine such Goldman Sachs 

Affiliated QPAM’s operational 

compliance with the Policies and 

Training; 

(5) For each audit, on or before the 

end of the relevant period described in 

Section I(i)(1) for completing the audit, 

the auditor must issue a written report 

(the Audit Report) to Goldman Sachs 

and the Goldman Sachs Affiliated 

QPAM to which the audit applies that 

describes the procedures performed by 

the auditor in connection with its 

examination. The auditor, at its 

discretion, may issue a single 

consolidated Audit Report that covers 

all the Goldman Sachs Affiliated 

QPAMs. The Audit Report must include 

the auditor’s specific determinations 

regarding: 

(i) The adequacy of each Goldman 

Sachs Affiliated QPAM’s Policies and 

Training; each Goldman Sachs 

Affiliated QPAM’s compliance with the 

Policies and Training; the need, if any, 

to strengthen such Policies and 

Training; and any instance of the 

respective Goldman Sachs Affiliated 

QPAM’s noncompliance with the 

written Policies and Training described 

in Section I(h) above. The Goldman 

Sachs Affiliated QPAM must promptly 

address any noncompliance. The 

Goldman Sachs Affiliated QPAM must 

promptly address or prepare a written 

plan of action to address any 

determination as to the adequacy of the 

Policies and Training and the auditor’s 

recommendations (if any) with respect 

to strengthening the Policies and 

Training of the respective Goldman 

Sachs Affiliated QPAM. Any action 

taken or the plan of action to be taken 

by the respective Goldman Sachs 

Affiliated QPAM must be included in an 

addendum to the Audit Report (such 

addendum must be completed prior to 

the certification described in Section 

I(i)(7) below). In the event such a plan 

28902 Federal Register / Vol. 86, No. 102 / Friday, May 28, 2021 / Notices 

of action to address the auditor’s 

recommendation regarding the 

adequacy of the Policies and Training is 

not completed by the time of 

submission of the Audit Report, the 

following period’s Audit Report must 

state whether the plan was satisfactorily 

completed. Any determination by the 

auditor that a Goldman Sachs Affiliated 

QPAM has implemented, maintained, 

and followed sufficient Policies and 

Training must not be based solely or in 

substantial part on an absence of 

evidence indicating noncompliance. In 

this last regard, any finding that a 

Goldman Sachs Affiliated QPAM has 

complied with the requirements under 

this subparagraph must be based on 

evidence that the particular Goldman 

Sachs Affiliated QPAM has actually 

implemented, maintained, and followed 

the Policies and Training required by 

this exemption. Furthermore, the 

auditor must not solely rely on the 

Exemption Report created by the 

Compliance Officer, as described in 

Section I(m) below, as the basis for the 

auditor’s conclusions in lieu of 

independent determinations and testing 

performed by the auditor as required by 

Section I(i)(3) and (4) above; and 

(ii) The adequacy of the Exemption 

Review described in Section I(m); 

(6) The auditor must notify the 

respective Goldman Sachs Affiliated 

QPAM of any instance of 

noncompliance identified by the auditor 

within five (5) business days after such 

noncompliance is identified by the 

auditor, regardless of whether the audit 

has been completed as of that date; 

(7) With respect to each Audit Report, 

the general counsel or one of the three 

most senior executive officers of the 

Goldman Sachs Affiliated QPAM to 

which the Audit Report applies, must 

certify in writing, under penalty of 

perjury, that the officer has reviewed the 

Audit Report and this exemption; that, 

to the best of such officer’s knowledge 

at the time, the Goldman Sachs 

Affiliated QPAM has addressed, 

corrected, and remedied any 

noncompliance and inadequacy or has 

an appropriate written plan to address 

any inadequacy regarding the Policies 

and Training identified in the Audit 

Report. This certification must also 

include the signatory’s determination 

that, to the best of the officer’s 

knowledge at the time, the Policies and 

Training in effect at the time of signing 

are adequate to ensure compliance with 

the conditions of this exemption, and 

with the applicable provisions of ERISA 

and the Code. Notwithstanding the 

above, no person, including any person 

referenced in the Department of Justice’s 

Statement of Facts that gave rise to the 

Plea Agreement, who knew of, or should 

have known of, or participated in, any 

misconduct described in the Statement 

of Facts, by any party, may provide the 

certification required by this exemption, 

unless the person took active 

documented steps to stop the 

misconduct; 

(8) The Goldman Sachs Board of 

Directors is provided a copy of the 

Audit Report; a senior executive officer 

of the Audit Committee established by 

the Goldman Sachs Board of Directors, 

the general counsel of the Goldman 

Sachs Affiliated QPAM to which the 

Audit Report applies, one of the three 

most senior executive officers of the 

Goldman Sachs Affiliated QPAM to 

which the Audit Report applies, or the 

Chief Compliance Officer of Goldman 

Sachs must (i) review the Audit Report 

for each Goldman Sachs QPAM with the 

Chairperson of the Audit Committee 

and (ii) must certify in writing, under 

penalty of perjury, that such officer has 

reviewed the Audit Report, a copy of 

such Audit Report was provided to the 

Board of Directors, and that the Audit 

Report was reviewed with and by the 

Chairperson of the Audit Committee; 

(9) Each Goldman Sachs Affiliated 

QPAM provides its certified Audit 

Report, by regular mail to: Office of 

Exemption Determinations (OED), 200 

Constitution Avenue NW, Suite 400, 

Washington, DC 20210. This delivery 

must take place no later than 45 days 

following completion of the Audit 

Report. The Audit Reports will be made 

part of the public record regarding this 

five-year exemption. Furthermore, each 

Goldman Sachs Affiliated QPAM must 

make its Audit Reports unconditionally 

available, electronically or otherwise, 

for examination upon request by any 

duly authorized employee or 

representative of the Department, other 

relevant regulators, and any fiduciary of 

a Covered Plan; 

(10) Any engagement agreement with 

an auditor to perform the audit required 

by this exemption must be submitted to 

OED no later than two months after the 

execution of such agreement; 

(11) The auditor must provide the 

Department, upon request, for 

inspection and review, access to all the 

workpapers created and used in 

connection with the audit, provided 

such access and inspection is otherwise 

permitted by law; and 

(12) Goldman Sachs or a Goldman 

Sachs Affiliated QPAM must notify the 

Department of a change in the 

independent auditor no later than two 

months after the engagement of a 

substitute or subsequent auditor and 

must provide an explanation for the 

substitution or change including a 

description of any material disputes 

involving the terminated auditor; 

(j) As of the effective date of this fiveyear exemption, with respect to any 

arrangement, agreement, or contract 

between a Goldman Sachs Affiliated 

QPAM and a Covered Plan, the 

Goldman Sachs Affiliated QPAM agrees 

and warrants to Covered Plans: 

(1) To comply with ERISA and the 

Code, as applicable with respect to such 

Covered Plan; to refrain from engaging 

in prohibited transactions that are not 

otherwise exempt (and to promptly 

correct any prohibited transactions); and 

to comply with the standards of 

prudence and loyalty set forth in section 

404 of ERISA with respect to each such 

ERISA-covered plan and IRA to the 

extent that section 404 is applicable; 

(2) To indemnify and hold harmless 

the Covered Plan for any actual losses 

resulting directly from a Goldman Sachs 

Affiliated QPAM’s violation of ERISA’s 

fiduciary duties, as applicable, and of 

the prohibited transaction provisions of 

ERISA and the Code, as applicable, a 

breach of contract by the QPAM, or any 

claim arising out of the failure of such 

Goldman Sachs Affiliated QPAM to 

qualify for the exemptive relief provided 

by PTE 84–14 as a result of a violation 

of Section I(g) of PTE 84–14 other than 

the Goldman Sachs Malaysia 

Conviction. This condition applies only 

to actual losses caused by the Goldman 

Sachs Affiliated QPAM’s violations. 

(3) Not to require (or otherwise cause) 

the Covered Plan to waive, limit, or 

qualify the liability of the Goldman 

Sachs Affiliated QPAM for violating 

ERISA or the Code or engaging in 

prohibited transactions; 

(4) Not to restrict the ability of such 

Covered Plan to terminate or withdraw 

from its arrangement with the Goldman 

Sachs Affiliated QPAM, with the 

exception of reasonable restrictions, 

appropriately disclosed in advance, that 

are specifically designed to ensure 

equitable treatment of all investors in a 

pooled fund in the event such 

withdrawal or termination may have 

adverse consequences for all other 

investors. In connection with any such 

arrangements involving investments in 

pooled funds subject to ERISA entered 

into after the effective date of this 

exemption, the adverse consequences 

must relate to a lack of liquidity of the 

underlying assets, valuation issues, or 

regulatory reasons that prevent the fund 

from promptly redeeming an ERISAcovered plan’s or IRA’s investment, and 

such restrictions must be applicable to 

all such investors and be effective no 

longer than reasonably necessary to 

avoid the adverse consequences; 

Federal Register / Vol. 86, No. 102 / Friday, May 28, 2021 / Notices 28903 

(5) Not to impose any fees, penalties, 

or charges for such termination or 

withdrawal with the exception of 

reasonable fees, appropriately disclosed 

in advance, that are specifically 

designed to prevent generally 

recognized abusive investment practices 

or specifically designed to ensure 

equitable treatment of all investors in a 

pooled fund in the event such 

withdrawal or termination may have 

adverse consequences for all other 

investors, provided that such fees are 

applied consistently and in a like 

manner to all such investors; and 

(6) Not to include exculpatory 

provisions disclaiming or otherwise 

limiting liability of the Goldman Sachs 

Affiliated QPAM for a violation of such 

agreement’s terms. To the extent 

consistent with Section 410 of ERISA, 

however, this provision does not 

prohibit disclaimers for liability caused 

by an error, misrepresentation, or 

misconduct of a plan fiduciary or other 

party hired by the plan fiduciary who is 

independent of Goldman Sachs and its 

affiliates, or damages arising from acts 

outside the control of the Goldman 

Sachs Affiliated QPAM; 

(7) Within four (4) months of the 

effective date of this five-year 

exemption, each Goldman Sachs 

Affiliated QPAM must provide a notice 

of its obligations under this Section I(j) 

to each Covered Plan. For prospective 

Covered Plans that enter into a written 

asset or investment management 

agreement with a Goldman Sachs 

Affiliated QPAM on or after a date that 

is four (4) months after the effective date 

of this exemption, the Goldman Sachs 

Affiliated QPAM must agree to its 

obligations under this Section I(j) in an 

updated investment management 

agreement between the Goldman Sachs 

Affiliated QPAM and such clients, or 

other written contractual agreement. 

Notwithstanding the above, a Goldman 

Sachs Affiliated QPAM will not violate 

the condition solely because a Plan or 

IRA refuses to sign an updated 

investment management agreement; 

(k) Within 60 days of the effective 

date of this five-year exemption, each 

Goldman Sachs Affiliated QPAM will 

provide a Federal Register copy of the 

notice of the exemption, along with a 

separate summary describing the facts 

that led to the Goldman Sachs Malaysia 

FCPA Conviction (the Summary), which 

has been submitted to the Department, 

and a prominently displayed statement 

(the Statement) that the Goldman Sachs 

Malaysia FCPA Conviction results in a 

failure to meet a condition in PTE 84– 

14, to each sponsor and beneficial 

owner of a Covered Plan that has 

entered into a written asset or 

investment management agreement with 

a Goldman Sachs Affiliated QPAM, or 

the sponsor of an investment fund in 

any case where a Goldman Sachs 

Affiliated QPAM acts as a sub-advisor to 

the investment fund in which such 

ERISA-covered plan and IRA invests. 

All prospective Covered Plan clients 

that enter into a written asset or 

investment management agreement with 

a Goldman Sachs Affiliated QPAM after 

a date that is 60 days after the effective 

that date of this exemption must receive 

a copy of the notice of the exemption, 

the Summary, and the Statement prior 

to, or contemporaneously with, the 

Covered Plan’s receipt of a written asset 

or investment management agreement 

from the Goldman Sachs Affiliated 

QPAM. The notices may be delivered 

electronically (including by an email 

that has a link to the five-year 

exemption); 

(l) The Goldman Sachs Affiliated 

QPAMs must comply with each 

condition of PTE 84–14, as amended, 

with the sole exception of the violation 

of Section I(g) of PTE 84–14 that is 

attributable to the Goldman Sachs 

Malaysia Conviction. If, during the 

Exemption Period, an entity within the 

Goldman Sachs corporate structure is 

convicted of a crime described in 

Section I(g) of PTE 84–14 (other than the 

Goldman Sachs Malaysia Conviction), 

relief in this exemption would terminate 

immediately; 

(m)(1) Within 60 days of the effective 

date of this exemption, each Goldman 

Sachs Affiliated QPAM must designate 

a senior compliance officer (the 

Compliance Officer) who will be 

responsible for compliance with the 

Policies and Training requirements 

described herein. For purposes of this 

condition (m), each Goldman Sachs 

Affiliated QPAM or applicable line of 

business may designate its own 

Compliance Officer(s). Notwithstanding 

the above, no person, including any 

person referenced in the Department of 

Justice’s Statement of Facts that gave 

rise to the Plea Agreement, who knew 

of, or should have known of, or 

participated in, any misconduct 

described in the Statement of Facts, by 

any party, may be involved with the 

designation or responsibilities required 

by this condition, unless the person 

took active documented steps to stop 

the misconduct. The Compliance Officer 

must conduct a review of each twelve 

month period of the Exemption Period 

(the Exemption Review), to determine 

the adequacy and effectiveness of the 

implementation of the Policies and 

Training. With respect to the 

Compliance Officer, the following 

conditions must be met: 

(i) The Compliance Officer must be a 

professional who has extensive 

experience with, and knowledge of, the 

regulation of financial services and 

products, including under ERISA and 

the Code; and 

(ii) The Compliance Officer must be: 

(i) A compliance officer who regularly 

reports to the Audit Committee; or (ii) 

the highest-ranking compliance officer 

at the applicable Goldman Sachs 

Affiliated QPAM or line of business. 

(2) With respect to the Exemption 

Review, the following conditions must 

be met: 

(i) The Exemption Review includes a 

review of the Goldman Sachs Affiliated 

QPAMs’ compliance with and 

effectiveness of the Policies and 

Training and of the following: Any 

compliance matter related to the 

Policies or Training that was identified 

by, or reported to, the Compliance 

Officer or the Audit Committee, during 

the previous year; the most recent Audit 

Report issued pursuant to this 

exemption; any material change in the 

relevant business activities of the 

Goldman Sachs Affiliated QPAMs; and 

any change to ERISA, the Code, or 

regulations related to fiduciary duties 

and the prohibited transaction 

provisions that may be applicable to the 

activities of the Goldman Sachs 

Affiliated QPAMs; 

(ii) The Compliance Officer prepares 

a written report for the Exemption 

Review (an Exemption Report) that (A) 

summarizes his or her material activities 

during the prior year; (B) sets forth any 

instance of noncompliance discovered 

during the prior year, and any related 

corrective action; (C) details any change 

to the Policies or Training to guard 

against any similar instance of 

noncompliance occurring again; and (D) 

makes recommendations, as necessary, 

for additional training, procedures, 

monitoring, or additional and/or 

changed processes or systems, and 

management’s actions on such 

recommendations; 

(iii) In the Exemption Report, the 

Compliance Officer must certify in 

writing that to the best of his or her 

knowledge at the time: (A) The report is 

accurate; (B) the Policies and Training 

are working in a manner which is 

reasonably designed to ensure that the 

Policies and Training requirements 

described herein are met; (C) any known 

instance of noncompliance during the 

prior year and any related correction 

taken to date have been identified in the 

Exemption Report; and (D) the Goldman 

Sachs Affiliated QPAMs have complied 

with the Policies and Training, and/or 

corrected (or are correcting) any known 

28904 Federal Register / Vol. 86, No. 102 / Friday, May 28, 2021 / Notices 

4 In the event the Applicant meets this disclosure 

requirement through Summary Policies, changes to 

the Policies shall not result in the requirement for 

a new disclosure unless, as a result of changes to 

the Policies, the Summary Policies are no longer 

accurate. 

5 In general terms, a QPAM is an independent 

fiduciary that is a bank, savings and loan 

association, insurance company, or investment 

adviser that meets certain equity or net worth 

requirements and other licensure requirements and 

that has acknowledged in a written management 

agreement that it is a fiduciary with respect to each 

plan that has retained the QPAM. 

instances of noncompliance in 

accordance with Section I(h) above; 

(iv) The Exemption Report must be 

provided to appropriate corporate 

officers of Goldman Sachs and Goldman 

Sachs Affiliated QPAM to which such 

report relates, and to the head of 

compliance and the general counsel (or 

their functional equivalent) of Goldman 

Sachs and the relevant Goldman Sachs 

Affiliated QPAM; and the report must 

be made unconditionally available to 

the independent auditor described in 

Section I(i) above; 

(v) The first Exemption Review, 

including the Compliance Officer’s 

written Exemption Report, must cover 

the twelve month period beginning on 

the date of the Goldman Sachs Malaysia 

Conviction. The next four Exemption 

Reviews and Exemption Reports must 

each cover a twelve month period that 

begins on the date that follows the end 

of a prior Exemption Review coverage 

period. Each Annual Review, including 

the Compliance Officer’s written 

Annual Report, must be completed 

within three months following the end 

of the period to which it relates; 

(n) Goldman Sachs imposes its 

internal procedures, controls, and 

protocols on Goldman Sachs Malaysia 

to reduce the likelihood of any 

recurrence of conduct that is the subject 

of the Goldman Sachs Malaysia 

Conviction; 

(o) Goldman Sachs complies in all 

material respects with the requirements 

imposed by a U.S regulatory authority 

in connection with the Goldman Sachs 

Malaysia Conviction; 

(p) Each Goldman Sachs Affiliated 

QPAM will maintain records necessary 

to demonstrate that the conditions of 

this exemption have been met for six 

years following the date of any 

transaction for which such Goldman 

Sachs Affiliated QPAM relies upon the 

relief in this exemption; 

(q) During the Exemption Period, 

Goldman Sachs must: (1) Immediately 

disclose to the Department any Deferred 

Prosecution Agreement (a DPA) or NonProsecution Agreement (an NPA) with 

the U.S. Department of Justice, entered 

into by The Goldman Sachs Group, Inc. 

or any of its affiliates (as defined in 

Section VI(d) of PTE 84–14) in 

connection with conduct described in 

Section I(g) of PTE 84–14 or section 411 

of ERISA; and (2) immediately provide 

the Department any information 

requested by the Department, as 

permitted by law, regarding the 

agreement and/or conduct and 

allegations that led to the agreement; 

(r) Within 60 days of the effective date 

set forth in Section I(h)(1), each 

Goldman Sachs Affiliated QPAM, in its 

agreements with, or in other written 

disclosures provided to Covered Plans, 

will clearly and prominently inform 

Covered Plan clients of their right to 

obtain a copy of the Policies or a 

description (Summary Policies) which 

accurately summarizes key components 

of the Goldman Sachs Affiliated 

QPAM’s written Policies developed in 

connection with this exemption. If the 

Policies are thereafter changed, each 

Covered Plan client must receive a new 

disclosure within six months following 

the end of the calendar year during 

which the Policies were changed.4 With 

respect to this requirement, the 

description may be continuously 

maintained on a website, provided that 

such website link to the Policies or 

Summary Policies is clearly and 

prominently disclosed to each Covered 

Plan; and 

(s) A Goldman Sachs Affiliated QPAM 

will not fail to meet the terms of this 

five-year exemption solely because a 

different Goldman Sachs Affiliated 

QPAM fails to satisfy a condition for 

relief described in Sections I(c), (d), (h), 

(i), (j), (k), (l), (p) or (r); or if the 

independent auditor described in 

Section I(i) fails a provision of the 

exemption other than the requirement 

described in Section I(i)(11), provided 

that such failure did not result from any 

actions or inactions of Goldman Sachs 

or its affiliates. 

Section II. Definitions 

(a) The term ‘‘Goldman Sachs 

Malaysia FCPA Conviction’’ means the 

judgment of conviction against Goldman 

Sachs Malaysia in connection with a 

U.S. plea by Goldman Sachs Malaysia to 

one count of conspiracy to commit 

offenses against the United States, in 

violation of Title 18, United States 

Code, Section 371, that is, to violate the 

anti-bribery provisions of the Foreign 

Corrupt Practices Act of 1977, as 

amended, see Title 15, United States 

Code, Sections 78dd–1 and 78dd–3. 

(b) The term ‘‘Covered Plan’’ means a 

plan subject to Part IV of Title I of 

ERISA (an ‘‘ERISA-covered plan’’) or a 

plan subject to section 4975 of the Code 

(an ‘‘IRA’’), in each case, with respect to 

which a Goldman Sachs Affiliated 

QPAM relies on PTE 84–14, or with 

respect to which a Goldman Sachs 

Affiliated QPAM (or any Goldman 

Sachs affiliate) has expressly 

represented that the manager qualifies 

as a QPAM or relies on the QPAM class 

exemption (PTE 84–14). A Covered Plan 

does not include an ERISA-covered plan 

or IRA to the extent the Goldman Sachs 

Affiliated QPAM has expressly 

disclaimed reliance on QPAM status or 

PTE 84–14 in entering into a contract, 

arrangement, or agreement with the 

ERISA-covered plan or IRA. 

(c) The term ‘‘Goldman Sachs’’ means 

The Goldman Sachs Group, Inc. 

(d) The term ‘‘Goldman Sachs 

Affiliated QPAMs’’ means The Goldman 

Sachs Trust Company, N.A.; Goldman 

Sachs Bank USA; Goldman Sachs & Co. 

LLC; Goldman Sachs Asset 

Management, L.P.; Goldman Sachs 

Asset Management International; 

Goldman Sachs Hedge Fund Strategies 

LLC; GS Investment Strategies, LLC; 

GSAM Stable Value, LLC; The Ayco 

Company, L.P.; Aptitude Investment 

Management LP; Rocaton Investment 

Advisors, LLC; United Capital Financial 

Advisers, LLC; and PFE Advisors, Inc., 

and any current or future ‘‘affiliate’’ of 

Goldman Sachs (as defined in Part VI(d) 

of PTE 84–14) that qualifies as a 

‘‘qualified professional asset manager’’ 

(as defined in Section VI(a) of PTE 84– 

14) 5 and that relies on the relief 

provided by PTE 84–14 and with 

respect to which Goldman Sachs is a 

current or future ‘‘affiliate’’ (as defined 

in Section VI(d) of PTE 84–14). The 

term ‘‘Goldman Sachs Affiliated 

QPAMs’’ excludes Goldman Sachs 

Malaysia. 

(e) The term Goldman Sachs Related 

QPAMs means any current or future 

‘‘qualified professional asset manager’’ 

(as defined in Section VI(a) of PTE 84– 

14) that relies on the relief provided by 

PTE 84–14, and with respect to which 

Goldman Sachs owns a direct or 

indirect five (5) percent or more interest, 

but with respect to which Goldman 

Sachs is not an ‘‘affiliate’’ (as defined in 

section VI(d)(1) of PTE 84–14). The term 

‘‘Goldman Sachs Related QPAMs’’ 

excludes Goldman Sachs Malaysia. 

(f) The term Goldman Sachs Malaysia 

means Goldman Sachs (Malaysia) Sdn. 

Bhd. 

(g) The term ‘‘Exemption Period’’ 

means the five-year period beginning on 

the date Goldman Sachs Malaysia is 

sentenced for one count of conspiracy to 

commit offenses against the United 

States, in violation of Title 18, United 

States Code, Section 371, that is, to 

violate the anti-bribery provisions of the 

Federal Register / Vol. 86, No. 102 / Friday, May 28, 2021 / Notices 28905 

Foreign Corrupt Practices Act of 1977, 

as amended, see Title 15, United States 

Code, Sections 78dd–1 and 78dd–3. 

(h) The term ‘‘Plea Agreement’’ means 

the Plea Agreement entered into 

between the United States of America, 

by and through the United States 

Department of Justice, Criminal 

Division, Fraud Section and Money 

Laundering and Asset Recovery Section, 

and the United States Attorney’s Office 

for the Eastern District of New York and 

Goldman Sachs (Malaysia) Sdn. Bhd. Cr. 

No. 20–438 (MKB). 

Effective Date: This exemption will be 

in effect for a period of up to five (5) 

years, beginning on the date of the 

conviction of Goldman Sachs (Malaysia) 

Sdn. Bhd. 

Signed at Washington, DC, this 24th day of 

May, 2021. 

Christopher Motta, 

Chief, Division of Individual Exemptions, 

Office of Exemption Determinations, 

Employee Benefits Security Administration, 

U.S. Department of Labor. 

[FR Doc. 2021–11366 Filed 5–27–21; 8:45 am] 

BILLING CODE 4510–29–P 

DEPARTMENT OF LABOR 

Bureau of Labor Statistics 

Information Collection Activities; 

Comment Request 

AGENCY: Bureau of Labor Statistics, 

Department of Labor. 

ACTION: Notice of information collection; 

request for comment. 

SUMMARY: The Department of Labor, as 

part of its continuing effort to reduce 

paperwork and respondent burden, 

conducts a pre-clearance consultation 

program to provide the general public 

and Federal agencies with an 

opportunity to comment on proposed 

and/or continuing collections of 

information in accordance with the 

Paperwork Reduction Act of 1995. This 

program helps to ensure that requested 

data can be provided in the desired 

format, reporting burden (time and 

financial resources) is minimized, 

collection instruments are clearly 

understood, and the impact of collection 

requirements on respondents can be 

properly assessed. The Bureau of Labor 

Statistics (BLS) is soliciting comments 

concerning the proposed revision of the 

‘‘Survey of Occupational Injuries and 

Illnesses.’’ A copy of the proposed 

information collection request (ICR) can 

be obtained by contacting the individual 

listed below in the Addresses section of 

this notice. 

DATES: Written comments must be 

submitted to the office listed in the 

Addresses section of this notice on or 

before July 27, 2021. 

ADDRESSES: Send comments to Nora 

Kincaid, BLS Clearance Officer, 

Division of Management Systems, 

Bureau of Labor Statistics, Room 4080, 

2 Massachusetts Avenue NE, 

Washington, DC 20212. Written 

comments also may be transmitted by 

email to BLS_PRA_Public@bls.gov. 

FOR FURTHER INFORMATION CONTACT: 

Nora Kincaid, BLS Clearance Officer, 

202–691–7628 (this is not a toll free 

number). (See ADDRESSES section.) 

SUPPLEMENTARY INFORMATION: 

I. Background 

Section 24(a) of the Occupational 

Safety and Health Act of 1970 requires 

the Secretary of Labor to develop and 

maintain an effective program of 

collection, compilation, and analysis of 

statistics on occupational injuries and 

illnesses. The Commissioner of Labor 

Statistics has been delegated the 

responsibility for ‘‘Furthering the 

purpose of the Occupational Safety and 

Health Act by developing and 

maintaining an effective program of 

collection, compilation, analysis and 

publication of occupational safety and 

health statistics.’’ The BLS fulfills this 

responsibility, in part, by conducting 

the Survey of Occupational Injuries and 

Illnesses in conjunction with 

participating state statistical agencies. 

The BLS Survey of Occupational 

Injuries and Illnesses provides the 

Nation’s primary indicator of the 

progress towards achieving the goal of 

safer and healthier workplaces. The 

survey produces the overall rate of 

occurrence of work injuries and 

illnesses by industry which can be 

compared to prior years to produce 

measures of the rate of change. These 

data are used to assess the Nation’s 

progress in improving the safety and 

health of America’s work places; to 

prioritize scarce federal and state 

resources; to guide the development of 

injury and illness prevention strategies; 

and to support Occupational Safety and 

Health Administration (OSHA) and state 

safety and health standards and 

research. Data are essential for 

evaluating the effectiveness of federal 

and state programs for improving work 

place safety and health. For these 

reasons, it is necessary to provide 

estimates separately for participating 

states. 

Effective with the release of estimates 

from the Survey of Occupational and 

Injuries and Illnesses (SOII) in 

November 2023, the Bureau of Labor 

Statistics (BLS) will introduce the 

publication of a new biennial case and 

demographic data series for cases that 

involve days of job transfer or restriction 

(DJTR) for all industries. This shift will 

result in significant changes to the SOII 

news release and how publication tables 

are presented to provide additional data 

on the case circumstances and worker 

demographics for DJTR cases, in 

addition to details that have long been 

published for cases involving days away 

from work (DAFW). Biennial estimates 

for DJTR and DAFW will be released 

together. Summary industry estimates, 

produced annually, will remain 

unchanged. 

II. Current Action 

Office of Management and Budget 

clearance is being sought for the Survey 

of Occupational Injuries and Illnesses. 

The survey measures the overall rate of 

occurrence of work injuries and 

illnesses by industry for private 

industry, state governments, and local 

governments. For the more serious 

injuries and illnesses, those with days 

away from work (DAFW), the survey 

provides detailed information on the 

injured/ill worker (age, sex, race, 

industry, occupation, and length of 

service), the time in shift, and the 

circumstances of the injuries and 

illnesses classified by standardized 

codes (nature of the injury/illness, part 

of body affected, primary and secondary 

sources of the injury/illness, and the 

event or exposure which produced the 

injury/illness). 

Days of job transfer or restriction 

(DJTR) cases have become more 

prevalent since 1992 when detailed data 

were first collected only for days-awayfrom-work (DAFW) cases. In 1992, DJTR 

cases accounted for 21 percent of total 

days away from work, days of restricted 

work activity, or job transfer cases 

(DART). By 2011, DJTR accounted for 40 

percent of these cases. At that time, the 

Bureau of Labor Statistics (BLS) began a 

series of three 3-year pilot studies from 

2011–19 to collect DJTR case details for 

select industries. When these pilot 

studies concluded with 2019 data, DJTR 

cases accounted for 43 percent of DART 

cases. 

The aforementioned pilot studies 

conducted by the BLS were intended to 

learn more about occupational injuries 

and illnesses that resulted in days of job 

transfer or work restriction (DJTR) by 

comparing the circumstances and 

worker characteristics of injuries and 

illnesses that required days away from 

work (DAFW) to recuperate and those 

that led to DJTR only. Detailed data on 

DJTR cases will lead to a better 

understanding of how occupational