31000 Federal Register / Vol. 86, No. 110 / Thursday, June 10, 2021 / Notices 

1This estimate of $63 per hour for clerical work 

and the other estimated wage rates below are 

derived from the Securities Industry and Financial 

Markets Association’s (‘‘SIFMA’’) Office Salaries in 

the Securities Industry 2013, modified to account 

for an 1,800-hour work-year and multiplied by 5.35 

to account for bonuses, firm size, employee benefits 

and overhead (updated for inflation). 

2This estimate is based on the following 

calculations: (1,397 funds × 25% = 349 funds); (349 

× 1 (clerical hour) = 349 clerical hours); (349 × $ 

63 = $21,987 total annual cost for recordkeeping 

requirement). 

3The estimate of $419 per hour for an Attorney 

is derived from SIFMA’s Management & 

Professional Earnings in the Securities Industry 

2013, modified to account for an 1,800-hour workyear and multiplied by 5.35 to account for bonuses, 

firm size, employee benefits and overhead (adjusted 

for inflation). 

4This estimate is based on the following 

calculations: (1,397 (funds) × 5% = 70 funds); (70 

× 1 (attorney hour) = 70 total attorney hours); (70 

(funds) × 2 (clerical hours) = 140 total clerical 

hours); (70 (attorney hours) + 140 (clerical hours) 

= 210 total hours); (70 (attorney hours) × $419 = 

$29,330 total attorney cost); (140 (clerical hours) × 

$63 = $8,820 clerical cost); ($29,330 + $8,820 = 

$38,150 total annual cost). 

5This estimate is based on the following 

calculations: (210 (notice hours) + 349 

(recordkeeping hours) = 559 total hours); ($38,150 

(notice costs) + $21,987 (recordkeeping costs) = 

$60,137 total annual costs). 

6This estimate is based on the following 

calculation: (349 funds responding to recordkeeping 

requirement + 70 funds responding to notice 

requirement = 419 total respondents). 

SECURITIES AND EXCHANGE 

COMMISSION 

[SEC File No. 270–321, OMB Control No. 

3235–0358] 

Submission for OMB Review; 

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 11a–3 

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’’) has submitted to the 

Office of Management and Budget a 

request for extension of the previously 

approved collection of information 

discussed below. 

Section 11(a) of the Investment 

Company Act of 1940 (‘‘Act’’) (15 U.S.C. 

80a–11(a)) provides that it is unlawful 

for a registered open-end investment 

company (‘‘fund’’) or its underwriter to 

make an offer to the fund’s shareholders 

or the shareholders of any other fund to 

exchange the fund’s securities for 

securities of the same or another fund 

on any basis other than the relative net 

asset values (‘‘NAVs’’) of the respective 

securities to be exchanged, ‘‘unless the 

terms of the offer have first been 

submitted to and approved by the 

Commission or are in accordance with 

such rules and regulations as the 

Commission may have prescribed in 

respect of such offers.’’ Section 11(a) 

was designed to prevent ‘‘switching,’’ 

the practice of inducing shareholders of 

one fund to exchange their shares for 

the shares of another fund for the 

purpose of exacting additional sales 

charges. 

Rule 11a–3 (17 CFR 270.11a–3) under 

the Act of 1940 is an exemptive rule that 

permits open-end investment 

companies (‘‘funds’’), other than 

insurance company separate accounts, 

and funds’ principal underwriters, to 

make certain exchange offers to fund 

shareholders and shareholders of other 

funds in the same group of investment 

companies. The rule requires a fund, 

among other things, (i) to disclose in its 

prospectus and advertising literature the 

amount of any administrative or 

redemption fee imposed on an exchange 

transaction, (ii) if the fund imposes an 

administrative fee on exchange 

transactions, other than a nominal one, 

to maintain and preserve records with 

respect to the actual costs incurred in 

connection with exchanges for at least 

six years, and (iii) give the fund’s 

shareholders a sixty day notice of a 

termination of an exchange offer or any 

material amendment to the terms of an 

exchange offer (unless the only material 

effect of an amendment is to reduce or 

eliminate an administrative fee, sales 

load or redemption fee payable at the 

time of an exchange). 

The rule’s requirements are designed 

to protect investors against abuses 

associated with exchange offers, provide 

fund shareholders with information 

necessary to evaluate exchange offers 

and certain material changes in the 

terms of exchange offers, and enable the 

Commission staff to monitor funds’ use 

of administrative fees charged in 

connection with exchange transactions. 

The staff estimates that there are 

approximately 1,397 active open-end 

investment companies registered with 

the Commission as of October 2020. The 

staff estimates that 25 percent of these 

funds (349 funds) impose a nonnominal administrative fee on exchange 

transactions. The staff estimates that the 

recordkeeping requirement of the rule 

requires approximately 1 hour annually 

of clerical time (at an estimated $63 per 

hour) 1 per fund, for a total of 349 hours 

for all funds (at a total annual cost of 

$21,987).2

The staff estimates that 5 percent of 

these 1,397 funds (or 70 funds) 

terminate an exchange offer or make a 

material change to the terms of their 

exchange offer each year, requiring the 

fund to comply with the notice 

requirement of the rule. The staff 

estimates that complying with the 

notice requirement of the rule requires 

approximately 1 hour of attorney time 

(at an estimated $419 per hour) 3 and 2 

hours of clerical time (at an estimated 

$63 per hour) per fund, for a total of 

approximately 210 hours for all funds to 

comply with the notice requirement (at 

a total annual cost of $38,150).4 The 

staff estimates that such notices will be 

enclosed with other written materials 

sent to shareholders, such as annual 

shareholder reports or account 

statements, and therefore any burdens 

associated with mailing required notices 

are accounted for in the burdens 

associated with Form N–1A registration 

statements for funds. 

The recordkeeping and notice 

requirements together impose an 

estimated total burden of 559 hours on 

all funds (at a total annual cost of 

$60,137).5 The total number of 

respondents is 419, each responding 

once a year.6 The burdens associated 

with the disclosure requirement of the 

rule are accounted for in the burdens 

associated with the Form N–1A 

registration statement for funds. 

Table 1 below summarizes the 

currently-approved and updated 

burdens associated with rule 11a–3. 

TABLE 1—SUMMARY OF BURDEN ESTIMATES FOR RULE 11a–3 

Internal burden Wage rate 

Cost of 

internal 

burden 

Currently-Approved Burden Estimates 

Recordkeeping Requirement .................... 1 hour ....................................................... $59/hr. (clerk) ........................................... $59. 

Respondents ............................................. 402 funds ................................................. .................................................................. 402 funds. 


khammond on DSKJM1Z7X2PROD with NOTICES
Federal Register / Vol. 86, No. 110 / Thursday, June 10, 2021 / Notices 31001 

1See 17 CFR 240.17g–1 and 17 CFR 249b.300. 

TABLE 1—SUMMARY OF BURDEN ESTIMATES FOR RULE 11a–3—Continued 

Internal burden Wage rate 

Cost of 

internal 

burden 

Total ................................................... 402 hours ................................................. .................................................................. $23,718. 

Notice Requirement .................................. 1 hour ....................................................... $392/hr. (attorney) ................................... $392. 

2 hours ..................................................... $59/hr. (clerk) ........................................... $118. 

Respondents ............................................. 80 funds ................................................... .................................................................. 80 funds. 

Total ................................................... 240 hours ................................................. .................................................................. $40,800. 

Total Responses (Recordkeeping + Notice).482.

Total Burden (Recordkeeping + Notice) ... 642 hours ................................................. .................................................................. $64,518. 

Updated Burden Estimates 

Recordkeeping Requirement .................... 1 hour ....................................................... $63/hr. (clerk) ........................................... $63. 

Respondents ............................................. 349 funds ................................................. .................................................................. 349 funds. 

Total ................................................... 349 hours ................................................. .................................................................. $21,987. 

Notice Requirement .................................. 1 hour ....................................................... $419/hr. (attorney) ................................... $419. 

2 hours ..................................................... $63/hr. (clerk) ........................................... $126. 

Respondents ............................................. 70 funds ................................................... .................................................................. 70 funds. 

Total ................................................... 210 hours ................................................. .................................................................. $38,150. 

Total Responses (Recordkeeping + Notice).419.

Total Burden (Recordkeeping + Notice) ... 559 hours ................................................. .................................................................. $60,137. 

The estimate of average burden hours 

is made solely for the purposes of the 

Paperwork Reduction Act, and is not 

derived from a comprehensive or even 

a representative survey or study of the 

costs of Commission rules and forms. 

An agency may not conduct or sponsor, 

and a person is not required to respond 

to, a collection of information unless it 

displays a currently valid control 

number. 

The public may view background 

documentation for this information 

collection at the following website: 

www.reginfo.gov. Find this particular 

information collection by selecting 

‘‘Currently under 30-day Review—Open 

for Public Comments’’ or by using the 

search function. Written comments and 

recommendations for the proposed 

information collection should be sent 

within 30 days of publication of this 

notice to (i) www.reginfo.gov/public/do/ 

PRAMain and (ii) David Bottom, 

Director/Chief Information Officer, 

Securities and Exchange Commission, c/ 

o Cynthia Roscoe, 100 F Street NE, 

Washington, DC 20549, or by sending an 

email to: PRA_Mailbox@sec.gov. 

Dated: June 4, 2021. 

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2021–12101 Filed 6–9–21; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[SEC File No. 270–563, OMB Control No. 

3235–0694] 

Submission for OMB Review; 

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 17g–10 and Form ABS Due 

Diligence—15E 

Notice is hereby given that pursuant 

to the Paperwork Reduction Act of 1995 

(44 U.S.C. 3501 et seq.), the Securities 

and Exchange Commission 

(‘‘Commission’’) has submitted to the 

Office of Management and Budget 

(‘‘OMB’’) a request for approval of 

extension of the previously approved 

collection of information provided for in 

Rule 17g–10 under the Securities 

Exchange Act of 1934 (15 U.S.C. 78a et 

seq.).1

Rule 17g–10 contains certain 

certification requirements for thirdparty due diligence service providers 

that are employed by an NRSRO, an 

issuer, or an underwriter, which must 

be made on Form ABS Due Diligence— 

15E. The Commission estimates that the 

total burden for respondents to comply 

with Rule 17g–10 is 330 hours. 

An agency may not conduct or 

sponsor a collection of information 

unless it displays a currently valid OMB 

control number. No person shall be 

subject to any penalty for failing to 

comply with a collection of information 

subject to the PRA that does not display 

a valid OMB control number. 

The public may view background 

documentation for this information 

collection at the following website: 

>www.reginfo.gov<. Find this particular 

information collection by selecting 

‘‘Currently under 30-day Review—Open 

for Public Comments’’ or by using the 

search function. Written comments and 

recommendations for the proposed 

information collection should be sent 

within 30 days of publication of this 

notice to (i) >www.reginfo.gov/public/ 

do/PRAMain< and (ii) David Bottom, 

Director/Chief Information Officer, 

Securities and Exchange Commission, c/ 

o Cynthia Roscoe, 100 F Street NE, 

Washington, DC 20549, or by sending an 

email to: PRA_Mailbox@sec.gov. 

Dated: June 4, 2021. 

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2021–12112 Filed 6–9–21; 8:45 am] 

BILLING CODE 8011–01–P 


khammond on DSKJM1Z7X2PROD with NOTICES