Federal Register / Vol. 73, No. 179 / Monday, September 15, 2008 / Notices 53297 

1Rule 32a–4(a). 

2Rule 32a–4(b). 

3Rule 32a–4(c). 

4This estimate is based on staff discussions with 

a representative of an entity that surveys funds and 

calculates fund board statistics based on responses 

to its surveys. 

Dated: September 8, 2008. 

Florence E. Harmon, 

Acting Secretary. 

[FR Doc. E8–21406 Filed 9–12–08; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

Submission for OMB Review; 

Comment Request 

Upon written request, copies available 

from: Securities and Exchange 

Commission, Office of Investor 

Education and Advocacy, 

Washington, DC 20549–0213. 

Extension: Rule 17Ad–3(b), SEC File No. 

270–424, OMB Control No. 3235–0473. 

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 a 

request for approval of extension of the 

following previously approved 

collection of information as discussed 

below. 

• Rule 17Ad–3(b) (17 CFR 240.17Ad– 

3(b)). 

Rule 17Ad–3(b) requires registered 

transfer agents that for each of two 

consecutive months have failed to 

turnaround at least 75% of all routine 

items in accordance with the 

requirements of Rule 17Ad–2(a) or to 

process at least 75% of all routine items 

in accordance with the requirements of 

Rule 17Ad–2(a) to send to the chief 

executive officer of each issuer for 

which such registered transfer agent acts 

a copy of the written notice required 

under Rule 17Ad–2(c), (d), and (h). The 

issuer may use the information 

contained in the notices in several ways: 

(1) to provide an early warning to the 

issuer of the transfer agent’s noncompliance with the Commission’s 

minimum performance standards 

regarding registered transfer agents, and 

(2) to assure that issuers are aware of 

certain problems and poor performances 

with respect to the transfer agents that 

are servicing the issuer’s securities. If 

the issuer does not receive notice of a 

registered transfer agent’s failure to 

comply with the Commission’s 

minimum performance standards then 

the issuer will be unable to take 

remedial action to correct the problem 

or to find another registered transfer 

agent. Pursuant to Rule 17Ad–3(b), a 

transfer agent that has already filed a 

Notice of Non-Compliance with the 

Commission pursuant to Rule 17Ad–2 

will only be required to send a copy of 

that notice to issuers for which it acts 

when that transfer agent fails to 

turnaround 75% of all routine items or 

to process 75% of all items. 

The Commission estimates that only 

two transfer agents will meet the 

requirements of Rule 17Ad–3(b). If a 

transfer agent fails to meet the minimum 

requirements under 17Ad–3(b), such 

transfer agent is simply sending a copy 

of a form that had already been 

produced for the Commission. The 

Commission estimates a requirement 

will take each respondent 

approximately one hour to complete, for 

a total annual estimate burden of two 

hours at cost of approximately $60.00 

for each hour. Please note that 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. 

General comments regarding the 

estimated burden hours should be 

directed to: (i) Desk Officer for the 

Securities and Exchange Commission, 

Office of Information and Regulatory 

Affairs, Office of Management and 

Budget, Room 10102, New Executive 

Office Building, Washington, DC 20503 

or by sending an e-mail to: 

Kimberly_P._Nelson@omb.eop.gov; and 

(ii) Lewis W. Walker, Acting Director/ 

Chief Information Officer, Securities 

and Exchange Commission, C/O Shirley 

Martinson, 6432 General Green Way, 

Alexandria, Virginia 22312; or by 

sending an e-mail to: 

PRA_Mailbox@sec.gov. Comments must 

be submitted to OMB within 30 days of 

this notice. 

Dated: September 8, 2008. 

Florence E. Harmon, 

Acting Secretary. 

[FR Doc. E8–21407 Filed 9–12–08; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

Proposed Collection; Comment 

Request 

Upon Written Request, Copies Available 

From: Securities and Exchange 

Commission, Office of Investor 

Education and Advocacy, 

Washington, DC 20549. 

Extension: Rule 32a–4, SEC File No. 270– 

473, OMB Control No. 3235–0530. 

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’’) is soliciting comments 

on the collections of information 

summarized below. The Commission 

plans to submit these existing 

collections of information to the Office 

of Management and Budget (‘‘OMB’’) for 

extension and approval. 

Section 32(a)(2) of the Investment 

Company Act (15 U.S.C. 80a–31(a)(2)) 

requires that shareholders of a registered 

investment management or face-amount 

certificate company (‘‘fund’’) ratify or 

reject the selection of a fund’s 

independent public accountant. Rule 

32a–4 (17 CFR 270.32a–4) exempts a 

fund from this requirement if (i) the 

fund’s board of directors establishes an 

audit committee composed solely of 

independent directors with 

responsibility for overseeing the fund’s 

accounting and auditing processes,1 (ii) 

the fund’s board of directors adopts an 

audit committee charter setting forth the 

committee’s structure, duties, powers 

and methods of operation, or sets out 

similar provisions in the fund’s charter 

or bylaws,2 and (iii) the fund maintains 

a copy of such an audit committee 

charter permanently in an easily 

accessible place.3

Each fund that chooses to rely on rule 

32a–4 incurs two collections of 

information burdens. The first, related 

to the board of directors’ adoption of the 

audit committee charter, occurs once, 

when the committee is established. The 

second, related to the fund’s 

maintenance and preservation of a copy 

of the charter in an easily accessible 

place, is an ongoing annual burden. The 

information collection requirement in 

rule 32a–4 enables the Commission to 

monitor the duties and responsibilities 

of an independent audit committee 

formed by a fund relying on the rule. 

Commission staff estimates that, on 

average, the board of directors takes 15 

minutes to adopt the audit committee 

charter. Commission staff has estimated 

that with an average of 8 directors on 

the board,4 total director time to adopt 

the charter is 2 hours. Combined with 

an estimated 1 hour of paralegal time to 

prepare the charter for board review, the 

staff estimates a total one-time 

collection of information burden of 3 

hours for each fund. Once a board 

adopts an audit committee charter, a 

fund generally maintains it in a file 

cabinet or as a computer file. 

Commission staff has estimated that 

there is no annual hourly burden 

mstockstill on PROD1PC66 with NOTICES