Federal Register / Vol. 75, No. 200 / Monday, October 18, 2010 / Notices 63869 

1Public Law 111–203 (July 21, 2010). 

2 15 U.S.C. 7262. 

3 17 CFR 240.12b–2. 

4 15 U.S.C. 78a et seq. 

5 [Cite to substantive release.] 

6For further information on the determination of 

our estimates, see Release No. 33–8238 (June 5, 

2003) [68 FR 36636]. 

SECURITIES AND EXCHANGE 

COMMISSION 

Notice: Existing Collection; Comment 

Requested 

Upon Written Request, Copies Available 

From: Securities and Exchange 

Commission, Office of Investor 

Education and Advocacy, 

Washington, DC 20549. 

Requested Change: 

Form 10–K; OMB Control No. 3235– 

0063; SEC File No. 270–48. 

Form 20–F; OMB Control No. 3235– 

0288; SEC File No. 270–156. 

Section 989G of the Dodd-Frank Wall 

Street Reform and Consumer Protection 

Act of 2010 1 (the ‘‘Act’’) provides that 

Section 404(b) of the Sarbanes-Oxley 

Act 2 does not apply to any audit report 

prepared for an issuer that is neither an 

accelerated filer nor a large accelerated 

filer as defined in Rule 12b–2 3 under 

the Securities Exchange Act.4 Notice is 

hereby given that, pursuant to the 

Paperwork Reduction Act of 1995 (44 

U.S.C. 3501–3520), the Securities and 

Exchange Commission (the 

‘‘Commission’’) is soliciting comment on 

the changes to the collection of 

information necessitated by the Act. The 

Commission plans to submit this 

existing collection of information to the 

Office of Management and Budget for 

change and approval. 

In a separate release, the Commission 

amended its rules in light of the Act, 

which amends Section 404 of the 

Sarbanes-Oxley Act.5 The Commission 

had previously estimated the burden of 

complying with Section 404(b) of 

Sarbanes-Oxley assuming that all filers 

of Forms 10–K and 20–F would file an 

auditor’s attestation report. The filers 

that were included in the estimate but 

are no longer subject to the 404 

requirement are sometimes referred to 

as ‘‘non-accelerated filers.’’ 

Form 10–K sets forth the disclosure 

requirements for annual reports filed by 

issuers under the Securities Exchange 

Act. Form 20–F sets forth the disclosure 

requirements for annual reports and 

registration statements filed by foreign 

private issuers under the Securities 

Exchange Act, as well as many of the 

disclosure requirements for registration 

statements filed by foreign private 

issuers under the Securities Act. 

Based on the number of nonaccelerated filers that filed an annual 

report in 2009, we estimate that 

approximately 4,400 annual reports on 

Form 10–K and approximately 285 

annual reports on Form 20–F are filed 

annually by non-accelerated filers. The 

current burden estimates for Form 10– 

K and Form 20–F attribute 0.5 burden 

hours per issuer for filing the auditor 

attestation report, including the burden 

attributed to the related disclosure in 

the annual report, and do not include 

any burden attributed to the audit 

work.6 Consistent with the burden 

estimates for these forms, that estimate 

is then split 75% and 25% between 

internal staff and external professionals 

for Form 10–K, and 25% and 75% 

between internal staff and external 

professionals for Form 20–F. Both 

estimates assume an hourly rate of $400 

for external professionals. Accordingly, 

we are reducing the aggregate burden 

estimate by 1,650 hours of internal staff 

time and $220,000 for external 

professional services for Form 10–K, 

and 36 hours of internal staff time and 

$42,750 for external professional 

services for Form 20–F. 

The information collections 

requirements related to Forms 10–K and 

20–F are mandatory. There is no 

mandatory retention period for the 

information disclosed, and the 

information disclosed is made publicly 

available on the EDGAR filing system. 

An agency may not conduct or sponsor, 

and a person is not required to respond 

to, a collection of information unless it 

displays a currently valid OMB control 

number. 

Written comments are requested on: 

(a) Whether the estimate changes 

properly reflect the amendments made 

by Congress to Section 404 of the 

Sarbanes-Oxley Act; (b) the accuracy of 

the Commission’s estimate of the 

number of non-accelerated filers no 

longer subject to the burden of the 

collections of information; and (c) 

whether because of the statutory 

amendment that makes non-accelerated 

filers no longer subject to the 

requirement other estimates need to be 

changed. Consideration will be given to 

comments and suggestions submitted in 

writing within 60 days of this 

publication. 

Please direct your written comments 

to Jeffrey Heslop, Acting Director/CIO, 

Securities and Exchange Commission, 

C/O Remi Pavlik-Simon, 6432 General 

Green Way, Alexandria, VA, 22312; or 

send an e-mail to: PRAMailbox@sec.gov. 

Dated: October 13, 2010. 

Elizabeth M. Murphy, 

Secretary. 

[FR Doc. 2010–26166 Filed 10–15–10; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

Sunshine Act Meeting 

Notice is hereby given, pursuant to 

the provisions of the Government in the 

Sunshine Act, Public Law 94–409, that 

the Securities and Exchange 

Commission will hold a closed meeting 

on Thursday, October 21, 2010 at 2 p.m. 

Commissioners, Counsel to the 

Commissioners, the Secretary to the 

Commission, and recording secretaries 

will attend the Closed Meeting. Certain 

staff members who have an interest in 

the matters also may be present. 

The General Counsel of the 

Commission, or his designee, has 

certified that, in his opinion, one or 

more of the exemptions set forth in 5 

U.S.C. 552b(c)(3), (5), (7), 9(B) and (10) 

and 17 CFR 200.402(a)(3), (5), (7), 9(ii) 

and (10), permit consideration of the 

scheduled matters at the Closed 

Meeting. 

Commissioner Casey, as duty officer, 

voted to consider the items listed for the 

Closed Meeting in a closed session. 

The subject matter of the Closed 

Meeting scheduled for Thursday, 

October 21, 2010 will be: 

Institution and settlement of injunctive 

actions; Institution and settlement of 

administrative proceedings; and Other 

matters relating to enforcement 

proceedings. 

At times, changes in Commission 

priorities require alterations in the 

scheduling of meeting items. 

For further information and to 

ascertain what, if any, matters have been 

added, deleted or postponed, please 

contact: 

The Office of the Secretary at (202) 

551–5400. 

Dated: October 14, 2010. 

Elizabeth M. Murphy, 

Secretary. 

[FR Doc. 2010–26280 Filed 10–14–10; 4:15 pm] 

BILLING CODE 8011–01–P 

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