64842 Federal Register / Vol. 79, No. 211 / Friday, October 31, 2014 / Notices 

1See Securities Exchange Act Release No. 98 

(February 12, 1935). 

2See Securities Exchange Act Release No. 7011 

(February 5, 1963), 28 FR 1506 (February 16, 1963). 

3See Securities Exchange Act Release No. 52029 

(July 14, 2005), 70 FR 42456 (July 22, 2005). 

4The staff notes that a few of these 18 registered 

national securities exchanges only have rules to 

permit the listing of standardized options, which 

are exempt from Rule 12d2–2 under the Act. 

Nevertheless, we have counted national securities 

exchanges that can only list options as potential 

respondents because these exchanges could 

potentially adopt new rules, subject to Commission 

approval under Section 19(b) of the Act, to list and 

trade equity and other securities that have to 

comply with Rule 12d2–2 under the Act. Notice 

registrants that are registered as national securities 

exchanges solely for the purposes of trading 

securities futures products have not been counted 

since, as noted above, securities futures products 

are exempt from complying with Rule 12d–2–2 

under the Act and therefore do not have to file 

Form 25. 

www.prc.gov, Docket Nos. MC2015–4, 

CP2015–5. 

Stanley F. Mires, 

Attorney, Federal Requirements. 

[FR Doc. 2014–25966 Filed 10–30–14; 8:45 am] 

BILLING CODE 7710–12–P 

SECURITIES AND EXCHANGE 

COMMISSION 

Proposed Collection; Comment 

Request 

Upon Written Request, Copies Available 

From: Securities and Exchange 

Commission, Office of FOIA Services, 

100 F Street NE., Washington, DC 

20549–2736. 

Extension: Rule 12d2–2 and Form 25; 

SEC File No. 270–86, OMB Control No. 

3235–0080. 

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 for 

extension and approval for Rule 12d2– 

2 (17 CFR 240.12d2–2) and Form 25 (17 

CFR 249.25) Removal and Notification 

of Removal from Listing and/or 

Registration. 

On February 12, 1935, the 

Commission adopted Rule 12d2–2,1 and 

Form 25 under the Securities Exchange 

Act of 1934 (15 U.S.C. 78b et seq.) 

(‘‘Act’’), to establish the conditions and 

procedures under which a security may 

be delisted from an exchange and 

withdrawn from registration under 

Section 12(b) of the Act.2 The 

Commission adopted amendments to 

Rule 12d2–2 and Form 25 in 2005.3

Under the amended Rule 12d2–2, all 

issuers and national securities 

exchanges seeking to delist and 

deregister a security in accordance with 

the rules of an exchange must file the 

adopted version of Form 25 with the 

Commission. The Commission also 

adopted amendments to Rule 19d–1 

under the Act to require exchanges to 

file the adopted version of Form 25 as 

notice to the Commission under Section 

19(d) of the Act. Finally, the 

Commission adopted amendments to 

exempt standardized options and 

security futures products from Section 

12(d) of the Act. These amendments are 

intended to simplify the paperwork and 

procedure associated with a delisting 

and to unify general rules and 

procedures relating to the delisting 

process. 

The Form 25 is useful because it 

informs the Commission that a security 

previously traded on an exchange is no 

longer traded. In addition, the Form 25 

enables the Commission to verify that 

the delisting and/or deregistration has 

occurred in accordance with the rules of 

the exchange. Further, the Form 25 

helps to focus the attention of delisting 

issuers to make sure that they abide by 

the proper procedural and notice 

requirements associated with a delisting 

and/or a deregistration. Without Rule 

12d2–2 and the Form 25, as applicable, 

the Commission would be unable to 

fulfill its statutory responsibilities. 

There are 18 national securities 

exchanges that could possibly be 

respondents complying with the 

requirements of the Rule and Form 25.4

The burden of complying with Rule 

12d2–2 and Form 25 is not evenly 

distributed among the exchanges, 

however, since there are many more 

securities listed on the New York Stock 

Exchange, the NASDAQ Stock Market, 

and NYSEMKT than on the other 

exchanges. However, for purposes of 

this filing, the Commission staff has 

assumed that the number of responses is 

evenly divided among the exchanges. 

Since approximately 690 responses 

under Rule 12d2–2 and Form 25 for the 

purpose of delisting and/or 

deregistration of equity securities are 

received annually by the Commission 

from the national securities exchanges, 

the resultant aggregate annual reporting 

hour burden would be, assuming on 

average one hour per response, 690 

annual burden hours for all exchanges 

(18 exchanges × an average of 38.3 

responses per exchange × 1 hour per 

response). In addition, since 

approximately 100 responses are 

received by the Commission annually 

from issuers wishing to remove their 

securities from listing and registration 

on exchanges, the Commission staff 

estimates that the aggregate annual 

reporting hour burden on issuers would 

be, assuming on average one reporting 

hour per response, 100 annual burden 

hours for all issuers (100 issuers × 1 

response per issuer × 1 hour per 

response). Accordingly, the total annual 

hour burden for all respondents to 

comply with Rule 12d2–2 is 790 hours 

(690 hours for exchanges + 100 hours 

for issuers). The related internal labor 

costs associated with these burden 

hours are $42,797.50 total ($36,397.50 

for exchanges ($52.75 per response × 

690 responses) and $6,400 for issuers 

($64 per response × 100 responses)). 

Written comments are invited on: (a) 

Whether the proposed collection of 

information is necessary for the proper 

performance of the functions of the 

Commission, including whether the 

information shall have practical utility; 

(b) the accuracy of the Commission’s 

estimates of the burden of the proposed 

collection of information; (c) ways to 

enhance the quality, utility, and clarity 

of the information collected; and (d) 

ways to minimize the burden of the 

collection of information on 

respondents, including through the use 

of automated collection techniques or 

other forms of information technology. 

Consideration will be given to 

comments and suggestions submitted in 

writing within 60 days of this 

publication. 

An agency may not conduct or 

sponsor, and a person is not required to 

respond to, a collection of information 

under the PRA unless it displays a 

currently valid OMB control number. 

Please direct your written comments 

to: Thomas Bayer, Director/Chief 

Information Officer, Securities and 

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

DC 20549, or send an email to: PRA_

Mailbox@sec.gov. 

Dated: October 27, 2014. 

Kevin M. O’Neill, 

Deputy Secretary. 

[FR Doc. 2014–25876 Filed 10–30–14; 8:45 am] 

BILLING CODE 8011–01–P 


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