Federal Register / Vol. 82, No. 220 / Thursday, November 16, 2017 / Notices 53537 

9 15 U.S.C. 78q–1(b)(3)(I). 10 17 CFR 200.30–3(a)(12). 

Therefore, LCH SA believes that the 

proposed rule change is consistent with 

Rule 17Ad–22(e)(6)(i) and (v). 

B. Clearing Agency’s Statement on 

Burden on Competition 

Section 17A(b)(3)(I) of the Act 

requires that the rules of a clearing 

agency not impose any burden on 

competition not necessary or 

appropriate in furtherance of the 

purposes of the Act.9 LCH SA does not 

believe that the proposed rule change 

would impose burdens on competition 

that are not necessary or appropriate in 

furtherance of the purposes of the Act. 

While the proposed rule change may 

result in higher WWR margin charges on 

participants, the revisions to the margin 

methodology will uniformly apply 

across all participants. In addition, as 

stated above, the proposed rule change 

is consistent with the applicable 

requirements of the Act and is 

appropriate in order to more 

conservatively calculate WWR margin. 

Therefore, LCH SA does not believe that 

the proposed rule change imposes any 

burden on competition that is not 

necessary or appropriate in furtherance 

of the purposes of the Act. 

C. Clearing Agency’s Statement on 

Comments on the Proposed Rule 

Change Received From Members, 

Participants or Others 

Written comments relating to the 

proposed rule change have not been 

solicited or received. LCH SA will 

notify the Commission of any written 

comments received by LCH SA. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

Within 45 days of the date of 

publication of this notice in the Federal 

Register or within such longer period 

up to 90 days (i) as the Commission may 

designate if it finds such longer period 

to be appropriate and publishes its 

reasons for so finding or (ii) as to which 

the self-regulatory organization 

consents, the Commission will: 

(A) By order approve or disapprove 

such proposed rule change, or 

(B) institute proceedings to determine 

whether the proposed rule change 

should be disapproved. 

IV. Solicitation of Comments 

Interested persons are invited to 

submit written data, views, and 

arguments concerning the foregoing, 

including whether the proposed rule 

change is consistent with the Act. 

Comments may be submitted by any of 

the following methods: 

Electronic Comments 

• Use the Commission’s Internet 

comment form (http://www.sec.gov/ 

rules/sro.shtml); or 

• Send an email to rule-comments@

sec.gov. Please include File Number SR– 

LCH SA–2017–009 on the subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Secretary, Securities and Exchange 

Commission, 100 F Street NE., 

Washington, DC 20549–1090. 

All submissions should refer to File 

Number SR–LCH SA–2017–009. This 

file number should be included on the 

subject line if email is used. To help the 

Commission process and review your 

comments more efficiently, please use 

only one method. The Commission will 

post all comments on the Commission’s 

Internet Web site (http://www.sec.gov/ 

rules/sro.shtml). Copies of the 

submission, all subsequent 

amendments, all written statements 

with respect to the proposed rule 

change that are filed with the 

Commission, and all written 

communications relating to the 

proposed rule change between the 

Commission and any person, other than 

those that may be withheld from the 

public in accordance with the 

provisions of 5 U.S.C. 552, will be 

available for Web site viewing and 

printing in the Commission’s Public 

Reference Room, 100 F Street NE., 

Washington, DC 20549 on official 

business days between the hours of 

10:00 a.m. and 3:00 p.m. Copies of the 

filing also will be available for 

inspection and copying at the principal 

office of LCH SA and on LCH SA’s Web 

site at http://www.lch.com/assetclasses/cdsclear. 

All comments received will be posted 

without change. Persons submitting 

comments are cautioned that we do not 

redact or edit personal identifying 

information from comment submissions. 

You should submit only information 

that you wish to make available 

publicly. All submissions should refer 

to File Number SR–LCH SA–2017–009 

and should be submitted on or before 

December 7, 2017. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.10

Eduardo A. Aleman, 

Assistant Secretary. 

[FR Doc. 2017–24784 Filed 11–15–17; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[SEC File No. 270–173, OMB Control No. 

3235–0178] 

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 31a–1 

Notice is hereby given that, pursuant 

to the Paperwork Reduction Act of 1995 

(44 U.S.C. 3501–3520), 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. 

Rule 31a–1 (17 CFR 270.31a–1) under 

the Investment Company Act of 1940 

(the ‘‘Act’’) (15 U.S.C. 80a) is entitled 

‘‘Records to be maintained by registered 

investment companies, certain majorityowned subsidiaries thereof, and other 

persons having transactions with 

registered investment companies.’’ Rule 

31a–1 requires registered investment 

companies (‘‘funds’’), and every 

underwriter, broker, dealer, or 

investment adviser that is a majorityowned subsidiary of a fund, to maintain 

and keep current accounts, books, and 

other documents which constitute the 

record forming the basis for financial 

statements required to be filed pursuant 

to section 31 of the Act (15 U.S.C. 80a– 

30) and of the auditor’s certificates 

relating thereto. The rule lists specific 

records to be maintained by funds. The 

rule also requires certain underwriters, 

brokers, dealers, depositors, and 

investment advisers to maintain the 

records that they are required to 

maintain under federal securities laws. 

There are approximately 4,029 

investment companies registered with 

the Commission, all of which are 

required to comply with rule 31a–1. For 

purposes of determining the burden 

imposed by rule 31a–1, the Commission 

staff estimates that each fund is divided 

into approximately four series, on 

average, and that each series is required 

to comply with the recordkeeping 

requirements of rule 31a–1. Based on 

conversations with fund representatives, 

it is estimated that rule 31a–1 imposes 

an average burden of approximately 

1,750 hours annually per series for a 

total of 7,000 annual hours per fund. 


asabaliauskas on DSKBBXCHB2PROD with NOTICES
53538 Federal Register / Vol. 82, No. 220 / Thursday, November 16, 2017 / Notices 

1 15 U.S.C. 80a. 

2For example, fund directors must approve 

investment advisory and distribution contracts. See 

15 U.S.C. 80a–15(a), (b), and (c). 

3 Investment Company Act Release No. 4 (Oct. 29, 

1940) (5 FR 4316 (Oct. 31, 1940)). Note that rule 0– 

1 was originally adopted as rule N–1. 

4The relevant exemptive rules are: Rule 10f–3 (17 

CFR 270.10f–3), rule 12b–1 (17 CFR 270.12b–1), 

rule 15a–4(b)(2) (17 CFR 270.15a–4(b)(2)), rule 17a– 

7 (17 CFR 270.17a–7), rule 17a–8 (17 CFR 270.17a– 

8), rule 17d–1(d)(7) (17 CFR 270.17d–1(d)(7)), rule 

17e–1(c) (17 CFR 270.17e–1(c)), rule 17g–1 (17 CFR 

270.17g–1), rule 18f–3 (17 CFR 270.18f–3), and rule 

23c–3 (17 CFR 270.23c–3). 

5See Role of Independent Directors of Investment 

Companies, Investment Company Act Release No. 

24816 (Jan. 2, 2001) (66 FR 3735 (Jan. 16, 2001)). 

6A ‘‘control person’’ is any person—other than a 

fund—directly or indirectly controlling, controlled 

by, or under common control, with any of the 

fund’s management organizations. See 17 CFR 

270.01(a)(6)(iv)(B). 

7Based on statistics compiled by Commission 

staff, we estimate that there are approximately 3,453 

funds that could rely on one or more of the 

exemptive rules (this figure reflects the three-year 

average of open-end and closed-end funds (3,349) 

and business development companies (104)). Of 

those funds, we assume that approximately 90 

The estimated total annual burden for 

all 4,029 funds subject to the rule 

therefore is approximately 28,203,000 

hours. Based on conversations with 

fund representatives, however, the 

Commission staff estimates that even 

absent the requirements of rule 31a–1, 

90 percent of the records created 

pursuant to the rule are the type that 

generally would be created as a matter 

of normal business practice and to 

prepare financial statements. Thus, the 

Commission staff estimates that the total 

annual burden associated with rule 31a– 

1 is 2,820,300 hours. 

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. 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 collection of 

information is necessary for the proper 

performance of the functions of the 

Commission, including whether the 

information has practical utility; (b) the 

accuracy of the Commission’s estimate 

of the burden(s) of the 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. 

Please direct your written comments 

to Pamela Dyson, Director/Chief 

Information Officer, Securities and 

Exchange Commission, C/O Remi 

Pavlik-Simon, 100 F Street NE., 

Washington, DC 20549; or send an email 

to: PRA_Mailbox@sec.gov. 

Dated: November 9, 2017. 

Eduardo A. Aleman, 

Assistant Secretary. 

[FR Doc. 2017–24751 Filed 11–15–17; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

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 0–1, SEC File No. 270–472, OMB 

Control No. 3235–0531 

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 extension of the previous 

approved collection of information 

discussed below. 

The Investment Company Act of 1940 

(the ‘‘Act’’) 1 establishes a 

comprehensive framework for regulating 

the organization and operation of 

investment companies (‘‘funds’’). A 

principal objective of the Act is to 

protect fund investors by addressing the 

conflicts of interest that exist between 

funds and their investment advisers and 

other affiliated persons. The Act places 

significant responsibility on the fund 

board of directors in overseeing the 

operations of the fund and policing the 

relevant conflicts of interest.2

In one of its first releases, the 

Commission exercised its rulemaking 

authority pursuant to sections 38(a) and 

40(b) of the Act by adopting rule 0–1 (17 

CFR 270.0–1).3 Rule 0–1, as 

subsequently amended on numerous 

occasions, provides definitions for the 

terms used by the Commission in the 

rules and regulations it has adopted 

pursuant to the Act. The rule also 

contains a number of rules of 

construction for terms that are defined 

either in the Act itself or elsewhere in 

the Commission’s rules and regulations. 

Finally, rule 0–1 defines terms that 

serve as conditions to the availability of 

certain of the Commission’s exemptive 

rules. More specifically, the term 

‘‘independent legal counsel,’’ as defined 

in rule 0–1, sets out conditions that 

funds must meet in order to rely on any 

of ten exemptive rules (‘‘exemptive 

rules’’) under the Act.4

The Commission amended rule 0–1 to 

include the definition of the term 

‘‘independent legal counsel’’ in 2001.5

This amendment was designed to 

enhance the effectiveness of fund boards 

of directors and to better enable 

investors to assess the independence of 

those directors. The Commission also 

amended the exemptive rules to require 

that any person who serves as legal 

counsel to the independent directors of 

any fund that relies on any of the 

exemptive rules must be an 

‘‘independent legal counsel.’’ This 

requirement was added because 

independent directors can better 

perform the responsibilities assigned to 

them under the Act and the rules if they 

have the assistance of truly independent 

legal counsel. 

If the board’s counsel has represented 

the fund’s investment adviser, principal 

underwriter, administrator (collectively, 

‘‘management organizations’’) or their 

‘‘control persons’’ 6 during the past two 

years, rule 0–1 requires that the board’s 

independent directors make a 

determination about the adequacy of the 

counsel’s independence. A majority of 

the board’s independent directors are 

required to reasonably determine, in the 

exercise of their judgment, that the 

counsel’s prior or current representation 

of the management organizations or 

their control persons was sufficiently 

limited to conclude that it is unlikely to 

adversely affect the counsel’s 

professional judgment and legal 

representation. Rule 0–1 also requires 

that a record for the basis of this 

determination is made in the minutes of 

the directors’ meeting. In addition, the 

independent directors must have 

obtained an undertaking from the 

counsel to provide them with the 

information necessary to make their 

determination and to update promptly 

that information when the person begins 

to represent a management organization 

or control person, or when he or she 

materially increases his or her 

representation. Generally, the 

independent directors must re-evaluate 

their determination no less frequently 

than annually. 

Any fund that relies on one of the 

exemptive rules must comply with the 

requirements in the definition of 

‘‘independent legal counsel’’ under rule 

0–1. We assume that approximately 

3,108 funds rely on at least one of the 

exemptive rules annually.7 We further 


asabaliauskas on DSKBBXCHB2PROD with NOTICES