Notice2023-17319
Submission for OMB Review; Comment Request; Extension: Rule 3a-8
Primary source
Metadata and text below are from the Federal Register, a public-domain U.S. government work. Always verify the official published version before relying on it for any legal matter.
Published
August 14, 2023
Issuing agencies
Securities and Exchange Commission
Full Text
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<title>Federal Register, Volume 88 Issue 155 (Monday, August 14, 2023)</title>
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[Federal Register Volume 88, Number 155 (Monday, August 14, 2023)]
[Notices]
[Pages 55088-55089]
From the Federal Register Online via the Government Publishing Office [<a href="http://www.gpo.gov">www.gpo.gov</a>]
[FR Doc No: 2023-17319]
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SECURITIES AND EXCHANGE COMMISSION
[SEC File No. 270-516, OMB Control No. 3235-0574]
Submission for OMB Review; Comment Request; Extension: Rule 3a-8
Upon Written Request, Copies Available From: Securities and Exchange
Commission, Office of FOIA Services, 100 F Street NE, Washington, DC
20549-2736.
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
[[Page 55089]]
Office of Management and Budget a request for extension of the
previously approved collection of information discussed below.
Title 17 section 270.3a-8 (rule 3a-8 of the Investment Company Act
of 1940 (15 U.S.C. 80a) (the ``Act'')), serves as a nonexclusive safe
harbor from investment company status for certain research and
development companies (``R&D companies'').
The rule requires that the board of directors of an R&D company
seeking to rely on the safe harbor adopt an appropriate resolution
evidencing that the company is primarily engaged in a non-investment
business and record that resolution contemporaneously in its minute
books or comparable documents.\1\ An R&D company seeking to rely on the
safe harbor must retain these records only as long as such records must
be maintained in accordance with state law.
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\1\ Rule 3a-8(a)(6) (17 CFR 270.3a-8(6)).
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Rule 3a-8 contains an additional requirement that is also a
collection of information within the meaning of the PRA. The board of
directors of a company that relies on the safe harbor under rule 3a-8
must adopt a written policy with respect to the company's capital
preservation investments. We expect that the board of directors will
base its decision to adopt the resolution discussed above, in part, on
investment guidelines that the company will follow to ensure its
investment portfolio is in compliance with the rule's requirements.
The collection of information imposed by rule 3a-8 is voluntary
because the rule is an exemptive safe harbor, and therefore, R&D
companies may choose whether or not to rely on it. The purposes of the
information collection requirements in rule 3a-8 are to ensure that:
(i) the board of directors of an R&D company is involved in determining
whether the company should be considered an investment company and
subject to regulation under the Act, and (ii) adequate records are
available for Commission review, if necessary. Rule 3a-8 would not
require the reporting of any information or the filing of any documents
with the Commission.
Commission staff estimates that there is no annual recordkeeping
burden associated with the rule's requirements. Nevertheless, the
Commission requests authorization to maintain an inventory of one
burden hour for administrative purposes.
Commission staff estimates that approximately 537,619 R&D companies
may take advantage of rule 3a-8.\2\ Given that the board resolutions
and investment guidelines will generally need to be adopted only once
(unless relevant circumstances change),\3\ the Commission believes that
all the R&D companies that existed prior to the adoption of rule 3a-8
adopted their board resolutions and established written investment
guidelines in 2003 when the rule was adopted. We expect that R&D
companies formed subsequent to the adoption of rule 3a-8 would adopt
the board resolution and investment guidelines simultaneously with
their formation documents in the ordinary course of business.\4\
Therefore, we estimate that rule 3a-8 does not impose additional
burdens.
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\2\ See National Science Foundation, National Center for Science
and Engineering Statistics, Business Enterprise Research and
Development, 2020 Data Tables, Table 10, available at: <a href="https://ncses.nsf.gov/pubs/nsf23314">https://ncses.nsf.gov/pubs/nsf23314</a>.
\3\ In the event of changed circumstances, the Commission
believes that the board resolution and investment guidelines will be
amended and recorded in the ordinary course of business and would
not create additional time burdens.
\4\ In order for these companies to raise sufficient capital to
fund their product development stage, Commission staff believes that
they will need to present potential investors with investment
guidelines. Investors generally want to be assured that the
company's funds are invested consistent with the goals of capital
preservation and liquidity.
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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: <a href="http://www.reginfo.gov">www.reginfo.gov</a>. 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
by September 13, 2023 to
(i) <a href="/cdn-cgi/l/email-protection#93ded1cbbddcded1bddcdac1d2bdc0d6d0ccf7f6e0f8ccfcf5f5faf0f6e1d3fcfef1bdf6fce3bdf4fce5"><span class="__cf_email__" data-cfemail="b3fef1eb9dfcfef19dfcfae1f29de0f6f0ecd7d6c0d8ecdcd5d5dad0d6c1f3dcded19dd6dcc39dd4dcc5">[email protected]</span></a> and (ii) David
Bottom, Director/Chief Information Officer, Securities and Exchange
Commission, c/o John Pezzullo, 100 F Street NE, Washington, DC 20549,
or by sending an email to: <a href="/cdn-cgi/l/email-protection#e1b1b3a0beac80888d838e99a1928482cf868e97"><span class="__cf_email__" data-cfemail="beeeecffe1f3dfd7d2dcd1c6fecddbdd90d9d1c8">[email protected]</span></a> .
Dated: August 8, 2023.
Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2023-17319 Filed 8-11-23; 8:45 am]
BILLING CODE 8011-01-P
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