Notice2024-20700
Submission for OMB Review; Comment Request; Extension: Rule 23c-3 and Form N-23c-3
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
September 12, 2024
Issuing agencies
Securities and Exchange Commission
Full Text
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<title>Federal Register, Volume 89 Issue 177 (Thursday, September 12, 2024)</title>
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[Federal Register Volume 89, Number 177 (Thursday, September 12, 2024)]
[Notices]
[Pages 74313-74314]
From the Federal Register Online via the Government Publishing Office [<a href="http://www.gpo.gov">www.gpo.gov</a>]
[FR Doc No: 2024-20700]
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SECURITIES AND EXCHANGE COMMISSION
[SEC File No. 270-373, OMB Control No. 3235-0422]
Submission for OMB Review; Comment Request; Extension: Rule 23c-3
and Form N-23c-3
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 (the ``Commission'') has submitted to the Office of
Management and Budget (``OMB'') a request for extension of the
previously approved collection of information discussed below.
Rule 23c-3 (17 CFR 270.23c-3) under the Investment Company Act of
1940 (15 U.S.C. 80a-1 et seq.) permits a registered closed-end
investment company (``closed-end fund'' or ``fund'') that meets certain
requirements to repurchase common stock of which it is the issuer from
shareholders at periodic intervals, pursuant to repurchase offers made
to all holders of the stock. The rule enables these funds to offer
their shareholders a limited ability to resell their shares in a manner
that previously was available only to open-end investment company
shareholders.
A closed-end fund that relies on rule 23c-3 must send shareholders
a notification that contains specified information each time the fund
makes a repurchase offer (on a quarterly, semi-annual, or annual basis,
or, for certain funds, on a discretionary basis not more often than
every two years). The fund also must file copies of the shareholder
notification with the Commission (electronically through the
Commission's Electronic Data Gathering, Analysis, and Retrieval System
(``EDGAR'')) on Form N-23c-3, a filing that provides certain
information about the fund and the type of offer the fund is making.\1\
The fund must describe in its annual report to shareholders the fund's
policy concerning repurchase offers and the results of any repurchase
offers made during the reporting period. The fund's board of directors
must adopt written procedures designed to ensure that the fund's
investment portfolio is sufficiently liquid to meet its repurchase
obligations and other obligations under the rule. The board
periodically must review the composition of the fund's portfolio and
change the liquidity procedures as necessary. The fund also must file
copies of advertisements and other sales literature with the Commission
as if it were an open-end investment company subject to Section 24 of
the Investment Company Act (15 U.S.C. 80a-24) and the rules that
implement Section 24. Rule 24b-3 under the Investment Company Act (17
CFR 270.24b-3), however, exempts the fund from that requirement if the
materials are filed instead with the Financial Industry Regulatory
Authority (``FINRA'').
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\1\ Form N-23c-3, entitled ``Notification of Repurchase Offer
Pursuant to Rule 23c-3,'' requires the fund to state its
registration number, its full name and address, the date of the
accompanying shareholder notification, and the type of offer being
made (periodic, discretionary, or both).
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The requirement that the fund send a notification to shareholders
of each offer is intended to ensure that a fund provides material
information to shareholders about the terms of each offer. The
requirement that copies be sent to the Commission is intended to enable
the Commission to monitor the fund's compliance with the notification
requirement. The requirement that the shareholder notification be
attached to Form N-23c-3 is intended to ensure that the fund provides
basic information necessary for the Commission to process the
notification and to monitor the fund's use of repurchase offers. The
requirement that the fund describe its current policy on repurchase
offers and the results of recent offers in the annual shareholder
report is intended to provide shareholders current information about
the fund's repurchase policies and its recent experience. The
requirement that the board approve and review written procedures
designed to maintain portfolio liquidity is intended to ensure that the
fund has enough cash or liquid securities to meet its repurchase
obligations, and that written procedures are available for review by
shareholders and examination by the Commission. The requirement that
the fund file advertisements and sales literature as if it were an
open-end fund is intended to facilitate the review of these materials
by the Commission or FINRA to prevent incomplete, inaccurate, or
misleading disclosure
[[Page 74314]]
about the special characteristics of a closed-end fund that makes
periodic repurchase offers.
The Commission staff estimates that 80 funds make use of rule 23c-3
annually, including 14 funds that are relying upon rule 23c-3 for the
first time. The Commission staff estimates that on average a fund
spends 89 hours annually in complying with the requirements of the rule
and Form N-23c-3, with funds relying upon rule 23c-3 for the first time
incurring an additional one-time burden of 28 hours. The Commission
therefore estimates the total annual hour burden of the rule's and
form's paperwork requirements to be 7,512 hours. In addition to the
burden hours, the Commission staff estimates that the average yearly
cost to each fund that relies on rule 23c-3 to print and mail
repurchase offers to shareholders is about $38,003.10. The Commission
estimates total annual cost is therefore about $3,040,248.
Estimates of average burden hours and costs are made solely for
purposes of the Paperwork Reduction Act and are not derived from a
comprehensive or even representative survey or study of the costs of
Commission rules and forms. Compliance with the collection of
information requirements of the rule and form is mandatory only for
those funds that rely on the rule to repurchase shares of the fund. The
information provided to the Commission on Form N-23c-3 will not be kept
confidential. 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.
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 October 15, 2024 to (i) <a href="/cdn-cgi/l/email-protection#d9949b81f796949bf796908b98f78a9c9a86bdbcaab286b6bfbfb0babcab99b6b4bbf7bcb6a9f7beb6af"><span class="__cf_email__" data-cfemail="ffb2bda7d1b0b2bdd1b0b6adbed1acbabca09b9a8c94a0909999969c9a8dbf90929dd19a908fd1989089">[email protected]</span></a>
and (ii) Austin Gerig, Director/Chief Data Officer, Securities and
Exchange Commission, c/o Oluwaseun Ajayi, 100 F Street NE, Washington,
DC 20549, or by sending an email to: <a href="/cdn-cgi/l/email-protection#1b4b495a44567a72777974635b687e78357c746d"><span class="__cf_email__" data-cfemail="7d2d2f3c22301c14111f12053d0e181e531a120b">[email protected]</span></a>.
Dated: September 9, 2024.
Vanessa A. Countryman,
Secretary.
[FR Doc. 2024-20700 Filed 9-11-24; 8:45 am]
BILLING CODE 8011-01-P
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