Notice2025-03435
Proposed Collection; Comment Request; Extension: Rules 400-404 of Regulation Crowdfunding (Funding Portals)
Primary source
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Published
March 4, 2025
Issuing agencies
Securities and Exchange Commission
Full Text
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<title>Federal Register, Volume 90 Issue 41 (Tuesday, March 4, 2025)</title>
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[Federal Register Volume 90, Number 41 (Tuesday, March 4, 2025)]
[Notices]
[Pages 11201-11202]
From the Federal Register Online via the Government Publishing Office [<a href="http://www.gpo.gov">www.gpo.gov</a>]
[FR Doc No: 2025-03435]
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SECURITIES AND EXCHANGE COMMISSION
[OMB Control No. 3235-0727]
Proposed Collection; Comment Request; Extension: Rules 400-404 of
Regulation Crowdfunding (Funding Portals)
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 (``PRA'') (44 U.S.C. 3501 et seq.), the Securities and Exchange
Commission (``Commission'') is soliciting comments on the collection of
information provided for in Rules 400-404 of Regulation Crowdfunding
(17 CFR 227.400-227.404) under the Securities Exchange Act of 1934
(``Exchange Act'') (15 U.S.C. 78a et seq.). The Commission plans to
submit this existing collection of information to the Office of
Management and Budget (``OMB'') for extension and approval.
The collections of information required under Rules 400 through 404
is mandatory for all funding portals. Form Funding Portal helps ensure
that the Commission can make information about funding portals
transparent and easily accessible to the investing public, including
issuers and obligated persons who engage funding portals; investors who
may purchase securities through offerings on funding portals; and other
regulators. Further, the information provided on Form Funding Portal
expands the amount of publicly available information about funding
portals, including disciplinary history. Consequently, the rules and
forms allow issuers and the investing public, as well as others, to
become more fully informed about funding portals in a more efficient
manner.
Rule 400 requires each person applying for registration with the
Commission as a funding portal to file electronically with the
Commission Form Funding Portal. Rule 400(a) requires a funding portal
to become a member of a national securities association registered
under Section 15A of the Exchange Act. Rule 400(b) requires a funding
portal to file an amendment to Form Funding Portal if any information
previously submitted on Form Funding Portal becomes inaccurate for any
reason. Rule 400(c) provides that a funding portal can succeed to the
business of a predecessor funding portal upon the successor filing a
registration on Form Funding Portal and the predecessor filing a
withdrawal on Form Funding Portal.
Rule 400(d) requires a funding portal to promptly file a withdrawal
of registration on Form Funding Portal upon ceasing to operate as a
funding portal. Rule 400(e) states that duplicate originals of the
applications and reports provided for in this section must be filed
with surveillance personnel designated by any registered national
securities association of which the funding portal is a member. Rule
400(f) requires a nonresident funding portal to: (1) obtain a written
consent and power of attorney appointing an agent for service of
process in the United States; (2) furnish the Commission with the name
and address of its agent for services of process on Schedule C of Form
Funding Portal; (3) certify that it can, as a matter of law, and will
provide the Commission and any registered national securities
association of which it becomes a member with prompt access to its
books and records and can, as a matter of law, and will submit to
onsite inspection and examination by the Commission and any registered
national securities association of which it becomes a member; and (4)
provide the Commission with an opinion of counsel and certify on
Schedule C on Form Funding Portal that the firm can, as a matter of
law, provide the Commission and registered national securities
association of which it becomes a member with prompt access to its
books and records and can, as a matter of law, submit to onsite
inspection and examination by the Commission and any registered
national securities association of which it becomes a member.\1\
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\1\ Exchange Act Section 3(h)(1)(C) permits us to impose, as
part of our authority to exempt funding portals from broker
registration, ``such other requirements under [the Exchange Act] as
the Commission determines appropriate.''
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Rule 403(a) requires a funding portal to implement written policies
and procedures reasonably designed to achieve compliance with the
federal securities laws and the rules and regulations thereunder
relating to its business as a funding portal. Rule 403(b) provides that
a funding portal must comply with privacy rules. Rule 404 requires all
registered funding portals to maintain certain books and records
relating to their funding portal activities, for not less than five
years, the first two in an easily accessible place. Rule 404(e)
requires funding portals to furnish promptly to the Commission, its
representatives, and the registered national securities association of
which the funding portal is a member true, correct, complete and
current copies of such records of the funding portal that are requested
by the representatives of the Commission and the registered national
securities association.
The Commission staff estimates that the total annual industry time
burden to comply with Rules 400-404 is approximately 36,315 hours per
year. The Commission staff estimates that the total annual industry
cost burden to comply with Rules 400-404 is approximately $618,293 per
year.
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.
[[Page 11202]]
Written comments are invited on: (a) whether this collection of
information is necessary for the proper performance of the functions of
the agency, including whether the information will have practical
utility; (b) the accuracy of the agency's estimate of the burden
imposed by 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 by May 5, 2025.
Please direct your written comment to Austin Gerig, Director/Chief
Data Officer, Securities and Exchange Commission, c/o Tanya Ruttenberg,
100 F Street NE, Washington, DC 20549 or send an email to:
<a href="/cdn-cgi/l/email-protection#217173607e6c40484d434e59615244420f464e57"><span class="__cf_email__" data-cfemail="d8888a998795b9b1b4bab7a098abbdbbf6bfb7ae">[email protected]</span></a>.
Dated: February 26, 2025.
Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2025-03435 Filed 3-3-25; 8:45 am]
BILLING CODE 8011-01-P
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