[Federal Register Volume 64, Number 31 (Wednesday, February 17, 1999)]
[Notices]
[Pages 7915-7917]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 99-3770]


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SECURITIES AND EXCHANGE COMMISSION


Existing Collection; Comment Request

Upon Written Request, Copies Available From: Securities and Exchange 
Commission, Office of Filings and Information Services, Washington, DC 
20549

Extension:
    Rule 31a-2 [17 CFR 270.31a-2], SEC File No. 270-174, OMB Control 
No. 3235-0179

    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 (``OMB'') for extension and approval.
    Section 31(a) of the Investment Company Act of 1940 [15 U.S.C. 80a] 
(``Investment Company Act'' of ``Act'') requires registered investment 
companies (``funds'') and certain principal underwriters, broker-
dealers, investment advisers and depositors of funds to maintain and 
preserve records as prescribed by Commission rules.\1\ Rule 31a-1 
specifies the books and records for each of these entities must be 
maintained.\2\ Rule 31a-2, which the Commission adopted in 1944, 
specifies the time periods that entities must

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retain books and records required to be maintained under rule 31a-1.\3\
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    \1\ 15 U.S.C. 80a-30(a)(1).
    \2\ 17 CFR 270.31a-1.
    \3\ 17 CFR 270.31a-2.
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    Rule 31a-2 requires the following:
    (i) Every fund must preserve permanently, and in an easily 
accessible place for the first two years, all books and records 
required under rule 31a-1(b)(1)-(4).\4\
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    \4\ 17 CFR 270.31a-1(b)(1)-(4). These include, among other 
records, journals detailing daily purchases and sales of securities 
or contracts to purchase and sell securities, general and auxiliary 
ledgers reflecting all asset, liability, reserve, capital, income 
and expense accounts, separate ledgers or records reflecting 
separately for each portfolio security as of the trade date, all 
``long'' and ``short'' positions carried by the fund for its own 
account, and corporate charters, certificates of incorporation, and 
by-laws.
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    (ii) Every fund must preserve for at least six years, and in an 
easily accessible place for the first two years: (a) all books and 
records required under rule 31a-1(b)(5)-(12); \5\ (b) all vouchers, 
memoranda, correspondence, checkbooks, bank statements, canceled 
checks, cash reconciliations, canceled stock certificates and all 
schedules that support each computation of net asset value of fund 
shares; and (c) any advertisement, pamphlet, circular, form letter or 
other sales literature addressed or intended for distribution to 
prospective investors.
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    \5\ 17 CFR 270.31a-1(b)(5)-(12). These include, among other 
records, of each brokerage order given in connection with purchases 
and sales of securities by the fund, all other portfolio purchases, 
records of all puts, calls, spreads, straddles or other options in 
which the fund has an interest, has granted, or has guaranteed, 
records of proof of money balances in all ledger accounts, files of 
all advisory material received from the investment adviser, and 
memoranda identifying persons, committees or groups authorizing the 
purchase or sale of securities for the fund.
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    (iii) Every underwriter, broker or dealer that is a majority-owned 
subsidiary of a fund must preserve records required to be preserved by 
brokers and dealers under rules adopted under section 17 of the 
Securities Exchange Act (``section 17'') for the periods established in 
those rules.
    (iv) Every depositor of any fund, and every principal underwriter 
of any fund other than a closed-end fund, must preserve for at least 
six years records required to be preserved by brokers and dealers under 
rules adopted under section 17 of the Exchange Act to the extent the 
records are necessary or appropriate to record the entity's 
transactions with the fund.
    (v) Every investment adviser that is a majority-owned subsidiary of 
a fund must preserve the records required to be maintained by 
investment advisers under rules adopted under section 204 of the 
Investment Advisers Act of 1940 (``section 204'') for the periods 
specified in those rules.
    (vi) Every investment adviser that is not a majority-owned 
subsidiary of a fund must preserve for at least six years records 
required to be maintained by registered investment advisers under rules 
adopted under section 204 to the extent the records are necessary or 
appropriate to reflect the adviser's transactions with the fund.
    Rule 31a-2 permits the organizations subject to the rule reproduce 
and preserve many records on photographic film (``microfilm'') or on 
magnetic tape, disk, or other computer storage medium. If one of these 
media is used by or on behalf of a fund, the fund must:
    (i) Arrange the records and index and file the microfilm or 
computer storage medium in a way that will permit immediate access and 
retrieval of any particular record;
    (ii) Be prepared to provide promptly a microfilm enlargement or 
computer printout, or other copy requested by Commission 
representatives or the fund's directors;
    (iii) Store one copy separately from the original of the microfilm 
or computer record for the time required to store the original.
    (iv) Maintain procedures for maintaining, preserving, and providing 
access to records stored on computer medium in order to reasonably 
safeguard them from loss or destruction; and
    (v) At all times have microfilm available for examination by 
Commission representatives or fund directors, and have available 
facilities for immediate, easily readable projection and production of 
easily readable enlargements of microfilm records.
    The Commission periodically inspects the operations of all funds to 
ensure their compliance with the provisions of the Act and the rules 
under the Act. Commission staff spend a significant portion of their 
time in these inspections reviewing the information contained in the 
books and records required to be kept by rule 31a-1 and to be preserved 
by rule 31a-2.
    The retention of records, as required by the rule, is necessary to 
insure that the public has access to material business and financial 
information about issuers of securities and regulated entities. As 
noted above, the Commission periodically inspects the operations of 
funds to ensure they are in compliance with the Act and regulations 
under the Act. Due to the limits on the Commission's resources, 
however, each fund may only be inspected at intervals of several years. 
In addition, under the federal securities laws, there is no time limit 
on the prosecution of persons engaged in certain types of conduct that 
violate the securities laws. For these reasons, the Commission often 
needs information relating to events or transactions that occurred 
years ago. Without the requirement to preserve books, records and other 
documents, the Commission would have difficulty determining whether the 
fund was in compliance with the law in such areas as valuation of its 
portfolio securities, computation of the prices investors paid and, 
when purchasing and selling fund shares, types and amounts of expenses 
the fund incurred, kinds of investments the fund purchased, actions of 
affiliated persons, or whether the fund had engaged in any illegal or 
fraudulent activities.
    There are approximately 3,900 active investment companies 
registered with the Commission as of December 31, 1998, all of which 
are required to comply with rule 31a-2. Based on conversations with 
representatives of the fund industry, Commission staff estimate that 
each fund spends approximately 27.8 hours per year complying with rule 
31a-2, for a total annual burden for the fund industry of approximately 
108,420 hours.\6\
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    \6\ Commission staff surveyed several fund representatives to 
determine the current burden hour estimate. Although the Commission 
did not change its collection of information requirements in rule 
31a-2, the fund representatives' estimates reflect an annual 
increase of 12.4 hours per fund over the burden of 15.4 hours 
estimated in the 1995 PRA submission. The change in annual hours is 
based upon an increase in the time each fund spends complying with 
the rule. The burden hours associated with maintaining records under 
rules adopted under section 204 of the Investment Advisers Act for 
investment advisers and under section 17 of the Exchange Act for 
underwriters, brokers, dealers, and depositors are addressed in the 
PRA submissions relating to the rules adopted under those sections.
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    The estimates of burden hours are made solely for the purposes of 
the Paperwork Reduction Act. The estimate is not derived from a 
comprehensive or even a representative survey or study of the costs of 
Commission rules and forms.
    Commission staff estimates the average cost of preserving books and 
records required by rule 31a-2, to be approximately $.000018 per $1.00 
of net assets per year.\7\ With the total net assets of all funds at 
about $4.5 trillion,\8\ the staff estimates compliance with rule 31a-2 
costs the fund industry

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approximately $81 million per year.\9\ Commission staff estimates, 
based on conversations with representatives of the fund industry, that 
funds would spend at least half of this amount ($40.5 million) in any 
case to preserve the books and records that are necessary to prepare 
financial statements, meet various state reporting requirements, and 
prepare their annual federal and state income tax returns.\10\
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    \7\ The staff estimated the annual cost of preserving the 
required books and records by identifying the annual costs by 
several funds and then relating this total cost to the average net 
assets of these funds during the year.
    \8\ See Investment Company Institute, 1998 Mutual Fund Fact 
Book, at 1.
    \9\ This estimate is based on the annual cost per dollar of net 
assets of the average fund as applied to the net assets of all 
funds.
    \10\ Several of the fund industry representatives surveyed 
indicated that the records required to be preserved and maintained 
by rule 31a-2 also are required for accounting, tax return and state 
reporting requirements. In the experience of two investment 
companies, the major portion of the cost, approximately 60 percent, 
is for labor related costs and approximately 40 percent is for 
storage related costs, however these companies were not able to 
allocate the percentage of costs attributable to rent or equipment.
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    These estimates of average costs are made solely for the purposes 
of the Paperwork Reduction Act. The estimate is not derived from a 
comprehensive or even a representative survey or study of the costs of 
Commission rules.
    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 invited on: (a) whether the collections of 
information are 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 burdens 
of the collections of information; (c) ways to enhance the quality, 
utility, and clarity of the information collected; and (d) ways to 
minimize the burdens of the collections 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 Michael E. Bartell, 
Associate Executive Director, Office of Information Technology, 
Securities and Exchange Commission, Mail Stop 0-4, 450 5th Street, NW., 
Washington, DC 20549.

    Dated: February 8, 1999.
Margaret H. McFarland,
Deputy Secretary.
[FR Doc. 99-3770 Filed 2-16-99; 8:45 am]
BILLING CODE 8010-01-M