[Federal Register Volume 69, Number 79 (Friday, April 23, 2004)]
[Rules and Regulations]
[Pages 21954-21956]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 04-9273]
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SECURITIES AND EXCHANGE COMMISSION
17 CFR Part 232
[Release Nos. 33-8409; 34-49580; 35-27836; 39-2419; IC-26420]
RIN 3235-AG96
Adoption of Updated EDGAR Filer Manual
AGENCY: Securities and Exchange Commission.
ACTION: Final rule.
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SUMMARY: The Securities and Exchange Commission (the Commission) is
adopting revisions to the Electronic Data Gathering, Analysis, and
Retrieval System (EDGAR) Filer Manual to reflect updates to the EDGAR
system. The revisions are being made primarily to support the mandatory
electronic filing of Form ID, the application for access codes to file
on EDGAR, via a new EDGAR Filer Management Web site and to support the
initial period of our proposal to expand the information that we
require certain open-end management investment companies and insurance
company separate accounts to submit to us electronically through EDGAR
regarding their series and classes (or contracts, in the case of
separate accounts).
The revisions to the Filer Manual reflect changes within Volumes I,
II and III, entitled ``EDGAR Release 8.7 EDGARLink Filer Manual,''
``EDGAR Release 8.7 N-SAR Supplement Filer Manual,'' and ``EDGAR
Release 8.7 OnlineForms Filer Manual'' respectively. The updated manual
will be incorporated by reference into the Code of Federal Regulations.
EFFECTIVE DATE: April 26, 2004. The incorporation by reference of the
EDGAR Filer Manual is approved by the Director of the Federal Register
as of April 26, 2004.
FOR FURTHER INFORMATION CONTACT: In the Office of Information
Technology, Rick Heroux, at (202) 942-8800; for questions concerning
the Division of Investment Management filings, in the Division of
Investment Management, Ruth Armfield Sanders, Senior Special Counsel,
at (202) 942-0978; and for questions concerning the Division of
Corporation Finance filings, in the Division of Corporation Finance,
Herbert Scholl, Office Chief, EDGAR and Information Analysis, at (202)
942-2940; in the Office of Filings and Information Services, Margaret
A. Favor, (202) 942-8900.
SUPPLEMENTARY INFORMATION: Today we are adopting an updated EDGAR Filer
Manual (Filer Manual). The Filer Manual describes the technical
formatting requirements for the preparation and submission of
electronic filings through the EDGAR system.\1\ It also describes the
requirements for filing using modernized EDGARLink.\2\
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\1\ We originally adopted the Filer Manual on July 1, 1993, with
an effective date of July 26, 1993. Release No. 33-6986 (Apr. 1,
1993) [58 FR 18638]. We implemented the most recent update to the
Filer Manual on July 31, 2003. See Release Nos. 33-8255 (July 22,
2003) [68 FR 44876] and 33-8255A (Sept. 10, 2003) [68 FR 53289].
\2\ This is the filer assistance software we provide filers
filing on the EDGAR system.
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The Filer Manual contains all the technical specifications for
filers to submit filings using the EDGAR system. Filers must comply
with the applicable provisions of the Filer Manual in order to assure
the timely acceptance and processing of filings made in electronic
format.\3\ Filers should consult the Filer Manual in conjunction with
our rules governing mandated electronic filing when preparing documents
for electronic submission.\4\
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\3\ See Rule 301 of Regulation S-T (17 CFR 232.301).
\4\ See Release Nos. 33-6977 (Feb. 23, 1993) [58 FR 14628], IC-
19284 (Feb. 23, 1993) [58 FR 14848], 35-25746 (Feb. 23, 1993) [58 FR
14999], and 33-6980 (Feb. 23, 1993) [58 FR 15009] in which we
comprehensively discuss the rules we adopted to govern mandated
electronic filing. See also Release No. 33-7122 (Dec. 19, 1994) [59
FR 67752], in which we made the EDGAR rules final and applicable to
all domestic registrants; Release No. 33-7427 (July 1, 1997) [62 FR
36450], in which we adopted minor amendments to the EDGAR rules;
Release No. 33-7472 (Oct. 24, 1997) [62 FR 58647], in which we
announced that, as of January 1, 1998, we would not accept in paper
filings that we require filers to submit electronically; Release No.
34-40934 (Jan. 12, 1999) [64 FR 2843], in which we made mandatory
the electronic filing of Form 13F; Release No. 33-7684 (May 17,
1999) [64 FR 27888], in which we adopted amendments to implement the
first stage of EDGAR modernization; Release No. 33-7855 (July 24,
2000) [65 FR 24788], in which we implemented EDGAR Release 7.0;
Release No. 33-7999 (August 7, 2001) [66 FR 42941], in which we
implemented EDGAR Release 7.5; Release No. 33-8007 (September 24,
2001) [66 FR 42829], in which we implemented EDGAR Release 8.0;
Release No. 33-8224 (May 7, 2003) [66 FR 24345], in which we
implemented EDGAR Release 8.5 and Release Nos. 33-8255 (July 22,
2003) [68 FR 44876] and 33-8255A (Sept. 10, 2003) [68 FR 53289] in
which we implemented EDGAR Release 8.6.
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[[Page 21955]]
We will implement EDGAR Release 8.7 on April 26, 2004, to support
the mandatory electronic filing of Form ID\5\, via the new EDGAR Filer
Management Web site, and to support the initial period of our proposal
to expand the information that we require certain open-end management
investment companies and insurance company separate accounts to submit
to us electronically through EDGAR regarding their series and classes
(or contracts, in the case of separate accounts).\6\ The initial period
being supported in this revision will allow these investment companies,
which we refer to as ``S/C Funds,'' to enter series and class
(contract) information using the new Series and Classes (Contracts)
Information page on the EDGAR Filer Web site (https://www.edgarfiling.sec.gov) to obtain series and class (contract)
identifiers.
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\5\ See Release Nos. 33-8399 (Mar. 15, 2004) [69 FR 13426],
``Mandated Electronic Filing for Form ID.''
\6\ See Release No. 33-8401 (Mar. 16, 2004) [69 FR 13690],
``Rulemaking for EDGAR System.''
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In addition, the new release will include EDGAR company naming
convention updates. It will increase the company name length from 60
characters to 150 characters and support the use of additional ASCII
characters in the company name and the ability to store and disseminate
mixed-case company names \7\ instead of in all upper case (as was done
in the past). It will also add new paper Form types 40-17GCS and 40-
17GCS/A; a new field on the EDGAR Filer Web site's Company Information
screen that will allow accelerated Form 10-K filers to identify
themselves as such;\8\ a serial company name tag to Form 424 to allow
for the entry of serial company names; a new tag for a filer supplied
file number to Form 15-15D and Form 15-15D/A; and ``EX-99.CERT'' to the
EDGARLink drop-down menu for Form types N-Q and N-Q/A.
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\7\ Additional ASCII characters accepted are: exclamation point
(ASCII 33), pound/number sign (ASCII 35), dollar sign (ASCII 36),
left parenthesis (ASCII 40), right parenthesis (ASCII 41), comma
(ASCII 44), period (ASCII 46), colon (ASCII 58), semicolon (ASCII
59), equals sign (ASCII 61), at sign (ASCII 64), back quote (ASCII
96), left brace (ASCII 123), vertical bar (ASCII 124), right brace
(ASCII 125).
\8\ Applicable EDGAR filers can do this by selecting the
Information Exchange--Retrieve/Edit Data option from the EDGAR filer
Web site.
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EDGAR 8.7 supports backward compatibility of the 8.6.m templates as
long as the reporting requirements for specific form types have not
changed. EDGAR 8.7 server software supports all of the field
identifiers that were valid in the 8.6.m version of the PureEdge
templates. Notice of the update has previously been provided on the
EDGAR filing Web site and on the Commission's public Web site. The
discrete updates are reflected on the filing Web site and in the
updated draft Filer Manual Volumes.
Along with adoption of the Filer Manual, we are amending Rule 301
of Regulation S-T to provide for the incorporation by reference into
the Code of Federal Regulations of today's revisions. This
incorporation by reference was approved by the Director of the Federal
Register in accordance with 5 U.S.C. 552(a) and 1 CFR Part 51.
You may obtain paper copies of the updated Filer Manual at the
following address: Public Reference Room, U.S. Securities and Exchange
Commission, 450 Fifth Street, NW., Washington DC 20549-0102. We will
post electronic format copies on the Commission's Web site; the address
for the Filer Manual is <http://www.sec.gov/info/edgar.shtml. You may also obtain copies from Thomson
Financial Inc, the paper and microfiche contractor for the Commission,
at (800) 638-8241.
Since the Filer Manual relates solely to agency procedures or
practice, publication for notice and comment is not required under the
Administrative Procedure Act (APA).\9\ It follows that the requirements
of the Regulatory Flexibility Act \10\ do not apply.
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\9\ 5 U.S.C. 553(b).
\10\ 5 U.S.C. 601-612.
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The effective date for the updated Filer Manual and the rule
amendments is April 26, 2004. In accordance with the APA,\11\ we find
that there is good cause to establish an effective date less than 30
days after publication of these rules. The EDGAR system upgrade to
Release 8.7 is scheduled to become available on April 26, 2004. The
Commission believes that it is necessary to coordinate the
effectiveness of the updated Filer Manual with the scheduled system
upgrade.
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\11\ 5 U.S.C. 553(d)(3).
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Statutory Basis
We are adopting the amendments to Regulation S-T under Sections 6,
7, 8, 10, and 19(a) of the Securities Act,\12\ Sections 3, 12, 13, 14,
15, 23, and 35A of the Securities Exchange Act of 1934,\13\ Section 20
of the Public Utility Holding Company Act of 1935,\14\ Section 319 of
the Trust Indenture Act of 1939,\15\ and Sections 8, 30, 31, and 38 of
the Investment Company Act of 1940.\16\
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\12\ 15 U.S.C. 77f, 77g, 77h, 77j, and 77s(a).
\13\ 15 U.S.C. 78c, 78l, 78m, 78n, 78o, 78w, and 78ll.
\14\ 15 U.S.C. 79t.
\15\ 15 U.S.C. 77sss.
\16\ 15 U.S.C. 80a-8, 80a-29, 80a-30, and 80a-37.
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List of Subjects in 17 CFR Part 232
Incorporation by reference, Reporting and recordkeeping
requirements, Securities.
Text of the Amendment
0
In accordance with the foregoing, Title 17, Chapter II of the Code of
Federal Regulations is amended as follows:
PART 232--REGULATION S-T--GENERAL RULES AND REGULATIONS FOR
ELECTRONIC FILINGS
0
1. The authority citation for Part 232 continues to read in part as
follows:
Authority: 15 U.S.C. 77f, 77g, 77h, 77j, 77s(a), 77sss(a),
78c(b), 78l, 78m, 78n, 78o(d), 78w(a), 78ll(d), 79t(a), 80a-8, 80a-
29, 80a-30 and 80a-37.
* * * * *
0
2. Section 232.301 is revised to read as follows:
Sec. 232.301 EDGAR Filer Manual.
Filers must prepare electronic filings in the manner prescribed by
the EDGAR Filer Manual, promulgated by the Commission, which sets out
the technical formatting requirements for electronic submissions. The
requirements for filers using modernized EDGARLink are set forth in the
EDGAR Release 8.7 EDGARLink Filer Manual Volume I, dated April 2004.
Additional provisions applicable to Form N-SAR filers and Online Forms
filers are set forth in the EDGAR Release 8.7 N-SAR Supplement Filer
Manual Volume II, dated April 2004, and the EDGAR Release 8.7
OnlineForms Filer Manual Volume III, dated April 2004. All of these
provisions have been incorporated by reference into the Code of Federal
Regulations, which action was approved by the Director of the Federal
Register in accordance with 5 U.S.C. 552(a) and 1 CFR Part 51. You must
comply with these requirements in
[[Page 21956]]
order for documents to be timely received and accepted. You can obtain
paper copies of the EDGAR Filer Manual from the following address:
Public Reference Room, U.S. Securities and Exchange Commission, 450
Fifth Street, NW., Washington, DC 20549-0102 or by calling Thomson
Financial Inc at (800) 638-8241. Electronic format copies are available
on the Commission's Web site. The address for the Filer Manual is
<http://www.sec.gov/info/edgar.shtml. You can also photocopy
the document at the Office of the Federal Register, 800 North Capitol
Street, NW., Suite 700, Washington, DC.
Dated: April 19, 2004.
By the Commission.
Margaret H. McFarland,
Deputy Secretary.
[FR Doc. 04-9273 Filed 4-20-04; 2:01 pm]
BILLING CODE 8010-01-P