[Federal Register Volume 72, Number 76 (Friday, April 20, 2007)]
[Notices]
[Pages 19985-19986]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: E7-7491]


-----------------------------------------------------------------------

SECURITIES AND EXCHANGE COMMISSION


Submission for OMB Review; Comment Request

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

Extension:
    Rule 23c-3 and Form N-23c-3; SEC File No. 270-373; OMB Control 
No. 3235-0422.

    Notice is hereby given that pursuant to the Paperwork Reduction Act 
of 1995 (44 U.S.C. 350 et. seq.), the Securities and Exchange 
Commission (the ``Commission'') has submitted to the Office of 
Management and Budget (``OMB'') a request for extension and approval of 
the collections 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.) is entitled: ``Repurchase of Securities 
of Closed-End Companies.'' The rule permits certain closed-end 
investment companies (``closed-end funds'' or ``funds'') periodically 
to offer to repurchase from shareholders a limited number of shares at 
net asset value. The rule includes several reporting and recordkeeping 
requirements. The fund 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'')) attached to Form 
N-23c-3 (17 CFR 274.221), a cover sheet that provides limited 
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.\2\
---------------------------------------------------------------------------

    \1\ Form N-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).
    \2\ Rule 24b-3 under the Investment Company Act (17 CFR 270.24b-
3), however, would generally exempt the fund from that requirement 
when the materials are filed instead with the NASD, as nearly always 
occurs under NASD procedures, which apply to the underwriter of 
every fund.
---------------------------------------------------------------------------

    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, which may 
differ from previous

[[Page 19986]]

offers on such matters as the maximum amount of shares to be 
repurchased (the maximum repurchase amount may range from 5% to 25% of 
outstanding shares). 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 investment company is intended to facilitate the 
review of these materials by the Commission or the NASD to prevent 
incomplete, inaccurate, or misleading disclosure about the special 
characteristics of a closed-end fund that makes periodic repurchase 
offers.
    Compliance with the collection of information requirements of the 
rule and form is mandatory only for those funds that rely on the rule 
in order 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 
control number.
    The Commission staff estimates that approximately 34 funds make use 
of rule 23c-3, and that on average a fund spends approximately 126 
hours annually in complying with the requirements of the rule and Form 
N-23c-3. The Commission staff therefore estimates the total annual 
burden of the rule's and form's paperwork requirements to be 4284 
hours.
    Please direct general comments regarding the above information to 
the following persons: (i) Desk Officer for the Securities and Exchange 
Commission, Office of Management and Budget, Room 10102, New Executive 
Office Building, Washington, DC 20503 or email to: [email protected]; and (ii) R. Corey Booth, Director/Chief 
Information Officer, Securities and Exchange Commission, C/O Shirley 
Martinson 6432 General Green Way, Alexandria, VA 22312; or send an e-
mail to: [email protected]. Comments must be submitted to OMB within 
30 days of this notice.

    Dated: April 16, 2007.
Florence E. Harmon,
Deputy Secretary.
 [FR Doc. E7-7491 Filed 4-19-07; 8:45 am]
BILLING CODE 8010-01-P