[Federal Register Volume 72, Number 128 (Thursday, July 5, 2007)]
[Notices]
[Pages 36737-36738]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: E7-12939]


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SECURITIES AND EXCHANGE COMMISSION


Proposed Collection; Comment Request

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

Extension: Rule 17a-8; SEC File No. 270-225; OMB Control No. 3235-
0235

    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 collection of 
information summarized below. The Commission plans to submit this 
existing collection of information to the Office of Management and 
Budget (``OMB'') for extension and approval.
    Rule 17a-8 (17 CFR 270.17a-8) under the Investment Company Act of 
1940 (the ``Act'') (15 U.S.C. 80a) is entitled

[[Page 36738]]

``Mergers of affiliated companies.'' Rule 17a-8 exempts certain mergers 
and similar business combinations (``mergers'') of affiliated 
registered investment companies (``funds'') from prohibitions under 
section 17(a) of the Act (15 U.S.C. 80a-17(a)) on purchases and sales 
between a fund and its affiliates. The rule requires fund directors to 
consider certain issues and to record their findings in board minutes. 
The rule requires the directors of any fund merging with an 
unregistered entity to approve procedures for the valuation of assets 
received from that entity. These procedures must provide for the 
preparation of a report by an independent evaluator that sets forth the 
fair value of each such asset for which market quotations are not 
readily available. The rule also requires a fund being acquired to 
obtain approval of the merger transaction by a majority of its 
outstanding voting securities, except in certain situations, and 
requires any surviving fund to preserve written records describing the 
merger and its terms for six years after the merger (the first two in 
an easily accessible place).
    The average annual burden of meeting the requirements of rule 17a-8 
is estimated to be 7 hours for each fund. The Commission staff 
estimates that each year approximately 920 funds rely on the rule. The 
estimated total average annual burden for all respondents therefore is 
6,440 hours.
    This estimate represents an increase of 2,240 hours from the prior 
estimate of 4,200 hours. The increase results from an increase in the 
estimated number of mergers of affiliated funds and fund portfolios.
    The average cost burden of preparing a report by an independent 
evaluator in a merger with an unregistered entity is estimated to be 
$15,000. The average net cost burden of obtaining approval of a merger 
transaction by a majority of a fund's outstanding voting securities is 
estimated to be $75,000. The Commission staff estimates that each year 
approximately 15 mergers with unregistered entities occur and 
approximately 22 funds hold shareholder votes that would not otherwise 
have held a shareholder vote to comply with state law. The total annual 
cost burden of meeting these requirements is estimated to be 
$1,875,000.
    The estimates of average burden hours and average cost burdens are 
made solely for the purposes of the Paperwork Reduction Act, and are 
not derived from a comprehensive or even a representative survey or 
study. 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 requested on: (a) Whether the collection of 
information is 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 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.
    Please direct your written comments to 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 email to: [email protected].

    Dated: June 26, 2007.
Florence E. Harmon,
Deputy Secretary.
[FR Doc. E7-12939 Filed 7-3-07; 8:45 am]
BILLING CODE 8010-01-P