[Federal Register Volume 78, Number 98 (Tuesday, May 21, 2013)]
[Rules and Regulations]
[Pages 29616-29618]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2013-11921]
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SECURITIES AND EXCHANGE COMMISSION
17 CFR Part 232
[Release Nos. 33-9403; 34-69568; 39-2490; IC-30515]
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 and related rules to reflect
updates to the EDGAR system. The revisions are being made primarily to
implement the new Form 13F online application and to support US GAAP
2013 Taxonomy. The EDGAR system is scheduled to be upgraded to support
this functionality on May 20, 2013.
DATES: Effective May 21, 2013. The incorporation by reference of the
EDGAR Filer Manual is approved by the Director of the Federal Register
as of May 21, 2013.
FOR FURTHER INFORMATION CONTACT: In the Division of Investment
Management, for questions concerning Form 13F contact Judith Gechter at
(202) 551-6860; in the Division of Risk, Strategy, and Financial
Innovation for questions concerning XBRL Taxonomies contact Matthew
Carruth at (202) 551-2033; and in the Office of Information Technology,
contact Vanessa Anderson at (202) 551-8800.
SUPPLEMENTARY INFORMATION: We are adopting an updated EDGAR Filer
Manual, Volume I, Volume II, and Volume III. 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 EDGARLink Online and the
Online Forms/XML Web site.
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\1\ We originally adopted the Filer Manual on April 1, 1993,
with an effective date of April 26, 1993. Release No. 33-6986 (April
1, 1993) [58 FR 18638]. We implemented the most recent update to the
Filer Manual on January 14, 2013. See Release No. 33-9382 (January
23, 2013) [77 FR 54806].
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The revisions to the Filer Manual reflect changes within Volume I
entitled EDGAR Filer Manual, Volume I: ``General Information,'' Version
15 (May 2013), Volume II entitled EDGAR Filer Manual, Volume II:
``EDGAR Filing,'' Version 23 (May 2013), and Volume III
[[Page 29617]]
entitled EDGAR Filer Manual Volume III: ``N-SAR Supplement'' Version 2
(August 2011).\2\ The updated manual will be incorporated by reference
into the Code of Federal Regulations.
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\2\ EDGAR Filer Manual Volume III: ``N-SAR Supplement'' Version
2 (August 2011) was previously removed in preparation of conversion
of the DOS based Form N-SAR application to an online application.
See Release No 33-9303. The Commission is no longer pursuing this
conversion as comprehensive enhancements to the form are being
considered.
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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 may 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 No. 33-9382 (January 23, 2013) [78 FR 4766] in
which we implemented EDGAR Release 13.0. For additional history of
Filer Manual rules, please see the cites therein.
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The EDGAR system will be upgraded to Release 13.1 on May 20, 2013
and will introduce the following changes: EDGAR will be updated to
implement the new Form 13F online application. Form 13F will no longer
be available on the EDGARLink Online application. Form 13F may only be
filed using the new online version of the form available on the EDGAR
Filing Web site or constructed by filers according to the new `EDGAR
Form 13F XML Technical Specification' document. The submission form
types 13F-HR, 13-HR/A, 13F-NT, and 13-NT/A will be accessible by
selecting the `File Form 13F' link on the EDGAR Filing Web site.
Instructions to file the online version of Form 13F are included in
two new sections of Chapter 9 (Preparing and Transmitting Online
Submissions) of the ``EDGAR Filer Manual, Volume II: EDGAR Filing'' to
guide filers through the filing process. These sections will replace
Appendix G, Form 13F Special Electronic Filing Instructions.
EDGAR will be upgraded to support the US GAAP 2013 Taxonomy. In
addition EDGAR will no longer provide support for the US GAAP 2011
Taxonomy. Please see a complete listing of supported standard
taxonomies on the Commission's public Web site (http://www.sec.gov/info/edgar/edgartaxonomies.shtml).
The Commission is no longer pursuing its existing project to modify
the method of filing Form N-SAR from a DOS-based application to an
online (XML) application. The draft Form N-SAR XML Technical
Specification document will be removed from the Web site and the
references to the new application will be removed from the EDGAR Filer
Manual. Filers should continue to use the DOS-based application to
create Form N-SAR submissions and the EDGAR Filer Manual, Volume III:
``N-SAR Supplement'' as comprehensive enhancements to the form are
being considered. Please see ``Notice to EDGAR Form N-SAR Filers''
posted on the Commission's public Web site's ``Information for EDGAR
Filers'' page (http://www.sec.gov/info/edgar.shtml) for additional
information.
Along with the 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, 100 F Street NE., Room 1543, Washington DC 20549, on
official business days between the hours of 10:00 a.m. and 3:00 p.m. 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.
Since the Filer Manual and the corresponding rule changes relate
solely to agency procedures or practice, publication for notice and
comment is not required under the Administrative Procedure Act
(APA).\5\ It follows that the requirements of the Regulatory
Flexibility Act \6\ do not apply.
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\5\ 5 U.S.C. 553(b).
\6\ 5 U.S.C. 601-612.
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The effective date for the updated Filer Manual and the rule
amendments is May 21, 2013. In accordance with the APA,\7\ 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
13.1 is scheduled to become available on May 20, 2013. The Commission
believes that establishing an effective date less than 30 days after
publication of these rules is necessary to coordinate the effectiveness
of the updated Filer Manual with the system upgrade.
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\7\ 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 of 1933,\8\ Sections 3, 12,
13, 14, 15, 23, and 35A of the Securities Exchange Act of 1934,\9\
Section 319 of the Trust Indenture Act of 1939,\10\ and Sections 8, 30,
31, and 38 of the Investment Company Act of 1940.\11\
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\8\ 15 U.S.C. 77f, 77g, 77h, 77j, and 77s(a).
\9\ 15 U.S.C. 78c, 78l, 78m, 78n, 78o, 78w, and 78ll.
\10\ 15 U.S.C. 77sss.
\11\ 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
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
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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), 77z-3,
77sss(a), 78c(b), 78l, 78m, 78n, 78o(d), 78w(a), 78ll, 80a-6(c),
80a-8, 80a-29, 80a-30, 80a-37, and 7201 et seq.; and 18 U.S.C. 1350.
* * * * *
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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 becoming an EDGAR Filer and updating company data are
set forth in the updated EDGAR Filer Manual, Volume I: ``General
Information,'' Version 15 (May 2013). The requirements for filing on
EDGAR are set forth in the updated EDGAR Filer Manual, Volume II:
``EDGAR Filing,'' Version 23 (May 2013). Additional provisions
applicable to Form N-SAR filers are set forth in the EDGAR Filer
Manual, Volume III: ``N-SAR Supplement,'' Version 2 (August 2011). 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 order for documents to
be timely received and accepted. You can obtain paper copies of the
EDGAR Filer Manual from the following address:
[[Page 29618]]
Public Reference Room, U.S. Securities and Exchange Commission, 100 F
Street NE., Room 1543, Washington, DC 20549, on official business days
between the hours of 10:00 a.m. and 3:00 p.m. Electronic 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 inspect the
document at the National Archives and Records Administration (NARA).
For information on the availability of this material at NARA, call 202-
741-6030, or go to: http://www.archives.gov/federal_register/code_of_federal_regulations/ibr_locations.html.
By the Commission.
Dated: May 14, 2013.
Elizabeth M. Murphy,
Secretary.
[FR Doc. 2013-11921 Filed 5-20-13; 8:45 am]
BILLING CODE 8011-01-P