[Federal Register Volume 78, Number 191 (Wednesday, October 2, 2013)]
[Rules and Regulations]
[Pages 60684-60686]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2013-23914]
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SECURITIES AND EXCHANGE COMMISSION
17 CFR Part 232
[Release Nos. 33-9457; 34-70497; 39-2492; IC-30722]
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
support updates to Form D and to submission form types 13F-HR and 13F-
HR/A. The EDGAR system is scheduled to be upgraded to support this
functionality on September 23, 2013.
DATES: Effective Date: October 2, 2013. The incorporation by reference
of the EDGAR Filer Manual is approved by the Director of the Federal
Register as of October 2, 2013.
FOR FURTHER INFORMATION CONTACT: In the Division of Corporation
Finance, for questions concerning Form D contact Heather Mackintosh at
(202) 551-3600; in the Division of Investment
[[Page 60685]]
Management, for questions concerning Form 13F contact Heather Fernandez
at (202) 551-6715; 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 II. 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 July 25, 2013. See Release No. 33-9433 (July 31,
2013) [78 FR 46256].
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The revisions to the Filer Manual reflect changes within Volume II
entitled EDGAR Filer Manual, Volume II: ``EDGAR Filing,'' Version 25
(September 2013). The updated manual will be incorporated by reference
into the Code of Federal Regulations.
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.\2\ Filers may consult the Filer Manual in conjunction with our
rules governing mandated electronic filing when preparing documents for
electronic submission.\3\
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\2\ See Rule 301 of Regulation S-T (17 CFR 232.301).
\3\ See Release No. 33-9433 in which we implemented EDGAR
Release 13.2. For additional history of Filer Manual rules, please
see the cites therein.
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The EDGAR system will be upgraded to Release 13.3 on September 23,
2013 and will introduce the following changes: Form D screens and
instructions will be updated for Item 6 to replace the reference to
``Rule 506'' with ``Rule 506(b)'' and ``Rule 506(c)'', and to replace
the reference to ``Securities Act Section 4(5)'' with ``Securities Act
Section 4(a)(5)'', as per Release No. 33-9415.\4\ Additionally, Form D
``Terms of Submission'' in the Signature and Submission screen will be
updated as per Release No. 33-9414.\5\
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\4\ See Release No. 33-9415 (September 23, 2013) [78 FR 44771].
\5\ See Release No. 33-9414 (September 23, 2013) [78 FR 44729].
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Submission form types 13F-HR and 13F-HR/A will be updated to allow
a maximum of 16 digits in the Sole, Shared, and None columns in COLUMN
8 of the Information Table.
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).\6\ It follows that the requirements of the Regulatory
Flexibility Act \7\ do not apply.
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\6\ 5 U.S.C. 553(b).
\7\ 5 U.S.C. 601-612.
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The effective date for the updated Filer Manual and the rule
amendments is October 2, 2013. In accordance with the APA,\8\ 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 13.3 is scheduled to become available on September 23, 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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\8\ 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,\9\ Sections 3, 12,
13, 14, 15, 23, and 35A of the Securities Exchange Act of 1934,\10\
Section 319 of the Trust Indenture Act of 1939,\11\ and Sections 8, 30,
31, and 38 of the Investment Company Act of 1940.\12\
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\9\ 15 U.S.C. 77f, 77g, 77h, 77j, and 77s(a).
\10\ 15 U.S.C. 78c, 78l, 78m, 78n, 78o, 78w, and 78ll.
\11\ 15 U.S.C. 77sss.
\12\ 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
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), 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.
* * * * *
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 becoming an EDGAR Filer and updating company data are
set forth in the 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 25 (September 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: 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/
[[Page 60686]]
code--of--federal--regulations/ibr--locations.html.
By the Commission.
Dated: September 25, 2013.
Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2013-23914 Filed 10-1-13; 8:45 am]
BILLING CODE 8011-01-P