[Federal Register Volume 79, Number 209 (Wednesday, October 29, 2014)]
[Rules and Regulations]
[Pages 64311-64313]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2014-25536]


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SECURITIES AND EXCHANGE COMMISSION

17 CFR Part 232

[Release Nos. 33-9668; 34-73390; 39-2498; IC-31294]


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 updates are being made primarily to 
support the revision of the disclosure, reporting and offering process 
for asset-backed securities (ABS) to enhance transparency and better 
protect investors in the securitization market; system upgrade to be 
compatible with Internet Explorer (IE) version 8.0; revision of the N-
SAR system requirements. The EDGAR system is scheduled to be upgraded 
to support this functionality on October 20, 2014.

DATES: Effective October 29, 2014. The incorporation by reference of 
the EDGAR Filer Manual is approved by the Director of the Federal 
Register as of October 29, 2014.

FOR FURTHER INFORMATION CONTACT: In the Division of Corporation 
Finance, for questions concerning the revisions for asset-backed 
securities contact Heather Mackintosh at (202) 551-3600; and in the 
Office of Information Technology, contact Tammy Borkowski at (202) 551-
7208.

SUPPLEMENTARY INFORMATION: We are adopting an updated EDGAR Filer

[[Page 64312]]

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 June 20, 2014. See Release No. 33-9600 (June 20, 
2014) [79 FR 35280].
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    The revisions to the Filer Manual reflect changes within Volume I 
entitled EDGAR Filer Manual, Volume I: ``General Information,'' Version 
18 (October 2014), Volume II entitled EDGAR Filer Manual, Volume II: 
``EDGAR Filing,'' Version 28 (October 2014), and Volume III entitled 
EDGAR Filer Manual, Volume III: ``N-SAR Supplement,'' Version 4 
(October 2014). 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. 33-9600 in which we implemented EDGAR 
Release 14.1. For additional history of Filer Manual rules, please 
see the cites therein.
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    The EDGAR system will be upgraded to Release 14.2 on October 20, 
2014 and will introduce the following changes.
    EDGAR will be updated to add new submission form types SF-1, SF-1/
A, SF-3, SF-3/A, SF-3MEF, 424H, 424H/A, ABS-EE, and ABS-EE/A to the 
EDGAR Filing Web site. These submission form types can be accessed by 
selecting the `EDGARLink Online Form Submission' link on the EDGAR 
Filing Web site. Additionally, filers may construct XML submissions for 
these submission form types by following the ``EDGARLink Online XML 
Technical Specification'' document.
    New exhibits EX-102 (Asset Data File) and EX-103 (Asset Related 
Document) will be available on EDGARLink Online for submission form 
types ABS-EE and ABS-EE/A. Filers must construct an XML Asset-Backed 
Security (ABS) Asset Data File by following the new ``EDGAR ABS XML 
Technical Specification'' document. Each element listed in the Element/
Attribute Name column in section 3.4 (Mapping of ABS Schemas to Asset 
Data Types) of the ``EDGAR ABS XML Technical Specification'' document 
corresponds to an Item number of Schedule AL--Asset-Level Information 
(17 CFR 229.1125). Schedule AL contains the complete title and 
description of each of the disclosure requirements and filers should 
refer to Schedule AL for a full description of the information that 
must be provided in any ABS Asset Data File.
    Form 8-K Item 6.06 (Static Pool) will be available on EDGARLink 
Online for submission form types 8-K, 8-K/A, 8-K12B, 8-K12B/A, 8-K12G3, 
8-K12G3/A, 8-K15D5, and 8-K15D5/A.
    Exhibit EX-106 (Static Pool) will be available on EDGARLink Online 
and can be included with the following submission form types: S-1, S-1/
A, S-1MEF, S-3, S-3/A, S-3ASR, S-3D, S-3DPOS, S-3MEF, SF-1, SF-1/A, SF-
3, SF-3/A, and SF-3MEF. In addition, Exhibit EX-106 can also be 
included with the following submission form types if Item 6.06 is 
selected: 8-K, 8-K/A, 8-K12B, 8-K12B/A, 8-K12G3, 8-K12G3/A, 8-K15D5, 
and 8-K15D5/A.
    The Login and Frequently Asked Questions (FAQ) screens for all 
EDGAR Web sites, the EDGAR Portal, and the EDGAR Company Database will 
be updated to specify Internet Explorer 8.0 as the recommended browser 
and Firefox 24.x as an additionally compatible browser.
    EDGAR Filer Manual Volume I (General Information) and EDGAR Filer 
Manual Volume II (EDGAR Filing) will be updated to remove all 
references to leased line filings, as EDGAR no longer supports the 
leased line filing method.
    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.
    The updated EDGAR Filer Manual will be available for Web site 
viewing and printing; the address for the Filer Manual is http://www.sec.gov/info/edgar.shtml. You may also 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., Washington, 
DC 20549, on official business days between the hours of 10:00 a.m. and 
3:00 p.m.
    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).\4\ It follows that the requirements of the Regulatory 
Flexibility Act \5\ do not apply.
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    \4\ 5 U.S.C. 553(b).
    \5\ 5 U.S.C. 601-612.
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    The effective date for the updated Filer Manual and the rule 
amendments is October 29, 2014. In accordance with the APA,\6\ 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 14.2 is scheduled to become available on October 20, 2014. 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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    \6\ 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,\7\ Sections 3, 12, 
13, 14, 15, 23, and 35A of the Securities Exchange Act of 1934,\8\ 
Section 319 of the Trust Indenture Act of 1939,\9\ and Sections 8, 30, 
31, and 38 of the Investment Company Act of 1940.\10\
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    \7\ 15 U.S.C. 77f, 77g, 77h, 77j, and 77s(a).
    \8\ 15 U.S.C. 78c, 78l, 78m, 78n, 78o, 78w, and 78ll.
    \9\ 15 U.S.C. 77sss.
    \10\ 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:

[[Page 64313]]

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 18 (October 2014). The requirements for filing 
on EDGAR are set forth in the updated EDGAR Filer Manual, Volume II: 
``EDGAR Filing,'' Version 28 (October 2014). Additional provisions 
applicable to Form N-SAR filers are set forth in the EDGAR Filer 
Manual, Volume III: ``N-SAR Supplement,'' Version 4 (October 2014). 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. The EDGAR Filer Manual is available 
for Web site viewing and printing; the address for the Filer Manual is 
http://www.sec.gov/info/edgar.shtml. 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., Washington, 
DC 20549, on official business days between the hours of 10:00 a.m. and 
3:00 p.m. 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: October 20, 2014.
Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2014-25536 Filed 10-28-14; 8:45 am]
BILLING CODE 8011-01-P