[Federal Register Volume 81, Number 243 (Monday, December 19, 2016)]
[Notices]
[Pages 91988-91990]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2016-30374]


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SECURITIES AND EXCHANGE COMMISSION


Proposed Collection; Comment Request

Upon Written Request, Copies Available From: Securities and Exchange 
Commission, Office of FOIA Services, 100 F Street NE., Washington, DC 
20549-2736.

Extension:
    Rules 15Ba1-1 through 15Ba1-8, SEC File No. 270-619, OMB Control 
No. 3235-0681.

    Notice is hereby given that pursuant to the Paperwork Reduction Act 
of 1995 (44 U.S.C. 3501 et seq.), the Securities and Exchange 
Commission (``Commission'') is soliciting comments on the collection of 
information provided for in Rules 15Ba1-1 to 15Ba1-8 (17 CFR 240.15Ba1-
1 to 17 CFR 240.15Ba1-8)--Registration of Municipal Advisors, under the 
Securities Exchange Act of 1934 (15 U.S.C. 78a et seq.) (the ``Act''). 
The Commission plans to submit this existing collection of information 
to the Office of Management and Budget for extension and approval.
    On September 20, 2013 (see 78 FR 67468, November 12, 2013), the 
Commission adopted Rules 15Ba1-1 through 15Ba1-8 and Rule 15Bc4-1 under 
the Act to establish the rules by which a municipal advisor must 
obtain, maintain, and terminate its registration with the Commission. 
In addition, the rules interpret the definition of the term ``municipal 
advisor,'' interpret the statutory exclusions from that definition, and 
provide certain additional regulatory exemptions. The rules became 
effective on January 13,

[[Page 91989]]

2014; however, on January 13, 2014, the Commission temporarily stayed 
such rules until July 1, 2014 (see 79 FR 2777, January 16, 2014). 
Section 15B(a)(1) of the Act makes it unlawful for a municipal advisor 
to provide advice to or on behalf of a municipal entity or obligated 
person with respect to municipal financial products or the issuance of 
municipal securities, or to undertake a solicitation of a municipal 
entity or obligated person, unless the municipal advisor is registered 
with the Commission. The rules, among other things (i) require 
municipal advisors to file certain forms (i.e., Form MA, Form MA-A, 
Form MA/A, Form MA-I, Form MA-I/A, Form MA-NR, and Form MA-W) with the 
Commission to, as appropriate, obtain, maintain, or terminate their 
registration with the Commission and maintain certain books and records 
in accordance with the Act, and (ii) set forth how certain entities may 
meet the requirements of the statutory exclusions or regulatory 
exemptions from the definition of ``municipal advisor.''

Form MA

    The Commission estimates that approximately 75 respondents will 
submit new Form MA applications annually in each of the next three 
years. The Commission further estimates that each submission will take 
approximately 3.5 hours. Thus, the total annual burden borne by 
respondents for submitting an initial Form MA application will be 
approximately 263 hours.\1\ The Commission estimates that respondents 
submitting new Form MA applications would, on average, consult with 
outside counsel for one hour, at a rate of $400/hour. Thus, the 
Commission estimates that the average total annual cost that may by 
incurred by all respondents filing new Form MA applications will be 
$30,000.\2\ In addition to filing initial Form MA applications, the 
rules require municipal advisors to amend Form MA once annually (Form 
MA-A) and after the occurrence of any material event (Form MA/A). The 
requirement to amend Form MA applies to all registered municipal 
advisors. There are currently approximately 668 municipal advisors 
registered with the Commission and, as noted above, the Commission 
anticipates receiving 225 new Form MA submissions over the next three 
years. Therefore, the Commission expects that the rules' requirement to 
amend Form MA will apply to approximately 743 municipal advisors in 
year one, approximately 818 municipal advisors in year two, and 
approximately 893 municipal advisors in year three. The Commission 
estimates that completing an annual amendment would take a municipal 
advisor approximately 1.5 hours and completing a material event 
amendment would take 0.5 hours. The Commission further estimates that 
each municipal advisor will submit two amendments per year (one Form 
MA-A and one Form MA/A). Thus, the Commission estimates that the 
average annual burden borne by respondents for amending Form MA during 
the three-year period will be approximately 1,636 hours.\3\
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    \1\ 75 respondents x 3.5 hours.
    \2\ 75 respondents x ($400/hour x 1 hour).
    \3\ 818 respondents x 2 hours.
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Form MA-I

    The Commission estimates that it will receive approximately 950 new 
Form MA-I submissions annually. The Commission further estimates that 
each Form MA-I submission will take approximately three hours to 
complete. Thus, the total annual burden borne by respondents submitting 
Form MA-I will be approximately 2,850 hours.\4\ The Commission also 
estimates that a Form MA-I respondent will submit 1.7 updating 
amendments per year (Form MA-I/A), and that each such amendment will 
take approximately 0.5 hours to complete. There are currently 
approximately 5,685 Form MA-Is on file with the Commission and, as 
noted above, the Commission expects to receive 2,850 Form MA-I 
submissions over the next three years. Therefore, the Commission 
expects the rules' requirement to amend Form MA-I to apply to 
approximately 6,635 Form MA-Is in year one, approximately 7,585 Form 
MA-Is in year two, and approximately 8,535 Form MA-Is in year three. 
Thus, the Commission estimates that the average annual burden borne by 
respondents submitting Form MA-I amendments during the three-year 
period will be approximately 6,447 hours.\5\
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    \4\ 950 submissions x 3 hours.
    \5\ 7,585 Form MA-I/As x (1.7 amendments x 0.5 hours).
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Form MA-W

    The Commission estimates that it will receive 40 new Form MA-W 
submissions annually. The Commission further estimates that each Form 
MA-W submission will take approximately 0.5 hours to complete. Thus, 
the total annual burden borne by respondents submitting Form MA-W will 
be approximately 20 hours.\6\
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    \6\ 40 respondents x 0.5 hours.
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Form MA-NR

    The Commission estimates that three municipal advisors will have a 
non-resident general partner, non-resident managing agent, or non-
resident associated person and such advisors will submit a total of 
approximately nine Form MA-NRs annually. The Commission further 
estimates that each Form MA-NR submission will take approximately 1.5 
hours to complete. Thus, the total annual burden borne by respondents 
submitting Form MA-NR will be approximately 13.5 hours.\7\ In addition, 
each respondent that submits a Form MA-NR must also provide an opinion 
of counsel. The Commission estimates that such an opinion of counsel 
would take three hours to complete, at a rate of $400/hour. Thus, the 
Commission estimates that the total annual burden borne by respondents 
providing an opinion of counsel will be approximately nine hours.\8\ 
The estimated average total cost that may be incurred by all 
respondents providing an opinion of counsel will be $3,600.\9\
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    \7\ 3 respondents x (3 Form MA-NR submissions x 1.5 hours).
    \8\ 3 respondents x 3 hours.
    \9\ 3 respondents x (3.0 hours x $400/hour).
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Consent to Service of Process

    The Commission estimates that 75 new municipal advisors will have 
to develop a template document to use in obtaining written consents to 
service of process from their associated persons annually. The 
Commission further estimates that each template document will take 
approximately one hour to draft. Thus, the Commission estimates that 
the total annual burden borne by respondents developing a template 
document will be approximately 75 hours.\10\ In addition, the 
Commission estimates that municipal advisors will need to obtain 950 
new consents to service of process from associated persons annually. 
The Commission further estimates that, after the written consents are 
drafted, it will take municipal advisors approximately 0.10 hours to 
obtain each consent. Thus, the Commission estimates that the total 
annual burden borne by respondents obtaining consents to service of 
process will be 170 hours.\11\
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    \10\ 75 respondents x 1 hour.
    \11\ 75 hours + (950 x 0.1 hours).
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Books and Records To Be Maintained by Municipal Advisors

    The Commission estimates 743, 818, and 893 municipal advisors will 
be subject to the books and records rules during each of the next three 
years, respectively. The Commission further

[[Page 91990]]

estimates that the average annual burden for a municipal advisor to 
comply with the books and records requirement is approximately 182 
hours. Thus, the Commission estimates that the average annual burden 
borne by respondents to comply with the books and records requirements 
during the three-year period will be approximately 148,876 hours.\12\
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    \12\ 818 respondents x 182 hours.
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Independent Registered Municipal Advisor Exemption

    The Commission estimates that approximately 150 persons will seek 
to rely on the independent registered municipal advisor exemption 
annually. The Commission further estimates that the one-time burden of 
developing a written template disclosure document will be approximately 
one hour. Thus, the Commission estimates that the total one-time burden 
borne by respondents developing a template disclosure document will be 
approximately 150 hours.\13\ The Commission also recognizes that 
respondents will be subject to a recurring burden each time they seek 
to rely on the exemption. The Commission estimates that respondents may 
seek the exemption on approximately 7,400 transactions annually. The 
Commission further estimates that the burden of obtaining the written 
representations needed from the municipal entity or obligated person 
client will be approximately 0.25 hours. Thus, the Commission estimates 
that the total annual burden borne by respondents seeking to rely on 
the independent registered municipal advisor exemption will be 
approximately 1,850 hours.\14\
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    \13\ 150 respondents x 1 hour.
    \14\ 7,400 transactions x 0.25 hours.
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Definition of Municipal Escrow Investments Exemption

    The Commission estimates that approximately 700 respondents will 
seek to rely on the municipal escrow investments exemption. The 
Commission further estimates that the one-time burden of creating a 
template document to use in obtaining the written representations 
necessary to rely on the exemption will be approximately one hour. 
Thus, the Commission estimates that the total one-time burden borne by 
respondents developing a template document will be approximately 700 
hours.\15\ The Commission also recognizes that respondents will be 
subject to a recurring burden each time they seek to rely on the 
exemption. The Commission estimates the respondents will seek to rely 
on the exemption with approximately 8,620 municipal entity clients. The 
Commission further estimates that the burden of obtaining the required 
written representations from the respondent's client will be 
approximately 0.25 hours. Thus, the Commission estimates that the total 
annual burden borne by respondents seeking to rely on the municipal 
escrow investments exemption will be approximately 2,155 hours.\16\
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    \15\ 700 respondents x 1 hour.
    \16\ 8,620 clients x 0.25 hours.
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Definition of Proceeds of Municipal Securities Exemption

    The Commission estimates that approximately 880 respondents will 
seek to rely on the proceeds of municipal securities exemption. The 
Commission further estimates that the one-time burden of creating a 
template document to use in obtaining the written representations 
necessary to rely on the exemption will be approximately one hour. 
Thus, the Commission estimates that the total one-time burden borne by 
respondents developing a template document will be approximately 880 
hours.\17\ The Commission also recognizes that respondents will be 
subject to a recurring burden each time they seek to rely on the 
exemption. The Commission estimates that respondents will seek to rely 
on the exemption in connection with services provided to approximately 
25,420 clients. The Commission further estimates that the burden of 
obtaining the required written consents from the respondent's client 
will be approximately 0.25 hours. Thus, the Commission estimates that 
the total annual burden borne by respondents seeking to rely on 
proceeds of municipal securities exemption will be approximately 6,355 
hours.\18\
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    \17\ 880 respondents x 1 hour.
    \18\ 25,420 clients x 0.25 hours.
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    Written comments are invited on: (a) Whether the proposed 
collection of information is necessary for the proper performance of 
the functions of the Commission, including whether the information 
shall have practical utility; (b) the accuracy of the Commission's 
estimates of the burden of the proposed collection of information; (c) 
ways to enhance the quality, utility, and clarity of the information to 
be 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.
    An agency may not conduct or sponsor, and a person is not required 
to respond to, a collection of information under the PRA unless it 
displays a currently valid OMB control number. Please direct your 
written comments to: Pamela C. Dyson, Director/Chief Information 
Officer, Securities and Exchange Commission, c/o Remi Pavlik-Simon, 100 
F Street NE., Washington, DC 20549 or send an email to: 
[email protected].

    Dated: December 6, 2016.
Brent J. Fields,
Secretary.
[FR Doc. 2016-30374 Filed 12-16-16; 8:45 am]
 BILLING CODE 8011-01-P