[Federal Register Volume 84, Number 44 (Wednesday, March 6, 2019)]
[Rules and Regulations]
[Pages 7980-7988]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2019-03958]


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SECURITIES AND EXCHANGE COMMISSION

17 CFR Parts 270 and 274

[Release No. IC-33384; File No. S7-02-19]
RIN 3235-AL42


Amendments to the Timing Requirements for Filing Reports on Form 
N-Port

AGENCY: Securities and Exchange Commission.

ACTION: Interim final rule.

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SUMMARY: The Securities and Exchange Commission (the ``Commission'') is 
adopting an interim final rule that will require reports on Form N-PORT 
for each month in a fiscal quarter to be filed with the Commission not 
later than 60 days after the end of that fiscal quarter (as opposed to 
filing each monthly report no later than 30 days after the end of each 
month). The monthly report on Form N-PORT for the third month of the 
quarter (the ``quarter-end report'') will continue to become publicly 
available (i.e., all portions of the quarter-end report, with the 
exception of the items identified in General Instruction F of Form N-
PORT, will be made public upon filing). The monthly reports on Form N-
PORT for the first and second months of the fiscal quarter will remain 
non-public. We are also amending our regulations and Form N-PORT to 
require that funds, no later than 30 days after the end of each month, 
maintain in their records the information that is required to be 
included in Form N-PORT. Registrants will promptly make such records 
available to the Commission upon request. Finally, we are amending Form 
N-LIQUID to provide for a voluntary explanatory notes section. 
Importantly, these amendments in no way affect the amount or timing of 
the information that will be made available to the public.

DATES: Effective March 6, 2019. The applicable compliance dates are 
discussed in the Supplementary Information section of this Interim 
Final Rule.

FOR FURTHER INFORMATION CONTACT: Jacob D. Krawitz, Branch Chief, or 
Brian McLaughlin Johnson, Assistant Director, at (202) 551-6792, 
Rulemaking Office, Division of Investment Management, Securities and 
Exchange Commission, 100 F Street NE, Washington, DC 20549.

SUPPLEMENTARY INFORMATION: The Commission is amending rule 30b1-9 [17 
CFR 270.30b1-9] under the Investment Company Act [15 U.S.C. 80a-1 et 
seq.] and Forms N-PORT [referenced in 17 CFR 274.150] and N-LIQUID 
[referenced in 17 CFR 274.223] under the Investment Company Act.

I. Discussion

    In connection with the Commission's ongoing evaluation of its 
collection of sensitive and non-public data, and in light of the 
frequency, volume, and complexity, as well as the potentially sensitive 
and non-public nature, of much of the data collected on Form N-PORT,\1\ 
the Commission is modifying the timing requirements for filing monthly 
reports on Form N-PORT. We are amending rule 30b1-9 and Form N-PORT to 
require funds to file a report on Form N-PORT for each month in the 
fund's fiscal quarter not later than 60 days after the end of that 
fiscal quarter. In addition, we are amending rule 30b1-9 and Form N-
PORT to require funds, no later than 30 days after the end of each 
month, to maintain in their records

[[Page 7981]]

the information that is required to be included in Form N-PORT.\2\ 
Importantly, these amendments in no way affect the amount or timing of 
the information that will be made available to the public.
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    \1\ See Statement on Cybersecurity (September 20, 2017), 
available at https://www.sec.gov/news/public-statement/statement-clayton-2017-09-20; see also Testimony before the Financial Services 
and General Government Subcommittee of the Senate Committee on 
Appropriations (June 5, 2018), available at https://www.sec.gov/news/testimony/testimony-financial-services-and-general-government-subcommittee-senate-committee.
    \2\ We also are amending Form N-LIQUID to provide for a 
voluntary explanatory notes section. See amended Form N-LIQUID.
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A. Form N-PORT

    On October 13, 2016, the Commission adopted new rules and forms as 
well as amendments to its rules and forms to modernize the reporting 
and disclosure of information by registered investment companies.\3\ In 
particular, the Commission adopted new Form N-PORT, which requires 
certain registered investment companies to report information about 
their monthly portfolio holdings to the Commission in a structured data 
format.\4\ Form N-PORT is a portfolio holdings reporting form that will 
be filed by all registered management investment companies, other than 
money market funds and small business investment companies (``SBICs''), 
and by unit investment trusts that operate as exchange-traded funds 
(collectively, ``funds'').\5\ Under the rule the Commission adopted in 
2016, after the compliance date, funds must file reports on Form N-PORT 
each month, no later than 30 days after month-end, using the 
Commission's EDGAR system.\6\ The compliance date for rule 30b1-9 was 
June 1, 2018 for larger fund groups and June 1, 2019 for smaller fund 
groups.\7\
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    \3\ Investment Company Reporting Modernization, Investment 
Company Act Release No. 32314 (Oct. 13, 2016) [81 FR 81870 (Nov. 18, 
2016)] (``Adopting Release'').
    \4\ Reports on Form N-PORT are required to be filed in an 
extensible markup language (``XML'') structured data format.
    \5\ See Form N-PORT.
    \6\ See rule 30b1[dash]9; see General Instruction C (Filing of 
Reports) of Form N-PORT; see also Adopting Release, supra footnote 
3, at section II.H.1.
    \7\ When we adopted Form N-PORT, we provided for a tiered set of 
compliance dates based on a fund group's asset size. Specifically, 
for larger entities--funds that together with other investment 
companies in the same ``group of related investment companies'' have 
net assets of $1 billion or more as of the end of the most recent 
fiscal year of the fund (``larger fund groups'')--we adopted a 
compliance date of June 1, 2018. For smaller fund groups, we adopted 
a compliance date of June 1, 2019, anticipating that smaller fund 
groups would benefit from this extra time to comply and potentially 
would benefit from the lessons learned by the larger fund groups 
during the adoption period for Form N-PORT. See Adopting Release, 
supra footnote 3, at section II.H.1.
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    In 2017, the Commission's Chairman initiated an assessment of the 
Commission's internal cybersecurity risk profile and its approach to 
cybersecurity from a regulatory and oversight perspective.\8\ The 
Chairman also directed the staff to take a number of steps designed to 
strengthen the Commission's cybersecurity risk profile, with an initial 
focus on the Commission's EDGAR system as well as the non-public 
information collected and held by the Commission.\9\
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    \8\ See Statement on Cybersecurity, supra footnote 1.
    \9\ See Update on Review of 2016 Cyber Intrusion Involving EDGAR 
System (Oct. 2, 2017), available at https://www.sec.gov/news/press-release/2017-186; see also Investment Company Reporting 
Modernization, Investment Company Act Release No. 32936 (Dec. 8, 
2017) [82 FR 58731 (Dec. 14, 2017)] (``Temporary Final Rule 
Release''), at note 17 and accompanying text.
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    On December 8, 2017, while these efforts were ongoing, the 
Commission determined to delay by nine months the requirement that 
funds file reports on Form N-PORT through the EDGAR system.\10\ The 
Commission also adopted temporary rule 30b1-9(T), which, until April 1, 
2019, requires larger fund groups to satisfy their reporting 
obligations by maintaining in their records the information required to 
be included in Form N-PORT.\11\ After such time, larger fund groups 
must file reports on Form N-PORT through the EDGAR system.\12\ Smaller 
fund groups must begin to file reports on Form N-PORT through the EDGAR 
system by April 30, 2020.\13\
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    \10\ See id.
    \11\ See rule 30b1-9(T); see also Temporary Final Rule Release, 
supra footnote 9.
    \12\ See Temporary Final Rule Release, supra footnote 9.
    \13\ See id.
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B. Commission's Determination To Modify the Timing Requirements for 
Filing Reports on Form N-PORT

    The Commission receives, stores, and transmits a substantial amount 
of data, including sensitive and non-public data. There are certain 
types of sensitive data that the Commission obtains from market 
participants in order to fulfill its mission.\14\ The collection, 
storage, analysis, availability, and protection of data have become 
fundamental to the protection of investors, the orderly function and 
performance of our capital markets, market participants, and the 
Commission.\15\
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    \14\ See Statement on Cybersecurity, supra footnote 1.
    \15\ See id.
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    In that regard, maintaining effective cybersecurity practices 
requires an ongoing evaluation of the data an organization obtains and 
protects. When determining when and how to collect data, the Commission 
evaluates its approach in light of the importance to its mission of 
each type of data we receive, particularly in the case of sensitive, 
non-public information.\16\
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    \16\ See id.
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    The Commission periodically assesses, as part of its cybersecurity 
efforts, whether alternatives exist that would allow the Commission to 
fulfill its mission while reducing the sensitivity of data we 
collect.\17\ For example, in 2018, after concluding that the Commission 
would be able to achieve its regulatory objectives without taking in 
certain sensitive personally identifiable information, the Commission 
eliminated the requirement for filers of certain forms to provide us 
with their social security numbers, foreign identity numbers or date or 
place of birth.\18\ We have also reduced the market sensitivity of the 
non-public data we collect by obtaining it on a delayed basis, when 
appropriate.\19\
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    \17\ See id.
    \18\ See Amendments to Forms and Schedules To Remove Provision 
of Certain Personally Identifiable Information, Investment Company 
Act Release No. 33077 (Apr. 24, 2018) [83 FR 22190 (May 14, 2018)].
    \19\ See Statement on Cybersecurity, supra footnote 1. For 
example, large private equity advisers and smaller private fund 
advisers file reports on Form PF 120 days from the end of their 
fiscal years, while large hedge fund advisers file reports 60 days 
from the end of each fiscal quarter. See Reporting by Investment 
Advisers to Private Funds and Certain Commodity Pool Operators and 
Commodity Trading Advisors on Form PF, at section II.B., Investment 
Advisers Act Release No. 3308 (Oct. 31, 2011) [76 FR 71228 (Nov. 16, 
2011)] (``Form PF Adopting Release'') (noting in connection with the 
non-public nature of Form PF data that the Commission had extended 
timelines for advisers' filing fund information compared to the 
proposal and that, as a result, filings will contain less current, 
and therefore less sensitive, data).
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    For many years, the Commission has collected registered fund 
portfolio data on a quarterly basis on Forms N-Q and N-CSR, both of 
which are public filings.\20\ We acknowledged that this data was 
sensitive, and addressed that sensitivity by requiring reports on Form 
N-Q to be filed no later than 60 days after the end of the first and 
third quarters of a fund's fiscal year, and Form N-CSR no later than 70 
days after the end of the second and fourth quarters.\21\ We also made 
this data public upon filing.
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    \20\ See Adopting Release, supra footnote 3, at note 27.
    \21\ See 17 CFR 270.30b1-5 (rule 30b1-5) (requiring management 
companies, other than SBICs, to file reports on Form N-Q no more 
than 60 days after the close of the first and third quarters of each 
fiscal year); 17 CFR 270.30b2-1 (rule 30b2-1) (requiring management 
companies to file reports on Form N-CSR no later than 10 days after 
the transmission to stockholders of any report required to be 
transmitted to stockholders under rule 30e-1). See also rules 17 CFR 
270.30e-1 (rule 30e-1) and 17 CFR 270.30e-2 (rule 30e-2) (requiring 
management companies and certain UITs to transmit to stockholders 
semi-annual reports containing, among other things, the fund's 
portfolio schedules, no more than 60 days after the close of the 
second and fourth quarters of each fiscal year). These reports 
include portfolio holdings information as required by Regulation S-
X. See 17 CFR 210.12-12, et seq. (rule 12-12 of Regulation S-X).

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[[Page 7982]]

    In adopting Form N-PORT in 2016, the Commission changed the 
frequency of reporting and filing fund portfolio holdings information 
to monthly, with the first two months of a fiscal quarter filed 
confidentially with the Commission.\22\ In making this 2016 change, the 
Commission acknowledged tradeoffs raised by commenters between (i) data 
sensitivity and data security concerns with this increased frequency of 
reporting of confidential information, and (ii) countervailing concerns 
that quarterly portfolio reports can quickly become stale due to the 
turnover of portfolio securities and fluctuations in the values of 
portfolio investments.\23\ We also noted that requiring funds to file 
confidential reports more than 30 days after month-end would provide 
less timely data to the Commission, reducing its utility to the 
Commission.\24\ We stated at that time that the filing of monthly 
data--which our amendments preserve--would triple the amount of data 
reported to the Commission in a given year, and that this should 
enhance the ability of staff to perform analyses of funds in the course 
of monitoring for industry trends, or identifying issues for 
examination or inquiry.\25\
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    \22\ See infra footnote 32.
    \23\ See Adopting Release, supra footnote 3, at section II.A.3.
    \24\ See id., at section II.A.4.
    \25\ See id., at section II.A.3.
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    At the time, and with the information then available about 
cybersecurity risks and related tradeoffs on data security, we 
determined that more frequent reporting was warranted.\26\ But we also 
observed that Commission staff would carefully evaluate the data 
security protocols that will apply to non-public data reported on Form 
N-PORT in light of the specific recommendations and concerns raised by 
commenters.\27\ We also directed the staff, in advance of the form's 
compliance date, to review the controls and systems in place for the 
use and handling of non-public information reported on Form N-PORT.\28\ 
As discussed above, in 2017, the Commission postponed the initial 
reporting of Form N-PORT on EDGAR by nine months.\29\
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    \26\ Id.
    \27\ Id.
    \28\ Id.
    \29\ See Temporary Final Rule Release, supra footnote 9.
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    The evaluation of the data security protocols relating to Form N-
PORT, in addition to our ongoing assessment of our internal 
cybersecurity risk profile, have led us to reevaluate whether, in this 
particular case, we can meaningfully reduce the sensitivity of the data 
we will maintain while continuing to achieve our regulatory objectives. 
This re-evaluation has led us to determine that allowing monthly data 
on Form N-PORT to be reported to the Commission on a more delayed 
basis--while in no way reducing the amount of data that we ultimately 
receive, and also preserving the staff's ability to require production 
of the data on a more timely basis upon request--will allow the 
Commission to fulfill its mission, while meaningfully reducing the 
potential cybersecurity risks arising from the collection and 
maintenance of sensitive non-public data on EDGAR.\30\ We are therefore 
amending rule 30b1-9 and Form N-PORT to require funds to file reports 
on Form N-PORT for each month in a fiscal quarter not later than 60 
days after the end of that quarter.\31\ The reports on Form N-PORT for 
the first two months of the quarterly filing period will continue to be 
non-public and the quarter-end report (i.e., the last month of the 
quarter) will become publicly available immediately upon filing, with 
the exception of the items identified in General Instruction F of Form 
N-PORT, which will continue to remain non-public.\32\
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    \30\ The Commission has not considered any other changes to Form 
N-PORT, rules, other forms, and amendments besides those discussed 
in this release. Additionally, if any of the provisions of these 
amendments, or the application thereof to any person or 
circumstance, is held to be invalid, such invalidity shall not 
affect other provisions or application of such provisions to other 
persons or circumstances that can be given effect without the 
invalid provision or application.
    \31\ See amended rule 30b1-9; see also conforming amendments to 
17 CFR 274.150(a) and amended General Instruction A of Form N-PORT. 
Funds may, at their discretion, file reports on Form N-PORT prior to 
the 60-day deadline.
    \32\ Certain data fields on the quarter-end report on Form N-
PORT, such as Highly Liquid Investment Minimum (Item B.7), 
derivatives transactions (Item B.8), country of risk and economic 
exposure (Item C.5.b), delta (Items C.9.f.v, C.11.c.vii, or 
C.11.g.iv), liquidity classification for portfolio investments (Item 
C.7), miscellaneous securities (Part D), or explanatory notes 
related to any of those topics (Part E) will continue to be masked 
from the public. See General Instruction F of Form N-PORT.
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    As is the case under temporary rule 30b1-9(T), in order to continue 
to provide for Commission access to the information required to be 
included in Form N-PORT on a more timely basis, we are also amending 
rule 30b1-9 to require funds to maintain in their records the 
information that is required to be included on Form N-PORT not later 
than 30 days after the end of each month.\33\ Consistent with current 
record retention requirements for registered investment companies, such 
information must be treated as a record under 15 U.S.C. 80a-30(a)(1) 
(section 31(a)(1) of the Act) and 17 CFR 270.31a-1(b) (rule 31a-1(b)) 
thereunder, subject to the requirements of 17 CFR 270.31a-2(a)(2) (rule 
31a-2(a)(2)).\34\ While neither amended rule 30b1-9 nor rule 31a-2 
require that the information maintained in the funds' records be stored 
in an XML format, we believe that doing so would facilitate the filing 
of Form N-PORT for each month at quarter end.
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    \33\ See amended rule 30b1-9.
    \34\ See rule 31a-2(a)(2) (providing that funds must preserve 
certain records for a period not less than six years from the end of 
the fiscal year, the first two years in an easily accessible place); 
see generally rule 31a-2(f) (requirements for electronic records).
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    In reassessing whether, in this particular case, we can 
meaningfully reduce the sensitivity of the data we will maintain while 
continuing to achieve our regulatory objectives, we considered that 
these changes only relate to when funds must file reports on Form N-
PORT with the Commission. The data content of what funds must report, 
either publicly or non-publicly, will not change. In addition, neither 
the content nor the timing requirements for publicly available 
information on Form N-PORT will change. Therefore, the amendments will 
have no effect on the ability of investors and other market 
participants to use this information to help them make more informed 
investment decisions. Rather, they will only modify the timing of the 
Commission's receipt of information for internal purposes. 
Additionally, requiring funds to maintain the Form N-PORT data in their 
records 30 days after the end of each month will ensure that the 
Commission can receive more timely information, when necessary.
    This modification will reduce the Commission's cyber risk profile 
in several ways. First, extending the fiscal quarter-end filing 
deadline from 30 to 60 days allows the quarter-end report on Form N-
PORT to be made public immediately upon filing, with the exception of 
the non-public fields described above.\35\ Without this change, the 
Commission would need to keep this data non-public for at least a month 
after filing. This change therefore significantly reduces the volume of 
non-public data maintained in our systems, with no effect on the 
information investors and other market participants receive or the 
timing of such receipt.\36\ Second, delaying the filing deadline for

[[Page 7983]]

the fund's non-public first and second month reports for each fiscal 
quarter on Form N-PORT, to a time when the quarter-end report will be 
submitted and made public, significantly reduces the sensitivity of the 
non-public data.
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    \35\ See supra footnote 32.
    \36\ See id. While certain of these items, such as 
``miscellaneous securities'' (Part D of the Form), may contain 
sensitive, non-public data, this data's sensitivity is also reduced 
by the additional delay.
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    Registrants can take steps to reduce the risk of any inadvertent 
disclosure of non-public Form N-PORT data filed through EDGAR by, for 
example, filing the quarter-end report (which is largely public data) 
on a separate day from the first two months of the fiscal quarter to 
reduce the risk of the fund incorrectly identifying a non-public filing 
as public.\37\ In addition, we are modifying the filing schema for Form 
N-PORT to require registrants to affirm whether the data in the filing 
is non-public (for months 1 and 2) or public (month 3). For example, if 
a registrant affirms in the filing that the data is non-public, but 
attempts to file report type NPORT-P (which will be made public upon 
filing), such a filing will not be accepted by EDGAR.\38\ We believe 
that such a change will help ensure that filers do not inadvertently 
make the wrong month's data public.
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    \37\ As further detailed in the Form N-PORT filing requirements 
in the EDGAR Filing Manual, quarter-end filings will be made by 
filing two separate reports on the NPORT-NP form type (for the first 
two months of the fund's fiscal quarter) and one report on NPORT-P 
form type (for the third month of the fund's fiscal quarter). See 
EDGAR Filer Manual, v. II, available at https://www.sec.gov/info/edgar/edgarfm-vol2-v49.pdf.
    \38\ See id.
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    Importantly, we will still receive the monthly Form N-PORT data 
necessary to assist us in our role as primary regulator of investment 
companies and to better fulfill our mission of protecting investors; 
maintaining fair, orderly, and efficient markets; and facilitating 
capital formation.\39\ Additionally, the staff will continue to monitor 
and solicit feedback on the data received and the use made (or expected 
to be made) of such data in furtherance of the Commission's statutory 
mission, as well as cybersecurity considerations and other matters 
deemed relevant by the staff. In this regard, the staff will inform the 
Commission, within one year from the date hereof, what steps, if any, 
the staff recommends in light of this monitoring, including but not 
limited to whether the filing time frames should be amended.
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    \39\ While we acknowledge that requiring funds to file reports 
more than 30 days after month end will result in less timely data 
being submitted to the Commission, which may reduce the utility of 
portfolio information to the Commission, we still believe that it is 
necessary for the Commission to receive monthly data points from 
funds, albeit with a longer delay. See Adopting Release, supra 
footnote 3, at section II.A.3. As we noted in the Adopting Release, 
such data will continue to enhance the ability of staff to perform 
analyses of funds in the course of monitoring for industry trends, 
or identifying issues for examination or inquiry. Id. Moreover, our 
experience with large hedge fund adviser reporting on Form PF has 
shown us that quarterly reporting of monthly data, with a 60-day 
delay in its submission, is useful in providing regulators with data 
to identify emerging trends and risks. See Form PF Adopting Release, 
supra footnote 19, at section II.B.1.
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    The Commission also will continue to receive reports on Form N-
LIQUID, which provides the Commission with more timely information on 
certain liquidity events at a fund.\40\ In addition, we understand from 
staff outreach that certain funds would like the opportunity, when 
appropriate, to provide more information related to their filings on 
Form N-LIQUID. For example, when filing reports on Form N-LIQUID, some 
funds have requested the ability to include additional narrative 
information in their reports that relate to the circumstances 
surrounding the liquidity event. Therefore, in order to allow funds the 
opportunity to communicate this information voluntarily, we are 
amending Form N-LIQUID to provide for a voluntary explanatory notes 
section.\41\
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    \40\ See Investment Company Liquidity Risk Management Program, 
Investment Company Act Release No. 32315 (Oct. 13, 2016) [81 FR 
82142 (Nov. 18, 2016)].
    \41\ See Part E of Amended Form N-LIQUID.
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    As noted above, consistent with the Commission's examination 
authority, upon request, funds will promptly provide data that is 
required by Form N-PORT and is maintained in their records within 30 
days after the end of each month.\42\ The Commission's ability to 
collect information in a timely fashion through its examination 
authority, and evaluate such information for compliance with the 
federal securities laws, is essential to our mission of protecting 
investors and our securities markets.\43\ Indeed, the prompt production 
of records to the Commission is central to our mission of protecting 
investors, and is imperative to an effective and efficient examination 
program.\44\ Accordingly, nothing in this release should be construed 
as diluting our commitment to enforcing the regulatory requirements 
relating to books and records and their production to us.
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    \42\ See amended rule 30b1-9; see also supra footnotes 33-34 and 
accompanying text.
    \43\ See, e.g., 15 U.S.C. 80a-30(b) (section 31(b) of the 
Investment Company Act) (providing the Commission with examination 
authority); 15 U.S.C. 80b-4 (section 204 of the Investment Advisers 
Act) (same); see also rule 31a-1 (Commission books and records 
rules); rule 31a-2 (same); 17 CFR 275.204-2 (rule 204-2 under the 
Investment Advisers Act) (same).
    \44\ See, e.g., Electronic Recordkeeping by Investment Companies 
and Investment Advisers, Investment Advisers Act Release No. 1945 
(May 24, 2001) [66 FR 29224 (May 30, 2001)] (explaining that the 
``continuing accessibility and integrity of fund and adviser records 
are critical to the fulfillment of our oversight responsibilities,'' 
and noting the Commission's expectation that a fund or adviser would 
be permitted to delay furnishing electronically stored records for 
more than 24 hours only in ``unusual circumstances.'').
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    We request comment on our amendments to rule 30b1-9 and Form N-
PORT.
     Should we amend rule 30b1-9 and Form N-PORT to require 
each monthly report to be filed with the Commission quarterly, rather 
than monthly? If not, why not?
     Should we amend rule 30b1-9 to require funds no later than 
30 days after the end of each month, to maintain in their records the 
information that is required to be included in Form N-PORT? Should we 
extend the 30-day after month end deadline for retaining monthly data? 
If so, why and how long of a period would be appropriate? Are there any 
operational difficulties with maintaining such data in a fund's 
records?
     Should we require funds to maintain such data in an XML 
format?
     Should we extend the filing deadline for Form N-PORT until 
sixty days after quarter end? Does the extension sufficiently reduce 
the sensitivity of the data contained in Form N-PORT? If not, why not 
and how long of a period would be appropriate? Are there any 
operational difficulties with filing three separate reports on Form N-
PORT sixty days after the end of the fiscal quarter?
     Should we amend Form N-LIQUID to provide for a voluntary 
explanatory notes section?

C. Compliance Dates

    As discussed above, the current compliance dates for Form N-PORT 
will not change. Funds in larger fund groups that were subject to the 
June 1, 2018 compliance date must continue to satisfy their reporting 
obligation by maintaining in their records the information required to 
be included in Form N-PORT instead of submitting the information via 
EDGAR.\45\ Additionally, after the April 1, 2019 expiration of the 
temporary final rule's retention requirement, funds in larger fund 
groups will be required to begin submitting their first reports on 
EDGAR (60 days after the end of their fiscal quarter) and will 
continue, 30 days after month-end, to maintain in their records the 
information that is required to be

[[Page 7984]]

included in Form N-PORT.\46\ Below is a chart that describes the 
current compliance dates for reports on Form N-PORT.
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    \45\ See rule 30b1-9(T)(a); see also Temporary Final Rule 
Release, supra footnote 9.
    \46\ As discussed above, the temporary final rule requires 
larger fund groups to satisfy their reporting obligations by 
maintaining in their records the information required to be included 
in Form N-PORT. See amended rule 30b1-9(T). Amended rule 30b1-9, 
among other things, makes such a data retention requirement 
permanent for all funds, subject to rule 31a-2(a)(2). See supra 
footnotes 33-34 and accompanying text. Additionally, smaller fund 
groups will continue to be required to submit their first reports on 
EDGAR by April 30, 2020. Moreover, after April 1, 2020, smaller fund 
groups will also be required to comply with amended rule 30b1-9's 
data retention requirement.

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                                           Compliance date  for filing
              Form N-PORT                       reports  on EDGAR
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Large Fund Groups.....................  April 1, 2019.
Smaller Fund Groups...................  April 1, 2020.
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    Finally, the first six months of reports on Form N-PORT (i.e., 
reports filed with the Commission with monthly data from the quarters 
ending March 31, 2019 through August 31, 2019) will continue to be kept 
non-public in order to allow funds and the Commission to make 
adjustments to fine-tune the technical specifications and data 
validation processes.\47\ As before, portfolio information attached as 
exhibits to Form N-PORT for the first and third quarters of a fund's 
fiscal year (Part F of Form N-PORT) will still be made public during 
this period, to ensure that information about funds' portfolio holdings 
continues to be publicly available to investors and market participants 
during the period when reports on Form N-PORT will not be made publicly 
available.\48\
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    \47\ See Adopting Release, supra footnote 1, section II.H.1.
    \48\ See id.
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    However, given the timing considerations relating to this action, 
the Commission understands that some funds in larger fund groups, such 
as those with fiscal quarters ending in March or April, may not 
currently be prepared to file all three months of Form N-PORT reports 
at the end of their next fiscal quarter.\49\ In order to give these 
larger fund groups adequate time to prepare their reports, the 
Commission is exempting funds in larger fund groups with fiscal 
quarters ending in March from the requirement to file their reports on 
Form N-PORT for the first two months of data with the Commission 
(January and February), and funds with fiscal quarters ending in April 
from the requirement to file the report for the first month of data 
with the Commission (February).\50\ For example, a fund in a larger 
fund group with its fiscal quarter ending in April 2019 will only be 
required to file reports on Form N-PORT for the fund's second and third 
month (March and April 2019), which must be filed with the Commission 
60 days from quarter-end.\51\ At the next fiscal quarter end (July 
2019), the fund will file reports on Form N-PORT for each month of the 
quarter (May, June, and July), 60 days from the end of the quarter. 
Again, all such reports, with the exception of the month 3 portfolio 
holdings attachment (Part F of Form N-PORT), will not be made public. 
Below is a chart that describes the filing dates for larger funds 
groups' first reports on Form N-PORT.
---------------------------------------------------------------------------

    \49\ Neither temporary rule 30b1-9(T) nor amended rule 30b1-9 
requires funds to maintain Form N-PORT information in their records 
in an XML format. See Temporary Final Rule Release, supra footnote 
9, at note 28. Without relief, funds with fiscal quarters ending in 
March or April would be required to create XML reports on Form N-
PORT for the months that are covered by the temporary rule which 
would effectively require funds to create XML reports on Form N-PORT 
earlier than anticipated. Such funds will still be required to 
comply with rule 30b1-9's data retention requirements for the 
information required to be reported on Form N-PORT. See amended rule 
30b1-9.
    \50\ For the reasons discussed above, we find that this relief 
is necessary or appropriate in the public interest and consistent 
with the protection of investors and the purposes fairly intended by 
the policy and provisions of the Investment Company Act. See 15 
U.S.C. 80a-6(c).
    \51\ Because of the 6-month non-public phase in period for Form 
N-PORT, this report would not be made public. See supra footnote 47 
and accompanying text.

----------------------------------------------------------------------------------------------------------------
                                          First report on Form N-PORT
           Fiscal quarter end              must be filed  on EDGAR by            Required monthly data
----------------------------------------------------------------------------------------------------------------
March 31, 2019..........................  May 30, 2019...............  March 2019.
April 30, 2019..........................  July 1, 2019 \52\..........  March, April 2019.
May 31, 2019............................  July 30, 2019..............  March, April, May 2019.
----------------------------------------------------------------------------------------------------------------

    We request comment on the compliance date for our amendments to 
Form N-PORT and rule 30b1-9.
---------------------------------------------------------------------------

    \52\ Because 60 days after the fund's April 30, 2019 fiscal 
quarter end falls on a Saturday (June 29, 2019), the report on Form 
N-PORT must be filed with the Commission no later than July 1, 2019 
(the next business day). See General Instruction A to Form N-PORT 
(``If the due date falls on a weekend or holiday, the filing 
deadline will be the next business day.''). In order to make General 
Instruction A clearer for registrants, we are moving the due date 
instruction to the end of the paragraph. See amended General 
Instruction A to Form N-PORT.
---------------------------------------------------------------------------

     Do the current compliance dates provide adequate time for 
funds to prepare their systems for filing reports on Form N-PORT? If 
not, why not, and how much more time is needed?
     Should we provide relief to funds with fiscal quarters 
ending in March and April to allow them only to file reports for the 
third month of their quarter end in 2019? Should we extend this relief 
to funds with other quarter-ends? Will funds with other quarter ends 
have any operational difficulties with modifying their systems to file 
each monthly report on Form N-PORT 60 days after the end of their 
fiscal quarter?

D. Procedural and Other Matters

    The Administrative Procedure Act (``APA'') generally requires an 
agency to publish notice of a rulemaking in the Federal Register and 
provide an opportunity for public comment.\53\ This requirement does 
not apply, however, if the agency ``for good cause finds . . . that 
notice and public procedure thereon are impracticable, unnecessary, or 
contrary to the public interest.'' \54\ We have determined to 
immediately adopt this modification to the filing requirements for Form 
N-PORT and the accompanying changes described above.
---------------------------------------------------------------------------

    \53\ See 5 U.S.C. 553(b)-(c).
    \54\ 5 U.S.C. 553(b)(3)(B).
---------------------------------------------------------------------------

    As discussed above, based on our recent evaluation of the data 
security protocols relating to Form N-PORT, and in light of our 
continued assessment of our internal cybersecurity risk profile, we 
have re-evaluated whether, in this particular case, we can meaningfully 
reduce the sensitivity of the data we will maintain while continuing to 
achieve our regulatory objectives. This recent re-evaluation has led us 
to determine that modifying the filing requirements for Form N-PORT is 
necessary. Additionally, as explained above, the modifications affect 
the timeliness of the data for the Commission's analysis but would not 
affect the current requirements regarding the content of the data that 
is

[[Page 7985]]

made public or when the data is made public. Given the limited nature 
of this change, and previous delays in implementation of the rule, we 
find that it is appropriate to implement this modification as an 
interim final rule. Soliciting public comment on this issue would be 
neither necessary, practicable, nor in the public interest.
    Independently, providing immediate certainty to funds is critical 
because we understand that many funds are currently designing and 
testing their systems and procedures in light of the April 1, 2019 
expiration of temporary rule 30b1-9(T)'s retention requirement. Funds 
need to know as soon as practicable that there will be a modification 
in the requirement for filing reports on Form N-PORT through the EDGAR 
system, and that as a result they will have to make changes to the 
timing of their reports. For example, absent the certainty provided by 
a final rule, funds may not be prepared to make all three Form N-PORT 
filings at quarter-end, especially in light of the compliance dates for 
larger fund groups. Providing notice and comment would defeat this goal 
of giving certainty as to funds' obligations in light of the 
modifications stemming from the Commission's recent cybersecurity 
initiatives.\55\ Under these circumstances, soliciting public notice 
and comment would be unnecessary, impracticable, and contrary to the 
public interest. For these reasons, the Commission finds that good 
cause exists to dispense with notice and comment regarding the 
amendments to rule 30b1-9 and Form N-PORT outlined above.\56\
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    \55\ We similarly do not believe that notice and comment on the 
amendment to Form N-LIQUID are necessary given the limited and 
voluntary nature of the amendment.
    \56\ See Section 553(b)(3)(B) of the Administrative Procedure 
Act (5 U.S.C. 553(b)(3)(B)) (an agency may dispense with prior 
notice and comment when it finds, for good cause, that notice and 
comment are ``impracticable, unnecessary, or contrary to the public 
interest''). This finding also satisfies the requirements of 5 
U.S.C. 808(2), allowing the amendments to become effective 
notwithstanding the requirement of 5 U.S.C. 801 (if a federal agency 
finds that notice and public comment are impractical, unnecessary or 
contrary to the public interest, a rule shall take effect at such 
time as the federal agency promulgating the rule determines). The 
amendments also do not require analysis under the Regulatory 
Flexibility Act. See 5 U.S.C. 604(a).
---------------------------------------------------------------------------

    The APA also generally requires that an agency publish an adopted 
rule in the Federal Register at least 30 days before it becomes 
effective. This requirement does not apply, however, if the agency 
finds good cause for making the rule effective sooner.\57\ For the 
reasons discussed above, and in order to give registrants immediate 
relief from filing reports on Form N-PORT with the Commission each 
month, we find good cause to make the rule effective upon publication 
in the Federal Register.
---------------------------------------------------------------------------

    \57\ 5 U.S.C. 553(d)(3).
---------------------------------------------------------------------------

II. Economic Analysis

A. Introduction

    Our modifications to the timing requirements for filing Form N-PORT 
will require funds to file each monthly report on Form N-PORT with the 
Commission no later than 60 days after a fund's fiscal quarter end. 
Information for the first two months of each fund's fiscal quarter will 
continue to be non-public and available for use by the Commission. 
Information reported on the quarter-end report on Form N-PORT will be 
made public immediately upon filing and thus will continue to be 
required to be publicly available with a delay of, at most, 60 days 
after the end of the fiscal quarter.\58\ In addition, funds will be 
required to maintain in their records the information that is required 
to be included on Form N-PORT no later than 30 days after the end of 
each month.
---------------------------------------------------------------------------

    \58\ As discussed above, see supra footnote 32, certain data 
fields on the quarter-end report on Form N-PORT will continue to be 
masked from the public. See General Instruction F of Form N-PORT.
---------------------------------------------------------------------------

    The Commission is sensitive to the economic effects, including the 
benefits and costs and the effects on efficiency, competition, and 
capital formation that will result from the change in the timing of the 
EDGAR submission requirement for reports on Form N-PORT and the 
associated recordkeeping requirement.

B. Economic Baseline

    The reporting and disclosure obligations created by the 2016 
adoption of Form N-PORT serve as the baseline against which the costs 
and benefits as well as the effects on efficiency, competition, and 
capital formation of the modified timing requirements are 
discussed.\59\ Additionally, the baseline takes into account the 
temporary rule that the Commission adopted on December 8, 2017, which 
delayed the initial reporting of Form N-PORT on EDGAR by nine 
months.\60\
---------------------------------------------------------------------------

    \59\ See Adopting Release, supra note 3, section III.
    \60\ See Temporary Final Rule Release, supra footnote 9, at note 
5.
---------------------------------------------------------------------------

    Currently, the Commission generally receives portfolio information 
from registered management investment companies (other than money 
market funds and SBICs) on Form N-Q and Form N-CSR on a quarterly 
basis, 60 and 70 days after the end of the quarter, respectively. Once 
the temporary final rule expires on June 1, 2019, funds in larger fund 
groups would be required to submit reports on Form N-PORT within 30 
days after each month-end.\61\ The reports on Form N-PORT for the first 
two months of each fund's fiscal quarter would not be made public. 
Information reported on the quarter-end report, with the exception of 
the items identified in General Instruction F of Form N-PORT, would be 
made publicly available with a delay of 60 days after the end of the 
fiscal quarter. As a result, the Commission would confidentially 
maintain for at least 30 days Form N-PORT information that would 
eventually become publicly available.
---------------------------------------------------------------------------

    \61\ See supra footnotes 11-12 and accompanying text.
---------------------------------------------------------------------------

    The entities affected by the modified timing of the EDGAR 
submission requirement for reports on Form N-PORT are the funds that 
will report using this form and their investors. As of the end of 2017, 
approximately 101.9 million individuals owned shares of registered 
investment companies, representing 57.3 million or 45.4% of U.S. 
households.\62\ As of September 2018, we estimate that there were 
11,619 funds required to file Form N-PORT (i.e., 8,976 mutual funds 
(excluding money market funds), 1,939 ETFs (including 8 ETFs organized 
as UITs and 1,931 ETFs that are management investment companies), and 
704 closed-end funds (excluding SBICs)).\63\
---------------------------------------------------------------------------

    \62\ 2018 Investment Company FactBook (``2017 IC FactBook''), A 
Review of Trends and Activities in the Investment Company Industry, 
57th edition, at 2, available at https://www.ici.org/pdf/2018_factbook.pdf.
    \63\ Counts of mutual funds and ETFs are based on data from the 
ICI and the count of closed-end funds is based on registrants' 
filings with the Commission on Forms N-SAR and N-Q and data from 
Morningstar Direct as of September 2018.
---------------------------------------------------------------------------

C. Benefits and Costs of the Modified Timing Requirement for Filing 
Form N-PORT

    The Commission relies on information included in reports filed by 
funds to monitor trends, identify risks, and inform its regulatory 
functions. Similarly, investors and other market participants rely on 
funds' public filings to assist in their investment decisions and 
understanding of financial markets. Form N-PORT, which requires 
reporting of a fund's complete portfolio holdings on a monthly basis 
with every third month available to the public, will contribute 
substantially to information made available to the Commission and the 
public by funds. As the Commission has previously stated, the adoption 
of Form N-PORT will modernize fund reporting, improve the ability of 
the Commission to fulfill its regulatory

[[Page 7986]]

functions, and allow investors to make more informed investment 
decisions.\64\
---------------------------------------------------------------------------

    \64\ See Adopting Release, supra footnote 3, at section II.A.
---------------------------------------------------------------------------

    The data that the Commission will receive on Form N-PORT is 
sensitive and includes portfolio information for the first two months 
of a fund's fiscal quarter that is designated non-public, information 
for the third month of a fund's fiscal quarter before its scheduled 
publication, and information for the third month of a fund's fiscal 
quarter from non-public fields. The data at risk could, for example, 
harm fund shareholders by expanding the opportunities for professional 
traders and others to exploit this information.\65\ In addition, an 
unauthorized intrusion could affect the Commission's future ability to 
collect the data necessary to support its mission.
---------------------------------------------------------------------------

    \65\ The academic literature has argued that certain trading 
strategies by outside investors that make use of a fund's timely 
portfolio information, including trading ahead of a fund and 
mimicking a fund's holdings, can be costly for funds and their 
investors, particularly for funds that execute large orders or 
employ proprietary trading strategies. (See, e.g., ICI, The 
Potential Effects of More Frequent Portfolio Disclosure on Mutual 
Fund Performance, Perspective Vol. 7, No. 3 (June 2001) and Vikas 
Agarwal, et al., Mandatory Portfolio Disclosure, Stock Liquidity, 
and Mutual Fund Performance, The Journal of Finance, Vol. 70, No. 6 
(Dec. 2015)). In addition, the academic literature has studied the 
economic effects of cybersecurity risk in various settings. For 
example, one paper (See Campbell, Katherine, et. al., The economic 
cost of publicly announced information security breaches: empirical 
evidence form the stock market, Journal of Computer Security 11 
(2003)) finds evidence suggesting that a firm's stocks price tends 
to decrease upon the announcement that an information security 
breach involving unauthorized access to confidential data has 
happened at the firm. However, we are not aware of any studies that 
would allow us to quantify the economic costs of a cybersecurity 
breach that revealed a fund's confidential portfolio information.
---------------------------------------------------------------------------

    We believe that increasing the delay in when funds must submit 
reports on Form N-PORT will reduce the value of non-public data 
maintained by the Commission. Reducing the value of this data may both 
reduce a potential motivation for cyberattacks and mitigate potential 
costs to funds and their investors in the event a fund's non-public 
data is exposed. First, the extension of the fiscal quarter-end filing 
deadline from 30 to 60 days allows the data in the quarter-end report 
on Form N-PORT to be public immediately upon filing, with the exception 
of the non-public fields described above.\66\ As a result, the 
Commission will no longer have to keep this data non-public for at 
least a month after filing, thereby reducing the volume of non-public 
data maintained in our systems and the associated cybersecurity risks. 
Second, under the modified timing of the EDGAR filing requirement for 
reports on Form N-PORT, a fund's submission for the first and second 
months of a fund's fiscal quarter will be delayed until the time that 
the submission for the quarter-end report is filed and made public. We 
believe that these changes to the timing requirements for filing Form 
N-PORT will reduce the sensitivity of the data the Commission stores 
and maintains.
---------------------------------------------------------------------------

    \66\ See supra footnote 32.
---------------------------------------------------------------------------

    The portion of the Form N-PORT data that will be made publicly 
available and the timing of the public availability will not change. As 
a result, the benefits of the disclosure to public users of the data 
would remain unchanged from the baseline. These benefits include, for 
example, an increase in the transparency of a fund's investment 
strategies and an increase in the ability of investors to identify more 
efficiently the funds' risk exposures, differentiate investment 
companies based on their investment strategies, and make more informed 
investment decisions associated with the public availability of this 
data.
    Increasing the Form N-PORT filing delay and requiring funds to 
maintain in their records the information that is required to be 
included on Form N-PORT no later than 30 days after the end of each 
month likely will not meaningfully change the costs for submitting the 
form and keeping records borne by fund groups, as the timing of 
collecting the information, the amount of information to be submitted, 
and the number of forms to complete is identical to the baseline.\67\ 
In addition, the current compliance dates for Form N-PORT will not 
change.\68\ In light of our ongoing assessment of our internal 
cybersecurity risk profile, we have re-evaluated whether, in this 
particular case, we can meaningfully reduce the sensitivity of the data 
we will maintain while continuing to achieve our regulatory objectives. 
On the one hand, the modifications in the EDGAR submission requirement 
will delay the filings of Form N-PORT data with the Commission in the 
ordinary course. Compared to the baseline, the data for monthly filings 
will be less current, by an average of 60 days. The delay will reduce 
the data's utility to the Commission for analyses of funds in the 
course of monitoring for industry trends and identifying issues for 
examination or inquiry. The impact of the delay on the Commission's 
analytical capabilities will vary across applications, and for certain 
applications, the impact of greater data staleness would decrease over 
time as the Commission builds up historical data. For example, 
historical trends inferred from a long time series of data would, in 
many cases, not be significantly affected by the delay in filing of 
monthly information. Moreover, requiring funds to maintain the Form N-
PORT data in their records 30 days after the end of each month will 
ensure that the Commission can receive more timely information when 
necessary.\69\
---------------------------------------------------------------------------

    \67\ To the extent that it is more efficient for fund groups to 
submit all three monthly filings of Form N-PORT in one batch at 
quarter-end, rather than individually every month, the costs borne 
by fund groups may be marginally reduced under this increased delay.
    \68\ As discussed above, funds in larger fund groups with fiscal 
quarters ending in March, 2019, which may not be prepared to make 
initial filings of all three months of Form N-PORT reports on a 
single date, will only be required to file reports on Form N-PORT 
for the last month of that fiscal quarter. Larger fund groups with 
fiscal quarters ending in April, 2019, will only be required to file 
reports on Form N-PORT for the last two months of that fiscal 
quarter.
    \69\ In addition, the Commission will continue to receive 
reports on Form N-LIQUID, which provides us with more timely 
information on certain liquidity events at a fund. In order to allow 
funds the opportunity to communicate this information, we are 
amending Form N-LIQUID to provide for a voluntary explanatory notes 
section. See Part E of Amended Form N-LIQUID.
---------------------------------------------------------------------------

D. Effects on Efficiency, Competition, and Capital Formation

    The modification in the timing of the EDGAR submission requirements 
will--without materially affecting our ability to obtain data when we 
need it--reduce the risk of cybersecurity threats and thereby decrease 
the likelihood that exposure of sensitive data could hamper the 
Commission's future ability to collect the data necessary to support 
its mission. As a result, we believe that the modification will help 
the Commission maintain efficient capital markets through appropriate 
supervision and regulation.
    A reduction in cybersecurity risk will also reduce the likelihood 
of related adverse impacts on an affected fund and its investors, as 
discussed above. To the extent that investors anticipate the potential 
impacts of cybersecurity risks, a reduction in this risk could increase 
the amount invested in funds. If this additional investment in funds 
does not represent substitution away from other forms of capital 
formation, such as direct investments in operating companies, the 
reduction in risk could thereby improve capital formation. We believe, 
however, that any such effect would likely be small.
    Similarly, we believe that the modification would not have any 
significant competitive effects, as the delay affects all filers of 
Form N-PORT uniformly.

[[Page 7987]]

E. Alternatives

    As an alternative to requiring monthly portfolio reporting (filed 
on a quarterly basis), the Commission considered requiring quarterly 
portfolio reporting. Under the alternative, the Commission would no 
longer receive non-public data for monthly portfolio reports related to 
the first two months in a fund's fiscal quarter, thereby reducing the 
amount of non-public information the Commission stores and maintains 
and further reducing the risk of cybersecurity risks. In addition, the 
alternative would likely reduce the costs for funds to file Form N-
PORT. However, the alternative would eliminate the additional 
information in the monthly portfolio reporting that will allow the 
Commission to analyze the evolution of portfolio holdings and the 
fluctuations in the values of portfolio investments within a fund's 
fiscal quarter. We continue to believe that the higher frequency of 
monthly portfolio reporting will be useful to the staff to perform 
analyses of funds in the course of monitoring for industry trends or 
identifying issues for examination or inquiry, even if the Commission 
receives this information on a more delayed basis in the ordinary 
course.\70\ Our modifications to the timing of filings and not the 
frequency of data reflect our belief that the greater usefulness to the 
Commission of monthly portfolio reporting on a quarterly basis 
justifies any attendant risk and larger costs for funds to report 
monthly rather than quarterly portfolio information.
---------------------------------------------------------------------------

    \70\ Our experience with large hedge fund adviser reporting on 
Form PF has shown us that quarterly reporting of monthly data, with 
a 60-day delay in its submission, is useful in providing regulators 
with data to identify emerging trends and risks. See supra footnote 
39.
---------------------------------------------------------------------------

    As an alternative to requiring funds to file all three monthly 
Forms N-PORT within 60 days of a fund's fiscal quarter end, we 
considered requiring funds to submit Form N-PORT within 60 days of the 
end of each month. While this alternative would increase the delay in 
when funds would be required to submit Forms N-PORT for all three 
months of a fund's fiscal quarter compared to the baseline, the delay 
would be shorter compared to the modified timing requirement we are 
adopting today for the first two months of a fund's fiscal quarter. As 
a result, the decrease in the sensitivity of the data the Commission 
stores and maintains and the resulting reduction in cybersecurity risk 
would be smaller under this alternative. We acknowledge the shorter 
delay in the Commission's receipt of data for the first two months 
under this alternative would have a smaller impact on the Commission's 
analytical capabilities than the modification to filing that we are 
adopting. However, as discussed above in section II.C, we expect this 
impact to (i) vary across applications and (ii) be attenuated by the 
requirement that funds maintain the Form N-PORT data in their records 
30 days after the end of each month, which will ensure that the 
Commission can receive more timely information, when necessary.

III. Paperwork Reduction Act

    The Commission is modifying the requirement for reports on Form N-
PORT to require all three monthly Form N-PORT reports for a particular 
fiscal quarter be filed with the Commission 60 days after the end of 
that quarter. Amended rule 30b1-9 will also require funds to maintain 
in their records the information that is required to be included on 
Form N-PORT no later than 30 days after the end of each month.\71\ We 
do not believe that these changes will make any substantive 
modifications to any existing collection of information requirements 
within the meaning of the Paperwork Reduction Act of 1995 
(``PRA'').\72\ While the reporting dates for Form N-PORT will change, 
the number of Form N-PORT filings, timing of collecting the data, and 
other related burdens will remain the same. As a result, the Commission 
believes that the current PRA burden estimates for the existing 
collection of information requirements remain appropriate.\73\
---------------------------------------------------------------------------

    \71\ We previously noted that the burden associated with 
preserving the information required by Form N-PORT in the fund's 
records in an easily accessible place is similar to the burden 
associated with submitting the prepared report on EDGAR. See 
Temporary Final Rule Release, supra footnote 9, at section III.A.
    \72\ 44 U.S.C. 3501 through 3521.
    \73\ ``Form N-PORT Under the Investment Company Act, Monthly 
Portfolio Investments Report'' (OMB Control No. 3235-0730). We 
similarly do not believe that our change to Form N-LIQUID will make 
any substantive modifications to the existing collection of 
information requirements within the meaning of the PRA. See ``Form 
N-LIQUID Under the Investment Company Act, Current Report, Open-End 
Investment Company Liquidity'' (OMB Control No. 3235-0754).
---------------------------------------------------------------------------

IV. Statutory Authority

    We are adopting amendments to the rule 30b1-9, Form N-PORT, and 
Form N-LIQUID under the authority set forth in the Investment Company 
Act, particularly sections 6(c), 8, 30, 31, and 38 thereof [15 U.S.C. 
80a et seq.], and 44 U.S.C. 3506.

List of Subjects in 17 CFR Parts 270 and 274

    Investment companies, Reporting and recordkeeping requirements, 
Securities.

    For reasons set forth in the preamble, title 17, chapter II of the 
Code of Federal Regulations is amended as follows:

PART 270--RULES AND REGULATIONS, INVESTMENT COMPANY ACT OF 1940

0
1. The authority citation for part 270 continues to read, in part, as 
follows:

    Authority: 15 U.S.C. 80a-1 et seq., 80a-34(d), 80a-37, 80a-39, 
and Pub. L. 111-203, sec. 939A, 124 Stat. 1376 (2010), unless 
otherwise noted.
* * * * *

0
2. Section 270.30b1-9 is revised to read as follows:


Sec.  270.30b1-9  Monthly report.

    Each registered management investment company or exchange-traded 
fund organized as a unit investment trust, or series thereof, other 
than a registered open-end management investment company that is 
regulated as a money market fund under Sec.  270.2a-7 or a small 
business investment company registered on Form N-5 (Sec. Sec.  239.24 
and 274.5 of this chapter), must file a monthly report of portfolio 
holdings on Form N-PORT (Sec.  274.150 of this chapter), current as of 
the last business day, or last calendar day, of the month. A registered 
investment company that has filed a registration statement with the 
Commission registering its securities for the first time under the 
Securities Act of 1933 is relieved of this reporting obligation with 
respect to any reporting period or portion thereof prior to the date on 
which that registration statement becomes effective or is withdrawn. 
Each registered investment company that is required to file reports on 
Form N-PORT must maintain in its records the information that is 
required to be included on Form N-PORT no later than 30 days after the 
end of each month. Such information shall be treated as a record under 
section 31(a)(1) of the Act [15 U.S.C. 80a-30(a)(1)] and Sec.  270.31a-
1(b) of this chapter subject to the requirements of Sec.  270.31a-
2(a)(2) of this chapter. Reports on Form N-PORT for each month in each 
fiscal quarter of a registered investment company must be filed with 
the Commission no later than 60 days after the end of such fiscal 
quarter.

[[Page 7988]]

PART 274--FORMS PRESCRIBED UNDER THE INVESTMENT COMPANY ACT OF 1940

0
3. The general authority citation for part 274 continues to read as 
follows:

    Authority: 15 U.S.C. 77f, 77g, 77h, 77j, 77s, 78c(b), 78l, 78m, 
78n, 78o(d), 80a-8, 80a-24, 80a-26, 80a-29, and Pub. L. 111-203, 
sec. 939A, 124 Stat. 1376 (2010), unless otherwise noted.
* * * * *

0
4. Section 274.150 is revised to read as follows:


Sec.  274.150  Form N-PORT, Monthly portfolio holdings report.

    (a) Except as provided in paragraph (b) of this section, this form 
shall be used by registered management investment companies or 
exchange-traded funds organized as unit investment trusts, or series 
thereof, to file reports pursuant to Sec.  270.30b1-9 of this chapter 
not later than 60 days after the end of each fiscal quarter.
    (b) Form N-PORT shall not be filed by a registered open-end 
management investment company that is regulated as a money market fund 
under Sec.  270.2a-7 of this chapter or a small business investment 
company registered on Form N-5 (Sec. Sec.  239.24 and 274.5 of this 
chapter), or series thereof.

    Note: The text of Form N-PORT will not appear in the Code of 
Federal Regulations.


0
5. Form N-PORT (referenced in Sec.  274.150) is amended as follows:


    Note: The text of Form N-PORT does not, and these amendments 
will not, appear in the Code of Federal Regulations.

FORM N-PORT

MONTHLY PORTFOLIO INVESTMENTS REPORT

    Form N-PORT is to be used by a registered management investment 
company, or an exchange-traded fund organized as a unit investment 
trust, or series thereof (``Fund''), other than a Fund that is 
regulated as a money market fund (``money market fund'') under rule 
2a[dash]7 under the Investment Company Act of 1940 [15 U.S.C. 80a] 
(``Act'') (17 CFR 270.2a[dash]7) or a small business investment company 
(``SBIC'') registered on Form N-5 (17 CFR 239.24 and 274.5), to file 
reports of monthly portfolio holdings pursuant to rule 30b1-9 under the 
Act (17 CFR 270.30b1-9). The Commission may use the information 
provided on Form N[dash]PORT in its regulatory, enforcement, 
examination, disclosure review, inspection, and policymaking roles.

GENERAL INSTRUCTIONS

A. Rule as to Use of Form N-PORT

    Form N-PORT is the reporting form that is to be used for monthly 
reports of Funds other than money market funds and SBICs under section 
30(b) of the Act, as required by rule 30b1-9 under the Act (17 CFR 
270.30b1-9). Funds must report information quarterly about their 
portfolios and each of their portfolio holdings as of the last business 
day, or last calendar day, of each month. A registered investment 
company that has filed a registration statement with the Commission 
registering its securities for the first time under the Securities Act 
of 1933 is relieved of this reporting obligation with respect to any 
reporting period or portion thereof prior to the date on which that 
registration statement becomes effective or is withdrawn.
    Reports on Form N-PORT must disclose portfolio information as 
calculated by the fund for the reporting period's ending net asset 
value (commonly, and as permitted by rule 2a-4, the first business day 
following the trade date). A Fund must maintain in its records the 
information that is required to be included on Form N-PORT no later 
than 30 days after the end of each month. Such information shall be 
treated as a record under section 31(a)(1) of the Act and rule 31a-1(b) 
thereunder subject to the requirements of rule 31a-2(a)(2). Reports on 
Form N-PORT for each month in each fiscal quarter of a fund must be 
filed with the Commission no later than 60 days after the end of such 
fiscal quarter. If the due date falls on a weekend or holiday, the 
filing deadline will be the next business day.
    A Fund may file an amendment to a previously filed report at any 
time, including an amendment to correct a mistake or error in a 
previously filed report. A Fund that files an amendment to a previously 
filed report must provide information in response to all items of Form 
N-PORT, regardless of why the amendment is filed.
* * * * *

0
6. Form N-LIQUID (referenced in Sec.  274.223) is amended as follows:

    Note: The text of Form N-LIQUID does not, and these amendments 
will not, appear in the Code of Federal Regulations.

FORM N-LIQUID

CURRENT REPORT

OPEN END MANAGEMENT INVESTMENT COMPANY LIQUIDITY

* * * * *

PART E. Explanatory Notes (if any)

    Registrants may provide any information it believes would be 
helpful in understanding the information reported in response to any 
Item of this Form.
* * * * *

    By the Commission.

    Dated: February 27, 2019.
Eduardo A. Aleman,
Deputy Secretary.
[FR Doc. 2019-03958 Filed 3-5-19; 8:45 am]
 BILLING CODE 8011-01-P