[Federal Register Volume 85, Number 1 (Thursday, January 2, 2020)]
[Notices]
[Page 149]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2019-28318]
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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:
Regulation D Rule 504(b)(3)--Felons and Other Bad Actors
Disclosure Statement; SEC File No. 270-798, OMB Control No. 3235-
0746
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 summarized below. The Commission plans to submit this
existing collection of information to the Office of Management and
Budget for extension and approval.
Regulation D Rule 504(b)(3) provides that no exemption under Rule
504 shall be available for the securities of any issuer if such issuer
would be subject to disqualification under Rule 506(d) of Regulation D
on or after January 20, 2017; provided that disclosure of prior ``bad
actor'' events shall be required in accordance with Rule 506(e) of
Regulation D. Rule 504(b)(3) requires the issuer in a Rule 504 offering
to furnish to each purchaser, a reasonable time prior to sale, a
written description of any disqualifying events that occurred before
effectiveness of the amendments to Rule 504 (i.e., before January 20,
2017) and within the time periods described in the list of
disqualification events set forth in Rule 506(d)(1) of Regulation D,
for the issuer or any other ``covered person'' associated with the
offering.
Approximately 800 issuers relying on Rule 504 of Regulation D will
spend on average one additional hour to conduct a factual inquiry to
determine whether any covered persons had a disqualifying event that
occurred before the effective date of the amendments for a total of 800
hours. In addition, approximately eight issuers (or approximately 1% of
800 issuers) will spend ten hours to prepare a disclosure statement
describing matters that would have triggered disqualification under
Rule 504(b)(3) of Regulation D had they occurred on or after the
effective date of the amendments (January 20, 2017) for total burden 80
hours (8 issuers x 10 hours per response).
For Purposes of the PRA, we estimate the total paperwork burden for
all affected Rule 504 issuers to comply with Rule 504(b)(3)
requirements would be approximately 808 issuers and a total of 880
burden hours.
Written comments are invited on: (a) Whether this proposed
collection of information is necessary for the performance of the
functions of the agency, including whether the information will have
practical utility; (b) the accuracy of the agency's estimate of the
burden imposed by the collection of information; (c) ways to enhance
the quality, utility, and clarity of the information 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 unless it displays a
currently valid control number.
Please direct your written comment to Charles Riddle, Acting
Director/Chief Information Officer, Securities and Exchange Commission,
c/o Cynthia Roscoe, 100 F Street NE, Washington, DC 20549 or send an
email to: [email protected].
Dated: December 27, 2019.
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2019-28318 Filed 12-31-19; 8:45 am]
BILLING CODE 8011-01-P