[Federal Register Volume 89, Number 17 (Thursday, January 25, 2024)]
[Notices]
[Pages 5033-5034]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2024-01437]


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SECURITIES AND EXCHANGE COMMISSION

[SEC File No. 270-385, OMB Control No. 3235-0441]


Submission for OMB Review; Comment Request; Extension: Rule 18f-3

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

    Notice is hereby given that, pursuant to the Paperwork Reduction 
Act of 1995 (44 U.S.C. 3501 et seq.) (``Paperwork Reduction Act''), the 
Securities and Exchange Commission (``the Commission'') has submitted 
to the Office of Management and Budget (``OMB'') a request for 
extension of the previously approved collection of information 
discussed below.
    Rule 18f-3 (17 CFR 270.18f-3) under the Investment Company Act of 
1940 (15 U.S.C. 80a-1 et seq.) exempts from section 18(f)(1) and 18 
(f)(i) a fund that issues multiple classes of shares representing 
interests in the same portfolio of securities (a ``multiple class 
fund'') if the fund satisfies the conditions of the rule. In general, 
each class must differ in its arrangement for shareholder services or 
distribution or both, must pay the related expenses of that different 
arrangement, and must satisfy certain voting rights provisions. The 
rule includes one requirement for the collection of information. A 
multiple class fund must prepare, and fund directors must approve, a 
written plan setting forth the separate arrangement and expense 
allocation of each class, and any related conversion features or 
exchange privileges (``rule 18f-3 plan''). Approval of the plan must 
occur before the fund issues any shares of multiple classes and 
whenever the fund materially amends the plan. In approving the plan, 
the fund board, including a majority of the independent directors, must 
determine that the plan is in the best interests of each class and the 
fund as a whole.
    The requirement that the fund prepare and directors approve a 
written rule 18f-3 plan is intended to ensure that the fund compiles 
information relevant to the fairness of the separate arrangement and 
expense allocation for each class, and that directors review and 
approve the information. Without a blueprint that highlights material 
differences among classes, directors might not perceive potential 
conflicts of interests when they determine whether the plan is in the 
best interests of each class and the fund. In addition, the plan may be 
useful to Commission staff in reviewing the fund's compliance with the 
rule.
    The following estimates of average burden hours are made solely for 
purposes of the Paperwork Reduction Act of 1995 \1\ and are not derived 
from a comprehensive or even representative survey or study of the cost 
of Commission rules and forms. Compliance with the information 
collection requirements of rule 18f-3 is necessary to obtain the 
benefit of the rule's exemption. The collection of information under 
rule 18f-3 is mandatory. Responses to the collection of information 
requirements will not be kept confidential.
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    \1\ 44 U.S.C. 3501 et seq.

                                        Table 1--Rule 18f-3 PRA Estimates
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                                        Internal annual  burden         Wage rate \1\       Internal time costs
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                                            ESTIMATES FOR RULE 18F-3
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Prepare and approve a written 18f-3  6 hours \3\.................
 plan \2\.
Average number of responses          0.5 responses \3\...........
 annually per registrant.
Total number of hours per            3 hours \3\.................  $484 (in-house          $936,056 (in-house
 registrant per year \4\.                                           attorney). $4,770       attorney).
                                                                    (fund board of          $4,612,590 (board of
                                                                    directors) \6\          directors) \7\.
Total number of registrants........  967 \4\.....................
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    Total annual hour burden.......  2,901 hours \5\.............  ......................  $5,548,646 \8\.
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Notes:
1. The Commission's estimates of the relevant wage rates are based on salary information for the securities
  industry compiled by the Securities Industry and Financial Markets Association's Office Salaries in the
  Securities Industry 2013; the estimated figures are modified by firm size, employee benefits, overhead, and
  adjusted to account for the effects of inflation; see Securities Industry and Financial Markets Association,
  Report on Management & Professional Earnings in the Securities Industry 2013.
2. The Commission estimates that each registrant prepares and approves a rule 18f-3 plan every two years when
  issuing a new fund or class or amending a plan (or that 484 of all 967 registrants prepare and approve a plan
  each year).
3. This estimate assumes that each response will take 6 hours, requiring 3 hours per registrant per year (0.5
  responses per registrant x 6 hours per response = 3 hours per registrant).
4. The Commission estimates that there are approximately 6,733 multiple class funds offered by 967 registrants.
5. 967 registrants x 3 hours = 2,901 hours.
6. The estimate for the cost of board time is derived from estimates made by the staff regarding typical board
  size and compensation that is based on information received from fund representatives and publicly available
  sources; the $4,770 per hour estimate for a fund board of directors was last adjusted for inflation through
  2019,and assumes an average of 9 board members per board.

[[Page 5034]]

 
7. This estimate assumes that two-thirds (1,934) of the internal hours are spent by in-house attorneys to
  prepare the plan (1,934 hours x $484 estimated hourly rate = $936,056 per year) and that one-third (967) are
  spent by the fund's board of directors to approve the plan (967 hours x $4,770 per hour = $4,612,590).
8. $936,056 + $4,612,590 = $5,548,646.

    The information provided under rule 18f-3 will not be kept 
confidential. 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 OMB control number.
    The public may view background documentation for this information 
collection at the following website: www.reginfo.gov. Find this 
particular information collection by selecting ``Currently under 30-day 
Review--Open for Public Comments'' or by using the search function. 
Written comments and recommendations for the proposed information 
collection should be sent within 30 days of publication of this notice 
by February 26, 2024 to (i) [email protected] 
and (ii) David Bottom, Director/Chief Information Officer, Securities 
and Exchange Commission, c/o John Pezzullo, 100 F Street NE, 
Washington, DC 20549, or by sending an email to: [email protected].

    Dated: January 22, 2024.
Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2024-01437 Filed 1-24-24; 8:45 am]
BILLING CODE 8011-01-P