[Federal Register Volume 83, Number 52 (Friday, March 16, 2018)]
[Rules and Regulations]
[Pages 11637-11639]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2018-05238]


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SECURITIES AND EXCHANGE COMMISSION

17 CFR Parts 232 and 274

[Release Nos. 33-10467; 34-82830; 39-2520; IC-33041]


Adoption of Updated EDGAR Filer Manual

AGENCY: Securities and Exchange Commission.

ACTION: Final rule.

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SUMMARY: The Securities and Exchange Commission (the ``Commission'') is 
adopting revisions to the Electronic Data Gathering, Analysis, and 
Retrieval System (``EDGAR'') Filer Manual and related rules. The EDGAR 
system is scheduled to be upgraded on March 12, 2018.

DATES: Effective March 16, 2018. The incorporation by reference of the 
EDGAR Filer Manual is approved by the Director of the Federal Register 
as of March 16, 2018.

FOR FURTHER INFORMATION CONTACT: In the Division of Investment 
Management, for questions concerning Form N-PORT and Form N-CEN, 
contact Heather Fernandez at (202) 551-6708 and for questions 
concerning submission form type 486BXT, contact Shawn Davis at (202) 
551-6413. In the Division of Trading and Markets, for questions 
concerning Form 13H, contact Richard Holley at (202) 551-5614. In the 
Division of Economic and Risk Analysis, for questions concerning the 
updated XBRL taxonomies, contact Brian Hankin at (202) 551-8497. In the 
Office of Strategic Initiatives, for questions concerning Form ID, 
contact Christian Windsor at (202) 551-3419 or Mellissa Duru at (202) 
551-3757. In the Division of Corporation Finance, for questions 
concerning the draft registration statements on form type DRS and DRS/
A, the draft offering statements on form type DOS and DOS/A, and 
submission form type SF-1MEF, contact Heather Mackintosh at (202) 551-
8111. In the Office of Municipal Securities, for questions concerning 
Form MA-I and Form MA-I/A, contact Ahmed Abonamah at (202) 551-3887.

SUPPLEMENTARY INFORMATION: We are adopting an updated EDGAR Filer 
Manual, Volume I and Volume II, and making corresponding rule and form 
amendments. The Filer Manual describes the technical formatting 
requirements for the preparation and submission of electronic filings 
through the EDGAR system.\1\ It also describes the requirements for 
filing using EDGARLink Online and the Online Forms/XML website.
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    \1\ We originally adopted the Filer Manual on April 1, 1993, 
with an effective date of April 26, 1993. Release No. 33-6986 (April 
1, 1993) [58 FR 18638]. We implemented the most recent update to the 
Filer Manual on December 8, 2017. See Release No. 33-10444 (December 
8, 2017) [83 FR 2369].
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    The revisions to the Filer Manual reflect changes within Volume I, 
entitled EDGAR Filer Manual, Volume I: ``General Information,'' 
(Version 30) (March 2018), and Volume II, entitled EDGAR Filer Manual, 
Volume II: ``EDGAR Filing,'' Version 45 (March 2018). The updated 
manual will be incorporated by reference into the Code of Federal 
Regulations.
    The Filer Manual contains all the technical specifications for 
filers to submit filings using the EDGAR system. Filers must comply 
with the applicable provisions of the Filer Manual in order to assure 
the timely acceptance and processing of filings made in electronic 
format.\2\ Filers may consult the Filer Manual in conjunction with our 
rules governing mandated electronic filing when preparing documents for 
electronic submission.\3\
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    \2\ See Rule 301 of Regulation S-T (17 CFR 232.301).
    \3\ See Release No. 33-10385 (July 6, 2017) [82 FR 35062] 
(implementing revisions to reflect EDGAR Release 17.2. For 
additional history of EDGAR Filer Manual revisions, please see the 
citations therein).
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    The EDGAR System and Filer Manual will be updated in Release 18.1 
and will reflect the following changes.
    The Form ID entry screen will be revised to allow filers that are 
applying for access codes to indicate whether they intend to submit a 
draft registration statement or draft offering statement. Clarifying 
instructions will be added to Chapter 3 (Becoming an EDGAR Filer) of 
the EDGAR Filer Manual, Volume I and a technical conforming amendment 
will be made to Form ID.
    EDGAR will be revised to add the submission form type SF-1MEF, 
which will allow registrants to register additional securities pursuant 
to Rule 462(b) of the Securities Act of 1933 (the ``Securities Act'') 
to a prior related effective registration statement filed on Form SF-1. 
Corresponding changes have been made to Chapter 3 (Index to Forms), 
Chapter 4 (Filing Fee Information) and Appendix C (EDGAR Submission 
Types) of the EDGAR Filer Manual, Volume II.
    EDGAR will also be revised to add submission form type 486BXT for 
post-effective amendments to Form N-2 filed pursuant to Securities Act 
Rule 486(b)(1)(iii) to designate a new effective date for a post-
effective amendment previously filed pursuant to Securities Act Rule 
486(a). Corresponding changes have been made to Chapter 3 (Index to 
Forms) and Appendices A (Messages Reported by EDGAR) and C (EDGAR 
Submission Types) of the EDGAR Filer Manual, Volume II.
    EDGAR will be updated to allow multiple accession numbers and 
series IDs in the header of NPORT-EX and NPORT-EX/A submissions. This 
will allow the filer to make a single submission for multiple series. 
Clarifying changes have been made to Appendix A, (Messages Reported by 
EDGAR) and Chapter 7 (Preparing and Transmitting EDGARLink Online 
Submissions) of the EDGAR Filer Manual, Volume II.

[[Page 11638]]

    In Release No. 33-10332 (March 31, 2017) [82 FR 17545] the 
Commission adopted revisions to certain Commission forms to add 
checkboxes to the cover pages to the forms to enable registrants to 
indicate their status as an Emerging Growth Company, as defined in 
Section 6(e) of the Securities Act, and to indicate whether they were 
opting out of the extended transition period for complying with any new 
or revised financial accounting standards. Updates are being made in 
EDGAR Release 18.1 to allow filers submitting draft registration 
statements on submission form type DRS and DRS/A to provide similar 
indications when submitting those submission form types. Corresponding 
changes will be made to Chapter 7 (Preparing and Transmitting EDGARLink 
Online Submissions) of the EDGAR Filer Manual, Volume II.
    EDGAR Release 18.1 will revise EDGAR to allow investment company 
filers to skip Part C of submission Forms N-CEN and N-CEN/A if all of 
their series are terminated. Clarifying changes have been made to 
Chapter 8 (Preparing and Transmitting Online Submissions) of the EDGAR 
Filer Manual, Volume II.
    EDGAR Release 18.1 will revise EDGAR to allow filers to sort the 
dates provided in Items 3 and 4 of submission form types MA-I and MA-I/
A in reverse chronological order. Clarifying changes have been made to 
Chapter 8 (Preparing and Transmitting Online Submissions) of the EDGAR 
Filer Manual, Volume II.
    Instructions in the EDGAR Filer Manual will be revised to clarify 
that filers of Form 13H who are natural persons and who do not have a 
Tax Identification Number or TIN, should enter ``00-0000000'' in lieu 
of the TIN. Natural person filers should immediately discontinue the 
practice of providing their Social Security number in that field. 
Corresponding changes will be made to Chapter 8 (Preparing and 
Transmitting Online Submissions) of the EDGAR Filer Manual, Volume II.
    In EDGAR Release 18.1, the EDGAR system will be upgraded to support 
the 2018 XBRL Taxonomies and updated SEC taxonomies COUNTRY, CURRENCY, 
EXCH and NAICS. Please see https://www.sec.gov/info/edgar/edgartaxonomies.shtml for a complete listing of supported standard 
taxonomies. Conforming changes have been made to Chapter 5 
(Constructing and Transmitting Online Submissions) and Chapter 6 
(Interactive Data) of the EDGAR Filer Manual, Volume II.
    EDGAR Release 18.1 will revise the EDGAR system to suspend ABS-EE 
and ABS-EE/A submissions (along with Combined 10-D/ABS-EE submissions 
and their amendments) if the Reporting Period Begin Date is after the 
Reporting Period End Date. Clarifying changes have been added to 
Appendix A (Messages Reported By EDGAR) of the EDGAR Filer Manual, 
Volume II.
    Along with the adoption of the Filer Manual, we are amending Rule 
301 of Regulation S-T to provide for the incorporation by reference 
into the Code of Federal Regulations of today's revisions. This 
incorporation by reference was approved by the Director of the Federal 
Register in accordance with 5 U.S.C. 552(a) and 1 CFR part 51.
    The updated EDGAR Filer Manual will be available for website 
viewing and printing; the address for the Filer Manual is https://www.sec.gov/info/edgar/edmanuals.htm. You may also obtain paper copies 
of the EDGAR Filer Manual from the following address: Public Reference 
Room, U.S. Securities and Exchange Commission, 100 F Street NE, 
Washington, DC 20549, on official business days between the hours of 10 
a.m. and 3 p.m.
    Since the Filer Manual and the corresponding rule and form 
amendments relate solely to agency procedures or practice, publication 
for notice and comment is not required under the Administrative 
Procedure Act (``APA'').\4\ It follows that the requirements of the 
Regulatory Flexibility Act \5\ do not apply.
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    \4\ 5 U.S.C. 553(b)(A).
    \5\ 5 U.S.C. 601-612.
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    The effective date for the updated Filer Manual and the related 
rule and form amendments is March 16, 2018. In accordance with the 
APA,\6\ we find that there is good cause to establish an effective date 
less than 30 days after publication of these rules. The Commission 
believes that establishing an effective date less than 30 days after 
publication of these rules is necessary to coordinate the effectiveness 
of the updated Filer Manual and related rule and form amendments with 
these system upgrades and to provide updated instructions for filers of 
Form 13H in a timely manner.
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    \6\ 5 U.S.C. 553(d)(3).
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Statutory Basis

    We are adopting the amendments to Regulation S-T under the 
authority in Sections 6, 7, 8, 10, and 19(a) of the Securities Act of 
1933,\7\ Sections 3, 12, 13, 14, 15, 15B, 23, and 35A of the Securities 
Exchange Act of 1934,\8\ Section 319 of the Trust Indenture Act of 
1939,\9\ and Sections 8, 30, 31, and 38 of the Investment Company Act 
of 1940.\10\
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    \7\ 15 U.S.C. 77f, 77g, 77h, 77j, and 77s(a).
    \8\ 15 U.S.C. 78c, 78l, 78m, 78n, 78o, 78o_4, 78w, and 78ll.
    \9\ 15 U.S.C. 77sss.
    \10\ 15 U.S.C. 80a-8, 80a-29, 80a-30, and 80a-37.
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    We are adopting the technical conforming amendment to Form ID under 
the authority in Section 19(a) of the Securities Act,\11\ Sections 
3(b), 13(a), 23(a), and 35A of the Exchange Act,\12\ Section 319 of the 
Trust Indenture Act of 1939 \13\ and Sections 30 and 38 of the 
Investment Company Act of 1940.\14\
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    \11\ 15 U.S.C. 77s(a).
    \12\ 15 U.S.C. 78c(b), 78m(a), 78w(a), and 78ll.
    \13\ 15 U.S.C. 77sss.
    \14\ 15 U.S.C. 80a-29, and 80a-37.
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List of Subjects

17 CFR Part 232

    Incorporation by reference, Reporting and recordkeeping 
requirements, Securities.

17 CFR Part 274

    Investment companies, Reporting and recordkeeping requirements, 
Securities.

Text of the Amendments

    In accordance with the foregoing, title 17, chapter II of the Code 
of Federal Regulations is amended as follows:

PART 232--REGULATION S-T--GENERAL RULES AND REGULATIONS FOR 
ELECTRONIC FILINGS

0
1. The authority citation for part 232 continues to read in part as 
follows:

    Authority: 15 U.S.C. 77c, 77f, 77g, 77h, 77j, 77s(a), 77z-3, 
77sss(a), 78c(b), 78l, 78m, 78n, 78o(d), 78w(a), 78ll, 80a-6(c), 
80a-8, 80a-29, 80a-30, 80a-37, and 7201 et seq.; and 18 U.S.C. 1350, 
unless otherwise noted.
* * * * *

0
2. Section 232.301 is revised to read as follows:


Sec.  232.301  EDGAR Filer Manual.

    Filers must prepare electronic filings in the manner prescribed by 
the EDGAR Filer Manual, promulgated by the Commission, which sets forth 
the technical formatting requirements for electronic submissions. The 
requirements for becoming an EDGAR Filer and updating company data are 
set forth in the updated EDGAR Filer Manual, Volume I: ``General 
Information,'' Version 30 (March 2018). The requirements for filing on 
EDGAR are set forth in the updated EDGAR Filer Manual, Volume II: 
``EDGAR Filing,'' Version 45 (March 2018). Additional provisions 
applicable to Form N-SAR filers are set forth in the EDGAR Filer 
Manual, Volume III: ``N-SAR Supplement,'' Version 6 (January 2017). All 
of these provisions have been incorporated by reference into the Code

[[Page 11639]]

of Federal Regulations, which action was approved by the Director of 
the Federal Register in accordance with 5 U.S.C. 552(a) and 1 CFR part 
51. You must comply with these requirements in order for documents to 
be timely received and accepted. The EDGAR Filer Manual is available 
for website viewing and printing; the address for the Filer Manual is 
https://www.sec.gov/info/edgar/edmanuals.htm. You can obtain paper 
copies of the EDGAR Filer Manual from the following address: Public 
Reference Room, U.S. Securities and Exchange Commission, 100 F Street 
NE, Washington, DC 20549, on official business days between the hours 
of 10:00 a.m. and 3:00 p.m. You can also inspect the document at the 
National Archives and Records Administration (NARA). For information on 
the availability of this material at NARA, call 202-741-6030, or go to: 
https://www.archives.gov/federal-register/cfr/ibr-locations.html.

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

0
3. The authority citation for part 274 continues to read in part 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.
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0
4. Form ID (referenced in Sec. Sec.  239.63, 249.446, 269.7 and 274.402 
of this chapter) is amended to add in ``PART I--APPLICATION FOR ACCESS 
CODES TO FILE ON EDGAR'' the following text and checkbox ``Access codes 
will be used to submit draft registration or draft offering statement. 
[square]''

    Note: The text of Form ID does not, and the amendment will not, 
appear in the Code of Federal Regulations.


    By the Commission.

    Dated: March 8, 2018.
Brent J. Fields,
Secretary.
[FR Doc. 2018-05238 Filed 3-15-18; 8:45 am]
 BILLING CODE 8011-01-P


