[Federal Register Volume 87, Number 98 (Friday, May 20, 2022)]
[Notices]
[Pages 31021-31022]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2022-10817]


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SECURITIES AND EXCHANGE COMMISSION

[SEC File No. 270-774, OMB Control No. 3235-0727]


Submission for OMB Review; Comment Request; Extension: Rules 400-
404 of Regulation Crowdfunding (Intermediaries)

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 (``PRA'') (44 U.S.C. 3501 et seq.), the Securities and Exchange 
Commission (``Commission'') has submitted to the Office of Management 
and Budget (``OMB'') a request for approval of extension of the 
previously approved collection of information provided for in Rules 
300-304 of Regulation Crowdfunding.\1\
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    \1\ See Regulation Crowdfunding, Exchange Act Release No. 76324 
(Oct. 30, 2015), 80 FR 71387 (Nov. 16, 2015) (Final Rule) 
(``Regulation Crowdfunding'').
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    The collections of information required under Rules 400 through 404 
is mandatory for all funding portals. Form

[[Page 31022]]

Funding Portal helps ensure that the Commission can make information 
about funding portals transparent and easily accessible to the 
investing public, including issuers and obligated persons who engage 
funding portals; investors who may purchase securities through 
offerings on funding portals; and other regulators. Further, the 
information provided on Form Funding Portal expands the amount of 
publicly available information about funding portals, including 
disciplinary history. Consequently, the rules and forms allows issuers 
and the investing public, as well as others, to become more fully 
informed about funding portals in a more efficient manner.
    Rule 400 requires each person applying for registration with the 
Commission as a funding portal to file electronically with the 
Commission Form Funding Portal. Rule 400(a) requires a funding portal 
to become a member of a national securities association registered 
under Section 15A of the Exchange Act. Rule 400(b) requires a funding 
portal to file an amendment to Form Funding Portal if any information 
previously submitted on Form Funding Portal becomes inaccurate for any 
reason. Rule 400(c) provides that a funding portal can succeed to the 
business of a predecessor funding portal upon the successor filing a 
registration on Form Funding Portal and the predecessor filing a 
withdrawal on Form Funding Portal.
    Rule 400(d) requires a funding portal to promptly file a withdrawal 
of registration on Form Funding Portal upon ceasing to operate as a 
funding portal. Rule 400(e) states that duplicate originals of the 
applications and reports provided for in this section must be filed 
with surveillance personnel designated by any registered national 
securities association of which the funding portal is a member. Rule 
400(f) requires a nonresident funding portal to: (1) Obtain a written 
consent and power of attorney appointing an agent for service of 
process in the United States; (2) furnish the Commission with the name 
and address of its agent for services of process on Schedule C of Form 
Funding Portal; (3) certify that it can, as a matter of law, and will 
provide the Commission and any registered national securities 
association of which it becomes a member with prompt access to its 
books and records and can, as a matter of law, and will submit to 
onsite inspection and examination by the Commission and any registered 
national securities association of which it becomes a member; and (4) 
provide the Commission with an opinion of counsel and certify on 
Schedule C on Form Funding Portal that the firm can, as a matter of 
law, provide the Commission and registered national securities 
association of which it becomes a member with prompt access to its 
books and records and can, as a matter of law, submit to onsite 
inspection and examination by the Commission and any registered 
national securities association of which it becomes a member.\2\
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    \2\ Exchange Act Section 3(h)(1)(C) permits us to impose, as 
part of our authority to exempt funding portals from broker 
registration, ``such other requirements under [the Exchange Act] as 
the Commission determines appropriate.''
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    Rule 403(a) requires a funding portal to implement written policies 
and procedures reasonably designed to achieve compliance with the 
federal securities laws and the rules and regulations thereunder 
relating to its business as a funding portal. Rule 403(b) provides that 
a funding portal must comply with privacy rules. Rule 404 requires all 
registered funding portals to maintain certain books and records 
relating to their funding portal activities, for not less than five 
years, the first two in an easily accessible place. Rule 404(e) 
requires funding portals to furnish promptly to the Commission, its 
representatives, and the registered national securities association of 
which the funding portal is a member true, correct, complete and 
current copies of such records of the funding portal that are requested 
by the representatives of the Commission and the registered national 
securities association.
    The Commission staff estimates that annualized industry burden 
would be 36,775 hours to comply with Rules 400-404. The Commission 
staff estimates that the costs associated with complying with Rules 
400-404 are estimated to be approximately a total amount of $671,793.
    An agency may not conduct or sponsor, and a person is not required 
to respond to, a collection of information under the PRA unless it 
displays a currently valid OMB control number.
    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 by June 21, 2022 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: May 16, 2022.
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2022-10817 Filed 5-19-22; 8:45 am]
BILLING CODE 8011-01-P


