[Federal Register Volume 84, Number 136 (Tuesday, July 16, 2019)]
[Notices]
[Pages 34039-34040]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2019-15046]


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SECURITIES AND EXCHANGE COMMISSION


Submission for OMB Review; 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:
    Rule 17a-8, SEC File No. 270-225, OMB Control No. 3235-0235

    Notice is hereby given that, pursuant to the Paperwork Reduction 
Act of 1995 (44 U.S.C. 3501-3520), 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 17a-8 (17 CFR 270.17a-8) under the Investment Company Act of 
1940 (the ``Act'') (15 U.S.C. 80a-1 et seq.) is entitled ``Mergers of 
affiliated

[[Page 34040]]

companies.'' Rule 17a-8 exempts certain mergers and similar business 
combinations (``mergers'') of affiliated registered investment 
companies (``funds'') from prohibitions under section 17(a) of the Act 
(15 U.S.C. 80a-17(a)) on purchases and sales between a fund and its 
affiliates. The rule requires fund directors to consider certain issues 
and to record their findings in board minutes. The rule requires the 
directors of any fund merging with an unregistered entity to approve 
procedures for the valuation of assets received from that entity. These 
procedures must provide for the preparation of a report by an 
independent evaluator that sets forth the fair value of each such asset 
for which market quotations are not readily available. The rule also 
requires a fund being acquired to obtain approval of the merger 
transaction by a majority of its outstanding voting securities, except 
in certain situations, and requires any surviving fund to preserve 
written records describing the merger and its terms for six years after 
the merger (the first two in an easily accessible place).
    The average annual burden of meeting the requirements of rule 17a-8 
is estimated to be 7 hours for each fund. The Commission staff 
estimates that each year approximately 468 funds rely on the rule. The 
estimated total average annual burden for all respondents therefore is 
3,276 hours.
    The average cost burden of preparing a report by an independent 
evaluator in a merger with an unregistered entity is estimated to be 
$15,000. The average net cost burden of obtaining approval of a merger 
transaction by a majority of a fund's outstanding voting securities is 
estimated to be $100,000. The Commission staff estimates that each year 
approximately 0 mergers with unregistered entities occur and 
approximately 137 funds hold shareholder votes that would not otherwise 
have held a shareholder vote. The total annual cost burden of meeting 
these requirements is estimated to be $13,700,000.
    The estimates of average burden hours and average cost burdens are 
made solely for the purposes of the Paperwork Reduction Act, and are 
not derived from a comprehensive or even a representative survey or 
study. 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 the background documentation for this 
information collection at the following website, www.reginfo.gov. 
Comments should be directed to: (i) Desk Officer for the Securities and 
Exchange Commission, Office of Information and Regulatory Affairs, 
Office of Management and Budget, Room 10102, New Executive Office 
Building, Washington, DC 20503, or by sending an email to: 
Lindsay.M.Abate@omb.eop.gov; and (ii) Charles Riddle, Acting Director/
Chief Information Officer, Securities and Exchange Commission, co 
Candace Kenner, 100 F Street NE, Washington, DC 20549 or send an email 
to: PRA_Mailbox@sec.gov. Comments must be submitted to OMB within 30 
days of this notice.

    Dated: July 11, 2019.
Eduardo A. Aleman,
Deputy Secretary.
[FR Doc. 2019-15046 Filed 7-15-19; 8:45 am]
 BILLING CODE 8011-01-P


