[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: PRA_Mailbox@sec.gov.

    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


