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OMB Control No: 3235-0582	ICR Reference No: 201011-3235-004
Status: Historical Inactive	Previous ICR Reference No: 200808-3235-012
Agency/Subagency: SEC	Agency Tracking No: IM-270-524
Title: Form N-PX under the Investment Company Act of 1940, Annual Report of Proxy Voting Record
Type of Information Collection: Revision of a currently approved collection	Common Form ICR: No
Type of Review Request: Regular
OIRA Conclusion Action: Preapproved	Conclusion Date: 01/14/2011
	Date Received in OIRA: 11/04/2010
Terms of Clearance:

	Inventory as of this Action	Requested	Previously Approved
Expiration Date	01/31/2014	36 Months From Approved	03/31/2012
Responses	14,300	0	9,400
Time Burden (Hours)	89,603	0	89,824
Cost Burden (Dollars)	10,200,000	0	0

Abstract: Registered management investment companies use Form N-PX (17 CFR 274.129) to file annual reports with the Commission containing their complete proxy voting record for the most recent twelve-month period ended June 30. The proposed rule and form amendments under the Securities Exchange Act of 1934 (15 U.S.C. 78a et seq.) (Exchange Act) would, if adopted, require an institutional investment manager that is subject to Section 13(f) of the Exchange Act (15 U.S.C. 78m(f)) to report annually how it voted proxies relating to executive compensation matters as required by Section 14A of the Exchange Act, which was added by the Dodd‑Frank Wall Street Reform and Consumer Protection Act (Pub. L. 111-203, 124 Stat. 1376 (2010)).

Authorizing Statute(s): US Code: 15 USC 80a-29 Name of Law: Investment Company Act of 1940
PL: Pub.L. 111 - 203 951(d) Name of Law: Dodd-Frank Wall Street Reform and Consumer Protection Act

Citations for New Statutory Requirements: PL: Pub.L. 111 - 203 951(d) Name of Law: Dodd-Frank Wall Street Reform and Consumer Protection Act

Associated Rulemaking Information
RIN:	Stage of Rulemaking:	Federal Register Citation:	Date:
3235-AK67	Proposed rulemaking	75 FR 66622	10/28/2010

Federal Register Notices & Comments
Did the Agency receive public comments on this ICR? No

Number of Information Collection (IC) in this ICR: 1

IC Title	Form No.	Form Name
Form N-PX under the Investment Company Act of 1940, Annual Report of Proxy Voting Record	SEC-2451

ICR Summary of Burden

	Total Request	Previously Approved	Change Due to New Statute	Change Due to Adjustment in Estimate
Annual Number of Responses	14,300	9,400	4,200	700
Annual Time Burden (Hours)	89,603	89,824	44,300	-44,521
Annual Cost Burden (Dollars)	10,200,000	0	4,000,000	6,200,000

Burden increases because of Program Change due to Agency Discretion: No

Burden Increase Due to:

Burden decreases because of Program Change due to Agency Discretion: No

Burden Reduction Due to:

Short Statement: Previously, the Commission estimated an annual total hour burden of approximately 89,824 hours for Form N PX. The Commission now estimates 89,603 total burden hours, a net decrease of 221 burden hours per year for Form N PX from the previous submission. This change is due to the reduction in estimated burden of Form N PX for fund portfolios holding equity securities from 14.4 hours to 7.2 hours and the increase in the number of non-equity holding portfolios from 3,200 to 3,900 (resulting in 45,303 burden hours), the addition of 1.5 burden hours for fund portfolios holding equity securities to comply with the proposed amendments (resulting in an addition of 9,300 burden hours), and the addition of 8.7 burden hours for institutional investment managers to review filings on Form N-PX made under the proposed amendments and the addition of 1.0 burden hours per amendments to review confidential treatment-related amendments to filings on Form N-PX made under the proposal (resulting in an addition of 35,000 burden hours). Previously the Commission estimated no external cost burden for Form N-PX. Now the Commission estimates total annual external cost burden of $10,200,000. The change in the estimated cost burden is due to the Commissions understanding that most funds would hire third party service providers, such as proxy advisory firms, to assist with the administrative tasks associated with voting, recording voting decisions, and preparing the reports to be filed on Form N PX, resulting in a revised external cost estimate of $6,200,000 in the aggregate for funds. Additionally, the proposed amendments would result in estimated external costs of $4,000,000 for institutional investment managers, resulting in total annual external costs for all reporting persons (both funds and institutional investment managers) to comply with the requirements of Form N PX of approximately $10,200,000.

Annual Cost to Federal Government:

Does this IC contain surveys, censuses, or employ statistical methods? No

Is the Supporting Statement intended to be a Privacy Impact Assessment required by the E-Government Act of 2002? No

Is this ICR related to the Affordable Care Act [Pub. L. 111-148 & 111-152]? No

Is this ICR related to the Dodd-Frank Wall Street Reform and Consumer Protection Act, [Pub. L. 111-203]? Yes

Is this ICR related to the American Recovery and Reinvestment Act of 2009 (ARRA)? No

Is this ICR related to the Pandemic Response? Uncollected

Agency Contact: Alberto Zapata 202 551-6944

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