View Information Collection Request (ICR) Package
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Please note that the OMB number and expiration date may not have been determined when this Information Collection Request and associated Information Collection forms were submitted to OMB. The approved OMB number and expiration date may be found by clicking on the Notice of Action link below.
View ICR - OIRA Conclusion
OMB Control No:
3235-0059
ICR Reference No:
202204-3235-011
Status:
Historical Active
Previous ICR Reference No:
202104-3235-017
Agency/Subagency:
SEC
Agency Tracking No:
CF 270-056
Title:
Regulation 14A (Commission Rules 14a-1 through 14a-21 and Schedule 14A)
Type of Information Collection:
Revision of a currently approved collection
Common Form ICR:
No
Type of Review Request:
Regular
OIRA Conclusion Action:
Approved without change
Conclusion Date:
06/10/2022
Retrieve Notice of Action (NOA)
Date Received in OIRA:
04/27/2022
Terms of Clearance:
Inventory as of this Action
Requested
Previously Approved
Expiration Date
06/30/2025
36 Months From Approved
07/31/2024
Responses
6,369
0
6,369
Time Burden (Hours)
778,802
0
777,590
Cost Burden (Dollars)
103,805,312
0
103,678,712
Abstract:
Schedule 14A is filed by issuers of securities registered under Section 12 of the Securities Exchange Act of 1934 in connection with solicitation of a proxy.
Authorizing Statute(s):
US Code:
15 USC 78n, 78w(a)
Name of Law: Securities Exchange Act of 1934
Citations for New Statutory Requirements:
None
Associated Rulemaking Information
RIN:
Stage of Rulemaking:
Federal Register Citation:
Date:
3235-AL84
Final or interim final rulemaking
86 FR 68330
12/01/2021
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
Regulation 14A (Commission Rules 14a-1 through 14a-21 and Schedule 14A)
ICR Summary of Burden
Total Approved
Previously Approved
Change Due to New Statute
Change Due to Agency Discretion
Change Due to Adjustment in Estimate
Change Due to Potential Violation of the PRA
Annual Number of Responses
6,369
6,369
0
0
0
0
Annual Time Burden (Hours)
778,802
777,590
0
1,212
0
0
Annual Cost Burden (Dollars)
103,805,312
103,678,712
0
126,600
0
0
Burden increases because of Program Change due to Agency Discretion:
Yes
Burden Increase Due to:
Changing Regulations
Burden decreases because of Program Change due to Agency Discretion:
No
Burden Reduction Due to:
Short Statement:
The amendments in Release 34-93596 revise the consent required of a bona fide nominee, eliminate the short slate rule and establish new procedures for the solicitation of proxies, the preparation and use of proxy cards and the dissemination of information about all director nominees in contested elections to implement the use of a universal proxy card to allow shareholders to vote by proxy in a manner that more closely resembles how they can vote in person at a shareholder meeting. Additionally, the amendments specify certain required voting options and mandate disclosure about the effect of certain votes in an election to better enable soliciting parties to properly seek and authorize the appropriate voting option for shareholders. We anticipate that the amendments will result in a small increase in the required disclosure and the related burdens and costs for the registrants to prepare and review the collections of information. For purposes of the PRA, we estimate that the amendments to Regulation 14A will result in a net increase of 1,212 burden hours and a net increase in the cost burden of $126,600 for the services of outside professionals. The changes in burden reflect the Commission’s revision and update of burden estimates for all information collections under this OMB control number (whether or not associated with rulemaking changes), and the Commission requested public comment on all those information collection burden estimates for this OMB control number.
Annual Cost to Federal Government:
$119,447,840
Does this IC contain surveys, censuses, or employ statistical methods?
No
Does this ICR request any personally identifiable information (see
OMB Circular No. A-130
for an explanation of this term)? Please consult with your agency's privacy program when making this determination.
Yes
Does this ICR include a form that requires a Privacy Act Statement (see
5 U.S.C. §552a(e)(3)
)? Please consult with your agency's privacy program when making this determination.
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]?
No
Is this ICR related to the American Recovery and Reinvestment Act of 2009 (ARRA)?
No
Is this ICR related to the Pandemic Response?
No
Agency Contact:
David Plattner 202 551-3000
Common Form ICR:
No
On behalf of this Federal agency, I certify that the collection of information encompassed by this request complies with 5 CFR 1320.9 and the related provisions of 5 CFR 1320.8(b)(3).
The following is a summary of the topics, regarding the proposed collection of information, that the certification covers:
(a) It is necessary for the proper performance of agency functions;
(b) It avoids unnecessary duplication;
(c) It reduces burden on small entities;
(d) It uses plain, coherent, and unambiguous language that is understandable to respondents;
(e) Its implementation will be consistent and compatible with current reporting and recordkeeping practices;
(f) It indicates the retention periods for recordkeeping requirements;
(g) It informs respondents of the information called for under 5 CFR 1320.8 (b)(3) about:
(i) Why the information is being collected;
(ii) Use of information;
(iii) Burden estimate;
(iv) Nature of response (voluntary, required for a benefit, or mandatory);
(v) Nature and extent of confidentiality; and
(vi) Need to display currently valid OMB control number;
(h) It was developed by an office that has planned and allocated resources for the efficient and effective management and use of the information to be collected.
(i) It uses effective and efficient statistical survey methodology (if applicable); and
(j) It makes appropriate use of information technology.
If you are unable to certify compliance with any of these provisions, identify the item by leaving the box unchecked and explain the reason in the Supporting Statement.
Certification Date:
04/27/2022
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