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:
3235-0515
ICR Reference No:
202303-3235-021
Status:
Historical Active
Previous ICR Reference No:
202006-3235-009
Agency/Subagency:
SEC
Agency Tracking No:
CF 270-456
Title:
Schedule TO
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:
04/21/2023
Retrieve Notice of Action (NOA)
Date Received in OIRA:
03/14/2023
Terms of Clearance:
Inventory as of this Action
Requested
Previously Approved
Expiration Date
04/30/2026
36 Months From Approved
07/31/2023
Responses
1,378
0
1,378
Time Burden (Hours)
30,834
0
29,972
Cost Burden (Dollars)
12,333,000
0
11,988,600
Abstract:
A reporting company that makes a tender offer for its own securities must file Schedule TO. Persons other than the reporting company making a tender offer for equity securities registered under Section 12 of the Exchange Act (which offer, if consummated, would cause that person to own over 5% of that class of the securities) also must file Schedule TO.
Authorizing Statute(s):
US Code:
15 USC 78c, 78l, 78m, 78n, 78o(d)
Name of Law: Securities Exchange Act of 1934
US Code:
15 USC 78w(a), 78ll
Name of Law: Securities Exchange Act of 1934
US Code:
15 USC 80a-8, 80a-24, 80a-29, 80a-37
Name of Law: Investment Company Act of 1940
US Code:
15 USC 77g, 77j, 77s(a)
Name of Law: Securities Act of 1933
Citations for New Statutory Requirements:
None
Associated Rulemaking Information
RIN:
Stage of Rulemaking:
Federal Register Citation:
Date:
3235-AL96
Final or interim final rulemaking
86 FR 70166
12/09/2021
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
Schedule TO
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
1,378
1,378
0
0
0
0
Annual Time Burden (Hours)
30,834
29,972
0
862
0
0
Annual Cost Burden (Dollars)
12,333,000
11,988,600
0
344,400
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 rule amendments will modernize filing fee disclosure and payment methods. The amendments will revise most fee-bearing forms, schedules, statements, and related rules to require each filing fee table and accompanying disclosure to include all required information for fee calculation in a structured format using Inline XBRL. The amendments also will add options for fee payment via ACH and debit and credit cards and eliminate options for fee payment via paper checks and money orders. Finally, the amendments also will make other fee-related revisions. The Commission anticipates that the amendments will, in the aggregate, increase the burdens and costs on affected entities due to changes in fee calculation disclosure requirements and the new requirement to structure fee-related information. For purposes of the PRA, the Commission estimates that, for Schedule TO, the amendments will result in an increase of 862 burden hours and an increase in the cost burden of $344,400 for the services of outside professionals. The changes in burden also reflect the Commission’s revision and update of burden estimates for all information collections under Schedule TO’s OMB control number 3235-0515 (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. All of the changes in burden stem from the rulemaking rather than an update of burden estimates not associated with the rulemaking.
Annual Cost to Federal Government:
$125,800,170
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:
Mark Green 202 942-2910 greenm@sec.gov
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:
03/14/2023
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