Rule 15c2-8, 17 CFR 240.15c2-8 Delivery of Prospectus

ICR 202110-3235-017

OMB: 3235-0481

Federal Form Document

Forms and Documents
Document
Name
Status
Supplementary Document
2022-01-03
Supplementary Document
2022-01-03
Supporting Statement A
2021-10-27
IC Document Collections
IC ID
Document
Title
Status
35217
Modified
216246
Modified
ICR Details
3235-0481 202110-3235-017
Received in OIRA 201808-3235-001
SEC TM-270-421
Rule 15c2-8, 17 CFR 240.15c2-8 Delivery of Prospectus
Extension without change of a currently approved collection   No
Regular 01/03/2022
  Requested Previously Approved
36 Months From Approved 02/28/2022
3,416 2,449
53,520 29,250
49,572,800 12,832,000

Rule 15c2-8 of the Securities Exchange Act of 1934 ("Exchange Act") requires broker-dealers to deliver preliminary and/or final prospectuses to certain people under certain circumstances. In connection with securities offerings generally, including initial public offerings (IPOs), the rule requires broker-dealers to take reasonable steps to distribute copies of the preliminary or final prospectus to anyone who makes a written request, as well as any broker-dealer who is expected to solicit purchases of the security and who makes a request. In connection with IPOs, the rule requires a broker-dealer to send a copy of the preliminary prospectus to any person who is expected to receive a confirmation of sale (generally, this means any person who is expected actually to purchase the security in the offering) at least 48 hours prior to the sending of such confirmation. In order to comply with the rule, broker-dealers participating in a securities offering must keep accurate records of persons who have indicated interest in an IPO or requested a prospectus, so that they know to whom they must send a prospectus.

US Code: 15 USC 78o(c)(2) and 78w(a) Name of Law: Sections 15(c)(2) and 23(a) of the Securities Exchange Act of 1934
  
None

Not associated with rulemaking

  86 FR 61356 11/05/2021
87 FR 135 01/03/2022
No

2
IC Title Form No. Form Name
Rule 15c2-8 - Debt and Non-IPO Equity Offerings
Rule 15c2-8 - Equity IPOs

  Total Request 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 3,416 2,449 0 0 967 0
Annual Time Burden (Hours) 53,520 29,250 0 0 24,270 0
Annual Cost Burden (Dollars) 49,572,800 12,832,000 0 0 36,740,800 0
No
No
The change in the estimated reporting burden is based on a current estimate of the number of offerings covered by Rule 15c2-8, and the change in the number of broker-dealers is based on the current number of Broker-Dealers filing FOCUS Reports with the Commission. The increase in Total Aggregate Burden Hours between 2016 and 2020, from 29,250 to 53,520, was primarily due to an increase in the number of equity IPOs from 119 to 484, and to a lesser extent, an increase in the number of debt and non-IPO equity offerings from 2,330 to 2,932. The significant increase in equity IPOs is, in large part, attributable to the proliferation of special purpose acquisition company (“SPAC”) IPOs, which totaled 249 in 2020. There was also a significant increase in the number of traditional IPOs to 235.

$0
No
    No
    No
No
No
No
No
James Curley 202 551-5297

  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:
 
 
 
 
 
 
 
    (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;
 
 
 
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.
01/03/2022


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