Supporting Statement SDR Rules and Form SDR FNL 7.1.24

Supporting Statement SDR Rules and Form SDR FNL 7.1.24.pdf

Rules 13n-1 to 13n-11 and Form SDR

OMB: 3235-0719

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SUPPORTING STATEMENT
for the Paperwork Reduction Act Information Collection Submission for
Security-Based Swap Data Repository Registration, Duties,
and Core Principles and Form SDR
OMB Number 3235-0719
A.

JUSTIFICATION
1.

Information Collection Necessity

On July 21, 2010, the President signed into law the Dodd-Frank Wall Street Reform and
Consumer Protection Act (“Dodd-Frank Act”).1 The Dodd-Frank Act amended the Securities
Exchange Act of 1934 (“Exchange Act”) to require the Commission to adopt rules providing for,
among other things, the regulation of security-based swap (“SBS”) data repositories (“SDRs”).2
On February 11, 2015, the Commission adopted Rules 13n-1 to 13n-12 under the Exchange Act
(collectively, the “Rules”),3 which govern SDR registration, duties, and core principles.4 On the
same day, the Commission adopted Rules 900 to 909 under the Exchange Act (collectively,
“Regulation SBSR”),5 which govern the reporting to registered SDRs of SBS data and public
dissemination by registered SDRs of a subset of that data.6 In addition, on July 14, 2016, the
Commission adopted certain additional rules relating to regulatory reporting and public
dissemination of SBS transactions not addressed in Regulation SBSR and certain rules to address
the application of Title VII requirements to SBS activity engaged in by non-U.S. persons within
the United States, including how Regulation SBSR would apply to such activity, and certain
related issues.7
Under the Rules, SDRs are required to register with the Commission by filing a
completed Form SDR. The Form SDR constitutes an application for registration not only as an
SDR but also as a securities information processor (“SIP”) under Section 11A(b) of the
Exchange Act.8 SDRs are also required to abide by certain minimum standards set out in the
Rules, including a requirement to update Form SDR, abide by certain duties and core principles,
maintain data in accordance with the Rules, keep systems in accordance with the Rules, keep
records, provide reports to the Commission, maintain the privacy of SBS data, make certain
disclosures, and designate a Chief Compliance Officer (“CCO”). There are a number of
1

The Dodd-Frank Wall Street Reform and Consumer Protection Act (Pub. L. No. 11-203, H.R. 4173).

See 15 U.S.C. 78m(n)(9).

17 CFR 240.13n-1 to 240.13n-11.

See Securities Exchange Act Release No. 74246 (February 11, 2015), 80 FR 14437 (March 19, 2015)
(“SDR Adopting Release”).

17 CFR 240.900 to 240.909.

See Securities Exchange Act Release No. 74244 (February 11, 2015), 80 FR 14563 (March 19, 2015)
(“Regulation SBSR Adopting Release”).

See Securities Exchange Act Release No. 78321 (July 14, 2016), 81 FR 53545 (August 12, 2016)
(“Regulation SBSR-Reporting and Dissemination of SBS Information” or “Regulation SBSR”).

15 U.S.C. 78k-1(b); see also, Form SDR, Instruction 2.

collections of information contained in the Rules. The information collected pursuant to the
Rules is necessary to carry out the mandates of the Dodd-Frank Act and help ensure an orderly
and transparent market for SBSs.
2.

Information Collection Purpose and Use

The Rules are part of the Commission’s overall program of administering the SDR
requirements of the Exchange Act. The Commission will use the information collected to
(1) help identify SDRs, as well as understand their operations and organizational structure;
(2) create tools to help oversee the SBS market; (3) conduct its inspection and examination of
SDRs; and (4) help ensure compliance by SDRs with the provisions of the Exchange Act and the
rules and regulations thereunder as well as assist the Commission in ensuring such compliance.
The Commission will be unable to accomplish these goals without the Rules.
3.

Consideration Given to Information Technology

The Rules are drafted to utilize as much information technology as possible in collecting
the information. SDRs are required under the Rules to file Form SDR, compliance reports, and
financial reports electronically with the Commission. SDRs are required to data tag information
in Form SDR as well as in the compliance and financial reports filed with the Commission to
help ensure that the Commission, and to the extent the information is made public, the public,
can effectively capture, review, and analyze data from these collections of information. SDRs
are also required to provide direct electronic access to the Commission, a requirement that
should minimize the need for the Commission to make ad hoc requests. The Commission
expects that the burden of the rules, over time, will be reduced due to future technology
enhancements. The Commission is not aware of any technical or legal obstacles to reducing the
burden through the use of improved information technology.
4.

Duplication

Section 712(a)(2) of the Dodd-Frank Act provides that, before commencing any
rulemaking regarding, among other things, SBSs or SDRs, the Commission must consult and
coordinate with the Commodity Futures Trading Commission (“CFTC”) and prudential
regulators for the purposes of assuring regulatory consistency and comparability, to the extent
possible. Any person that is required to be registered as an SDR under Exchange Act Section
13(n) must register with the Commission (absent an exemption), regardless of whether that
person is also registered with the CFTC under the Commodities Exchange Act as a swap data
repository. The Commission believes that a person that registers with the Commission as an
SDR is likely to also register with the CFTC as a swap data repository. As a result, the
Commission staff and the CFTC staff have consulted and coordinated with one another regarding
their respective Commission’s rules regarding SDRs and swap data repositories. The
Commission staff has also consulted and coordinated with other prudential regulators.
5.

Effect on Small Entities

Not applicable. The Rules will not have a significant economic impact on a substantial
number of small entities.
6.

Consequences of Not Conducting Collection

The collection of information is designed to establish a registration regime,
recordkeeping requirements, and duties for SDRs, as provided in Section 763(i) of the DoddFrank Act. Absent the collection of information, SDRs do not have a permanent mechanism
through which to satisfy the requirement in Section 13(n)(1) of the Exchange Act that they
register with the Commission. In addition, a less frequent collection of information would
inhibit access by the Commission, other regulators, and participants in the SBS market, to
current information about SDRs. Without access to current information about SDRs, the
Commission may be unable to carry out its mission to oversee and regulate SDRs.
7.

Inconsistencies with Guidelines in 5 CFR 1320.5(d)(2)

Because Rule 13n-1(d) requires registered SDRs to file amendments to Form SDR if
certain information contained in Form SDR or any amendment to Form SDR becomes
inaccurate, it is possible that, under the collection of information, a registered SDR will report
information to the Commission more often than quarterly. This collection of information is
necessary, however, to ensure that the Commission, SDRs, other regulators, and the public have
access to current information regarding SDRs registered with the Commission.
Rule 13n-5(b)(4) requires each SDR to maintain transaction data and related identifying
information for not less than five years after the applicable SBS expires and historical positions
for not less than five years. This collection of information will help to ensure that the records
exist of the transactions reported to the SDR, and that the transaction data could potentially be
requested by the Commission and other regulators, for example, during an examination to
evaluate the SDR’s compliance with the Exchange Act and the rules thereunder, as well as for
other regulatory purposes.
Rule 13n-7(b) requires each SDR to keep and preserve at least one copy of all documents
as shall be made or received by it in the course of its business as such, other than the data
collected and maintained pursuant to Rule 13n-5, for a period of not less than five years, the first
two years in a place immediately available to representatives of the Commission for inspection
and examination. Rule 13n-7(b) is modeled on Exchange Act Rule 17a-1 and OMB has
previously approved that collection with the same five-year retention period. This collection of
information would help ensure that records exist of the SDR’s business activities, and that the
records could potentially be requested by the Commission and other regulators, for example,
during an examination to evaluate the SDR’s compliance with the Exchange Act and the rules
thereunder, as well as for other regulatory purposes.
8.

Consultations Outside the Agency

The required Federal Register notice with a 60-day comment period soliciting comments
on this collection of information was published. No public comments were received.
3

Payment or Gift

Not applicable.
10.

Confidentiality

Some information collected by SDRs pursuant to Regulation SBSR will be widely
available to the extent it is information that is required to be publicly disseminated by a
registered SDR. However, registered SDRs are generally under an obligation to maintain the
confidentiality of the other reported information collected pursuant to Regulation SBSR. To the
extent that the Commission receives direct electronic access to confidential information pursuant
to Regulation SBSR, such information will be kept confidential, subject to the provisions of the
Freedom of Information Act.
11.

Sensitive Questions

The information collection collects basic personally identifiable information that may
include name, job title, work address, telephone number, and work history. However, the agency
has determined that the information collection does not constitute a system of record for
purposes of the Privacy Act. Information is not retrieved by a personal identifier. The EDGAR
PIA will cover this information collection.
12.

Information Collection Burden

The total burden for all of the Rules and Form SDR for all respondents annually is
127,505 totaling approximately 382,515 hours over three years for all respondents. This burden
is broken down by collection of information below.
a.

Registration Requirements and Form SDR

Rules 13n-1(b) and 13n-3(a), relating to successor SDRs, require SDRs to apply for
registration using Form SDR and file such form electronically in tagged data format with the
Commission in accordance with the instructions contained therein. Further, Rule 13n-1(e)
requires SDRs to designate an agent for service of process on Form SDR, and Rule 13n-11(a)
requires an SDR to identify its CCO on Form SDR. The Commission estimates a total of three
respondents for these provisions. The Commission estimates that it will take each
respondent SDR approximately 481 hours to complete the initial Form SDR9 (or 160.33
9

The Commission bases its burden estimate on the following: (400 hours for the burden of
Form SDR, as proposed and as derived from the burden estimate for Form SIP) + (80 hours for
the burden of responding to additional provisions incorporated from Form SIP) + (1 hour for the
burden of responding to the revised disclosure of business affiliations) = 481 hours. The
Commission estimates that an SDR will assign the responsibilities of completing Form SDR as
follows: (Compliance Attorney for 180 hours) + (Compliance Clerk for 301 hours) = 481 hours.
4

hours per respondent per year when annualized over three years)10, for a total one-time
initial registration burden of 1,443 hours for three respondents.11 The Commission continues
to estimate no ongoing burdens associated with the registration requirement. This collection is a
reporting type of collection.
Rule 13n-1(f) requires a non-resident SDR to (i) certify on Form SDR that the SDR can,
as a matter of law, and will provide the Commission with prompt access to the SDR’s books and
records and can, as a matter of law, and will submit to onsite inspection and examination by the
Commission and (ii) provide an opinion of counsel that the SDR can, as a matter of law, provide
the Commission with prompt access to the SDR’s books and records and can, as a matter of law,
submit to onsite inspection and examination by the Commission. The Commission continues to
estimate that there will be three respondent SDRs who will be required to comply with this
initial requirement. The Commission continues to estimate each respondent SDR will
spend 1 hour complying with this initial requirement, for a total burden of 3 hours for the
three respondents (or 0.33 burden hour per respondent per year when annualized over
three years). 12 The Commission continues to estimate no ongoing burdens associated with this
requirement.
SDRs are required to amend Form SDR pursuant to Rule 13n-1(d) annually as well as
when information in certain enumerated items is or becomes inaccurate. Amendments are also
required in certain situations involving successor SDRs pursuant to Rule 13n-3(b). The
Commission estimates a total of three respondents for these provisions. The Commission
estimates that each response (or amendment) will require 12 hours per respondent per
year, and that each respondent will file approximately 3 responses (amendments) per year,
for an annual burden of 36 hours per year per respondent13 and a total burden of 324
hours for all respondents over three years. 14 This equates to 108 total burden hours per
year for all respondents. This collection is a reporting type of collection.
SDRs may withdraw from registration under Rule 13n-2 by filing a withdrawal from
registration on Form SDR electronically in a tagged data format. An SDR withdrawing from
10

This figure was calculated as follows: 481 hours / 3 years = 160.33 hours per year per
respondent.
11
This figure was calculated as follows: 481 initial burden hours x 3 respondents = 1,443
hours.
12
This figure was calculated as follows: 1 initial burden hour x 3 respondents = 3 hours.
Then, 1 burden hour per respondent / 3 years = 0.33 burden hours per respondent per year.
13

The Commission bases its burden estimate on a similar burden estimate for Form ADV.
The Commission estimates that an SDR will assign the responsibilities of complying with Rule
13n-1(d) as follows: (Compliance Attorney for 12 hours) + (Compliance Clerk for 24 hours) =
36 hours.
14

This figure was calculated as follows: 36 burden hours x 3 respondents = 108 total
annual burden hours for all respondents. Then, 108 total annual burden hours x 3 years = 324
total burden hours per three years period for all respondents.
5

registration must designate on Form SDR a person to serve as the custodian of the SDR’s books
and records. An SDR must also update any inaccurate information. The Commission continues
to estimate that an SDR’s withdrawal from registration on Form SDR will be substantially
similar to its most recently filed Form SDR. The Form SDR being filed in this circumstance will
therefore already be substantially complete and as a result, the burden will not be as great as the
burden of filing an application for registration on Form SDR. Rather, the Commission estimates
that the burden of filing a withdrawal from registration on Form SDR will be akin to filing an
amendment to Form SDR. The Commission estimates a total of three respondents for this
provision per year. The Commission estimates that this provision will require a one-time
burden of 12 hours per respondent to file a response (Form SDR) to withdraw from
registration15, for a total burden of 36 hours for all respondents . 16 The Commission
continues to estimate no ongoing burdens associated with this provision. This collection is a
reporting type of collection.
b.

SDR Duties, Data Collection and Maintenance, and Direct Electronic

Access
Rules 13n-4(b)(2) and (4), and 13n-5 require SDRs to accept and maintain data, including
transaction data, received from third parties and to calculate and maintain positions. Rule 13n4(b)(5) requires SDRs to provide direct electronic access to the Commission or its designees.
SDRs also have an obligation under Rules 13n-4(b)(3) and 13n-5(b)(1)(iii) to confirm the
accuracy of data submitted and to establish, maintain, and enforce written policies and
procedures reasonably designed to satisfy themselves that the transaction data that has been
submitted to them is complete and accurate. Rule 13n-5(b)(4) requires that SDRs maintain the
transaction data and related identifying information for not less than five years after the
applicable SBS expires and historical positions for not less than five years. Under Rule 13n5(b)(7), this obligation continues even if an SDR withdraws from registration or ceases doing
business. SDRs are required to make and keep current a plan to ensure compliance with this
requirement. The Commission estimates a total of three respondents for these provisions.
The Commission estimates that these provisions will require 42,000 burden hours initially17
15

The Commission bases its burden estimate on its burden estimate for amendments to
Form SDR. The Commission believes that an SDR’s withdrawal from registration on Form SDR
will be substantially similar to its most recently filed Form SDR. The Form SDR being filed in
this circumstance will therefore already be substantially complete and as a result, the burden will
not be as great as the burden of filing an application for registration on Form SDR. Rather, the
Commission believes that the burden of filing a withdrawal from registration on Form SDR will
be akin to filing an amendment on Form SDR. The Commission estimates that an SDR will
assign the responsibilities of complying with Rule 13n-2 as follows: (Compliance Attorney for
12 hours) = 12 hours per year per respondent.
16

This figure was calculated as follows: 12 burden hours x 3 respondents = 36 total annual
burden hours for all respondents. Then, 36 total annual burden hours x 3 years = 108 total burden
hours all respondents over 3 years.
17

The Commission estimates that an SDR will assign the responsibilities of complying with
these requirements as follows: (Attorney for 7,000 hours) + (Compliance Manager for 8,000
6

for each respondent to establish systems compliant with all of the various requirements and
25,200 burden hours ongoing to administer per year per respondent18 (which equals 39,200
burden hours per respondent when annualized).19The total burden hours per year for all
respondents is 117,600 hours (and totals 352,800 burden hours for all respondents over
three years). This collection is a recordkeeping type of collection.
Each SDR is also required to establish, maintain, and enforce written policies and
procedures, reasonably designed: (1) under Rule 13n-5(b)(1), for the reporting of complete and
accurate transaction data to the SDR and to satisfy itself that such information is complete and
accurate; (2) under Rule 13n-5(b)(2), to calculate positions for all persons with open SBSs for
which the SDR maintains records; (3) under Rule 13n-5(b)(3), to ensure transaction data and
positions that the SDR maintains are complete and accurate; (4) under Rule 13n-5(b)(5), to
prevent any provision in a valid SBS from being invalidated or modified through the procedures
or operations of the SDR; and (5) under Rule 13n-6, with respect to its systems that support or
are integrally related to the performance of the SDR’s activities, to ensure that those systems
provide adequate levels of capacity, integrity, resiliency, availability, and security. The
Commission estimates a total of three respondents for these provisions. The Commission
estimates there are 5 policies per respondent to implement and that each policy and
procedure will require 210 hours to implement (an initial, one time cost) which totals 1,050
initial burden hours per respondent.20 The Commission estimates 60 hours to administer
each policy and procedure per year per respondent (or a total of 300 burden hours ongoing
cost per year per respondent21, for a total burden of 3,150 hours initially for three
respondents and 900 hours for three respondents to create and administer all five policies

hours) + (Programmer Analyst for 20,000 hours) + (Senior Business Analyst for 7,000 hours) =
42,000 hours for initial compliance per respondent.
18

The Commission estimates that an SDR will assign the responsibilities of complying with
these requirements as follows: (Attorney for 4,200 hours) + (Compliance Manager for 4,800
hours) + (Programmer Analyst for 12,000 hours) + (Senior Business Analyst for 4,200 hours) =
25,200 hours.
19

This figure was calculated as follows: 25,200 burden hours x 1 response per year +
42,000/3 = 39,200 burden hours per respondent annualized.
20

and procedures for a total burden of 5,850 hours for all respondents.22 This equates to
1,950 hours per year when annualized over three years or 650 per respondent when
annualized over three years.23 This collection is a recordkeeping type of collection.
c.

Recordkeeping

Every SDR is required, under Rule 13n-7(a)(1), to make and keep current a record of
persons at each office of the SDR that can assist with explaining the SDR’s records. Every SDR
is also required, under Rule 13n-7(a)(2), to make and keep current a record listing officers,
managers, or persons performing similar functions with responsibility for establishing the
policies and procedures of the SDR that are reasonably designed to ensure compliance with the
Exchange Act and the rules and regulations thereunder. The Commission estimates a total of
three respondents for these provisions. The Commission estimates that these records will
require 1 hour to implement (an initial, one time cost) per respondent 24 and 0.17 hours (10
minutes) ongoing cost to administer per year per respondent.25 This equates to a total
burden of 3 hours initially (or 1 hour per year) and 0.51 hours annually for a total of 3.51
hours.26 This equates to approximately 0.50 hours per respondent when annualized over
three years.27 These estimates are based on the Commission’s estimates for similar requirements
for broker-dealers. This collection is a recordkeeping type of collection.

This figure was calculated as follows: 1,050 initial hours x 3 respondents = 3,150 total
initial hours. Then, 300 ongoing hours x 3 respondents = 900 total ongoing hours. Then, 3,150
total initial hours + (900 total ongoing hours x 3 years) = 5850 total burden hours.
23

This figure was calculated as follows: 5850 total burden hours / 3 years = 1,950 total
annualized hours. Then, 1,950 total annualized hours / 3 respondents = 650 total annualized
hours per respondent.
The Commission bases its burden estimate on the Commission’s estimates for similar
requirements for broker-dealers. The Commission estimates that an SDR will assign the
responsibilities of complying with these requirements as follows: (Senior Systems Analyst for 1
hour) = 1 hour.
24

The Commission bases its burden estimate on the Commission’s estimates for similar
requirements for broker-dealers. The Commission estimates that an SDR will assign the
responsibilities of complying with these requirements as follows: (Compliance Manager for 0.17
hours) = 0.17 hours.
25

This figure was calculated as follows: 1 initial hour per respondent x 3 respondents = 3
total initial hours. Then, 0.17 ongoing hours per respondent x 3 respondents = 0.51 total ongoing
hours. Then, 3 total initial hours + 0.51 total ongoing hours = 3.51 total hour burden.
27

This figure was calculated as follows: (1 hour initial burden/3) + 0.17 annual ongoing
burden= 0.33 + 0.17 = 0.50
8

Rule 13n-7(b) requires each SDR to keep and preserve at least one copy of all documents
as shall be made or received by it in the course of its business as such, other than the data
collected and maintained pursuant to Rule 13n-5. These records are required to be kept for a
period of not less than five years, the first two years in a place immediately available to
representatives of the Commission for inspection and examination. Upon the request of any
representative of the Commission, an SDR is required to furnish promptly documents kept and
preserved by it pursuant to Rule 13n-7(a) or (b) to such a representative. The Commission
estimates a total of three respondents for this provision. The Commission estimates that
this storage requirement will require 345 hours to implement (an initial, one time cost) per
respondent 28 and 279 hours ongoing cost to administer per year per respondent.29 The
Commission estimates a total burden of 1,035 hours initially and 837 hours annually
totaling 3,546 hours.30 This equates to 1,182 hours per year when annualized over three
years or 394 hours per respondent when annualized over three years. 31 This collection is a
recordkeeping type of collection.
d.

Reports and Reviews

Under Rule 13n-8, SDRs are required to report promptly to the Commission, in a form
and manner acceptable to the Commission, such information as the Commission determines
necessary or appropriate for the Commission to perform the duties of the Commission. The
Commission estimates a total of three respondents for this provision. The Commission
estimates that it will request these reports at a maximum of once per year, per respondent.
The Commission continues to estimate that these reports will be limited to information
already compiled under the SDR Rules and thus will require only 1 hour per response per
year for each respondent to compile and transmit. 32 Thus, the Commission continues to
The Commission bases its burden estimate on the Commission’s estimates for similar
requirements for broker-dealers. The Commission estimates that an SDR will assign the
responsibilities of complying with this requirement as follows: (Compliance Manager for 300
hours) + (Senior Systems Analyst for 45 hours) = 345 hours.
28

The Commission bases its burden estimate on the Commission’s estimates for similar
requirements for broker-dealers. The Commission estimates that an SDR will assign the
responsibilities of complying with this requirement as follows: (Compliance Manager for 279
hours) = 279 hours.
29

This figure was calculated as follows: 345 initial hour per respondent x 3 respondents =
1,035 total initial hours. Then, 279 ongoing hours per respondent x 3 respondents = 837 ongoing
hours. Then, 837 ongoing hours x 3 years = 2,511 total ongoing hours. Then, 1,035 total initial
hours + 2,511 total ongoing hours = 3,546 total hour burden.
31

This figure was calculated as follows: 3546 total hour burden / 3 years = 1,182 total
annualized hour burden. Then, 1,182 total annualized hour burden / 3 respondents = 394 total
annualized hour burden per respondent.
32

The Commission estimates that an SDR will assign the responsibilities of complying with
these requirements as follows: (Senior Business Analyst for 1 hour) = 1 hour.
9

estimate the total annual burden for three respondents for these reports will be 3 hours and
for three respondents to comply over three years, totals 9 hours.33 This equates to 3 hours
for three respondents per year when annualized over three years or 1 hour per respondent
when annualized over three years.34 This collection is a reporting type of collection.
e.

Disclosure

Pursuant to Rule 13n-10, SDRs are required to provide certain disclosures to market
participants. The Commission estimates a total of 3 respondents for this provision. The
Commission continues to estimate that each SDR will initially spend 97.5 hours preparing
the disclosure document35 and 1 hour annually distributing the disclosure document.36 The
Commission estimates a total burden of 292.5 hours for the initial one-time preparation of
documents and 3 hours annually totaling 301.5 hours.37 This equates to 33.50 hours per
respondent when annualized over three years.38 This collection is a third-party disclosure type
of collection.
f.

Chief Compliance Officer

This figure was calculated as follows: 1 hour annual burden x 3 respondents = 3 total
hours annual burden. Then, 3 total annual hours x 3 years = 9 total hours.
34

This figure was calculated as follows: 9 total hours / 3 years = 3 total annualized hours.
Then, 3 total annualized hours / 3 respondents = 1 total annualized hour per respondent.
35

The Commission estimates that an SDR will assign the responsibilities of complying with
these requirements as follows: (Compliance Manager for 48.75 hours) + (Compliance Clerk at
for 48.75 hours) = 97.5 hours.
36

The Commission estimates that an SDR will assign the responsibilities of complying with
these requirements as follows: (Compliance Manager for 0.5 hours) + (Compliance Clerk for 0.5
hours) = 1 hour.
37

This figure was calculated as follows: 97.5 initial hour per respondent x 3 respondents =
292.5 total initial hours. Then, 1 ongoing hour per respondent x 3 respondents = 3 ongoing
hours. Then, 3 ongoing hours x 3 years = 9 total ongoing hours. Then, 292.5 total initial hours +
9 total ongoing hours = 301.5 total hour burden.
38

This figure was calculated as follows: (97.5 initial burden hours/3 years) + 1 hour annual
ongoing burden = 32.5 + 1 = 33.5 total annualized hour burden per respondent.
10

provisions will require an initial 420 hours for each respondent to implement39 and
thereafter, 120 hours to administer per year per respondent.40 The Commission estimates a
total burden of 1,260 hours initially and 360 hours annually totaling 2,340 hours.41 This
equates to 780 hours per year when annualized over three years or 260 per respondent
when annualized over three years.42 This collection is a recordkeeping type of collection.
A CCO is also required under Rules 13n-11(d), (e), and (g) to prepare and submit annual
compliance reports to an SDR’s board of directors for review before the annual compliance
reports are filed with the Commission. The Commission estimates a total of three
respondents for these provisions. The Commission estimates that these reports will require
5 hours per year per respondent.43 The Commission estimates over three years, a 15 hour
burden per respondent and a total burden of 45 hours for three respondents over three
years.44 This equates to 15 hours per year when annualized over three years or 5 hours per
respondent when annualized over three years.45 This collection is a reporting type of
collection.

The Commission bases it burden estimate for each policy and procedure on estimates the
Commission used with regards to establishing policies and procedures regarding Regulation
NMS. The Commission estimates that an SDR will assign the responsibilities of complying with
these requirements as follows: (Compliance Attorney for 120 hours) = 120 hours.
This figure was calculated as follows: 420 initial hour per respondent x 3 respondents =
1,260 total initial hours. Then, 120 ongoing hour per respondent x 3 respondents = 360 ongoing
hours. Then, 360 ongoing hours x 3 years = 1,080 total ongoing hours. Then, 1,260 total initial
hours + 1,080 total ongoing hours = 2,340 total hour burden.
41

This figure was calculated as follows: 2,340 total hour burden / 3 years = 780 total
annualized hour burden. Then, 780 total annualized hour burden / 3 respondents = 260 total
annualized hour burden per respondent.
The Commission bases its burden estimate on the Commission’s estimates for similar
annual reviews by CCOs of investment companies. The Commission estimates that an SDR will
assign the responsibilities of complying with these requirements as follows: (Compliance
Attorney for 5 hours) = 5 hours.
43

This figure was calculated as follows: 5 hours annual burden x 3 respondents = 15 total
hours annual burden. Then, 15 total annual hours x 3 years = 45 total hours.
45

This figure was calculated as follows: 45 total hours / 3 years = 15 total annualized hours.
Then, 15 total annualized hours / 3 respondents = 5 total annualized hour per respondent.
11

Rules 13n-11(f) and (g) require that financial reports be prepared and filed with the
Commission as an official filing in accordance with the EDGAR Filer Manual and include, as
part of the official filing, an Interactive Data Financial Report filed in accordance with Rule 407
of Regulation S-T. The Commission estimates a total of three respondents for this
provision. The Commission estimates that these reports will require 500 hours per year
per respondent.46 The Commission estimates over three years, a 1,500 hour burden per
respondent and a total burden of 4,500 hours for three respondents over three years.47
This equates to 1,500 hours per year when annualized over three years or 500 hours per
respondent when annualized over three years.48 This collection is a reporting type of
collection.
Rules 13n-11(d) and (f) require the compliance reports be filed in a tagged data format in
accordance with the instructions contained in the EDGAR Filer Manual, and the financial reports
must be provided as an official filing in accordance with the EDGAR Filer Manual and include,
as part of the official filing, an Interactive Data Financial Report filed in accordance with Rule
407 of Regulation S-T. These filing requirements will create additional burdens on respondents
beyond the burdens associated with the preparation of these reports. The Commission
estimates a total of three respondents for these filing requirements. The Commission
estimates that these filing requirements will impose an ongoing burden of 54 hours per year
per respondent.49 The Commission estimates over three years, a 162 hour burden per
respondent and a total burden of 486 hours for three respondents over three years.50 This
equates to 162 hours per year when annualized over three years or 54 hours per
respondent when annualized over three years.51 This collection is a reporting type of
collection.

The Commission bases its burden estimate on its experience with entities of similar size
to SDRs. The Commission estimates that an SDR will assign the responsibilities of complying
with these requirements as follows: (Senior Accountant for 500 hours) = 500 hours.
47

This figure was calculated as follows: 500 hours annual burden x 3 respondents = 1500
total hours annual burden. Then, 1500 total annual hours x 3 years = 4500 total hours.
48

This figure was calculated as follows: 4500 total hours / 3 years = 1500 total annualized
hours. Then, 1500 total annualized hours / 3 respondents = 500 total annualized hour per
respondent.
49
The Commission bases its burden estimate on its experience with other tagged data
initiatives. The Commission estimates that an SDR will assign the responsibilities of complying
with these requirements as follows: (Senior Systems Analyst for 54 hours) = 54 hours.
50

This figure was calculated as follows: 54 ongoing hours burden x 3 respondents = 162
ongoing hours burden. Then, 162 ongoing hours x 3 years = 486 total ongoing hours.
51

This figure was calculated as follows: 486 total ongoing hours / 3 years = 162 total
annualized hours. Then, 162 total annualized hours / 3 respondents = 54 total annualized hour
per respondent.
12

Other Provisions Relevant to the Collection of Information

This figure was calculated as follows: 157.5 initial hour per respondent x 3 respondents =
472.5 total initial hours. Then, 45 ongoing hour per respondent x 3 respondents = 135 ongoing
hours. Then, 135 ongoing hours x 3 years = 405 total ongoing hours. Then, 472.5 total initial
hours + 405 total ongoing hours = 877.5 total hour burden.
55

This figure was calculated as follows: 877.5 total hour burden / 3 years = 292.5 total
annualized hour burden. Then, 292.5 total annualized hour burden / 3 respondents = 97.5 total
annualized hour burden per respondent.
56

thereafter, an ongoing cost of 60 hours to administer per year per respondent.57 The
Commission estimates for a total burden of 630 hours of initial costs for the three
respondents and 180 hours for ongoing costs for three respondents per year which totals
1,170 hours for three respondents over three years. This equates to 390 hours per year
when annualized over three years. This collection is a recordkeeping type of collection.
Rule 13n-4(c)(2)(iv) requires SDRs to establish, maintain, and enforce written policies
and procedures reasonably designed to ensure that the SDR’s senior management and each
member of the board or committee that has the authority to act on behalf of the board possess
requisite skills and expertise to fulfill their responsibilities in the management and governance of
the SDR, to have a clear understanding of their responsibilities, and to exercise sound judgment
about the SDR’s affairs. The Commission estimates a total of three respondents for this
provision. The Commission estimates that this provision will require a one-time, initial
cost of 210 hours for each respondent to implement58 and an ongoing cost of 60 hours to
administer per year per respondent.59 The Commission estimates for a total burden of 630
hours of initial costs for the three respondents and 180 hours for ongoing costs for the three
respondents per year which totals 1,170 hours for three respondents over three years.60
This equates to 390 hours per year when annualized over three years or 130 hours per
respondent when annualized over three years.61 This collection is a recordkeeping type of
collection.

This figure was calculated as follows: 210 initial hour per respondent x 3 respondents =
630 total initial hours. Then, 60 ongoing hour per respondent x 3 respondents = 180 ongoing
hours. Then, 180 ongoing hours x 3 years = 540 total ongoing hours. Then, 630 total initial hours
+ 540 total ongoing hours = 1,170 total hour burden.
61

This figure was calculated as follows: 1,170 total hour burden / 3 years = 390 total
annualized hour burden. Then, 390 total annualized hour burden / 3 respondents = 130 total
annualized hour burden per respondent.
14

Rule 13n-4(c)(3) addresses the conflicts of interest requirements governing SDRs. SDRs
will be required to establish and enforce policies and procedures reasonably designed to
minimize conflicts of interest. This includes establishing, maintaining, and enforcing written
policies and procedures reasonably designed to identify and mitigate potential and existing
conflicts of interest in the SDR’s decision-making process on an ongoing basis. It also includes
establishing, maintaining, and enforcing written policies and procedures regarding the SDR’s
non-commercial and commercial use of the SBS transaction information that it receives. The
Commission estimates a total of three respondents for these provisions. The Commission
estimates that these two provisions will require an initial 420 hours per respondent to
implement62 and, thereafter, 120 hours to administer per year per respondent.63 The
Commission estimates a total burden of 1,260 hours initially for three respondents and
1,080 hours ongoing costs for three respondents totaling 2,340 hours for three respondents
over three years.64 This equates to 780 hours per year when annualized over three years or
260 hours per respondent when annualized over three years.65 This collection is a
recordkeeping type of collection.
Rule 13n-5(b)(6) requires SDRs to establish procedures and provide facilities reasonably
designed to effectively resolve disputes over the accuracy of the transaction data and positions
that are recorded in the SDRs. The Commission estimates a total of three respondents for
this provision. The Commission estimates that this provision will require an initial 315
hours to implement per respondent66 and, thereafter, 90 hours of ongoing costs to
62

This figure was calculated as follows: 420 initial hour per respondent x 3 respondents =
1,260 total initial hours. Then, 120 ongoing hour per respondent x 3 respondents = 360 ongoing
hours. Then, 360 ongoing hours x 3 years = 1,080 total ongoing hours. Then, 1,260 total initial
hours + 1,080 total ongoing hours = 2,340 total hour burden.
65

administer per year per respondent.67 The Commission estimates a total burden of 945
hours of initial costs for three respondents and 270 hours for three respondents annually
totaling 1,755 hours for three respondents over three years.68 This equates to 585 hours
per year when annualized over three years or 195 hours per respondent when annualized
over three years.69 This collection is a recordkeeping type of collection.
Rules 13n-4(b)(8) and 13n-9 address privacy requirements for SDRs. Rule 13n-4(b)(8)
requires SDRs to maintain the privacy of any and all SBS transaction information that the SDR
receives from a SBS dealer, counterparty, or any registered entity as prescribed in Rule 13n-9.
Rule 13n-9(b)(1) requires SDRs to establish, maintain, and enforce written policies and
procedures reasonably designed to protect the privacy of any and all SBS transaction information
that the SDR receives from any SBS dealer, counterparty, or any registered entity. The
Commission estimates a total of 3 respondents for these provisions. The Commission
estimates that these two provisions will require an initial 420 hours to implement per
respondent70 and, thereafter, 120 hours to administer per year per respondent.71 The
Commission estimates a total burden of 1,260 hours of initial costs for three respondents
and 360 hours ongoing costs for three respondents annually which total 2,340 hours for
three respondents over three years.72 This equates to 780 hours per year when annualized
67

The Commission bases its burden estimate for each policy and procedure on estimates the
Commission used with regards to establishing policies and procedures regarding Regulation
NMS. The Commission estimates that an SDR will assign the responsibilities of complying with
these requirements as follows: (Compliance Attorney for 90 hours) = 90 hours.
This figure was calculated as follows: 315 initial hour per respondent x 3 respondents =
945 total initial hours. Then, 90 ongoing hour per respondent x 3 respondents = 270 ongoing
hours. Then, 270 ongoing hours x 3 years = 810 total ongoing hours. Then, 945 total initial hours
+ 810 total ongoing hours = 1,755 total hour burden.
68

This figure was calculated as follows: 1,755 total hour burden / 3 years = 585 total
annualized hour burden. Then, 585 total annualized hour burden / 3 respondents = 195 total
annualized hour burden per respondent.
70
The Commission bases its burden estimate for each policy and procedure on estimates the
Commission used with regards to establishing policies and procedures regarding Regulation
NMS. The Commission estimates that an SDR will assign the responsibilities of complying with
these requirements as follows: (Compliance Attorney for 420 hours) = 420 hours.
69

over three years or 260 hours per respondent when annualized over three years.73 This
collection is a recordkeeping type of collection.
Rule 13n-9(b)(2) requires SDRs to establish and maintain safeguards, policies, and
procedures reasonably designed to prevent the misappropriation or misuse of (1) any confidential
information received by the SDR, (2) material, nonpublic information, and/or (3) intellectual
property. These safeguards, policies, and procedures must address limiting access to such
information and intellectual property, standards pertaining to the trading by persons associated
with the SDR for their personal benefit or the benefit of others, and adequate oversight. The
Commission estimates a total of 3 respondents for this provision. The Commission
estimates that this provision will require an initial 210 hours to implement per respondent74
and, thereafter, 60 hours of ongoing costs to administer per year per respondent.75 The
Commission estimates a total burden of 630 hours of initial costs for three respondents and
180 hours ongoing costs for three respondents annually which totals 1,170 hours for three
respondents over three years.76 This equates to 390 hours per year when annualized over
three years or 130 hours per respondent when annualized over three years.77 This
collection is a recordkeeping type of collection.

Collection of
Information

Registration on
Form SDR: 13n1(b) and 13n-3(a)
and Form SDR
Certification and
Opinion of
Counsel for NonResident SDRs:
13n-1(f)
Amendments to
Form SDR: 13n1(d)
Withdrawal from
Registration: 13n2
IT Systems: 13n4(b)(2) and (4)
and 13n-5
Policies and
Procedures: 13n5(b)(1), (2), (3),
and (5) and 13n-6
Make and Keep
Records of
Persons: 13n7(a)(1) and (2)

Type of
Burden

Total
Number of
Respondents
(A)

Total
Number of
Responses
Per Year
(B)

Type of
Burden
(C)

Reporting

Initial

Reporting

Initial

Reporting

Ongoing

Reporting

Initial

Recordkeeping

Initial
and
Ongoing

Recordkeeping

Initial
and
Ongoing

Recordkeeping

Initial
and
Ongoing

Storage of
Records: 13n-7(b)

Recordkeeping

Initial
and
Ongoing

Reports: 13n-8

Reporting

Ongoing

Ongoing
Burden Per
Response Per
Year Per
Respondent
(E)

Total
Annualized
Burden Per
Respondent
(F)
[(B) x (E)]
+(D)/3

Total Annual
Burden For
All
Respondents
(G)
(A) x (F)

Total Burden
Per Three
Year Period
Per
Respondent
(H)
3 x (F)

Total Burden
Per Three
Year Period
For All
Respondents
(I)
3 x (G)

0.00

160.33

481.00

481

1,443.00

0.00

0.33

1.00

3.00

12.00

36.00

108.00

324.00

0.00

4.00

42,000.00

25,200.00

39,200.00

1,050.00

300.00

650.00

0.17

Initial
Burden Per
Response
Per
Respondent
(D)

481.00

1.00

0.00

12.00

1.00

345.00
0.00

108.00

117,600.00

352,800.00

1,950.00

5,850.00

0.5

279.00

394.00

1,182.00

3,546.00

1.00

3.00

9.00

1.00

33.5

101

303

117,600.00

Third-Party
Disclosure

Initial
and
Ongoing

Recordkeeping

Initial
and
Ongoing

420.00

120.00

260.00

780.00

2,340.00

Reporting

Ongoing

0.00

5.00

15.00

45.00

Reporting

Ongoing

0.00

500.00

1,500.00

4,500.00

Reporting

Ongoing

0.00

54.00

162.00

486.00

Recordkeeping

Initial
and
Ongoing

45.00

97.50

293

878

Recordkeeping

Initial
and
Ongoing

60.00

130.00

390

1,170.00

Recordkeeping

Initial
and
Ongoing

60.00

130.00

390

1,170.00

Recordkeeping

Initial
and
Ongoing

120.00

260.00

780

2,340.00

Recordkeeping

Initial
and
Ongoing

90.00

195.00

585

1,755.00

Privacy
Requirements:
13n-9(b)(1) and
13n-4(b)(8)

Recordkeeping

Initial
and
Ongoing

120.00

260.00

780

2,340.00

Privacy
Requirements:
13n-9(b)(2)

Recordkeeping

Initial
and
Ongoing

60.00

130.00

390

1,170.00

42,501

127,505

Disclosure: 13n10
Establish
Procedures for
Remediation of
Compliance
Issues: 13n11(c)(6) and (7)
Prepare and
Submit Annual
Compliance
Report: 13n11(d), (e), and (g)
Annual Financial
Reports: 13n-11(f)
and (g)
Tagging Financial
Reports: 13n11(d) and (f)
Establish and
Enforce Objective
Criteria: 13n4(c)(1)(iii)
Policies and
procedures to
review any
prohibition or
limitation: 13n4(c)(1)(iv)
Written Policies
and Procedures
for Board and
Senior
Management:
13n-4(c)(2)(iv)
Conflict of
Interest Controls;
13n-4(c)(3)
Procedures and
Facilities to
Resolve Disputes:
13n-5(b)(6)

97.50

157.50

210.00

420.00

315.00

420.00

210.00

Totals

13.

Costs to Respondents
18

382,515

The total cost for all of the Rules and Form SDR for all respondents is approximately
$59,810,832 initially, with a total annual cost thereafter of $29,905,416 totaling approximately
$89,716,248. This equates to $29,905,416 per year when annualized over three years. These
costs are broken down by collection of information below.
a.

Registration Requirements and Form SDR

Rule 13n-1(f) requires a non-resident SDR to (i) certify on Form SDR that the SDR can,
as a matter of law, and will provide the Commission with prompt access to the SDR’s books and
records and can, as a matter of law, and will submit to onsite inspection and examination by the
Commission and (ii) provide an opinion of counsel that the SDR can, as a matter of law, provide
the Commission with prompt access to the SDR’s books and records and can, as a matter of law,
submit to onsite inspection and examination by the Commission. The Commission continues to
estimate that there will be 3 non-resident SDRs who will be required to comply with the
certification and opinion requirement. The Commission continues to estimate that a nonresident SDR will spend $900 in outside legal costs78 in complying with these requirements,
for a total cost of $2,700 initially. This equates to $900 when annualized over three years or
$300 per respondent when annualized over three years. The Commission continues to
estimate no ongoing costs associated with the certification requirement. This collection is a
reporting type of collection.
b.

SDR Duties, Data Collection and Maintenance, and Direct Electronic
Access

Rules 13n-4(b)(2) and (4), and 13n-5 require SDRs to accept and maintain data, including
transaction data, received from third parties and to calculate and maintain positions. Rule 13n4(b)(5) requires SDRs to provide direct electronic access to the Commission or its designees.
SDRs also have an obligation under Rules 13n-4(b)(3) and 13n-5(b)(1)(iii) to confirm the
accuracy of data submitted and to establish, maintain, and enforce written policies and
procedures reasonably designed to satisfy themselves that the transaction data that has been
submitted to them is complete and accurate. Rule 13n-5(b)(4) requires that SDRs maintain the
transaction data and related identifying information for not less than five years after the
applicable SBS expires and historical positions for not less than five years. Under Rule 13n5(b)(7), this obligation continues even if an SDR withdraws from registration or ceases doing
business. SDRs are required to make and keep current a plan to ensure compliance with this
requirement. The Commission estimates a total of 3 respondents for these provisions. The
Commission estimates that these provisions will require $10 million in information
technology costs initially to establish systems compliant with all of the requirements and $6
million in ongoing costs to administer per year per respondent, for a total cost of $30
million initially and $18 million annually totaling approximately $84,000,000. This equates
to $28,000,000 when annualized over three years or $9,333,333.33 per respondent when
annualized over three years. This collection is a recordkeeping type of collection.
78

The Commission bases its cost estimate on its cost estimate for providing a legal opinion
and additional disclosure as required by Instruction 3 to Item 7.B to Form 20-F.
19

Each SDR is also required to establish, maintain, and enforce written policies and
procedures, reasonably designed: (1) under Rule 13n-5(b)(1), for the reporting of complete and
accurate transaction data to the SDR and to satisfy itself that such information is complete and
accurate; (2) under Rule 13n-5(b)(2), to calculate positions for all persons with open SBSs for
which the SDR maintains records; (3) under Rule 13n-5(b)(3), to ensure transaction data and
positions that the SDR maintains are complete and accurate; (4) under Rule 13n-5(b)(5), to
prevent any provision in a valid SBS from being invalidated or modified through the procedures
or operations of the SDR; and (5) under Rule 13n-6, with respect to its systems that support or
are integrally related to the performance of the SDR’s activities, to ensure that those systems
provide adequate levels of capacity, integrity, resiliency, availability, and security. The
Commission estimates a total of 3 respondents for these provisions. While these policies
and procedures will vary in exact cost, the Commission continues to estimate that these
policies and procedures will require a total of $100,000 in outside legal costs79 per
respondent to establish, for a total of $300,000 in outside legal costs initially. This equates
to $100,000 when annualized over three years or $33,333.33 per respondent when
annualized over three years. The Commission continues to estimate no ongoing costs
associated with creating these policies and procedures. This collection is a recordkeeping type of
collection.
c.

Recordkeeping

The Commission does not estimate that SDRs will incur any external costs in complying
with Rules 13n-7(a)(1) and (a)(2).
Under Rule 13n-7(b)(3), upon the request of any representative of the Commission, an
SDR is required to furnish promptly documents kept and preserved by it pursuant to Rules 13n7(a) or (b) to such a representative. The Commission estimates a total of 3 respondents for
these provisions. The Commission continues to estimate that this requirement will require
$1,800 in information technology costs per respondent, for a total cost of $5,400 initially.
This equates to $1,800 when annualized over three years or $600 per respondent when
annualized over three years. The Commission continues to estimate no ongoing external costs
associated with this provision. This collection is a recordkeeping type of collection.
d.

Reports and Reviews

The Commission does not estimate that SDRs will incur any external costs in complying
with Rule 13n-8.
e.

Disclosure

Pursuant to Rule 13n-10, SDRs are required to provide certain disclosures to market
participants. The Commission estimates a total of 3 respondents for this provision. The
79

The Commission derives its cost estimate from the following: (an estimated $400 an hour
cost for outside legal services) x (50 hours of outside legal consulting per policy and procedure)
x (5 policies and procedures) = $100,000.
20

Commission estimates that preparing the required disclosures will require $4,400 in
external legal costs and $5,000 in external compliance consulting cost per respondent80,
resulting in a total cost for all respondents of $28,200 initially. This equates to $9,400 when
annualized over three years or $3,133.33 per respondent when annualized over three years.
The Commission continues to estimate no ongoing external costs associated with this provision.
This collection is a third-party disclosure type of collection.
f.

Chief Compliance Officer

Under Rules 13n-11(c)(6) and (7), an SDR’s CCO is responsible for, among other things,
establishing procedures for the remediation of noncompliance issues identified by the CCO, and
establishing and following appropriate procedures for the handling, management response,
remediation, retesting, and closing of noncompliance issues. The Commission estimates a total
of 3 respondents for these provisions. The Commission estimates that an SDR will incur
$40,000 in outside legal costs81 to create these policies and procedures, for a total initial
outside cost of $120,000. This equates to $40,000 when annualized over three years or
$13,333.33 per respondent when annualized over three years. The Commission continues to
estimate no ongoing external costs associated with these provisions. This collection is a
recordkeeping type of collection.
Rules 13n-11(f) and (g) require that annual financial reports be prepared and filed with
the Commission as an official filing in accordance with the EDGAR Filer Manual and include, as
part of the official filing, an Interactive Data Financial Report filed in accordance with Rule 407
of Regulation S-T. The Commission estimates a total of 3 respondents for these provisions.
The Commission estimates that an SDR will incur $500,000 annually for independent
public accounting services, for a total cost of $1,500,000 annually totaling $4,500,000. This
equates to $1,500,000 when annualized over three years or $500,000 per respondent when
annualized over three years. This collection is a reporting type of collection.
Rules 13n-11(d) and (f) require the compliance reports be filed in a tagged data format in
accordance with the instructions contained in the EDGAR Filer Manual, and the financial reports
must be provided as an official filing in accordance with the EDGAR Filer Manual and include,
as part of the official filing, an Interactive Data Financial Report filed in accordance with Rule
407 of Regulation S-T. The Commission estimates a total of 3 respondents for these filing
requirements. The Commission estimates that an SDR will incur $22,772 in outside
software and other costs per year in complying with these filing requirements, for a total
cost of $68,316 annually totaling $204,948. This equates to $68,316 when annualized over
The Commission bases its cost estimate on the Commission’s experience with and burden
estimates for similar disclosure document requirements applied to investment advisers with
1,000 or fewer employees and as a result of its discussions with market participants.
80

three years or $22,772 per respondent when annualized over three years. This collection is
a reporting type of collection.
g.

Other Provisions Relevant to the Collection of Information

Rule 13n-4(c)(1)(iii) requires SDRs to establish, monitor on an ongoing basis, and
enforce clearly stated objective criteria that will permit fair, open, and not unreasonably
discriminatory access to services offered and data maintained by the SDR. The Commission
estimates a total of 3 respondents for this provision. The Commission estimates that an
SDR will incur $15,000 in outside legal costs82 associated with the creation of the objective
criteria, for a total cost of $45,000 initially. This equates to $15,000 when annualized over
three years or $5,000 per respondent when annualized over three years. The Commission
continues to estimate no ongoing external costs associated with this provision. This collection is
a recordkeeping type of collection.
Rule 13n-4(c)(1)(iv) requires SDRs to establish, maintain, and enforce certain policies
and procedures to review any prohibition or limitation of any person with respect to access to
services offered or data maintained by the SDR and to grant such person access to such services
or data if such person has been discriminated against unfairly. The Commission estimates a
total of 3 respondents for this provision. The Commission estimates that an SDR will incur
a total of $20,000 in outside legal costs83 to create these policies and procedures, for a total
cost of $60,000 initially. This equates to $20,000 when annualized over three years or
$6,666.67 per respondent when annualized over three years. The Commission estimates no
ongoing external costs associated with this provision. This collection is a recordkeeping type of
collection.
Rule 13n-4(c)(2)(iv) requires SDRs to establish, maintain, and enforce written policies
and procedures reasonably designed to ensure that the SDR’s senior management and each
member of the board or committee that has the authority to act on behalf of the board possess
requisite skills and expertise to fulfill their responsibilities in the management and governance of
the SDR, to have a clear understanding of their responsibilities, and to exercise sound judgment
about SDR’s affairs. The Commission estimates a total of 3 respondents for this provision.
The Commission estimates that an SDR will incur $20,000 in outside legal costs84 to create
these policies and procedures, for a total cost of $60,000 initially. This equates to $20,000
82

The Commission derives its cost estimate from the following: (an estimated $400 an hour
cost for outside legal services) x (37.5 hours of outside legal consulting per policy and
procedure) x (1 policy and procedure) = $15,000.
83

when annualized over three years or $6,666.67 per respondent when annualized over three
years. The Commission continues to estimate no ongoing costs associated with this provision.
This collection is a recordkeeping type of collection.
Rule 13n-4(c)(3) addresses the conflicts of interest requirements governing SDRs. SDRs
are required to establish and enforce written policies and procedures reasonably designed to
minimize conflicts of interest, including establishing, maintaining, and enforcing written policies
and procedures reasonably designed to identify and mitigate potential and existing conflicts of
interest in the SDR’s decision-making process on an on-going basis. It also includes
establishing, maintaining, and enforcing written policies and procedures regarding the SDR’s
non-commercial and commercial use of the SBS transaction information that it receives. The
Commission estimates a total of 3 respondents for this provision. The Commission
estimates that an SDR will incur $40,000 in outside legal costs85 to create these policies and
procedures, for a total cost of $120,000 initially. This equates to $40,000 when annualized
over three years or $13,333.33 per respondent when annualized over three years. The
Commission estimates no ongoing costs associated with this provision. This collection is a
recordkeeping type of collection.
Rule 13n-5(b)(6) requires SDRs to establish procedures and provide facilities reasonably
designed to effectively resolve disputes over the accuracy of the transaction data and positions
that are recorded in the SDR. The Commission estimates a total of 3 respondents for this
provision. The Commission estimates that SDRs will incur $30,000 in outside legal costs86
in establishing these procedures and facilities, for a total cost of $90,000 initially. This
equates to $30,000 when annualized over three years or $10,000 per respondent when
annualized over three years. The Commission continues to estimate no ongoing cost
associated with this provision. This collection is a recordkeeping type of collection.
Rule 13n-4(b)(8) and Rule 13n-9 address privacy requirements for SDRs. Rule 13n4(b)(8) requires SDRs to maintain the privacy of any and all SBS transaction information that the
SDR receives from an SBS dealer, counterparty, or any registered entity as prescribed in Rule
13n-9. Rule 13n-9(b)(1) requires SDRs to establish, maintain, and enforce written policies and
procedures reasonably designed to protect the privacy of any and all SBS transaction information
that the SDR receives from any SBS dealer, counterparty, or any registered entity. The
Commission estimates a total of 3 respondents for these provisions. The Commission
estimates that an SDR will incur $40,000 in outside legal costs87 to create these policies and
85

The Commission derives its cost estimate from the following: (an estimated $400 an hour
cost for outside legal services) x (75 hours of outside legal consulting per policy and procedure)
x (1 policy and procedure) = $30,000.
87

procedures, for a total cost of $120,000 initially. This equates to $40,000 when annualized
over three years or $13,333.33 per respondent when annualized over three years. The
Commission continues to estimate no ongoing costs associated with this provision. This
collection is a recordkeeping type of collection.
Rule 13n-9(b)(2) requires SDRs to establish and maintain safeguards, policies, and
procedures reasonably designed to prevent the misappropriation or misuse of (1) any confidential
information received by the SDR, (2) material, nonpublic information, and/or (3) intellectual
property. These safeguards, policies and procedures must address limiting access to such
information and intellectual property, standards pertaining to trading by persons associated with
the SDR for their personal benefit or the benefit of others, and adequate oversight. The
Commission estimates a total of 3 respondents for this provision. The Commission
estimates that SDRs will incur $20,000 in outside legal costs88 to create these safeguards,
policies, and procedures, for a total cost of $60,000 initially. This equates to $20,000 when
annualized over three years or $6,666.67 per respondent when annualized over three years.
The Commission continues to estimate no ongoing costs associated with this provision. This
collection is a recordkeeping type of collection.

Collection of
Information
Registration
on Form
SDR: 13n1(b) and 13n3(a) and Form
SDR
Certification
and Opinion
of Counsel for
Non-Resident
SDRs: 13n1(f)
Amendments
to Form SDR:
13n-1(d)
Withdrawal
from
Registration:
13n-2
IT Systems:
13n-4(b)(2)
and (4) and
13n-5
Policies and
Procedures:
13n-5(b)(1),
(2), (3), and
(5) and 13n-6
Make and
Keep Records
of Persons at
Each Office:
13n-7(a)(1)
Storage of
Records: 13n7(b)
Reports: 13n8
Disclosure:
13n-10
Establish
Procedures

Type of
Burden

Total
Number of
Respondents

Total
Number of
Responses
Per Year

Type of
Burden

Initial Cost
Per Response
Per Year Per
Respondent

Ongoing
Cost Per
Response Per
Year Per
Respondent

Total
Annualized
Cost Per
Year Per
Respondent

Total Burden
Reporting
Cost For All
Respondents

Total Cost Per
Three Year
Reporting
Period Per
Respondent

Total Cost Per
Three Year
Reporting
Period For All
Respondents

Reporting

Initial

$0.00

Reporting

Initial

$300.00

$0.00

$300.00

$900.00

$2,700.00

Reporting

Ongoing

$0.00

Reporting

Initial

$0.00

Recordkeeping

Initial and
Ongoing

$3,333,333.33

$6,000,000.00

$9,333,333.33

$28,000,000.00

$84,000,000.00

Recordkeeping

Initial

$33,333.33

$0.00

$33,333.33

$100,000.00

$99,999.99

$300,000.00

Recordkeeping

Initial and
Ongoing

$0.00

Recordkeeping

Initial

$600.00

$0.00

$600.00

$1,800.00

$5,400.00

Reporting

Ongoing

$0.00

Third-Party
Disclosure

Initial

$3,133.33

$0.00

$3,133.33

$9,400.00

$9,399.99

$28,200.00

Recordkeeping

Initial

$13,333.33

$0.00

$13,333.33

$40,000.00

$39,999.99

$120,000.00

Type of
Burden

Total
Number of
Respondents

Total
Number of
Responses
Per Year

Type of
Burden

Initial Cost
Per Response
Per Year Per
Respondent

Ongoing
Cost Per
Response Per
Year Per
Respondent

Total
Annualized
Cost Per
Year Per
Respondent

Total Burden
Reporting
Cost For All
Respondents

Total Cost Per
Three Year
Reporting
Period Per
Respondent

Total Cost Per
Three Year
Reporting
Period For All
Respondents

Reporting

Ongoing

$0.00

Reporting

Ongoing

$0.00

$500,000.00

$1,500,000.00

$4,500,000.00

Reporting

Ongoing

$0.00

$22,772.00

$68,316.00

$204,948.00

Recordkeeping

Initial

$5,000.00

$0.00

$5,000.00

$15,000.00

$45,000.00

Recordkeeping

Initial

$6,666.67

$0.00

$6,666.67

$20,000.00

$20,000.01

$60,000.00

Recordkeeping

Initial

$6,666.67

$0.00

$6,666.67

$20,000.00

$20,000.01

$60,000.00

Recordkeeping

Initial

$13,333.33

$0.00

$13,333.33

$40,000.00

$39,999.99

$120,000.00

Recordkeeping

Initial

$10,000.00

$0.00

$10,000.00

$30,000.00

$90,000.00

Privacy
Requirements:
13n-9(b)(1)
and 13n4(b)(8)

Recordkeeping

Initial

$13,333.33

$0.00

$13,333.33

$40,000.00

$39,999.99

$120,000.00

Privacy
Requirements:
13n-9(b)(2)

Recordkeeping

Initial

$6,666.67

$0.00

$6,666.67

$20,000.00

$20,000.01

$60,000.00

$3,445,700.00

$6,522,772.00

$9,968,472.00

$99,905,416.00

$29,905,416.00

$89,716,248.00

Collection of
Information
for
Remediation
of
Compliance
Issues: 13n11(c)(6) and
(7)
Prepare and
Submit
Annual
Compliance
Report: 13n11(d), (e), and
(h)
Annual
Financial
Reports: 13n11(f) and (g)
Tagging
Financial
Reports: 13n11(d) and (f)
Establish and
Enforce
Objective
Criteria: 13n4(c)(1)(iii)
Policies and
procedures to
review any
prohibition or
limitation:
13n4(c)(1)(iv)
Written
Policies and
Procedures
for Board and
Senior
Management:
13n4(c)(2)(iv)
Conflict of
Interest
Controls: 13n4(c)(3)
Procedures
and Facilities
to Resolve
Disputes:
13n-5(b)(6)

Totals

14.

Costs to Federal Government

The Commission may incur costs related to the request, receipt, and storage of securitybased swap transaction data. The Commission could potentially incur significant costs in
analyzing the data. The Commission believes that certain of these rules could reduce the
potential cost to the government by facilitating the Commission’s ability to analyze the data.
However, at this time, the Commission is unable to quantify these costs.
15.

Explanation of Changes in Burden

The total number of respondents under the Rules has decreased from 10 respondents to 3
respondents because the Commission has registered SDRs under the Rules. As a result, the
estimates of the total burdens and costs have changed. The prior hour burden was 1,275,028
hours. The current burden of 382,582 hours represents a decrease of approximately 892,446
hours. The prior cost burden was $299,047,860. The current burden of $89,716,248 represents a
decrease of $209,331,612.
The changes in hour and cost burdens are summarized in the table below.

Name of Information
Collection

Previous
Annual
Industry
Burden/Cost

Revised Annual
Industry
Burden/Cost

Change in
Burden/Cost

SDR Rules

1,275,028

382,582

(892,446)

SDR Rules

$299,047,860

$89,716,248

($209,331,612)

16.

Reason for Change
Change in staff estimate of entities
impacted
Change in staff estimate of entities
impacted.

Information Collection Planned for Statistical Purposes

Not applicable. The information collection is not used for statistical purposes.
17.

Approval to Omit OMB Expiration Date

We request authorization to omit the expiration date on the electronic version of the form.
Including the expiration date on the electronic version of the form will result in increased costs,
because the need to make changes to the form may not follow the application’s scheduled
version release dates. The OMB control number will be displayed.
18.

Exceptions to Certification for Paperwork Reduction Act Submissions

This collection complies with the requirements in 5 CFR 1320.9.
B.

COLLECTIONS OF INFORMATION EMPLOYING STATISTICAL METHODS
This collection does not involve statistical methods.

File Type	application/pdf
File Modified	2024-07-01
File Created	2024-07-01