Form F-X.SS.2024.Final

SUPPORTING STATEMENT FOR THE PAPERWORK REDUCTION ACT

INFORMATION COLLECTION SUBMISSION FOR REGISTRATION FORM F-X

A. JUSTIFICATION

1. Circumstances Making the Collection of Information Necessary

Form F-X is used for the appointment of an agent for service of process by eligible Canadian issuers registering securities on Forms F-8, F-10, F-80 under the Securities Act; registering securities on Form 40-F under the Exchange Act; or filing periodic reports on Form 40-F under the Exchange Act. It is also used by any issuer or other non-U.S. person filing tender offer documents on Schedules 13E-4F, 14D-1F or 14D-9F under the Exchange Act and by any non-U.S. person acting as trustee with respect to securities registered on Forms F-7, F-8, F-10, or F-80. In addition, Form F-X is used by a Canadian issuer qualifying an offering statement pursuant to Regulation A and by any non-U.S. issuer providing Form CB in connection with a tender offer, rights offering or business combination.

2. Purpose and Use of the Information Collection

Form F-X provides investors with information about the U.S. person who has been appointed agent upon whom may be served any process, pleadings, subpoenas, or other papers in certain civil suits brought against the filer of the Form or to which the filer has been joined as defendant or respondent, and in any investigation or administrative proceeding conducted by the Commission.

3. Consideration Given to Information Technology

Form F-X is filed electronically on the Electronic Data Gathering, Analysis and Retrieval (EDGAR) system.

4. Duplication of Information

Form F-X is a document designed to provide investors in certain Canadian securities with information concerning the U.S. person designated as an agent for service of process. The Form also serves as consent to service of an administrative subpoena and includes an undertaking to assist the Commission in administrative investigations. This information is only available through this Form.

5. Reducing the Burden on Small Entities

As noted above, certain Canadian issuers are required to Form F-X. Any issuer or other non-U.S. person filing tender offer documents on Schedules 13E-4F, 14D-1F or 14D-9F under the Exchange Act, any non-U.S. person acting as a trustee with respect to securities registered on Forms F-7, F-8,
F-10 or F-80, and any non-U.S. issuer providing Form CB in connection with a tender offer, rights offering or business combination must also file Form F-X. All issuers or persons filing Form F-X should have the resources available to prepare the necessary information for the Commission. The Form does not unduly burden small entities.

6. Consequences of Not Conducting Collection

If the information required in Form F-X was not available, U.S. investors may find it difficult to effectuate service of process, and the Commission may find it difficult to require certain Canadian issuers to assist the Commission with investigations or other administrative proceedings. Also, persons considering investment in securities issued by Canadian companies would find it more difficult and expensive to obtain the necessary information if the specified persons were not required to file this information with the Commission.

7. Special Circumstances

There are no special circumstances.

8. Consultations with Persons Outside the Agency

No comments were received during the 60-day comment period prior to OMB’s review of this submission.

9. Payment or Gift to Respondents

No payment or gift has been provided to any respondents.

10. Confidentiality

Form F-X is a public document.

11. Sensitive Questions

No information of a sensitive nature, including social security numbers, will be required under this collection of information. The information collection collects basic Personally Identifiable Information (PII) that may include signature of the official signing on behalf of the entity. 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. In accordance with Section 208 of the E-Government Act of 2002, the agency has conducted a Privacy Impact Assessment (PIA) of the EDGAR system, in connection with these/this collection(s) of information. The EDGAR PIA, published on March 22, 2023, is provided as a supplemental document and is also available at https://www.sec.gov/privacy.

12. Estimate of Respondent Reporting Burden

Estimated Reporting Burden

Information Collection Title	OMB Control Number	Number of Responses	Burden Hours
Form F-X	3235-0575	137	274

We estimate Form F-X takes approximately two hours to prepare and is filed by approximately 137 Canadian issuers for a total of 274 burden hours (2 hours per response x 137 responses). We derived our burden hour estimates by estimating the average number of hours it would take a Canadian issuer to compile the necessary information and data, prepare and review disclosure, file documents and retain records. We believe that the actual burdens will likely vary among individual issuers based on the nature of their operations. The burden estimate for the hours is made solely for the purpose of the Paperwork Reduction Act.

13. Estimate of Total Annualized Cost Burden

We estimate that there is no cost associated with this information collection because 100% of the burden is prepared by the Canadian issuer.

14. Costs to Federal Government

The annual cost of reviewing and processing disclosure documents, including registration statements, post-effective amendments, proxy statements, annual reports and other filings of operating companies amounted to approximately $131,724,880 in fiscal year 2023, based on the Commission’s computation of the value of staff time devoted to this activity and related overhead.

15. Reason for Change in Burden

Estimated Changed in Burden Hours

Information Collection Title	OMB Control Number	Number of Responses Adjustment	Burden Hours Adjustment
Form F-X	3235-0379	23	46

The increase of 46 burden hours is due to an increase in the number of Form F-X filed with the Commission.

16. Information Collection Planned for Statistical Purposes

The information collection is not planned 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

There are no exceptions to certification for Paperwork Reduction Act submissions.

B. STATISTICAL METHODS

The information collection does not employ statistical methods.

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