Adoption of Updated EDGAR Filer Manual

1The Filer Manual originally was adopted on April 1, 1993, and became effective on April 26,
1993. Release No. 33–6986 (Apr. 1, 1993) (58 FR
18638). The most recent update to the Filer Manual was implemented on April 14, 1997. See Release Nos. 33–7394 (Feb. 21, 1997) (62 FR 8877), 33–7405 (Mar. 19, 1997) (62 FR 13820), and 33–7411 (Apr. 2, 1997) (62 FR 16690). 2See Rule 301 of Regulation S–T (17 CFR 232.301). SECURITIES AND EXCHANGE COMMISSION 17 CFR Part 232 [Release Nos. 33–7432; 34–38883; 35– 26747; 39–2356; IC–22769] RIN 3235–AG96 Adoption of Updated EDGAR Filer Manual AGENCY: Securities and Exchange Commission. ACTION: Final rules. SUMMARY: The Commission is adopting an updated edition of the EDGAR Filer Manual and is providing for its incorporation by reference into the Code of Federal Regulations. DATES: The amendment to 17 CFR part 232 (Regulation S–T) will be effective on August 25, 1997. The new edition of the EDGAR Filer Manual (Release 5.30) will be effective on August 25, 1997. The incorporation by reference of the EDGAR Filer Manual is approved by the Director of the Federal Register as of August 25, 1997. FOR FURTHER INFORMATION CONTACT: In the Office of Information Technology, David T. Copenhafer at (202) 942–8800; for questions concerning investment company filings, Ruth Armfield Sanders, Senior Counsel, Division of Investment Management, at (202) 942– 0633; and for questions concerning Corporation Finance company filings, Margaret R. Black at (202) 942–2933. SUPPLEMENTARY INFORMATION: The Commission today announces the adoption of an updated EDGAR Filer Manual (‘‘Filer Manual’’), which sets forth the technical formatting requirements governing the preparation and submission of electronic filings through the Electronic Data Gathering, Analysis, and Retrieval (‘‘EDGAR’’) system.1 Compliance with the provisions of the Filer Manual is required in order to assure the timely acceptance and processing of filings made in electronic format.2 Filers should consult the Filer Manual in conjunction with the Commission’s rules governing mandated electronic

41842 Federal Register / Vol. 62, No. 149 / Monday, August 4, 1997 / Rules and Regulations 3See Release Nos. 33–6977 (Feb. 23, 1993) (58 FR 14628), IC–19284 (Feb. 23, 1993) (58 FR 14848), 35– 25746 (Feb. 23, 1993) (58 FR 14999), and 33–6980 (Feb. 23, 1993) (58 FR 15009) for a comprehensive treatment of the rules adopted by the Commission governing mandated electronic filing. See also Release No. 33–7122 (Dec. 19, 1994) (59 FR 67752), in which the Commission made the EDGAR rules final and applicable to all domestic registrants, and Release No. 33–7427 (July 1, 1997) (62 FR 36450), adopting the most recent minor amendments to the EDGAR rules. 4 17 CFR 249.325. 5See Release No. 34–38800 (July 1, 1997) (62 FR 36467), in which the Commission proposed to require electronic filling of Form 13F via the EDGAR system. 6 17 CFR 259.208. See Release No. 35–26667 (Feb. 14, 1997) (62 FR 7900). ab 7 5 U.S.C. 601–612. 8 5 U.S.C. 553(b). 9 15 U.S.C. 77f, 77g, 77h, 77j and 77s(a). 10 15 U.S.C. 78c, 78l, 78m, 78n, 78o, 78w and 78ll. 11 15 U.S.C. 79t. 12 15 U.S.C. 77sss. 13 15 U.S.C. 80a–8, 80a–29, 80a–30 and 80a–37. filing when preparing documents for electronic submission.3 In this update, several submission types have been added. First, EDGAR submission types 13F–HR, 13F–HR/A, 13F–NT, and 13F–NT/A have been added. These submission types will accommodate the electronic submission of reports on Form 13F 4 in the event that the Commission amends its rules to require mandatory electronic filing of Form 13F.5 Also added are EDGAR submission types U–9C–3 and U–9C–3/A. These submission types are to be used by public utility holding companies for the submission of Form U–9C–3, Report Pursuant to Rule 58.6 Finally, a new submission has been added to accommodate electronic submissions of certain filings by companies whose filings are within the purview of the Division of Corporation Finance. Submission type POS EX has been added to reflect the Commission’s recent adoption of Rule 462(d) under the Securities Act of 1933. This rule will permit automatic effectiveness of a post￾effective amendment filed solely to add an exhibit. The following submission types have been eliminated from EDGAR: 10–C, 10–C/A, 486A24E, 486A24F, 486B24E, 48624F, 8–B12B, 8–B12B/A, 8–B12G, 8– B12G/A, 8A12BEF, 8A12BT, and 8A12BT/A. Rule 301 of Regulation S–T also is being amended to provide for the incorporation by reference of the Filer Manual into the Code of Federal Regulations, which incorporation by reference was approved by the Director of the Federal Register in accordance with 5 U.S.C. 552(a) and 1 CFR part 51. The revised Filer Manual and the amendment to Rule 301 will be effective on August 25, 1997. Paper copies of the updated Filer Manual may be obtained at the following address: Public Reference Room, U.S. Securities and Exchange Commission, Mail Stop 1–2, 450 Fifth Street, NW., Washington DC 20549. Electronic format copies will be available on the EDGAR electronic bulletin board. Copies
also may be obtained from Disclosure Incorporated, the paper and microfiche contractor for the Commission, at (800) 638–8241. Since the Filer Manual relates solely to agency procedure or practice, publication for notice and comment is not required under the Administrative Procedure Act.7 It follows that the requirements of the Regulatory Flexibility Act 8 do not apply. The effective date for the updated Filer Manual and the rule amendment is on August 25, 1997. In accordance with the Administrative Procedure Act 5 U.S.C. 553(d)(3), the Commission finds that there is good cause to establish an effective date less than 30 days after publication of these rules. The EDGAR system is scheduled to be upgraded to Release 5.30 on August 23, 1997. The Commission believes that it is necessary to coordinate the effectiveness of the updated Filer Manual with the scheduled system upgrade in order to avoid confusion to EDGAR filers. Statutory Basis The amendment to Regulation S–T is being adopted under sections 6, 7, 8, 10, and 19(a) of the Securities Act of 1933,9 sections 3, 12, 13, 14, 15, 23, and 35A of the Securities Exchange Act of 1934,10 section 20 of the Public Utility Holding Company Act of 1935,11 section 319 of the Trust Indenture Act of 1939,12 and sections 8, 30, 31, and 38 of the Investment Company Act.13 List of Subjects in 17 CFR Part 232 Incorporation by reference; Investment companies; Registration requirements; Reporting and recordkeeping requirements; Securities. Text of the Amendment In accordance with the foregoing, Title 17, Chapter II of the Code of Federal Regulations is amended as follows:
PART 232—REGULATION S–T—
GENERAL RULES AND REGULATIONS FOR ELECTRONIC FILINGS

1. The authority citation for part 232
   continues to read as follows:
   Authority: 15 U.S.C. 77f, 77g, 77h, 77j, 77s(a), 77sss(a), 78c(b), 78l, 78m, 78n, 78o(d), 78w(a), 78ll(d), 79t(a), 80a–8, 80a–29, 80a–30 and 80a–37.
2. Section 232.301 is revised to read
   as follows:
   § 232.301 EDGAR Filer Manual.
   Electronic filings shall be prepared in the manner prescribed by the EDGAR Filer Manual, promulgated by the Commission, which sets out the technical formatting requirements for electronic submissions. The August 1997 edition of the EDGAR Filer Manual: Guide for Electronic Filing with the U.S. Securities and Exchange Commission (Release 5.30) is incorporated into the Code of Federal Regulations by reference, which action was approved by the Director of the Federal Register in accordance with 5 U.S.C. 552(a) and 1 CFR Part 51. Compliance with the requirements found therein is essential to the timely receipt and acceptance of documents filed with or otherwise submitted to the Commission in electronic format. Paper copies of the EDGAR Filer Manual may be obtained at the following address:
   Public Reference Room, U.S. Securities and Exchange Commission, Mail Stop 1–2, 450 5th Street, NW., Washington, DC 20549. They also may be obtained from Disclosure Incorporated by calling (800) 638–8241. Electronic format copies are available through the EDGAR electronic bulletin board. Information on becoming an EDGAR E-mail/ electronic bulletin board subscriber is available by contacting CompuServe Inc. at (800) 576–4247. By the Commission. Dated: July 29, 1997. Margaret H. McFarland, Deputy Secretary. [FR Doc. 97–20413 Filed 8–1–97; 8:45 am] BILLING CODE 8010–01–P