SECURITIES AND EXCHANGE COMMISSION
17 CFR Part 232
[Release Nos. 33-7685; 34-41411; 35-27026; 39-2373; IC-23844]
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. Beginning June
28, 1999, we will be able to accept filings submitted to EDGAR in
HyperText markup Language (HTML) in addition to documents
submitted in the current American Standard Code for Information
Interchange (ASCII) format; filers also will have the option of
accompanying their required filings with unofficial copies in
Portable Document Format (PDF). Beginning May 24, 1999, and
continuing through June 25, 1999 (the test period), filers may
submit test filings that include documents in HTML and PDF
format; filers electing to submit test HTML and/or PDF documents
during the test period must do so in accordance with the new rule
provisions.
EFFECTIVE DATE: The amendment to 17 CFR part 232 (Regulation
S-T) will be effective on June 28, 1999. The new edition of the
EDGAR Filer Manual (Release 6.50) will be effective on June 28,
1999. The incorporation by reference of the EDGAR Filer Manual
is approved by the Director of the Federal Register as of June
28, 1999.
FOR FURTHER INFORMATION CONTACT: In the Office of Information
Technology, Michael E. Bartell 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, EDGAR Specialist, at (202)
942-2933.
SUPPLEMENTARY INFORMATION: Today we are adopting an updated
EDGAR Filer Manual ("Filer Manual"), which describes the
technical formatting requirements for the preparation and
submission of electronic filings through the Electronic Data
Gathering, Analysis, and Retrieval (EDGAR) system./1 Filers must
comply with the provisions of the Filer Manual 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 our rules governing mandated electronic filing
when preparing documents for electronic submission./3 The purpose
of this new version of EDGAR and the Filer Manual (Release 6.50)
is to modernize EDGAR, making the system easier for filers to use
and documents more attractive and readable for the users of
public information./4 Beginning June 28, 1999, filers will be
able to submit most filings to us in HyperText Markup Language
(HTML), in addition to the current acceptable text-based American
Standard Code for Information Interchange (ASCII) format. Filers
may also submit unofficial copies of filings in Portable Document
Format (PDF). Test filings using these new features may be made
beginning May 24, 1999.
We are also amending Rule 301 of Regulation S-T 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 June 28, 1999.
You may obtain paper copies of the updated Filer Manual at
the following address: Public Reference Room, U.S. Securities
and Exchange Commission, 450 Fifth Street, N.W., Washington D.C.
20549-0102. Electronic format copies will be available on the
EDGAR electronic bulletin board and posted to the SEC's Web Site.
The SEC's Web Site address for the Manual is
http://www.sec.gov/asec/ofis/filerman.htm. You may also obtain
copies 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./5 It follows that the
requirements of the Regulatory Flexibility Act/6 do not
apply.Statutory Basis We are adopting the amendment to
Regulation S-T under Sections 6, 7, 8, 10, and 19(a) of the
Securities Act,/7 Sections 3, 12, 13, 14, 15, 23, and 35A of the
Securities Exchange Act of 1934,/8 Section 20 of the Public
Utility Holding Company Act of 1935,/9 Section 319 of the Trust
Indenture Act of 1939,/10 and Sections 8, 30, 31, and 38 of the
Investment Company Act./11
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 must 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 June 1999 edition of the EDGAR Filer Manual:
Guide for Electronic Filing with the U.S. Securities and Exchange
Commission (Release 6.50) 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. You must comply with these requirements
in order for documents to be timely received and accepted. You
can obtain paper copies of the EDGAR Filer Manual from the
following address: Public Reference Room, U.S. Securities and
Exchange Commission, 450 5th Street, N.W., Washington, D.C.
20549-0102 or by calling Disclosure Incorporated at (800)
638-8241. Electronic format copies are available through the
EDGAR electronic bulletin board and posted to the SEC's Web Site.
The SEC's Web Site address for the Manual is
http://www.sec.gov/asec/ofis/filerman.htm. Information on
becoming an EDGAR E-mail/electronic bulletin board subscriber is
available by contacting CompuServe Inc. at (800) 576-4247.
By the Commission.
Jonathan G. Katz
Secretary
May 17, 1999
1/ The 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 June 1, 1998. See Release No.
33-7539 (May 28, 1998) [63 FR 29104].
2/ See Rule 301 of Regulation S-T (17 CFR 232.301).
3/ See 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
domestic registrants; Release No. 33-7427 (July 1, 1997) [62 FR
36450], adopting the most recent minor amendments to the EDGAR
rules; Release No. 33-7472 (Oct. 24, 1997) [62 FR 58647], in
which the Commission announced that, as of January 1, 1998, it
would not accept paper filings required to be filed
electronically; and Release No. 34-40935 (Jan. 12, 1999) [64 FR
2843], in which the Commission made mandatory the electronic
filing of Form 13F.
4/ On March 10, 1999, we issued a release proposing amendments
and new rules to reflect initial changes to filing requirements
resulting from EDGAR modernization, as well as certain other
changes to clarify or update the rules. Rulemaking for EDGAR
System, Release Nos. 33- 7653; 34-41150; IC-23735 (Mar. 10, 1999)
[64 FR 12908]. These amendments have been adopted (Release No.
_______ May ,1999).
5/ 5 U.S.C. 601-612.
6/ 5 U.S.C. 553(b).
7/ 15 U.S.C. 77f, 77g, 77h, 77j and 77s(a).
8/ 15 U.S.C. 78c, 78l, 78m, 78n, 78o, 78w and 78ll.
9/ 15 U.S.C. 79t.
10/ 15 U.S.C. 77sss.
11/ 15 U.S.C. 80a-8, 80a-29, 80a-30 and 80a-37.