[Federal Register Volume 61, Number 242 (Monday, December 16, 1996)] [Notices] [Pages 66064-66065] From the Federal Register Online via the Government Publishing Office [www.gpo.gov] [FR Doc No: 96-31892] ----------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION Agency Meetings Notice is hereby given, pursuant to the provisions of the Government in the Sunshine Act, Pub. L. 94-409, that the Securities and Exchange Commission will hold the following meetings during the week of December 16, 1996. An open meeting will be held on Wednesday, December 18, 1996, at 10 [[Page 66065]] a.m. A closed meeting will be held on Friday, December 20, 1996, at 10 a.m. Commissioners, Counsel to the Commissioners, the Secretary to the Commission, and recording secretaries will attend the closed meeting. Certain staff members who have an interest in the matters may also be present. The General Counsel of the Commission, or his designee, has certified that, in his opinion, one or more of the exemptions set forth in 5 U.S.C. 552b(c) (4), (8), (9)(A) and (10) and 17 CFR 200.402(a) (4), (8), (9)(i) and (10), permit consideration of the scheduled matters at the closed meeting. Commissioner Johnson, as duty officer, voted to consider the items listed for the closed meeting in a closed session. The subject matter of the open meeting scheduled for Wednesday, December 18, 1996, at 10 a.m., will be: (1) Consideration of whether to adopt a new anti-manipulation regulation, Regulation M, and Rules 100 through 105 thereunder, governing securities offerings. The new regulations would simplify, modify, and in some cases, eliminate provisions that otherwise restrict the activities of issuers, underwriters, and others participating in a securities offering. Regulation M would be adopted under various provisions of the Securities Act of 1933 and the Securities Exchange Act of 1934 (``Exchange Act''), among other statutory provisions, and would replace Rules 10b-6, 10b-6A, 10b-7, 10b-8, and 10b-21 under the Exchange Act. The Commission also will consider related amendments to Items 502(d) and 508 of Regulations S-B and S-K, and to Rules 10b-18 and 17a-2 under the Exchange Act. Technical amendments to various rules and schedules to reflect the adoption of Regulation M also will be considered. For further information, contact M. Blair Corkran or Alan Reed at (202) 942- 0772. (2) Consideration of whether to adopt an amendment to Rule 13e-4 under the Securities Exchange Act of 1934 and to issue a class exemption from Rule 10b-13, and a temporary class exemption from Rule 10b-6, under the Securities Exchange Act of 1934 to eliminate the record date requirement from paragraph (h)(5) of Rule 13e-4 and to permit continuous odd-lot tender offers by issuers. For further information, please contact Lauren C. Mullen at (202) 942-0772. (3) Consideration of whether to propose for public comment rules 2a51-1, 2a51-2, 2a51-3, 3c-1, 3c-5, 3c-6 and 3c-7 under the Investment Company Act of 1940. The rules would implement certain provisions of the National Securities Markets Improvement Act of 1996 (the ``1996 Act'') relating to private investment companies. The 1996 Act, among other things, amended section 3(c)(1) of the Investment Company Act (the existing exclusion from Investment Company Act regulation used by private investment companies) and added section 3(c)(7) to create a new exclusion from regulation under the Act for private investment companies that consist solely of highly sophisticated ``qualified purchasers'' owning or investing on a discretionary basis a specified amount of ``investments'' (``section 3(c)(7) funds''). The new rules would: (i) define the term ``investments'' for purposes of the qualified purchaser definition; (ii) define the term ``beneficial owner'' for purposes of the provisions that permit an existing private investment company to convert into a section 3(c)(7) fund or to be treated as a qualified purchaser; (iii) address certain interpretative issues under section 3(c)(7); (iv) address certain interpretative issues under section 3(c)(1) resulting from changes made by the 1996 Act; (v) address investments in private investment companies by certain ``knowledgeable employees''; and (vi) address transfers of securities issued by private investment companies when the transfer was caused by legal separation, divorce, death, and certain other involuntary events. For further information, please contact Kenneth J. Berman at (202) 942-0690. (4) Consideration of whether to propose for public comment new rules and rule amendments under the Investment Advisers Act of 1940 (``Advisers Act'') to implement provisions of the Investment Advisers Supervision Coordination Act (Title III of the National Securities Markets Improvement Act of 1996) (``Coordination Act'') that reallocate regulatory responsibilities for investment advisers between the Commission and the states. The proposed rules would establish the process by which certain advisers would withdraw from Commission registration, exempt certain advisers from the Coordination Act's prohibition on Commission registration, and define certain terms. The Commission is also proposing amendments to several rules under the Advisers Act that would reflect the changes made by the Coordination Act. The proposed rules and rule amendments are intended to clarify provisions of the Coordination Act and thereby assist investment advisers in ascertaining their regulatory status after the effective date of the Coordination Act, April 9, 1997. For further information, please contact Robert E. Plaze at (202) 942-0716. The subject matter of the closed meeting scheduled for Friday, December 20, 1996, at 10:00 a.m., will be: Injunction and settlement of injunctive actions. Institution and settlement of administrative proceedings of an enforcement nature. Formal order of investigation. Opinion. At times, changes in Commission priorities require alterations in the scheduling of meeting items. For further information and to ascertain, what, if any, matters have been added, deleted or postponed, please contact: The Office of the Secretary at (202) 942-7070. Dated: December 11, 1996. Jonathan G. Katz, Secretary. [FR Doc. 96-31892 Filed 12-13-96; 8:58 am] BILLING CODE 8010-01-M