November 16, 2022
Ms. Vanessa A. Countryman
U.S. Securities and Exchange Commission
100 F. Street NE
Washington, DC 20549-1090
Submitted via email to [email protected]
Re: Proposed Rules, Securities and Exchange Commission; Open-End Fund Liquidity Risk Management Programs and Swing Pricing, Form N-PORT; Outsourcing by Investment Advisers; File Nos. S7-26-22, S7-25-22; RIN 3325-AM98; RIN 3235-AN18 (November 2, 2022), (October 26, 2022)
Dear Ms. Countryman:
On behalf of the trade associations listed below, we request reasonable extensions of the comment periods for two significant, potentially transformative, proposed rulemakings. On November 2, 2022, the Securities and Exchange Commission (“SEC” or “Commission”) released a 444-page proposal, “Open-End Fund Liquidity Risk Management Programs and Swing Pricing, Form N-PORT” (“Liquidity and Swing Pricing Proposal”). That proposed rulemaking follows closely on the heels of the Commission’s release, on October 26, 2022, of a 232-page proposal, “Outsourcing by Investment Advisers” (“Outsourcing Proposal”). While we have material concerns with the substance of the proposals, if the Commission finds it necessary to proceed, at a minimum we request that the Commission extend the comment period for each of the proposals by 90 days.
The proposals set forth a vast array of complex and sweeping changes to the regulation of open-end management investment companies, other funds that report on Form N-PORT, and investment advisers, with major consequences for many stakeholders in multi-trillion-dollar financial industries. The Liquidity and Swing Pricing Proposal includes an assortment of technical, complicated, and significant changes to the liquidity risk management program ruleand its related reporting and disclosure requirements; mutual funds’ daily pricing practices and their relationships with intermediaries; and funds’ Form N-PORT reporting obligations. Just understanding the multi-part proposal and its potential implications will take significant effort.