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SEC PRA Collection Notice: Rule 147A Written Purchaser Residency Representation

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Summary

The SEC has published a 60-Day Collection Notice under the Paperwork Reduction Act of 1995, soliciting comments on the information collection requirements under Rule 147A (17 CFR 230.147A). Rule 147A provides an exemption from registration under Section 5 of the Securities Act of 1933 for certain intrastate offerings and requires issuers to obtain a written representation from each purchaser as to their residence. The SEC estimates approximately 700 respondents annually, with a total annual reporting burden of 1,925 hours and a total annual cost burden of $105,000. Comments are due by June 26, 2026.

“Rule 147A (17 CFR 230.147A) provides an exemption from registration under Section 5 of the Securities Act of 1933 for certain intrastate offerings.”

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What changed

The SEC published a 60-Day Collection Notice requesting public comments on the paperwork burden associated with Rule 147A(f)(1)(iii), which requires issuers relying on the intrastate offering exemption to obtain written purchaser residency representations. The notice provides burden estimates: approximately 700 responses annually, 2.75 hours per response, and $150 per response in cost, for a total annual burden of 1,925 hours and $105,000. The SEC will submit this existing collection to OMB for extension and approval.

Issuers and their counsel should review the current burden estimates and submit comments by June 26, 2026 if they wish to provide input on the accuracy of the SEC's estimates, ways to enhance quality or utility of the information collected, or ways to minimize burden on respondents. After this 60-day notice, there will be a second opportunity to comment following a 30-Day Submission Notice published in the Federal Register.

Archived snapshot

Apr 28, 2026

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Content

Upon Written Request, Copies Available From: Securities and Exchange Commission, Office of FOIA Services, 100 F Street NE, Washington, DC 20549-2736

Notice is hereby given that, pursuant to the Paperwork Reduction Act of 1995 (44 U.S.C. 3501 et seq.), the Securities and Exchange Commission (“Commission”) is soliciting comments on the collection of information summarized
below. The Commission plans to submit this existing collection of information to the Office of Management and Budget for extension
and approval.

Rule 147A (17 CFR 230.147A) provides an exemption from registration under Section 5 of the Securities Act of 1933 for certain
intrastate offerings. Rule 147A is intended to facilitate intrastate and regional securities offerings. Among other things,
Rule 147A(f)(1)(iii) requires issuers relying on the rule to “obtain a written representation from each purchaser as to his
or her residence.” The written representation required under Rule 147A(f)(1)(iii) is intended to help ensure that the issuer's
offering is, in fact, an intrastate offering. Approximately 700 respondents provide the information required by Rule 147A(f)(1)(iii)
annually at an estimated 2.75 hours per response and $150 per response for a total annual reporting burden of 1,925 hours
(2.75 hours per response × 700 responses annually) and a total annual cost burden of $105,000 ($150 per response × 700 responses
annually).

An agency may not conduct or sponsor, and a person is not required to respond to, a collection of information unless it displays
a currently valid OMB control number.

Written comments are invited on: (a) whether this proposed collection of information is necessary for the proper performance of the functions of the agency,
including whether the information will have practical utility; (b) the accuracy of the agency's estimate of the burden imposed
by the collection of information; (c) ways to enhance the quality, utility, and clarity of the information collected; and
(d) ways to minimize the burden of the collection of information on respondents, including through the use of automated collection
techniques or other forms of information technology.

Please direct your written comments on this 60-Day Collection Notice to Austin Gerig, Director/Chief Data Officer, Securities
and Exchange Commission, c/o Tanya Ruttenberg via email to PaperworkReductionAct@sec.gov by June 26, 2026. There will be a second opportunity to comment on this SEC request following the
Federal Register
publishing a 30-Day Submission Notice.

Dated: April 23, 2026. Sherry R. Haywood, Assistant Secretary. [FR Doc. 2026-08157 Filed 4-24-26; 8:45 am] BILLING CODE 8011-01-P

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CFR references

17 CFR 230.147A

Named provisions

Rule 147A(f)(1)(iii)

Citations

17 CFR 230.147A subject of the information collection notice
44 U.S.C. 3501 et seq. Paperwork Reduction Act authority cited

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Last updated

Classification

Agency
SEC
Published
April 23rd, 2026
Comment period closes
June 26th, 2026 (59 days)
Instrument
Consultation
Branch
Executive
Legal weight
Non-binding
Stage
Consultation
Change scope
Minor
Document ID
17 CFR 230.147A
Docket
SEC-2026-2577-0001

Who this affects

Applies to
Issuers Investors
Industry sector
5231 Securities & Investments
Activity scope
Intrastate securities offerings Written representation collection
Geographic scope
United States US

Taxonomy

Primary area
Securities
Operational domain
Regulatory Affairs
Topics
Corporate Governance Financial Services

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