SEC Finalizes Rule Amendments to Require Electronic Filing of Transfer Agent Forms

Washington, DC, January 26, 2007 -The Securities and Exchange Commission has finalized Securities and Exchange Act amendments requiring electronic submission of transfer agent registration, annual reporting, and withdrawal from registration form filings effective January 11, 2007.

Background
The SEC proposed that transfer agents file electronically in September 2006. According to the finalized amendments, the forms are required to be filed electronically on the Commission's EDGAR database in XML format, and will be accessible to Commission staff and the public for search and retrieval.

Registered transfer agents must file Form TA-1, Form TA-2 and Form TA-W electronically on EDGAR. For the first year of electronic filing only, transfer agents registered with the SEC will be required to file an amended Form TA-1 before they file a Form TA-2. Registered transfer agents would file Form TA-2 for the 2006 reporting period, which is due by March 31, 2007. Transfer agents are also expected to apply for and obtain access to EDGAR prior to filing the forms electronically in EDGAR. A new application in EDGAR, called EDGARLite, allows filers to prepare an electronic version of transfer agent forms and submit the forms to EDGAR over an Internet connection. Transfer agents are not required to use the EDGARLite application to prepare the forms.

ICI Position
In an October 2006 comment letter, the Institute expressed its support for the Commission’s goal, which is to improve its ability to utilize the information reported on the transfer agent forms in performing its oversight function of transfer agent operations and to publicly disseminate the information on the forms. In addition, the Institute asked the SEC to more clearly define certain technical terms used in the proposal.

Overall, the Institute has expressed strong support for efforts to make greater use of the Internet, including an NYSE proposal requiring listed companies to make their annual reports to shareholders available online, and an SEC proposal permitting issuers to use the Internet to furnish proxy materials to shareholders. Earlier this year, ICI announced an initiative to expand the use of data tagging in electronic mutual fund filings, enabling fund investors and advisers to easily summon up and compare information on hundreds of funds.

Related Links
A section of this website is devoted to disclosure issues.