of'' the Exchange Act.'' \1431\ Exchange Act rule 17a-4 specifies
minimum requirements with respect to how long records created under
Exchange Act rule 17a-3 and other documents must be kept. We are
adopting amendments to rule 17a-4 as proposed that will require broker-
dealers to retain copies of each version of the relationship summary
provided to current or prospective retail investors, and to preserve
the record of dates that each version of the relationship summary was
delivered to any existing retail investor or to any new or prospective
retail investor customer, pursuant to the new requirements under new
paragraph (a)(24) under rule 17a-3, as adopted, discussed above. These
records as well as a copy of each version of a firm's relationship
summary will be required to be maintained in an easily accessible place
for at least six years after such record or relationship summary is
created. This collection of information will be found at 17 CFR
240.17a-4 and will be mandatory. The Commission staff will use the
collection of information in its examination and oversight program.
Requiring maintenance of these disclosures as part of the broker-
dealer's books and records will facilitate the Commission's ability to
inspect for and enforce compliance with firms' obligations with respect
to the relationship summary. The information generally is kept
confidential.\1432\
---------------------------------------------------------------------------

    \1431\ See section 17(a) of the Exchange Act.
    \1432\ See section 24(b) of the Exchange Act.
---------------------------------------------------------------------------

    The likely respondents to this collection of information
requirement are the approximately 2,766 broker-dealers that report
retail activity, as described above. We did not receive comments
related to burdens associated with record retention obligations for
broker-dealers. We do not expect that broker-dealers will incur
external costs for the requirement to maintain and preserve a copy of
each version of the relationship summary as well as the records
required to be made pursuant to new paragraph (a)(24) of Exchange Act
rule 17a-3 because broker-dealers are already required to maintain and
retain similar records related to communication with retail investors.
1. Changes in Burden Estimates and New Burden Estimates
    The approved annual aggregate burden for rule 17a-4 is currently
1,042,866 hours, with a total annual aggregate monetized cost burden of
approximately $67.8 million, based on an estimate of 4,104 broker-
dealers and 150 broker-dealers maintaining an internal broker-dealer
system.\1433\ The

currently approved annual reporting and recordkeeping cost estimate to
respondents is $20,520,000.\1434\ We estimate that the adopted
amendments will result in an increase in the collection of information
burden estimate by 0.10 hour \1435\ for each of the estimated 2,766
currently registered broker-dealers that report retail sales activity
and will have relationship summary obligations.\1436\ The incremental
hour burden for broker-dealers will therefore be 277 hours,\1437\ for a
monetized cost of $19,390 in aggregate, or $7 per broker-dealer.\1438\
This will yield an annual estimated aggregate burden of 702,841 hours
for all broker-dealers with relationship summary obligations to comply
with paragraph (e)(10) of Exchange Act rule 17a-4, as amended,\1439\
for a monetized cost of approximately $49,198,870.\1440\ In addition,
the 998 broker-dealers not subject to the amendments \1441\ will
continue to be subject to an unchanged burden of 254 hours per broker-
dealer, or 253,492 hours for these broker-dealers.\1442\ In addition,
those maintaining an internal broker-dealer system will continue to be
subject to an unchanged burden of 450 hours annually, under paragraph
(e)(10) of Exchange Act rule 17a-4, as amended. In summary, taking into
account the estimated annual burden of broker-dealers that will be
required to maintain records of the relationship summary, as well the
estimated annual burden of broker-dealers that do not have relationship
summary obligations and whose information collection burden is
unchanged, the revised annual aggregate burden for all broker-dealer
respondents to the recordkeeping requirements under rule 17a-4 is
estimated to be 956,783 total annual aggregate hours,\1443\ for a
monetized cost of approximately $66,974,810 million.\1444\
---------------------------------------------------------------------------

    \1433\ (4,104 broker-dealers x 254 hours per broker-dealer) +
(150 broker-dealers maintaining internal broker-dealer systems x 3
hours) = (1,042,416 hours + 450 hours) = 1,042,866 hours each year.
The monetized cost was based on these functions being performed by a
compliance clerk earning an average of $65 per hour, resulting in a
total internal cost of compliance of (1,042,416 x $65) + (450 x $65)
= $67,786. See Supporting Statement for the Paperwork Reduction Act
Information Collection Submission for Rule 17a-4 (Oct. 19, 2016),
available at https://www.reginfo.gov/public/do/DownloadDocument?objectID=68823501 (defining an internal broker-
dealer system as ``any facility that provides a mechanism for
collecting, receiving, disseminating, or displaying system orders
and facilitating agreement to the basic terms of a purchase or sale
of a security between a customer and the sponsor, but excludes a
national securities exchange, an exchange exempt from registration
based on limited volume, and an alternative trading system.'').
    \1434\ 4,104 broker-dealers x $5,000 annual recordkeeping cost
per broker-dealer = $20,520,000.
    \1435\ In the Proposing Release, we applied the same 0.2 hour
estimate as with investment advisers, but divided that burden
equally between the rule 17a-3 requirement to create a record of the
dates the relationship summary was delivered to current or
prospective customers and the rule 17a-4 requirement to maintain
those records as well as copies of each version of the relationship
summary. As discussed above, we are increasing the burden estimates
for the recordkeeping requirement from 0.1 hours to 0.5 hours in
light of certain comments, however, we believe, on balance, that 0.1
hour estimate for the record retention requirement is a reasonable
estimate for purposes of the PRA analysis.
    \1436\ See supra footnotes 857-865.
    \1437\ 2,766 broker-dealers x 0.1 hours annually = 277 annual
hours for record retention.
    \1438\ Consistent with our prior paperwork reduction analyses
for rule 17a-4, we expect that performance of this function will
most likely be performed by compliance clerks. Data from the SIFMA
Office Salaries Report suggest that costs for these positions are
$70 per hour. 277 hours x $70 = $19,390. $19,390/2,766 broker-
dealers = $7 per broker-dealer.
    \1439\ 2,766 broker-dealers required to prepare relationship
summary x (254 hours + 0.1 hour) = 702,841 hours.
    \1440\ Consistent with our prior paperwork reduction analyses
for rule 17a-4, we expect that performance of this function will
most likely be performed by compliance clerks. Data from the SIFMA
Office Salaries Report suggest that costs for these positions are
$70 per hour. 702,841 hours x $70 = $49,198,870.
    \1441\ See supra footnotes 858-863 and accompanying text.
    \1442\ 998 broker-dealers x 254 hours = 253,492 hours for
broker-dealers not preparing a relationship summary.
    \1443\ 702,841 + 253,492 + 450 = 956,783 total aggregate hours.
    \1444\ Consistent with our prior paperwork reduction analyses
for rule 17a-4, we expect that performance of this function will
most likely be performed by compliance clerks. Data from the SIFMA
Office Salaries Report suggest that costs for these positions are
$70 per hour. 956,783 hours x $70 = $66,974,810.
---------------------------------------------------------------------------

2. Revised Annual Burden Estimates
    As noted above, the approved annual aggregate burden for rule 17a-4
is currently 1,042,866 hours, with a total annual aggregate monetized
cost burden of approximately $67.8 million, based on an estimate of
4,104 broker-dealers and 150 broker-dealers maintaining an internal
broker-dealer system. The revised annual aggregate hourly burden for
rule 17a-4 will be 956,783 \1445\ hours, represented by a monetized
cost of approximately $66,974,810 million,\1446\ based on an estimate
of 2,766 broker-dealers with the relationship summary obligation and
998 broker-dealers without, as noted above. This represents a decrease
of 85,633\1447\ annual aggregate hours in the hour burden and an annual
decrease of approximately $811,480 from the currently approved total
aggregate monetized cost for rule 17a-4.\1448\ These changes are
attributable to the amendments to rule 17a-4 relating to the
relationship summary as discussed in this release and the decline in
the number of registered broker-dealer respondents. The revised annual
reporting and recordkeeping cost to respondents is estimated at
approximately $18,820,000, or a reduction of $1,700,000 million from
the currently approved annual reporting and recordkeeping cost burden
of $20,520,000.\1449\
---------------------------------------------------------------------------

    \1445\ See supra footnote 1443.
    \1446\ See supra footnote 1444.
    \1447\ 1,042,416 hours - 956,783 hours = 85,633 hours.
    \1448\ $67,786,290 - $66,974,810 = $811,480.
    \1449\ 3,764 registered broker-dealers as of December 31, 2018 x
$5,000 per broker-dealer in record maintenance costs = $18,820,000.
$20,520,000 - $18,820,000 = $1,700,000.
---------------------------------------------------------------------------

VI. Final Regulatory Flexibility Analysis

    The Commission has prepared the following Final Regulatory
Flexibility Analysis (``FRFA'') in accordance with section 4(a) of the
Regulatory Flexibility Act.\1450\ It relates to: (i) New rule 204-5
under the Advisers Act and amendment to Form ADV (17 CFR 279.1), to add
a new Part 3: Form CRS (relationship summary); (ii) amendments to rule
203-1 under the Advisers Act; (iii) amendments to rule 204-1 under the
Advisers Act; (iv) amendments to rule 204-2 under the Advisers Act; (v)
new rule 17a-14 under the Exchange Act and new Form CRS (17 CFR
249.640) (relationship summary); and (vi) amendments to rules 17a-3 and
17a-4 under the Exchange Act.\1451\ We prepared an Initial Regulatory
Flexibility Analysis (``IRFA'') in the Proposing Release.\1452\
---------------------------------------------------------------------------

    \1450\ 5 U.S.C. 604(a).
    \1451\ The Commission is also amending 17 CFR 200.800 to display
the control number assigned to information collection requirements
for ``Form CRS and rule 17a-14 under the Exchange Act'' by OMB
pursuant to the PRA. Because the Commission is not publishing the
amendments to 17 CFR 200.800 in a notice of proposed rulemaking, no
analysis is required under the Regulatory Flexibility Act. (See 5
U.S.C. 601(2) (for purposes of the Regulatory Flexibility Act, the
term ``rule'' means any rule for which the agency publishes a
general notice of proposed rulemaking).)
    \1452\ See Proposing Release, supra footnote 5.
---------------------------------------------------------------------------

A. Need for and Objectives of the Amendments

    Broker-dealers, investment advisers, and dually registered firms
all provide important services for retail investors. As discussed above
in Sections I and IV, research continues to show that retail investors
are confused about services, fees, conflicts of interest, and the
required standard of conduct for particular firms as well as the
differences between broker-dealers and investment advisers. Lack of
knowledge about important aspects of the market for financial advice,
such as the services, fees, conflicts of interest, and the required
standard of conduct for particular firms may harm retail investors by
deterring them from seeking brokerage or investment advisory services
even if they could potentially benefit from them, or by increasing the
risk of a mismatch between the investors' preferences and expectations
and the actual brokerage or advisory services they receive. Therefore,
it is important to reduce retail investor confusion in the marketplace
for brokerage and investment advisory services and to assist retail
investors with the process of deciding whether to (i) establish an

investment advisory or brokerage relationship, (ii) engage a particular
firm or financial professional, or (iii) terminate or switch a
relationship or specific service. Moreover, it is important to ensure
that retail investors receive the information they need to clearly
understand the relationships and services a firm offers, as well as the
fees, costs, conflicts, standard of conduct, and disciplinary history
of firms and financial professionals they are considering, and where to
find additional information, to ameliorate this potential harm.
    As discussed above in Section I above, the Commission considered
ways to address retail investor confusion and engaged in broad outreach
to investors and other market participants to solicit feedback on the
proposal, including comment letters, a ``feedback form,'' investor
roundtables, and RAND investor testing.
    After carefully considering the comments we received, we are
adopting disclosure requirements that are designed to ameliorate the
potential harm of retail investor confusion and to assist retail
investors with the process of deciding whether to (i) establish an
investment advisory or brokerage relationship, (ii) engage a particular
firm or financial professional, or (iii) terminate or switch a
relationship or specific service.
    As discussed in Section II above, we are adopting new rules and
rule amendments to require broker-dealers and investment advisers to
deliver a relationship summary to retail investors. The relationship
summary will be short with narrative information presented in a
prescribed order with the following sections: (i) Introduction; (ii)
relationships and services; (iii) fees, costs, conflicts, and standard
of conduct; (iv) disciplinary history; and (v) where to find additional
information. As discussed in Section II.C.3.c above, the relationship
summary will be in addition to, and not in lieu of, current disclosure
and reporting requirements for broker-dealers and investment advisers.
    To promote effective communication, firms will be required to write
their relationship summary in plain English and they are encouraged to
use charts, graphs, tables, and other graphics or text features to
respond to the required disclosures. We are limiting the length of the
relationship summary to keep the disclosures focused.\1453\ The purpose
of the relationship summary is to summarize information about a
particular broker-dealer or investment adviser in a format that allows
for comparability among firms, encourages retail investors to ask
questions, and highlights additional sources of information.
---------------------------------------------------------------------------

    \1453\ Specifically, the relationship summary for standalone
broker-dealers and standalone investment advisers must not exceed
two pages in paper format (or equivalent in electronic format). Dual
registrants will have the flexibility to decide whether to prepare
separate or combined relationship summaries. For dual registrants
that prepare combined relationship summaries, they must not exceed
four pages in paper format (or equivalent in electronic format).
---------------------------------------------------------------------------

    As discussed in Section II above, we are adopting filing, delivery,
and updating requirements for the relationship summary. We also are
adopting amendments to the recordkeeping requirements under the
Advisers Act rule 204-2 and Exchange Act rules 17a-3 and 17a-4 to
address the new relationship summary.\1454\
---------------------------------------------------------------------------

    \1454\ 17 CFR 275.204-2; 17 CFR 240.17a-3; 17 CFR 240.17a-4.
---------------------------------------------------------------------------

    All of these requirements are discussed in detail in Section II
above. The costs and burdens of these requirements on small advisers
and small broker-dealers are discussed below as well as above in our
Economic Analysis and Paperwork Reduction Act Analysis, which discuss
the costs and burdens on all investment advisers and broker-
dealers.\1455\
---------------------------------------------------------------------------

    \1455\ See supra Sections IV and V.
---------------------------------------------------------------------------

B. Significant Issues Raised by Public Comments

    The Commission is sensitive to the burdens that the new rules and
rule amendments may have on small entities. In the Proposing Release,
we requested comment on matters discussed in the IRFA. In particular,
we sought comments on the number of small entities subject to the new
relationship summary, and the new rules and rule amendments as well as
the potential impacts on small entities. We sought comments on whether
the proposal could have an effect on small entities that had not been
considered. We also requested that commenters describe the nature of
any impact on small entities and provide empirical data to support the
extent of such impact.
    The Commission did not receive comments specifically addressing the
IRFA. However, as discussed in the Economic Analysis and Paperwork
Reduction Act Analysis above, we received comments regarding the
potential costs and burdens of the proposal on investment advisers and
broker-dealers, including those that are small entities.\1456\
---------------------------------------------------------------------------

    \1456\ See supra Sections IV.D.2 and V.
---------------------------------------------------------------------------

    With regard to comment letters addressing small firms in
particular, the Commission received comment letters concerning the
impact of ongoing delivery requirements on small firms.\1457\ As
discussed in Sections II.C.3.c and II.C.4, firms must comply with
ongoing delivery requirements to (i) particular retail investors under
certain circumstances \1458\ and (ii) all retail investors who are
existing clients or customers when a relationship summary is updated.
The commenters appeared to be discussing both types of ongoing delivery
requirements. Specifically, a commenter stated that to comply with
ongoing delivery requirements, firms would need to implement a process
that would include additional costs for delivery, especially for small
firms who are more likely to conduct such delivery in hard copy.\1459\
Another commenter stated that the existing Form ADV brochure delivery
requirements and the ongoing delivery requirements of the relationship
summary would impose unjustifiable administrative burdens on advisers,
the majority of whom the commenter considers to be small
businesses.\1460\ The commenter defined the term ``small business'' as
an investment adviser who has ten or fewer non-clerical
employees.\1461\ As discussed in Section VI.C.1 below, the definition
of small entities for purposes of the Advisers Act and the Regulatory
Flexibility Act concerns assets under management and total assets, not
the number of employees.\1462\ Therefore, we are unable to assess
whether the businesses the commenter is discussing fall under the
definition of small entity for purposes of the Advisers Act and the
Regulatory Flexibility Act.\1463\ As discussed in Section VI.C.1 below,
the new requirements will not affect most investment advisers that are
small entities because they are generally registered with one or more
state securities authorities and not with the Commission.
---------------------------------------------------------------------------

    \1457\ See NSCP Letter; Pickard Djinis and Pisarri Letter.
    \1458\ As discussed in Section II.C.3.c, firms must deliver the
most recent relationship summary to a retail investor who is an
existing client or customer upon certain triggers. Also, firms must
deliver the relationship summary to a retail investor within 30 days
upon the retail investor's request.
    \1459\ See NSCP Letter.
    \1460\ See Pickard Djinis and Pisarri Letter.
    \1461\ Id.
    \1462\ See 17 CFR 275.0-7.
    \1463\ Id.
---------------------------------------------------------------------------

    We agree that the ongoing delivery requirements will impose added
costs, as discussed above in the Economic Analysis and Paperwork
Reduction Act

Analysis,\1464\ but the costs may not necessarily be higher for small
firms. To the extent that small firms are more likely to have fewer
retail investors than larger firms, the ongoing delivery requirements
should impose lower variable costs on small firms than on larger firms.
Therefore, the ongoing delivery requirements should impose lower
variable costs on small firms, who have fewer retail investors, than on
larger firms who have more retail investors. Also, firms have the
flexibility to communicate any changes in the relationship summary by
either delivering the relationship summary or by communicating the
information through another disclosure that is delivered to the retail
investor, which should mitigate the costs to all firms, including small
firms.\1465\ The additional hours per investment adviser and broker-
dealer, the monetized cost per investment adviser and broker-dealer,
and the incremental external legal and compliance cost for investment
advisers and broker-dealers, attributable to ongoing delivery
requirements are estimated above in the Paperwork Reduction
Analysis.\1466\ To the extent that the ongoing delivery requirements
impose added costs to small investment advisers, we disagree that
existing Form ADV brochure delivery requirements and the ongoing
delivery requirements of the relationship summary would impose
administrative burdens on small investment advisers that are
unjustifiable. As discussed in Section II.C.3.c above, the relationship
summary and the existing Form ADV brochure serve different purposes.
The relationship summary is designed to provide a high-level overview
to retail investors while the Form ADV brochure is designed to present
more detailed disclosures.
---------------------------------------------------------------------------

    \1464\ See supra Sections IV and V.
    \1465\ See supra Sections II.C.4 and IV.D.2.
    \1466\ See supra Sections V.C.2 and V.D.2.
---------------------------------------------------------------------------

    The Commission is not adopting different ongoing delivery
requirements for small entities. For the reasons discussed in Section
VI.E below, establishing different compliance or reporting requirements
for small investment advisers and small broker-dealers will be
inappropriate under these circumstances. Moreover, retail investors
considering and receiving services should receive current information
from all firms, not just larger firms, to help them make a decision
about continuing to receive services and to let them know when there
have been changes to this information. They should also understand
their available options during certain decision points when firms are
required to deliver another relationship summary.\1467\ Additionally,
it is important and beneficial for retail investors to receive a
relationship summary within 30 days upon request to ensure that retail
investors receive the relationship summary as needed. As a result, we
believe that the benefits to retail investors justify the potential
cost of ongoing delivery.
---------------------------------------------------------------------------

    \1467\ As discussed in Section II.C.3.c, firms must deliver the
most recent relationship summary to a retail investor who is an
existing client or customer before or at the time the firm: (i)
Opens a new account that is different from the retail investor's
existing account(s); (ii) recommends that the retail investor roll
over assets from a retirement account into a new or existing account
or investment; or (iii) recommends or provides a new brokerage or
investment advisory service or investment that does not necessarily
involve the opening of a new account and would not be held in an
existing account.
---------------------------------------------------------------------------

C. Small Entities Subject to the Rule and Rule Amendments

    The amendments will affect many, but not all, broker-dealers and
investment advisers registered with the Commission, including some
small entities.
1. Investment Advisers
    Under Commission rules, for the purposes of the Advisers Act and
the Regulatory Flexibility Act, an investment adviser generally is a
small entity if it: (i) Has assets under management having a total
value of less than $25 million; (ii) did not have total assets of $5
million or more on the last day of the most recent fiscal year; and
(iii) does not control, is not controlled by, and is not under common
control with another investment adviser that has assets under
management of $25 million or more, or any person (other than a natural
person) that had total assets of $5 million or more on the last day of
its most recent fiscal year.\1468\ As discussed in Section V.A.1 above,
the Commission estimates that based on IARD data as of December 31,
2018, approximately 8,235 investment advisers will be subject to new
rule 204-5 under the Advisers Act, Form CRS (required by new Part 3 of
Form ADV) (the relationship summary), the amendments to rules 203-1,
204-1, and rule 204-2 under the Advisers Act.\1469\ Our new rules and
amendments will not affect most investment advisers that are small
entities (``small advisers'') because they are generally registered
with one or more state securities authorities and not with the
Commission. Under section 203A of the Advisers Act, most small advisers
are prohibited from registering with the Commission and are regulated
by state regulators.\1470\ Based on IARD data, we estimate that as of
December 31, 2018, approximately 561 SEC-registered advisers are small
entities under the Regulatory Flexibility Act.\1471\ Of these, 183 have
individual high net worth and individual non-high net worth clients,
and will therefore be subject to the new requirements under the
Advisers Act.\1472\
---------------------------------------------------------------------------

    \1468\ See 17 CFR 275.0-7.
    \1469\ See supra footnote 1204 and accompanying text.
    \1470\ 15 U.S.C. 80b-3a.
    \1471\ Based on SEC-registered investment adviser responses to
Items 5.F. and 12 of Form ADV.
    \1472\ Based on SEC-registered investment adviser responses to
Items 5.D.(a)(1), 5.D.(a)(3), 5.D.(b)(1), 5.D.(b)(2), 5.F. and 12 of
Form ADV. These responses indicate that the investment adviser has
clients that are high net worth individuals and/or individuals
(other than high net worth individuals), or that the investment
adviser has regulatory assets under management attributable to
clients that are high net worth individuals and/or individuals
(other than high net worth individuals), and that the investment
adviser is a small entity. Of these small advisers, two are dually
registered as a broker-dealer and an investment adviser and may
offer services to retail investors as both a broker-dealer and an
investment adviser (e.g., ``dual registrants'' for purposes of the
relationship summary). See supra footnote 63. As discussed in
Section II.C.2, dual registrants must file the relationship summary
using both IARD and Web CRD[supreg]. In this FRFA, dual registrants
are counted in both the total number of small advisers and small
broker-dealers that would be subject to the new requirements. We
believe that counting these firms twice is appropriate because of
their additional burdens of complying with the rules with respect to
both their advisory and brokerage businesses.
---------------------------------------------------------------------------

2. Broker-Dealers
    For purposes of Commission rulemaking in connection with the
Regulatory Flexibility Act, a broker-dealer will be deemed a small
entity if it: (i) Had total capital (net worth plus subordinated
liabilities) of less than $500,000 on the date in the prior fiscal year
as of which its audited financial statements were prepared pursuant to
rule 17a-5(d) under the Exchange Act,\1473\ or, if not required to file
such statements, had total capital (net worth plus subordinated
liabilities) of less than $500,000 on the last business day of the
preceding fiscal year (or in the time that it has been in business, if
shorter); and (ii) is not affiliated with any person (other than a
natural person) that is not a small business or small
organization.\1474\
---------------------------------------------------------------------------

    \1473\ 17 CFR 240.17a-5(d).
    \1474\ See 17 CFR 240.0-10(c).
---------------------------------------------------------------------------

    As discussed in Section V.D.1 above, the Commission estimates that
as of December 31, 2018, approximately 2,766 broker-dealers will be
subject to the new Form CRS (relationship summary) requirements and new
Exchange Act rule 17a-14, as well as

amendments to Exchange Act rules 17a-3 and 17a-4.\1475\ Further, based
on FOCUS Report data, the Commission estimates that as of December 31,
2018, approximately 985 broker-dealers may be deemed small entities
under the Regulatory Flexibility Act. Of these, approximately 756 have
retail business, and will be subject to the new requirements.\1476\
---------------------------------------------------------------------------

    \1475\ See supra footnote 1352 and accompanying text.
    \1476\ See supra footnote 1352 (discussing how we identify
retail sales activity from Form BR).
---------------------------------------------------------------------------

D. Projected Reporting, Recordkeeping, and Other Compliance
Requirements

    The new requirements impose certain reporting and compliance
requirements on certain investment advisers and broker-dealers,
including those that are small entities, requiring them to create and
update relationship summaries, and comply with certain filing,
delivery, and recordkeeping requirements. The new requirements are
summarized in this FRFA (Section VI.A above). All of these requirements
are also discussed in detail, in Section II above, and these
requirements as well as the costs and burdens on investment advisers
and broker-dealers, including those that are small entities, are
discussed above in Sections IV and V (the Economic Analysis and
Paperwork Reduction Act Analysis) and below.
1. Initial Preparation and Filing of the Relationship Summary
    Requiring each firm that offers services to retail investors to
prepare and file a relationship summary will impose additional costs on
may firms, including some small advisers and small broker-dealers.
Investment advisers must file their relationship summary as Form ADV
Part 3 (Form CRS) electronically through IARD. Broker-dealers must file
their relationship summary as Form CRS electronically through Web
CRD[supreg]. All relationship summaries must be filed using text-
searchable format with machine-readable headings.
    Investment Advisers. Our Paperwork Reduction Analysis and Economic
Analysis discuss the costs and burdens of preparing and filing the
relationship summary for investment advisers, including small
advisers.\1477\ In addition, as discussed in our Paperwork Reduction
Analysis, above, we anticipate that some advisers may incur a one-time
initial cost for external legal and compliance consulting fees in
connection with the initial preparation of the relationship
summary.\1478\ Generally, all advisers, including small advisers that
advise retail investors are currently required to prepare and
distribute Part 2A of Form ADV (the firm brochure). Because advisers
already provide disclosures about their services, fees, costs,
conflicts, and disciplinary history in their firm brochures,\1479\ they
will be able to use some of this information to respond to the
disclosure requirements of the relationship summary. They will,
however, have to draft a completely new disclosure to comply with the
new format of the relationship summary. As discussed above,
approximately 183 small advisers currently registered with us will be
subject to the new requirements.\1480\ As discussed above in our
Paperwork Reduction Act Analysis, the new initial preparation and
filing requirements will impose an annual burden of approximately 6.67
annual hours per adviser, or 1,221 annual hours in aggregate for small
advisers.\1481\ We therefore expect the annual monetized costs to small
advisers associated with these amendments to be $1,965 per adviser, or
$359,595 in aggregate for small advisers.\1482\ We expect the
incremental external legal and compliance cost for small advisers to be
estimated at $825 per adviser, or $150,975 in aggregate for small
advisers.\1483\
---------------------------------------------------------------------------

    \1477\ See supra Sections V.A and IV.D.2.
    \1478\ See supra Section V.A.
    \1479\ See supra footnote 904.
    \1480\ See supra Section VI.C.1.
    \1481\ See supra Section V.A.2. As discussed in the Paperwork
Reduction Act Analysis, we expect each investment adviser to spend
approximately 20 hours preparing and filing the relationship
summary, which as amortized over three years is approximately 6.67
hours. 6.67 hours per adviser for preparing and filing the
relationship summary x 183 small advisers = approximately 1,221
hours in aggregate for small advisers.
    \1482\ See supra Sections V.A.2. Monetized cost of $1,965 per
adviser for the initial preparation and filing of the relationship
summary x 183 small advisers = $359,595 monetized cost in aggregate
for small advisers. As discussed in the Paperwork Reduction Act
Analysis, we believe that performance of this function will most
likely be equally allocated between a senior compliance examiner and
a compliance manager.
    \1483\ See supra Section V.A.2.b. $825 in external legal and
compliance costs per adviser x 183 small advisers = $150,975 in
aggregate for small advisers.
---------------------------------------------------------------------------

    Broker-Dealers. Our Paperwork Reduction Analysis and Economic
Analysis discuss the costs and burdens of preparing and filing the
relationship summary for broker-dealers, including small broker-
dealers.\1484\ In addition, as discussed in our Paperwork Reduction
Analysis, above, we anticipate that some broker-dealers may incur a
one-time initial cost for external legal and compliance consulting fees
in connection with the initial preparation of the relationship
summary.\1485\ As discussed in Sections IV.D.2 and V.D.2, broker-
dealers are not currently required to deliver to their retail investors
a comprehensive written document comparable to investment advisers'
Form ADV Part 2A. Therefore, broker-dealers may incur comparatively
greater compliance costs than investment advisers. As discussed above,
approximately 756 small broker-dealers will be subject to the new
requirements.\1486\ As discussed above in our Paperwork Reduction Act
Analysis, the new initial preparation and filing requirements will
impose an annual burden of approximately 13.33 annual hours per broker-
dealer, or 10,077 annual hours in aggregate for small broker-
dealers.\1487\ We therefore expect the annual monetized costs to small
broker-dealers associated with these amendments to be $3,640 per
broker-dealer, or $2,751,840 in aggregate for small broker-
dealers.\1488\ We expect the incremental external legal and compliance
cost for small broker-dealers to be estimated at $1,032 per broker-
dealer, or $780,192 in aggregate for small broker-dealers.\1489\
---------------------------------------------------------------------------

    \1484\ See supra Sections V.D and IV.D.2.
    \1485\ See supra Section V.D.
    \1486\ See supra Section VI.C.2.
    \1487\ See supra Section V.D.2. As discussed in the Paperwork
Reduction Act Analysis, we expect each broker-dealer to spend
approximately 40 hours preparing and filing the relationship
summary, which as amortized over three years is approximately 13.33
hours. 13.33 hours per broker-dealer for preparing and filing the
relationship summary x 756 small broker-dealers = approximately
10,077 hours in aggregate for small broker-dealers.
    \1488\ See supra Section V.D.2. Monetized cost of $3,640 per
broker-dealer for the initial preparation and filing of the
relationship summary x 756 small broker-dealers = $2,751,840
monetized cost in aggregate for small broker-dealers. As discussed
in the Paperwork Reduction Act Analysis, we believe that the
performance of this function will most likely be equally allocated
between a senior compliance examiner and a compliance manager.
    \1489\ See supra Section V.D.2.b. 756 small broker-dealers x
$1,032 in external legal and compliance costs on average per broker-
dealer = $780,192.
---------------------------------------------------------------------------

    Costs Generally. The costs associated with preparing the new
relationship summaries will be limited for investment advisers and
broker-dealers, including small entities, for several reasons. First,
the disclosure document is concise, no more than two pages for a
standalone investment adviser and standalone broker-dealer and four
pages for a dual registrant in length or equivalent limit if in
electronic format. Second, although the relationship summary will
require more narrative responses, the disclosure will still involve
some degree of standardization across firms, requiring firms to use
standardized headings in a prescribed order. Third, firms will be
prohibited

from including disclosures in the relationship summary other than the
disclosure that is required or permitted by the Instructions and
applicable items.
    The compliance costs could, however, be different across firms with
relatively smaller or larger numbers of retail investors as customers
or clients. For example, as discussed in Section IV.D.2 above, to the
extent that developing the relationship summary entails a fixed cost,
firms with fewer retail investors as customers or clients may be at
disadvantage relative to firms with more retail investors as customers
or clients because the former would amortize these costs over a smaller
retail investor base. Therefore, to the extent that small firms are
more likely to have fewer retail investors than larger firms, small
firms may be at a disadvantage relative to larger firms. On the other
hand, smaller firms are likely to have fewer types of fees, costs, and
conflicts to report compared to larger firms, potentially making it
less burdensome for them to summarize the required information.
    As discussed in Section IV.D.2 above, small advisers and small
broker-dealers may disproportionately incur costs associated with
electronic and graphical formatting, particularly if they do not have
an existing web presence. However, because the final instructions
encourage, but do not require electronic and graphical formatting,
firms would only bear these costs if they expected these features to
provide benefits that justify these costs. Similarly, small advisers
and small broker dealers may disproportionally incur costs associated
with the requirement to file their relationship summaries with machine-
readable headings and text-searchable format. However, costs for firms,
including small entities, could be minimal to the extent they implement
structured headings in PDF formatted documents by creating a bookmark
for each of the headings.\1490\
---------------------------------------------------------------------------

    \1490\ See supra Section II.C.2.
---------------------------------------------------------------------------

2. Delivery and Updating Requirements Related to the Relationship
Summary
    As discussed in Section II.C above, firms must follow certain
delivery and updating requirements. Investment advisers must deliver a
relationship summary to each retail investor before or at the time the
firm enters into an investment advisory contract with the retail
investor, even if the agreement is oral. Broker-dealers must deliver a
relationship summary to each retail investor, before or at the earliest
of: (i) A recommendation of an account type, a securities transaction,
or an investment strategy involving securities; (ii) placing an order
for the retail investor; or (iii) the opening of a brokerage account
for the retail investor. Dual registrants must deliver the relationship
summary at the earlier of the delivery requirements for the investment
adviser or broker-dealer.
    As discussed in Section II.C above, firms must update, file
amendments to, and re-deliver the relationship summary under certain
circumstances. Specifically, firms must update the relationship summary
and file it within 30 days whenever any information in the relationship
summary becomes materially inaccurate. The filing must include an
exhibit highlighting changes. Firms must communicate any changes in the
updated relationship summary to retail investors who are existing
clients or customers within 60 days after the updates are required to
be made and without charge.\1491\ Additionally, firms must deliver the
relationship summary to a retail investor within 30 days upon the
retail investor's request and re-deliver the relationship summary to
existing clients and customers under certain circumstances.\1492\
---------------------------------------------------------------------------

    \1491\ Firms can make the communication by delivering the
amended relationship summary or by communicating the information
through another disclosure that is delivered to the retail investor.
    \1492\ Specifically, firms must deliver the most recent
relationship summary to a retail investor who is an existing client
or customer before or at the time the firm: (i) Opens a new account
that is different from the retail investor's existing account(s);
(ii) recommends that the retail investor roll over assets from a
retirement account into a new or existing account or investment; or
(iii) recommends or provides a new brokerage or investment advisory
service or investment that does not necessarily involve the opening
of a new account and would not be held in an existing account.
---------------------------------------------------------------------------

    As discussed in Sections II.C above, we are adopting requirements
concerning electronic posting and manner of delivery. Firms must post
the current version of the relationship summary prominently on their
public website, if they have one. Firms must include a telephone number
where retail investors can request up-to-date information and request a
copy of the relationship summary. Firms must make a copy of the
relationship summary available upon request without charge. If the
relationship summary is delivered electronically, it must be presented
prominently in the electronic medium. If the relationship summary is
delivered in paper format as part of a package of documents, firms must
ensure that the relationship summary is the first among any documents
that are delivered at that time. The additional hours per adviser and
broker-dealer, the monetized cost per adviser and broker-dealer, and
the incremental external legal and compliance cost for small entity
investment advisers and broker-dealers, attributable to these
requirements are estimated above in the Paperwork Reduction
Analysis.\1493\
---------------------------------------------------------------------------

    \1493\ See supra Section V.
---------------------------------------------------------------------------

3. Recordkeeping Requirements Related to the Relationship Summary
    As discussed in Section II.E above, we are adopting amendments to
the recordkeeping requirements under Advisers Act rule 204-2 and
Exchange Act rules 17a-3 and 17a-4 to address the new relationship
summary.\1494\ The amendments to Advisers Act rule 204-2 will require
investment advisers who are registered or required to be registered to
make and keep true, accurate and current, a copy of each relationship
summary and each amendment or revision to the relationship summary, as
well as a record of the dates that each relationship summary, and each
amendment or revision thereto, was given to any client or to any
prospective client who subsequently becomes a client. Investment
advisers must maintain and preserve their respective records in an
easily accessible place for a period of not less than five years from
the end of the fiscal year during which the last entry was made on such
record, the first two years in an appropriate office of the investment
adviser.\1495\ The amendments to Exchange Act rule 17a-3 will require
broker-dealers to make and keep current a record of the date that each
relationship summary was provided to each retail investor, including
any relationship summary that was provided before such retail investor
opens an account. The amendments to Exchange Act rule 17a-4 will
require broker-dealers to maintain and preserve in an easily accessible
place all record dates described above as well as a copy of each
relationship summary until at least six years after such record or
relationship summary is created.
---------------------------------------------------------------------------

    \1494\ 17 CFR 275.204-2; 17 CFR 240.17a-3; 17 CFR 240.17a-4.
    \1495\ See 17 CFR 275.204-2(e)(1).
---------------------------------------------------------------------------

    These amendments are designed to update recordkeeping rules in
light of the new relationship summary, and, for investment advisers,
they mirror the current recordkeeping requirements for the Form ADV
brochure and brochure supplement.\1496\ As discussed in Section II.E
above, the recordkeeping requirements will facilitate the Commission's
ability to inspect for and enforce compliance with the

relationship summary requirements and also may facilitate firms'
ability to monitor for compliance with delivery requirements.
---------------------------------------------------------------------------

    \1496\ See 17 CFR 275.204-2(a)(14)(i) and 17 CFR 275.204-
2(e)(1).
---------------------------------------------------------------------------

    As discussed in the Paperwork Reduction Act Analysis in Section V.B
above, the amendments to Advisers Act rule 204-2 will impose an annual
burden of approximately 0.2 annual hours per adviser, or 37 annual
hours in aggregate for small advisers.\1497\ We therefore expect the
annual monetized costs to small advisers associated with these
amendments to be $12 per adviser,\1498\ or $2,196 in aggregate for
small advisers.\1499\ We do not expect investment advisers to incur any
external costs with respect to the amendments to Advisers Act rule 204-
2.\1500\
---------------------------------------------------------------------------

    \1497\ 0.2 hours x 183 small advisers = 37 hours, when rounded
up to the nearest hour.
    \1498\ As discussed in, the Paperwork Reduction Analysis, we
believe the performance of this function will most likely be
allocated between compliance clerks and general clerks, with
compliance clerks performing 17% of the function and general clerks
performing 83% of the function. See supra Section V.B.
    \1499\ $12 per adviser x 183 small advisers = approximately
$2,196 in aggregate for small advisers.
    \1500\ See supra Section V.B.
---------------------------------------------------------------------------

    As discussed in the Paperwork Reduction Act Analysis in Sections
V.E and V.F, the amendments to Exchange Act rules 17a-3 and 17a-4 will
impose an annual burden of approximately 0.6 annual hours per broker-
dealer, or 454 annual hours in the aggregate for small broker-
dealers.\1501\ We therefore expect the annual monetized cost to small
broker-dealers associated with these amendments to be $39 per broker-
dealer,\1502\ or $29,484 in aggregate for small broker-dealers.\1503\
We do not expect broker-dealers to incur any external costs with
respect to the amendments to Exchange Act rules 17a-3 and 17a-4.\1504\
---------------------------------------------------------------------------

    \1501\ As discussed in Section V.E, amendments to Exchange Act
rule 17a-3 will impose a burden of approximately 0.5 annual hours
per broker-dealer. As discussed in Section V.F, amendments to
Exchange Act rule 17a-4 will impose a burden of approximately 0.1
annual hours per broker-dealer. Therefore, together, amendments to
Exchange Act rules 17a-3 and 17a-4 will impose a burden of
approximately 0.6 hours annually. 0.6 hours x 756 small broker-
dealers = approximately 454 annual hours in aggregate for small
broker-dealers.
    \1502\ $32 per broker dealer for amendments to Exchange Act rule
17a-3 + $7 per broker-dealer for amendments to Exchange Act rule
17a-4 = $39 per broker-dealer. As discussed in the Paperwork
Reduction Act Analysis, we believe that the performance of the
functions associated with the amendments to Exchange Act rule 17a-3
will most likely be allocated between compliance clerks and general
clerks. Also as discussed in the Paperwork Reduction Act Analysis,
we believe that the performance of the functions associated with the
amendments to Exchange Act rule 17a-4 will be performed by
compliance clerks. See supra Sections V.E and V.F.
    \1503\ $32 per broker dealer for amendments to Exchange Act rule
17a-3 + $7 per broker-dealer for amendments to Exchange Act rule
17a-4 = $39 per broker-dealer. $39 x 756 small broker-dealers =
$29,484. See supra Sections V.E and V.F.
    \1504\ See supra Sections V.E and V.F.
---------------------------------------------------------------------------

E. Agency Action To Minimize Effect on Small Entities

    The Regulatory Flexibility Act directs the Commission to consider
significant alternatives that would accomplish the stated objective,
while minimizing any significant adverse impact on small entities. We
considered the following alternatives for small entities in relation to
the new requirements: (i) The establishment of differing compliance or
reporting requirements or timetables that take into account the
resources available to small entities; (ii) the clarification,
consolidation, or simplification of compliance and reporting
requirements for small entities; (iii) the use of performance rather
than design standards; and (iv) an exemption from coverage of the new
requirements, or any part thereof, for such small entities.\1505\
---------------------------------------------------------------------------

    \1505\ As discussed in the Economic Analysis in Section IV.D.4,
the Commission considered the following alternatives as they affect
all firms, including small entities: (i) Requiring a new, separate
disclosure versus amending existing disclosure requirements; (ii)
alternatives concerning the form and format of the relationship
summary; (iii) alternatives concerning the disclosures concerning
the summary of fees, costs, conflicts, and standard of conduct; (iv)
alternatives concerning filing and delivery; and (v) alternatives to
compliance deadlines, including transition provisions.
---------------------------------------------------------------------------

    Regarding the first alternative, the Commission believes that
establishing different compliance or reporting requirements for small
advisers and small broker-dealers will be inappropriate under these
circumstances. We considered adopting tiered compliance dates so that
smaller investment advisers and smaller broker-dealers would have had
more time to comply. This would have been an alternative to the
proposal, which did not include such tiered compliance. However, as
adopted, instead of providing more time to smaller investment advisers
and smaller broker-dealers only, we are extending the compliance dates
for all firms. As discussed in Section II.D above, we believe the final
compliance dates provide adequate notice and opportunity for all firms
to comply with the new requirements.
    Because the protections of the Advisers Act and Exchange Act are
intended to apply equally to retail investor clients and customers of
both large and small firms, it will be inconsistent with the purposes
of the Advisers Act and the Exchange Act to specify differences for
small entities under the new requirements. As discussed above, we
believe that the new requirements will result in multiple benefits to
all retail investors, including alerting retail investors to certain
information to consider when deciding whether to (i) establish an
investment advisory or brokerage relationship, (ii) engage a particular
firm or financial professional, or (iii) terminate or switch a
relationship or specific service.\1506\ In addition, the content of the
relationship summary will facilitate comparisons across firms.\1507\ We
believe that these benefits should apply to retail investors that
engage smaller firms as well as retail investors that engage larger
firms. To establish different disclosure requirements for small
entities will diminish this investor protection for clients and
customers of small entities.
---------------------------------------------------------------------------

    \1506\ See supra Sections IV and VI.A.
    \1507\ See supra Sections I and IV.
---------------------------------------------------------------------------

    As discussed above in Section II.C above, we are requiring that
investment advisers and broker-dealers file their relationship
summaries with the Commission.\1508\ As discussed in Section II.C.2,
there are several reasons we are requiring the relationship summaries
to be filed with the Commission. First, the public will benefit by
being able to use a central location to find any firm's relationship
summary,\1509\ which may facilitate simpler comparisons across firms.
Second, some firms may not maintain a website, and therefore their
relationship summaries will not otherwise be accessible to the public.
Third, by having firms file the relationship summaries with the
Commission, Commission staff can more easily monitor the filings for
compliance. These benefits of filing are important for retail investors
who are clients and customers of both large and small firms.
Furthermore, almost all advisers, including small advisers, have
internet access and use the internet for various purposes so using the
internet to file electronically should not increase costs for those
advisers.\1510\ All relationship

summaries must be filed using a text-searchable format with machine-
readable headings. There are several reasons we are requiring firms to
file their relationship summaries with machine-readable headings and
text-searchable format, including that this formatting will facilitate
the aggregation and comparison of responses to specific items across
different relationship summaries and is consistent with the
Commission's ongoing efforts to modernize our forms by taking advantage
of technological advances, both in the manner in which information is
reported to the Commission and how it is provided to investors and
other users, as discussed above.\1511\ These benefits are important for
filings by all firms and would be significantly reduced by allowing
different requirements for small entities. Costs for firms, including
small entities, could be minimal to the extent they implement
structured headings in PDF formatted documents by creating a bookmark
for each of the headings.\1512\
---------------------------------------------------------------------------

    \1508\ Investment advisers must file their relationship
summaries with the Commission electronically through IARD in the
same manner as they currently file Form ADV Parts 1 and 2. Broker-
dealers must file their relationship summaries with the Commission
electronically through Web CRD[supreg]. Dual registrants must file
the relationship summary using both IARD and Web CRD[supreg].
    \1509\ The filed relationship summaries will be accessible
through the Commission's investor education website Investor.gov.
See supra footnote 661 and accompanying text.
    \1510\ Electronic Filing by Investment Advisers; Proposed
Amendments to Form ADV, Investment Advisers Act Release No. 1862
(Apr. 5, 2000) [65 FR 20524 (Apr. 17, 2000)], at n.304 and
accompanying text. However, an adviser that is a small business may
be eligible for a continuing hardship exemption for Form ADV
filings, which includes the relationship summary, if it can
demonstrate that filing electronically would impose an undue
hardship. See General Instruction 17 to Form ADV.
    \1511\ See supra Section II.C.2.
    \1512\ See supra Section II.C.2.
---------------------------------------------------------------------------

    The requirement for investment advisers and broker-dealers to post
their relationship summary on their public websites, if they have a
public website, in a location and format that is easily accessible for
retail investors, already incorporates the flexibility to permit
different compliance and reporting requirements for small entities, if
applicable. To the extent that broker-dealers and investment advisers
that are small entities are less likely to have public websites and do
not have them, they will not be required to post the relationship
summary on their websites.\1513\ In other ways, as well, the
requirements incorporate flexibility for small broker-dealers and small
advisers to comply with the requirements. For instance, we are
requiring firms to communicate the information in an updated
relationship summary to retail investors who are existing clients or
customers within 60 days after the updates are required to be made and
without charge.\1514\ Firms can communicate this information by
delivering the amended relationship summary or by communicating the
information through another disclosure that is delivered to the retail
investor. This requirement provides firms the ability to disclose
changes without requiring them to duplicate disclosures and incur
additional costs.
---------------------------------------------------------------------------

    \1513\ Firms must provide a telephone number in their
relationship summary that retail investors can call to obtain up-to-
date information and request a copy of the relationship summary. See
supra Section II.B.5.
    \1514\ See supra Section II.C.4.
---------------------------------------------------------------------------

    We believe it will be inappropriate to establish different
recordkeeping requirements for small entities, because the
recordkeeping requirements will facilitate the Commission's ability to
inspect for and enforce compliance with firms' obligations with respect
to the relationship summary, which is important for retail investor
clients and customers of both large and small firms. Also, the
Commission is not adopting different ongoing delivery requirements for
small entities for the reasons discussed in Section VI.B above.
    Regarding the second alternative, we clarified and simplified
certain requirements for all entities, as an alternative to the
proposal.\1515\ However, we believe the final requirements are clear
and that further clarification, consolidation, or simplification of the
compliance and reporting requirements separately for small entities is
not necessary. For the same reasons discussed above in this section
concerning the first alternative, we believe that further clarifying,
consolidating, or simplifying the requirements only for small entities
will be inappropriate under these circumstances.
---------------------------------------------------------------------------

    \1515\ See supra Sections I and II. For example, we have
clarified re-delivery requirements by replacing the proposed
standard of ``materially change the nature and scope of the
relationship'' with two more specific and easily identifiable
triggers that we believe would not implicate the same operational or
supervisory burdens described by commenters to meet the proposed
requirement. As another example, in a change from the proposal, we
eliminated the proposed requirement that standalone broker-dealers
and standalone investment advisers include a separate section using
prescribed wording that generally describes how the services of
investment advisers and broker-dealers, respectively, differ from
the firm's services. Instead, we adopted a simpler approach so firms
will be required to simply state that free and simple tools are
available to research firms and financial professionals at
Investor.gov/CRS, which also provides educational materials about
broker-dealers, investment advisers, and investing.
---------------------------------------------------------------------------

    Regarding the third alternative, we considered using performance
rather than design standards. Performance standards would allow for
increased flexibility in the methods firms can use to achieve the
objectives of the requirements. Design standards would specify the
behavior or manner of compliance that regulated entities must adopt. We
revised the combination of performance and design standards of the
requirements, as an alternative to the proposal.\1516\ The Commission
believes that the final relationship summary and the related new rules
and amendments appropriately use a combination of performance and
design standards for all firms, including those that are small
entities.
---------------------------------------------------------------------------

    \1516\ See supra Sections I and II. For example, in the final
requirements we require less prescribed wording, and provide more
flexibility in certain formatting and filing requirements. See supra
Sections II.A.1 (discussing limited prescribed wording) and II.A.5
(discussing more flexible formatting and filing requirements for
dual registrants).
---------------------------------------------------------------------------

    The Commission is adopting certain performance standards as an
alternative to design standards so firms will have some flexibility in
how they complete the relationship summary. Instead of requiring
extensive prescribed language, as proposed, prescribed wording will be
limited and, instead, firms will complete most of the relationship
summary using their own words.\1517\ Although this increases costs to
firms, including small firms, as discussed above,\1518\ firms will now
have the flexibility to create disclosures that are more accurately
tailored to their business, and therefore more understandable and
relevant to retail investors.\1519\ In addition, we are encouraging,
but not requiring, firms to use charts, graphs, tables, and other
graphics or text features to respond to the required disclosures.\1520\
In an alternative to the proposal, which required dual registrants to
file a single relationship summary, dual registrants will have the
flexibility to decide whether to prepare separate or combined
relationship summaries.\1521\ In another alternative to the proposal,
which required firms to provide a toll-free telephone number under
certain circumstances, we are not requiring the telephone number to be
toll-free.\1522\ As discussed in Section II.B.5 above, firms must
include a telephone number where retail investors can request up-to-
date information and request a copy of the relationship summary.
Although we are adopting a requirement to provide a telephone number,
we are not requiring the telephone number to be toll-free. If firms,
including small firms, do not already have a toll-free telephone
number, they will not be required to obtain one to comply with the
requirements of the relationship summary. Firms will have the
flexibility to decide whether the telephone number

they provide in their relationship summary will be toll-free.
---------------------------------------------------------------------------

    \1517\ See supra Section II.A.1.
    \1518\ See supra Sections V.A and V.D.
    \1519\ See supra Section II.A.1.
    \1520\ See supra Section II.A.3.
    \1521\ See supra Section II.A.5.
    \1522\ See supra Section II.B.5.
---------------------------------------------------------------------------

    In conjunction with the performance standards, the Commission is
adopting certain design standards. For example, with respect to
delivery requirements, as discussed in Section II.C.3.c above, in an
alternative to the proposal, we replaced a performance standard with a
design standard to clarify requirements and reduce operational and
supervisory burdens. Specifically, we proposed a performance standard
that would have required a firm to deliver a relationship summary to an
existing client or customer when changes are made to the existing
account that would ``materially change the nature and scope of the
relationship.'' This requirement would have required analysis about
facts and circumstances and commenters expressed concern that it would
impose operational and supervisory burdens. In response, we replaced
the standard of ``materially change the nature and scope of the
relationship'' with two, more specific and easily identifiable,
triggers that we believe would not implicate the same operational or
supervisory burdens described by commenters to meet the proposed
requirement. Therefore, the final requirements set forth specific
triggers that require re-delivery of the relationship summary in
situations that the proposed ``material changes'' language sought to
address, but are presented as a design standard rather than a
performance standard and, as a result, are designed to ease burdens for
all firms, including small entities.
    The relationship summary includes design standards to more easily
allow for comparability among firms. These requirements specify the
headings and sequence of the topics; prohibit disclosure other than the
disclosure that is required or permitted; limit the length of the
relationship summary; and require limited prescribed language in
certain sections. The Commission considered alternative performance
standards such as unlimited page numbers and not prohibiting disclosure
other than the disclosure that is required or permitted. However, as
discussed in Section II.A.1 above, we believe that retail investors
will benefit from receiving a relationship summary that contains high-
level information, with the ability to access more detailed
information. We also believe that the relationship summary should
present information that is responsive and relevant to the topics
covered by the final instructions. We believe that allowing only the
mandatory or permissible information will promote consistency of
information presented to investors, and allow investors to focus on
relevant information that is helpful in deciding among firms. We
believe that the design standards that we are adopting will provide
comparative information in a user-friendly format that helps retail
investors with informed decision making.
    We believe that this approach of using both performance and design
standards balances the need to provide firms flexibility in making the
presentation of information consistent with their particular business
model while ensuring that all retail investors receive certain
information in a manner that promotes comparability.
    Regarding the fourth alternative, we believe that, similar to the
first alternative, it would be inconsistent with the purposes of the
Advisers Act and the Exchange Act to exempt small advisers and broker-
dealers from the new requirements, or any part thereof. Because the
protections of the Advisers Act and Exchange Act are intended to apply
equally to retail investors that are clients and customers of both
large and small firms, it would be inconsistent with the purposes of
the Advisers Act and Exchange Act to specify differences for small
entities under the final requirements. As discussed above, we believe
that the new requirements will result in multiple benefits to all
retail investors, including alerting retail investors to certain
information to consider when deciding whether to (i) establish an
investment advisory or brokerage relationship, (ii) engage a particular
firm or financial professional, or (iii) terminate or switch a
relationship or specific service.\1523\ In addition, the content of the
relationship summary will facilitate comparisons across firms.\1524\ We
believe that providing this information at the prescribed timeframes is
appropriate and in the public interest and will improve investor
protection by helping retail investors to make a more informed choice
among the types of firms and services available to them. Because we
view investor confusion about brokerage and advisory services as an
issue for many retail investors who are clients and customers of
advisers and broker-dealers, it will be inconsistent with the purpose
of the relationship summary to specify different requirements for small
entities.\1525\
---------------------------------------------------------------------------

    \1523\ See supra Sections IV and VI.A.
    \1524\ See supra Sections I and IV.
    \1525\ See supra Sections I and IV (discussing investor
confusion).
---------------------------------------------------------------------------

VII. Statutory Authority

    The Commission is adopting amendments to rule 203-1 under the
Advisers Act pursuant to authority set forth in sections 203(c)(1),
204, and 211(a) of the Investment Advisers Act of 1940 [15 U.S.C. 80b-
3(c)(1), 80b-4, and 80b-11(a)].
    The Commission is adopting amendments to rule 204-1 under the
Advisers Act pursuant to authority set forth in sections 203(c)(1) and
204 of the Investment Advisers Act of 1940 [15 U.S.C. 80b-3(c)(1) and
80b-4].
    The Commission is adopting new rule 204-5 under the Advisers Act
pursuant to authority set forth in sections 204, 206A, 206(4), 211(a),
and 211(h) of the Investment Advisers Act of 1940 [15 U.S.C. 80b-4,
80b-6a, 80b-6(4), 80b-11(a), 80b-11(h)], and section 913(f) of Title IX
of the Dodd-Frank Wall Street Reform and Consumer Protection Act of
2010 (the ``Dodd-Frank Act'').
    The Commission is adopting amendments to rule 279.1, Form ADV,
under section 19(a) of the Securities Act of 1933 [15 U.S.C. 77s(a)],
sections 23(a) and 28(e)(2) of the Securities Exchange Act of 1934 [15
U.S.C. 78w(a) and 78bb(e)(2)], section 319(a) of the Trust Indenture
Act of 1939 [15 U.S.C. 7sss(a)], section 38(a) of the Investment
Company Act of 1940 [15 U.S.C. 80a-37(a)], and sections 203(c)(1), 204,
206A, 211(a) and 211(h), and of the Investment Advisers Act of 1940 [15
U.S.C. 80b-3(c)(1), 80b-4, 80b-6a, 80b-11(a) and 80b-11(h)], and
section 913(f) of Title IX of the Dodd-Frank Act.
    The Commission is adopting amendments to rule 204-2 under the
Advisers Act pursuant to authority set forth in sections 204 and 211 of
the Advisers Act [15 U.S.C. 80b-4 and 80b-11].
    The Commission is adopting new rule 17a-14 under the Exchange Act,
Form CRS, and amendments to rules 17a-3 and 17a-4 under the Exchange
Act pursuant to the authority set forth in the Exchange Act sections 3,
10, 15, 15(c)(6), 15(l), 17, 23 and 36 thereof 15 U.S.C. 78c, 78j, 78o,
78o(c)(6), 78o(l), 78q, 78w and 78mm, and section 913(f) of Title IX of
the Dodd-Frank Act.
    The Commission is adopting amendments to rule 800 under the
Organization; Conduct and Ethics; and Information and Requests pursuant
to the authority set forth in PRA sections 3506 and 3507 [44 U.S.C.
3506, 3507].

Text of the Rule and Form

List of Subjects in

CFR Part 200

    Administrative practice and procedure, Organization and functions
(Government agencies).

17 CFR Parts 240 and 249

    Brokers, Reporting and recordkeeping requirements, Sales practice
and disclosure requirements, Securities.

17 CFR Parts 275 and 279

    Investment advisers, Reporting and recordkeeping requirements,
Securities.

    For the reasons set out in the preamble, title 17, chapter II of
the Code of Federal Regulations is amended as follows:

PART 200--ORGANIZATION; CONDUCT AND ETHICS; AND INFORMATION AND
REQUESTS

Subpart N--Commission Information Collection Requirements Under the
Paperwork Reduction Act: OMB Control Numbers

0
1. The authority citation for part 200 subpart N continues to read as
follows:

    Authority:  44 U.S.C. 3506; 44 U.S.C. 3507.

0
2. In Sec.  200.800, the table in paragraph (b) is amended by adding an
entry in numerical order by part and section number for ``Form CRS'' to
read as follows:

Sec.  200.800   OMB control numbers assigned pursuant to the Paperwork
Reduction Act.

* * * * *
    (b) * * *

------------------------------------------------------------------------
                                       17 CFR part or
                                        section where      Current OMB
 Information collection requirement    identified and      control No.
                                          described
------------------------------------------------------------------------

                              * * * * * * *
Form CRS............................           249.640         3235-0766

                              * * * * * * *
------------------------------------------------------------------------

PART 240--GENERAL RULES AND REGULATIONS, SECURITIES EXCHANGE ACT OF
1934

0
3. The general authority citation for part 240 continues to read as
follows and sectional authority for 240.17a-14 is added to read as
follows:

    Authority:  15 U.S.C. 77c, 77d, 77g, 77j, 77s, 77z-2, 77z-3,
77eee, 77ggg, 77nnn, 77sss, 77ttt, 78c, 78c-3, 78c-5, 78d, 78e, 78f,
78g, 78i, 78j, 78j-1, 78k, 78k-1, 78l, 78m, 78n, 78n-1, 78o, 78o-4,
78o-10, 78p, 78q, 78q-1, 78s, 78u-5, 78w, 78x, 78ll, 78mm, 80a-20,
80a-23, 80a-29, 80a-37, 80b-3, 80b-4, 80b-11, 7201 et seq.; and
8302; 7 U.S.C. 2(c)(2)(E); 12 U.S.C. 5221(e)(3); 18 U.S.C. 1350; and
Pub. L. 111-203, 939A, 124 Stat. 1887 (2010); and secs. 503 and 602,
Pub. L. 112-106, 126 Stat. 326 (2012), unless otherwise noted.
* * * * *
    Section 240.17a-14 is also issued under Public Law 111-203, sec.
913, 124 Stat. 1376 (2010).
* * * * *

0
4. Section 240.17a-3 is amended by adding paragraph (a)(24) to read as
follows:

Sec.  240.17a-3   Records to be made by certain exchange members,
brokers and dealers.

    (a) * * *
    (24) A record of the date that each Form CRS was provided to each
retail investor, including any Form CRS provided before such retail
investor opens an account.
* * * * *

0
5. Section 240.17a-4 is amended by adding paragraph (e)(10) to read as
follows:

Sec.  240.17a-4  Records to be preserved by certain exchange members,
brokers and dealers.

* * * * *
    (e) * * *
    (10) All records required pursuant to Sec.  240.17a-3(a)(24), as
well as a copy of each Form CRS, until at least six years after such
record or Form CRS is created.
* * * * *

0
6. Section 240.17a-14 is added to read as follows:

Sec.  240.17a-14   Form CRS, for preparation, filing and delivery of
Form CRS.

    (a) Scope of section. This section shall apply to every broker or
dealer registered with the Commission pursuant to section 15 of the Act
that offers services to a retail investor.
    (b) Form CRS. You must:
    (1) Prepare Form CRS 17 CFR 249.640, by following the instructions
in the form.
    (2) File your current Form CRS electronically with the Commission
through the Central Registration Depository (``Web CRD[supreg]'')
operated by the Financial Industry Regulatory Authority, Inc., and
thereafter, file an amended Form CRS in accordance with the
instructions in Form CRS.
    (3) Amend your Form CRS as required by the instructions in the
form.
    (c) Delivery of Form CRS. You must:
    (1) Deliver to each retail investor your current Form CRS before or
at the earliest of:
    (i) A recommendation of an account type, a securities transaction;
or an investment strategy involving securities;
    (ii) Placing an order for the retail investor; or
    (iii) The opening of a brokerage account for the retail investor.
    (2) Deliver to each retail investor who is an existing customer
your current Form CRS before or at the time you:
    (i) Open a new account that is different from the retail investor's
existing account(s);
    (ii) Recommend that the retail investor roll over assets from a
retirement account into a new or existing account or investment; or
    (iii) Recommend or provide a new brokerage service or investment
that does not necessarily involve the opening of a new account and
would not be held in an existing account.
    (3) Post the current Form CRS prominently on your public website,
if you have one, in a location and format that is easily accessible for
retail investors.
    (4) Communicate any changes made to Form CRS to each retail
investor who is an existing customer within 60 days after the
amendments are required to be made and without charge. The
communication can be made by delivering the amended Form CRS or by
communicating the information through another disclosure that is
delivered to the retail investor.
    (5) Deliver a current Form CRS to each retail investor within 30
days upon request.
    (d) Other disclosure obligations. Delivering a Form CRS in
compliance with this section does not relieve you of any other
disclosure obligations arising under the federal securities laws and
regulations or other laws or regulations (including the rules of a
self-regulatory organization).
    (e) Definitions. For purposes of this section:

    (1) Current Form CRS means the most recent version of the Form CRS.
    (2) Retail investor means a natural person, or the legal
representative of such natural person, who seeks to receive or receives
services primarily for personal, family or household purposes.
    (f) Transition rule. (1) If you are registered with the Commission
prior to June 30, 2020, pursuant to Section 15 of the Act, you must
file your initial Form CRS with the Commission in accordance with
section (b)(2) of this section, beginning on May 1, 2020, and by no
later than June 30, 2020.
    (2) On or after June 30, 2020, if you file an application for
registration with the Commission or have an application for
registration pending with the Commission as a broker or dealer pursuant
to Section 15 of the Act, you must begin to comply with this section by
the date on which your registration application becomes effective
pursuant to Section 15 of the Act, including by filing your Form CRS in
accordance with paragraph (b)(2) of this section.
    (3) Within 30 days after the date by which you are first required
by paragraph (f) of this section to electronically file your initial
Form CRS with the Commission, you must deliver to each of your existing
customers who is a retail investor your current Form CRS.
    (4) As of the date by which you are first required to
electronically file your Form CRS with the Commission pursuant to this
section, you must begin using your Form CRS as required to comply with
paragraph (c) of this rule.

PART 249--FORMS, SECURITIES EXCHANGE ACT OF 1934

0
7. The authority citation for part 249 is amended by revising the
general authority and adding sectional authority for 249.640 to read as
follows:

    Authority:  15 U.S.C. 78a et seq. and 7201 et seq.; 12 U.S.C.
5461 et seq.; 18 U.S.C. 1350; Sec. 953(b), Pub. L. 111-203, 124
Stat. 1904; Sec. 102(a)(3), Pub. L. 112-106, 126 Stat. 309 (2012);
Sec. 107, Pub. L. 112-106, 126 Stat. 313 (2012), and Sec. 72001,
Pub. L. 114-94, 129 Stat. 1312 (2015), unless otherwise noted.
* * * * *
    Section 249.640 is also issued under Public Law 111-203, sec.
913, 124 Stat. 1376 (2010).
* * * * *

0
8. Section 249.641 is added to subpart G read as follows:

Sec.  249.641   Form CRS, Relationship Summary for Brokers and Dealers
Providing Services to Retail Investors, pursuant to Sec.  240.17a-14 of
this chapter.

    This form shall be prepared and filed by brokers and dealers
registered with the Securities and Exchange Commission pursuant to
Section 15 of the Act that offer services to a retail investor pursuant
to Sec.  240.17a-14 of this chapter.

PART 275--RULES AND REGULATIONS, INVESTMENT ADVISERS ACT OF 1940

0
9. The general authority citation for part 275 continues to read as
follows and sectional authorities for 275.204-5 and 275.211h-1 are
added to read as follows:

    Authority:  15 U.S.C. 80b-2(a)(11)(G), 80b-2(a)(11)(H), 80b-
2(a)(17), 80b-3, 80b-4, 80b-4a, 80b-6(4), 80b-6a, and 80b-11, unless
otherwise noted.
* * * * *
    Section 275.204-5 is also issued under sec. 913, Public Law 111-
203, sec. 124 Stat. 1827-28 (2010).
    Section 275.211h-1 is also issued under sec. 913, Public Law
111-203, sec. 124 Stat. 1827-28 (2010).
* * * * *

0
10. Amend Sec.  275.203-1 by revising paragraph (a) to read as follows:

Sec.  275.203-1   Application for investment adviser registration.

    (a) Form ADV. (1) To apply for registration with the Commission as
an investment adviser, you must complete Form ADV (17 CFR 279.1) by
following the instructions in the form and you must file Part 1A of
Form ADV, the firm brochure(s) required by Part 2A of Form ADV and Form
CRS required by Part 3 of Form ADV electronically with the Investment
Adviser Registration Depository (IARD) unless you have received a
hardship exemption under Sec.  275.203-3. You are not required to file
with the Commission the brochure supplements required by Part 2B of
Form ADV.

    Note 1 to paragraph (a)(1):  Information on how to file with the
IARD is available on the Commission's website at http://www.sec.gov/iard. If you are not required to deliver a brochure or Form CRS to
any clients, you are not required to prepare or file a brochure or
Form CRS, as applicable, with the Commission. If you are not
required to deliver a brochure supplement to any clients for any
particular supervised person, you are not required to prepare a
brochure supplement for that supervised person.

    (2)(i) On or after June 30, 2020, the Commission will not accept
any initial application for registration as an investment adviser that
does not include a Form CRS that satisfies the requirements of Part 3
of Form ADV.
    (ii) Beginning on May 1, 2020, any initial application for
registration as an investment adviser filed prior to June 30, 2020,
must include a Form CRS that satisfies the requirements of Part 3 of
Form ADV by no later than June 30, 2020.
* * * * *

0
11. Amend Sec.  275.204-1 by revising paragraphs (a) and (b) and adding
paragraph (e) to read as follows:

Sec.  275.204-1  Amendments to Form ADV.

    (a) When amendment is required. You must amend your Form ADV (17
CFR 279.1):
    (1) Parts 1 and 2:
    (i) At least annually, within 90 days of the end of your fiscal
year; and
    (ii) More frequently, if required by the instructions to Form ADV.
    (2) Part 3 at the frequency required by the instructions to Form
ADV.
    (b) Electronic filing of amendments. (1) Subject to paragraph (c)
of this section, you must file all amendments to Part 1A, Part 2A, and
Part 3 of Form ADV electronically with the IARD, unless you have
received a continuing hardship exemption under Sec.  275.203-3. You are
not required to file with the Commission amendments to brochure
supplements required by Part 2B of Form ADV.
    (2) If you have received a continuing hardship exemption under
Sec.  275.203-3, you must, when you are required to amend your Form
ADV, file a completed Part 1A, Part 2A and Part 3 of Form ADV on paper
with the SEC by mailing it to FINRA.
* * * * *
    (e) Transition to Filing Form CRS. If you are registered with the
Commission or have an application for registration pending with the
Commission prior to June 30, 2020, you must amend your Form ADV by
electronically filing with IARD your initial Form CRS that satisfies
the requirements of Part 3 of Form ADV (as amended effective September
30, 2019) beginning on May 1, 2020 and by no later than June 30, 2020.

    Note 1 to paragraphs (e):  This note applies to paragraphs (a),
(b), and (e) of this section. Information on how to file with the
IARD is available on our website at http://www.sec.gov/iard. For the
annual updating amendment: Summaries of material changes that are
not included in the adviser's brochure must be filed with the
Commission as an exhibit to Part 2A in the same electronic file; and
if you are not required to prepare a brochure, a summary of material
changes, an annual updating amendment to your brochure, or Form CRS
you are not required to file them with the Commission. See the
instructions for Part 2A and Part 3 of Form ADV.

* * * * *

0
12. Section 275.204-2 is amended by revising paragraph (a)(14)(i) as
follows:

Sec.  275.204-2  Books and records to be maintained by investment
advisers.

    (a) * * *
    (14)(i) A copy of each brochure, brochure supplement and Form CRS,
and each amendment or revision to the brochure, brochure supplement and
Form CRS, that satisfies the requirements of Part 2 or Part 3 of Form
ADV, as applicable [17 CFR 279.1]; any summary of material changes that
satisfies the requirements of Part 2 of Form ADV but is not contained
in the brochure; and a record of the dates that each brochure, brochure
supplement and Form CRS, each amendment or revision thereto, and each
summary of material changes not contained in a brochure given to any
client or to any prospective client who subsequently becomes a client.
* * * * *

0
13. Section 275.204-5 is added to read as follows:

Sec.  275.204-5  Delivery of Form CRS.

    (a) General requirements. If you are registered under the Act as an
investment adviser, you must deliver Form CRS, required by Part 3 of
Form ADV [17 CFR 279.1], to each retail investor.
    (b) Delivery requirements. You (or a supervised person acting on
your behalf) must:
    (1) Deliver to each retail investor your current Form CRS before or
at the time you enter into an investment advisory contract with that
retail investor.
    (2) Deliver to each retail investor who is an existing client your
current Form CRS before or at the time you:
    (i) Open a new account that is different from the retail investor's
existing account(s);
    (ii) Recommend that the retail investor roll over assets from a
retirement account into a new or existing account or investment; or
    (iii) Recommend or provide a new investment advisory service or
investment that does not necessarily involve the opening of a new
account and would not be held in an existing account.
    (3) Post the current Form CRS prominently on your website, if you
have one, in a location and format that is easily accessible for retail
investors.
    (4) Communicate any changes made to Form CRS to each retail
investor who is an existing client within 60 days after the amendments
are required to be made and without charge. The communication can be
made by delivering the amended Form CRS or by communicating the
information through another disclosure that is delivered to the retail
investor.
    (5) Deliver a current Form CRS to each retail investor within 30
days upon request.
    (c) Other disclosure obligations. Delivering Form CRS in compliance
with this section does not relieve you of any other disclosure
obligations you have to your retail investors under any Federal or
State laws or regulations.
    (d) Definitions. For purposes of this section:
    (1) Current Form CRS means the most recent version of the Form CRS.
    (2) Retail investor means a natural person, or the legal
representative of such natural person, who seeks to receive or receives
services primarily for personal, family or household purposes.
    (3) Supervised person means any of your officers, partners or
directors (or other persons occupying a similar status or performing
similar functions) or employees, or any other person who provides
investment advice on your behalf.
    (e) Transition rule. (1) Within 30 days after the date by which you
are first required by Sec.  275.204-1(b)(3) to electronically file your
Form CRS with the Commission, you must deliver to each of your existing
clients who is a retail investor your current Form CRS as required by
Part 3 of Form ADV.
    (2) As of the date by which you are first required to
electronically file your Form CRS with the Commission, you must begin
using your Form CRS as required by Part 3 of Form ADV to comply with
the requirements of paragraph (b) of this section.

PART 279--FORMS PRESCRIBED UNDER THE INVESTMENT ADVISERS ACT OF
1940

0
14. The authority citation for part 279 is revised to read as follows:

    Authority: The Investment Advisers Act of 1940, 15 U.S.C. 80b-1,
et seq., Pub. L. 111-203, 124 Stat. 1376.

    Note: The following amendment does not appear in the Code of
Federal Regulations.

0
15. Form ADV [referenced in Sec.  279.1] is amended by:
    a. In the instructions to the form, revising the section entitled
``Form ADV: General Instructions.'' The revised version of Form ADV:
General Instructions is attached as Appendix A;
    b. In the instructions to the form, adding the section entitled
``Form ADV, Part 3: Instructions to Form CRS.'' The new version of Form
ADV, Part 3: Instructions to Form CRS is attached as Appendix B.

    Dated: June 5, 2019.

    By the Commission.
Vanessa A. Countryman,
Acting Secretary.

    Note: The appendices will not appear in the Code of Federal
Regulations.

Appendices

BILLING CODE 8011-01-P

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[FR Doc. 2019-12376 Filed 7-11-19; 8:45 am]
BILLING CODE 8011-01-C


UST Technical Compendium Category 2: New/Upgraded UST Systems (NUS)
NOTE: QA documents referred to in some of the following responses may be outdated. Visit The EPA Quality System web site for the latest version of EPA's QA documents.

Question 14: What are the monitoring/inspection requirements when using the combination of internal lining and cathodic protection (CP) as a corrosion upgrade option?
Answer: There are three scenarios that might occur when using this corrosion upgrade option. They are:
1. Applying internal lining and CP at the same time.
2. Applying CP to an UST with an internal lining.
3. Applying an internal lining to an UST with CP.
 For all options, the CP system needs to be monitored in accordance with 40 CFR Part 280.31. Periodic inspections of the lined tank are not required if the integrity of the UST was ensured prior to the addition of CP. Because integrity assessment is part of the industry lining codes, this will be the case in scenarios 1 and 3, but not necessarily 2. For example, if CP is added to an UST that was lined 5 years ago, but the integrity of the UST was not ensured prior to adding the CP, then periodic inspections of the lined tank are required.
[December 4, 1995 memorandum to State and Regional Program Managers (PDF) (4 pp, 15K)]

http://epa.gov/oust/compend/nus.htm