[Federal Register Volume 87, Number 102 (Thursday, May 26, 2022)]
[Notices]
[Page 32068]
[FR Doc No: 2022-11272]

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DEPARTMENT OF TRANSPORTATION

Federal Aviation Administration

Public Notice of Airport Improvement Program Property Release
Portland-Hillsboro Airport, Hillsboro, Oregon

AGENCY: Federal Aviation Administration (FAA), Transportation (DOT).

ACTION: Notice of Request to Release Airport Improvement Program
Property.

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SUMMARY: Notice is being given that the FAA is considering a request
from the Port of Portland, Oregon to waive the property requirements
for approximately .78 acres of airport property and the release from
aeronautical to non-aeronautical for approximately .30 acres of airport
property located at Hillsboro Airport, in Hillsboro, Oregon.

DATES: Comments are due within 30 days of the date of the publication
of this notice in the Federal Register. Emailed comments can be
provided to Ms. Mandi M. Lesauis, Program Specialist, Seattle Airports
District Office, [email protected].

FOR FURTHER INFORMATION CONTACT: Mandi M. Lesauis, Program Specialist,
Seattle Airports District Office, [email protected], (206) 231-
4140.

SUPPLEMENTARY INFORMATION: The subject properties are located in the
south and northeast section of the airport. This release will allow the
Port to sell .78 acres of Tax Lots 1N232AD02100, 1N232AD02200,
1N232AB00500, 1N232AB00100, 1N232AB00102 and 1N2280001550 to the City
of Hillsboro to facilitate Cornell Road and NE 25th Avenue and Cornell
Road and NE Brookwood Parkway road expansion and safety improvements.
This release will also allow .30 acres of Tax Lots 1N232AD02100,
1N232AD02200, 1N232AB00100 and 1N232AB00102 to be designated as non-
aeronautical easements for public utility and traffic control device
purposes. There will be proceeds generated from the proposed release of
this property for capital improvements at the airport. The Port will
receive not less than fair market value for the property and the
revenue generated from the sale will be used for airport purposes. It
has been determined through study that the subject partial parcel will
not be needed for aeronautical purposes.
    Authority: Title 49, U.S.C. Section 47153(c).

    Issued in Des Moines, Washington, on May 20, 2022.
Warren D. Ferrell,
Acting Manager, Seattle Airports District Office.
[FR Doc. 2022-11272 Filed 5-25-22; 8:45 am]
BILLING CODE 4910-13-P


[Federal Register Volume 80, Number 77 (Wednesday, April 22, 2015)]
[Notices]
[Pages 22512-22516]
[FR Doc No: 2015-09204]

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ENVIRONMENTAL PROTECTION AGENCY

[EPA-HQ-OPPT-2015-0183; FRL-9926-36]

Certain New Chemicals; Receipt and Status Information

AGENCY: Environmental Protection Agency (EPA).

ACTION: Notice.

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SUMMARY: EPA is required under the Toxic Substances Control Act (TSCA)
to publish in the Federal Register a notice of receipt of a
premanufacture notice (PMN); an application for a test marketing
exemption (TME), both pending and/or expired; and a periodic status
report on any new chemicals under EPA review and the receipt of notices
of commencement (NOC) to manufacture those chemicals. This document
covers the period from March 1, 2015 to March 31, 2015.

DATES: Comments identified by the specific PMN number or TME number,
must be received on or before May 22, 2015.

ADDRESSES: Submit your comments, identified by docket identification
(ID) number EPA-HQ-OPPT-2015-0183, and the specific PMN number or TME
number for the chemical related to your comment, by one of the
following methods:
     Federal eRulemaking Portal: http://www.regulations.gov.
Follow the online instructions for submitting comments. Do not submit
electronically any information you consider to be Confidential Business
Information (CBI) or other information whose disclosure is restricted
by statute.
     Mail: Document Control Office (7407M), Office of Pollution
Prevention and Toxics (OPPT), Environmental Protection Agency, 1200
Pennsylvania Ave. NW., Washington, DC 20460-0001.
     Hand Delivery: To make special arrangements for hand
delivery or delivery of boxed information, please follow the
instructions at http://www.epa.gov/dockets/contacts.html.
    Additional instructions on commenting or visiting the docket, along
with more information about dockets generally, is available at http://www.epa.gov/dockets.

FOR FURTHER INFORMATION CONTACT: For technical information contact: Jim
Rahai, Information Management Division (7407M), Office of Pollution
Prevention and Toxics, Environmental Protection Agency, 1200
Pennsylvania Ave. NW., Washington, DC 20460-0001; telephone number:
(202) 564-8593; email address<EMAIL_ADDRESS>    For general information contact: The TSCA-Hotline, ABVI-Goodwill,
422 South Clinton Ave., Rochester, NY 14620; telephone number: (202)
554-1404; email address<EMAIL_ADDRESS>
SUPPLEMENTARY INFORMATION:

I. General Information

A. Does this action apply to me?

    This action is directed to the public in general. As such, the
Agency has not attempted to describe the specific entities that this
action may apply to. Although others may be affected, this action
applies directly to the submitter of the PMNs addressed in this action.

B. What should I consider as I prepare my comments for EPA?

    1. Submitting CBI. Do not submit this information to EPA through
regulations.gov or email. Clearly mark the part or all of the
information that you claim to be CBI. For CBI information in a disk or
CD-ROM that you mail to EPA, mark the outside of the disk or CD-ROM as
CBI and then identify electronically within the disk or CD-ROM the
specific information that is claimed as CBI. In addition to one
complete version of the comment that includes information claimed as
CBI, a copy of the comment that does not contain the information
claimed as CBI must be submitted for inclusion in the public docket.
Information so marked will not be disclosed except in accordance with
procedures set forth in 40 CFR part 2.
    2. Tips for preparing your comments. When preparing and submitting
your comments, see the commenting tips at

http://www.epa.gov/dockets/comments.html.

II. What action is the Agency taking?

    This document provides receipt and status reports, which cover the
period from March 1, 2015 to March 31, 2015, and consists of the PMNs
and TMEs both pending and/or expired, and the NOCs to manufacture a new
chemical that the Agency has received under TSCA section 5 during this
time period.

III. What is the Agency's authority for taking this action?

    Section 5 of TSCA requires that EPA periodical publish in the
Federal Register receipt and status reports, which cover the following
EPA activities required by provisions of TSCA section 5.
    EPA classifies a chemical substance as either an ``existing''
chemical or a ``new'' chemical. Any chemical substance that is not on
EPA's TSCA Inventory is classified as a ``new chemical,'' while those
that are on the TSCA Inventory are classified as an ``existing
chemical.'' For more information about the TSCA Inventory go to: http://www.epa.gov/opptintr/newchems/pubs/inventory.htm. Anyone who plans to
manufacture or import a new chemical substance for a non-exempt
commercial purpose is required by TSCA section 5 to provide EPA with a
PMN, before initiating the activity. Section 5(h)(1) of TSCA authorizes
EPA to allow persons, upon application, to manufacture (includes
import) or process a new chemical substance, or a chemical substance
subject to a significant new use rule (SNUR) issued under TSCA section
5(a), for ``test marketing'' purposes, which is referred to as a test
marketing exemption, or TME. For more information about the
requirements applicable to a new chemical go to: http://www.epa.gov/oppt/newchems.
    Under TSCA sections 5(d)(2) and 5(d)(3), EPA is required to publish
in the Federal Register a notice of receipt of a PMN or an application
for a TME and to publish in the Federal Register periodic status
reports on the new chemicals under review and the receipt of NOCs to
manufacture those chemicals.

IV. Receipt and Status Reports

    In Table I. of this unit, EPA provides the following information
(to the extent that such information is not claimed as CBI) on the PMNs
received by EPA during this period: The EPA case number assigned to the
PMN, the date the PMN was received by EPA, the projected end date for
EPA's review of the PMN, the submitting manufacturer/importer, the
potential uses identified by the manufacturer/importer in the PMN, and
the chemical identity.

                                                 Table I--51 PMNs Received From 03/01/2015 to 03/31/2015
--------------------------------------------------------------------------------------------------------------------------------------------------------
                                                        Projected
              Case No.                Received date    notice end    Manufacturer  importer           Use                         Chemical
                                                          date
--------------------------------------------------------------------------------------------------------------------------------------------------------
P-15-0292..........................      02/17/2015      05/18/2015  CBI...................  (S) Reactive polymer   (G) Acrylic polymer
                                                                                for use in coatings.
P-15-0322..........................      03/01/2015      05/30/2015  CBI...................  (G) Adhesive.........  (G)
                                                                                Poly[oxy(alkanediyl)],.alpha.,.alph
                                                                                a.',.alpha.''-1,2,3-
                                                                                propanetriyltris[.omega.- (2-
                                                                                hydroxy-3-mercaptopropoxy)-
P-15-0323..........................      03/02/2015      05/31/2015  Allnex USA Inc........  (S) Main or cobinder   (G) Alkanoic acid, polymer with
                                                                                in litho ink           substituted carbomonocycle,
                                                                                formulation.           substituted heteromonocycle, alkyl
                                                                                ester, alkyl peroxide-initiated
P-15-0324..........................      03/02/2015      05/31/2015  CBI...................  (G) Additive in oil..  (G) Magnesium alkaryl sulfonate
P-15-0325..........................      03/02/2015      05/31/2015  Firmenich Incorporated  (G) As part of a       (S) (4E)-Methyl-5-(4-methylphenyl)-4-
                                                                                fragrance formula.     pentanal
P-15-0326..........................      03/02/2015      05/31/2015  CBI...................  (G) Specialty gas,     (G) Hydrofluorocarbon
                                                                                Foam additive,
                                                                                Transfer fluid.
P-15-0327..........................      03/03/2015      06/01/2015  CBI...................  (G) Additive.........  (G) Acryl based copolymer
P-15-0328..........................      03/03/2015      06/01/2015  CBI...................  (G) Cement additive..  (G) Aluminum calcium oxide salt
P-15-0329..........................      03/03/2015      06/01/2015  CBI...................  (S) Additive.........  (S) Urea, N,N''-1,6-hexanediylbis[N'-
                                                                                [(1S)-1-phenylethyl]-
P-15-0331..........................      03/04/2015      06/02/2015  CBI...................  (S) Ingredient in      (G) Diphenylcyclic siloxane
                                                                                cured coating for
                                                                                led chips.
P-15-0330..........................      03/04/2015      06/02/2015  CBI...................  (S) Ingredient in      (G) Diphenylcyclic siloxane
                                                                                cured coating for
                                                                                led chips.
P-15-0332..........................      03/04/2015      06/02/2015  CBI...................  (G) Site-limited       (G) Linear siloxane
                                                                                intermediate.
P-15-0333..........................      03/04/2015      06/02/2015  CBI...................  (G) Site-limited       (G) Distillation bottoms
                                                                                intermediate.
P-15-0336..........................      03/06/2015      06/04/2015  Nalco Champion, An      (S) Conductive         (G) Polyethylenaminepolyalkylamide
                                                                      Ecolab Company          surface coating for
                                                                      (950119).               proppant used in
                                                                                hydraulic fracturing.
P-15-0337..........................      03/09/2015      06/07/2015  CBI...................  (G) To be used as an   (G) Amino functional silane
                                                                                end cap on a
                                                                                polyurethane
                                                                                prepolymer.

P-15-0338..........................      03/09/2015      06/07/2015  CBI...................  (S) Industrial         (S) Decanedioic acid, 1,10-
                                                                                lubricant.             diisotridecyl ester
P-15-0339..........................      03/09/2015      06/07/2015  CBI...................  (G) Paint additive...  (G) Substituted carbomonocycle bis-,
                                                                                polymer with carbon dioxide,
                                                                                haloalkyl heteromonocycle,
                                                                                disubstituted alkanes, and
                                                                                [(alkylidene)bis(substituted
                                                                                alkylene
                                                                                carbomonocycle)]bis[heteromonocycle
                                                                                ]
P-15-0341..........................      03/11/2015      06/09/2015  H.B. Fuller Company...  (S) Binder ingredient  (G) Propenoic acid alkyl ester(s),
                                                                                in grout               telomer with alkanethiol, 2-methyl-
                                                                                formulations.          2-propenoic acid and 2-hydroxyethyl
                                                                                2-propenoate
P-15-0342..........................      03/12/2015      06/10/2015  CBI...................  (G) Adhesive for       (G) Carboxylated Styrene butadiene
                                                                                electrical industry    Polymer
                                                                                use.
P-15-0344..........................      03/13/2015      06/11/2015  CBI...................  (G) Lubricant          (G) 2,5-Furandione, polymer with 1-
                                                                                additive.              dodecene,alkyl esters
P-15-0345..........................      03/13/2015      06/11/2015  CBI...................  (G) Additive.........  (G) Acryl based copolymer
P-15-0346..........................      03/13/2015      06/11/2015  CBI...................  (G) Adhesive           (G) Polyurethane adduct
                                                                                component.
P-15-0348..........................      03/16/2015      06/14/2015  CBI...................  (G) Physicochemical    (G) Salt of a methacrylic acid
                                                                                property modifier.     derivative--acrylic acid copolymer
P-15-0349..........................      03/16/2015      06/14/2015  CBI...................  (G) Use in             (G) Carbonic acid, diethyl ester,
                                                                                Ultraviolet/Electron   polymer with 1,6-hexanediol, 5-
                                                                                beam (UV/EB)           isocyanato-1-(isocyanatomethyl)-
                                                                                adhesives and          1,3,3-trimethylcyclohexane 2-
                                                                                coatings.              hydroxyethyl acrylate-blocked
P-15-0352..........................      03/18/2015      06/16/2015  Carbon3D, Inc.........  (G) Oligomeric         (G) Urethane oligomer
                                                                                component of 3D
                                                                                printer resin
                                                                                formulations.
P-15-0353..........................      03/19/2015      06/17/2015  CBI...................  (G) Lubricant          (G) Chlorinated complex ester
                                                                                additive.
P-15-0354..........................      03/19/2015      06/17/2015  CBI...................  (G) Lubricant........  (G) Perfluoropolyether-block-
                                                                                Polytetrafluoroethylene
P-15-0354..........................      03/19/2015      06/17/2015  CBI...................  (G) Anti-stick         (G) Perfluoropolyether-block-
                                                                                additive.              Polytetrafluoroethylene
P-15-0355..........................      03/20/2015      06/18/2015  CBI...................  (S) Industrial         (S) Hexane, 1,6-diisocyanato-,
                                                                                Coating crosslinker.   homopolymer, di-Et malonate-blocked
P-15-0356..........................      03/20/2015      06/18/2015  CBI...................  (G) Additive in        (S) Oxirane, 2,2'-[[1-[4-[1-methyl-1-
                                                                                polymer formulation    [4-(2-
                                                                                for electronics.       oxiranylmethoxy)phenyl]ethyl]phenyl
                                                                                ]ethylidene]bis(4,1-
                                                                                phenyleneoxymethylene)]bis-
P-15-0356..........................      03/20/2015      06/18/2015  CBI...................  (G) Additive in        (S) 2-Propanol, 1,3-bis[4-[1-[4-[1-
                                                                                polymer formulation    methyl-1-[4-(2-
                                                                                for electronics.       oxiranylmethoxy)phenyl]ethyl]phenyl
                                                                                ]-1-[4-(2-
                                                                                oxiranylmethoxy)phenyl]ethyl]phenox
                                                                                y]-
P-15-0357..........................      03/20/2015      06/18/2015  CBI...................  (G) Raw material for   (G) Benzenesulfonamide, phenyl
                                                                                thermal paper          substituted carbonyl
                                                                                manufacture.
P-15-0358..........................      03/22/2015      06/20/2015  CBI...................  (S) Acrylic resin      (G) Hexamethylene diisocyanate with
                                                                                used in the            caprolactone acrylate
                                                                                manufacture of inks
                                                                                and coatings.
P-15-0359..........................      03/23/2015      06/21/2015  CBI...................  (S) A hardener for     (S) Formaldehyde, polymer with N-(3-
                                                                                epoxy systems for      aminopropyl)-1,3-propanediamine
                                                                                use in architectural
                                                                                coatings.
P-15-0361..........................      03/24/2015      06/22/2015  CBI...................  (G) Additive, open,    (G) Alkyl and aralkyl and
                                                                                non-dispersive use.    trimethoxysilylethylene modified
                                                                                polysiloxane
P-15-0362..........................      03/25/2015      06/23/2015  CBI...................  (G) Printing ink.....  (G) Polyamid resin
P-15-0363..........................      03/23/2015      06/21/2015  CBI...................  (G) Monomer..........  (G) Aliphatic acrylate
P-15-0364..........................      03/25/2015      06/23/2015  DIC International       (G) Colorant for       (G) Copper, [29H,31H-
                                                                      (USA) LLC.              industrial coatings    phthalocyaninato(2-)-
                                                                                and plastics.          .kappa.n29,.kappa.n30,.kappa.n31,.k
                                                                                appa.n32]-, (sp-4-1)- and metal,
                                                                                [substituted 29h,31h-phthalocyanine-
                                                                                .kappa.n29,.kappa.n30,.kappa.n31,lk
                                                                                appa.n32]-

P-15-0365..........................      03/25/2015      06/23/2015  CBI...................  (G) Component of       (G) Alkyl alkenoic acid polymers
                                                                                pesticide              with alkyl acrylate, alkyl
                                                                                formulation.           methacrylate, polyether
                                                                                methacrylate alkyl ethers and
                                                                                substituted heteromonocycle,
                                                                                compounds with substituted alkyl
                                                                                alkanol
P-15-0366..........................      03/26/2015      06/24/2015  CBI...................  (G) Automotive         (G) Alkylmethacrylate, polymer with
                                                                                coatings.              cycloalkylmethacrylate,
                                                                                alkenylbenzene, branched
                                                                                alkylmethacrylate,
                                                                                hydroxyalkylmethacrylate,
                                                                                alkanediolmonomethacrylate, and
                                                                                alkenoic acid, t-butyl
                                                                                alkaneperoxoic acid ester and alkyl
                                                                                peroxide-initiated
P-15-0367..........................      03/26/2015      06/24/2015  CBI...................  (S) Curing agent for   (G) Cycloalkanediamine, polymer with
                                                                                epoxy resin.           2,2'-
                                                                                [methylenebis(phenyleneoxymethylene
                                                                                )]bis[oxirane]
P-15-0368..........................      03/26/2015      06/24/2015  Industrial Speciality   (G) This material      (G) Starch (trialkylammonio) ether,
                                                                      Chemicals.              will be used in        halide; (haloalkyl)trialkylammonium
                                                                                conjunction with       halide; alkane
                                                                                current chemistries    bis(trialkylammonium) halide
                                                                                for wastewater
                                                                                treatment..
P-15-0369..........................      03/26/2015      06/24/2015  Clean Chemistry.......  (S) Water clarifying   (G) Organic peroxide
                                                                                agent, odor control
                                                                                agent, bleaching
                                                                                agent, and general
                                                                                oxidant for water
                                                                                treatment.
P-15-0369..........................      03/26/2015      06/24/2015  Clean Chemistry.......  (G) Destructive use    (G) Organic peroxide
                                                                                in fuel production.
P-15-0370..........................      03/27/2015      06/25/2015  CBI...................  (G) Printing additive  (G) Alcohols, polymers with
                                                                                dicarboxylic acid, alcohols,
                                                                                alkenedioic acid, dicarboxylic
                                                                                acids, alkanoic acid esters
P-15-0372..........................      03/27/2015      06/25/2015  CBI...................  (G) Surfactant.......  (G) 1,3-Propanediamine, N1-alky,-,
                                                                                carboxymethyl derivs
P-15-0373..........................      03/31/2015      06/29/2015  Allnex USA Inc........  (S) Coatings for       (G) Substituted carbopolycycle,
                                                                                automobile             polymer with disubstituted alkane
                                                                                headlights,            substituted alkyl methacrylate-
                                                                                polycarbonate          blocked
                                                                                glazing, and films.
P-15-0374..........................      03/31/2015      06/29/2015  CBI...................  (G) Polymer for        (G) Methacrylic copolymer with
                                                                                optical application.   cyclic structure unit
P-15-0375..........................      03/31/2015      06/29/2015  CBI...................  (G) Lubricant          (G) 2,5-Furandione, polymer with 1-
                                                                                additive.              dodecene,alkyl esters
P-15-0376..........................      03/31/2015      06/29/2015  CBI...................  (G) Oil additive.....  (G) Alkenes, reaction products with
                                                                                alkyl carbonate, phenol and sulfur,
                                                                                calcium salts
--------------------------------------------------------------------------------------------------------------------------------------------------------

    In Table II. of this unit, EPA provides the following information
(to the extent that such information is not claimed as CBI) on the TMEs
received by EPA during this period: The EPA case number assigned to the
TME, the date the TME was received by EPA, the projected end date for
EPA's review of the TME, the submitting manufacturer/importer, the
potential uses identified by the manufacturer/importer in the TME, and
the chemical identity.

                              Table II--1 TME Received From 03/01/2015 to 03/31/215
----------------------------------------------------------------------------------------------------------------
                                        Projected notice      Manufacter
     Case No.         Received date         end date           importer             Use             Chemical
----------------------------------------------------------------------------------------------------------------
T-15-0008.........         03/20/2015         05/04/2015  CBI..............  (G) Intermediate.  (G) Alkyl
                                                                                substituted
                                                                                cresol
----------------------------------------------------------------------------------------------------------------

    In Table III. of this unit, EPA provides the following information
(to the extent that such information is not claimed as CBI) on the NOCs
received by EPA during this period: The EPA case number assigned to the
NOC, the date the NOC was received by EPA, the projected end date for
EPA's review of the NOC, and chemical identity.

                           Table III.--25 NOCs Received From 03/01/2015 to 03/31/2015
----------------------------------------------------------------------------------------------------------------
                                                               Commencement
                Case No.                   Received date     notice end date                Chemical
----------------------------------------------------------------------------------------------------------------
P-14-0792..............................         03/03/2015         02/05/2015  (G) 1,2,3-Propanetriol,
                                                                                homopolymer, alkanoate and
                                                                                glycerides, alkanoate, mono-, di-
                                                                                and tri-
P-14-0718..............................         03/03/2015         02/09/2015  (G) Polyol
P-13-0326..............................         03/13/2015         02/17/2015  (G) Castor oil, dehydrated,
                                                                                polymer with alkyl diamine,
                                                                                dihydroxyalkyl carboxylic acid,
                                                                                aromatic azinetriamine,
                                                                                methylenebis[isocyanatocycloalka
                                                                                ne]-, compounds with
                                                                                trialkylamine
P-13-0332..............................         03/13/2015         02/17/2015  (G) Propenoic acid ester, polymer
                                                                                with N-
                                                                                (dimethyloxoalkyl)alkylamide,
                                                                                alkyl propenoate and alkyl alkyl
                                                                                propenoate
P-13-0522..............................         03/13/2015         02/17/2015  (G) Alkanedioic acid, polymer
                                                                                with aminoalkanol, alkanediol,
                                                                                alkyl-(hydroxyalkyl)alkanediol,
                                                                                1,x-alkanediol, hydroxy-
                                                                                (hydroxyalkyl)alkanoic acid,
                                                                                methylenebis[isocyanatocycloalka
                                                                                ne] and alkene carboxylic acid,
                                                                                compound with alkylmorpholine
P-13-0831..............................         03/13/2015         02/17/2015  (G) Dicarboxylic acid, polymer
                                                                                with N-(dialkyl-oxoalkyl)-
                                                                                alkennamide, alkanediol,
                                                                                alkanediol, hydroxy-
                                                                                (hydroxyalkyl)-alkyl carboxylic
                                                                                acid, isocyanato-
                                                                                (isocyanatoalkyl)-
                                                                                trimethylcycloalkane,
                                                                                methylenebis[isocyanatocycloalka
                                                                                ne] and alkyl alkyl-alkenoate,
                                                                                compounds with dialkylalkylamine
P-14-0686..............................         03/13/2015         02/17/2015  (G) Alkenoic acid, polymer with
                                                                                alkyl 2-alkenoate, N-(1,1-
                                                                                dialkyl-3-oxoalkyl)-2-alkenamide
                                                                                and alkyl 2-alkyl-2-alkenoate
P-14-0685..............................         03/16/2015         02/20/2015  (G) Alkenoic acid, polymer with
                                                                                alkyl 2-alkyl-2-alkenoate, alkyl
                                                                                2-alkenoate, N-(1,1-dialkyl-3-
                                                                                oxoalkyl)-2-alkenamide and alkyl
                                                                                2-alkyl-2-alkenenoate
P-15-0102..............................         03/03/2015         02/23/2015  (G) Alkali titanosilicate salt
P-15-0087..............................         03/25/2015         02/25/2015  (G) Substituted heteromonocyclic
                                                                                carboxylic acid salt
P-12-0318..............................         03/03/2015         02/28/2015  (G) Cycloalkylmethamine, amino
                                                                                alkyl, polymer with
                                                                                hydroxypoly(oxyalkanediyl),
                                                                                hydroxypoly[oxy(alkyl-1,2-
                                                                                alkanediyl)] and alkyl
                                                                                bisisocyanatocycloalkane, alc.-
                                                                                blocked
P-13-0305..............................         03/10/2015         03/03/2015  (G) Fluorinated ester
P-09-0199..............................         03/18/2015         03/03/2015  (S) Carbon nanotube, multi-wall*
P-14-0701..............................         03/06/2015         03/05/2015  (G) Functionalized fatty acid,
                                                                                polymer with maleic anhydride,
                                                                                me methacrylate, 4-oxopentanoic
                                                                                acid and styrene, compound with
                                                                                triethylamine.
P-15-0075..............................         03/09/2015         03/05/2015  (G) Siliicone acrylic/methacrylic
                                                                                polymer
P-15-0122..............................         03/17/2015         03/10/2015  (G) Bicycloamine
P-15-0061..............................         03/20/2015         03/10/2015  (G) Imidazolium,polymer with
                                                                                cyclic anhydride and alkenoic
                                                                                acid, alkali salt
P-14-0452..............................         03/19/2015         03/12/2015  (G) Substituted naphthalene
                                                                                polymer glycidyl ether
P-13-0653..............................         03/17/2015         03/16/2015  (G) Fatty acid polymer with
                                                                                aliphatic alcohol and aromatic
                                                                                diacid
P-15-0063..............................         03/20/2015         03/16/2015  (G) Perfluoropolyether modified
                                                                                silane
P-14-0559..............................         03/25/2015         03/20/2015  (S) 1,6,10-Dodecatriene, 7,11-
                                                                                dimethyl-3-methylene-, (6e)-,
                                                                                hydrogenated*
P-15-0137..............................         03/27/2015         03/26/2015  (G) Fatty acids, polymers with
                                                                                substituted carbomonocycle,
                                                                                substituted heteromonocycle, and
                                                                                alkylamine, substituted alkanoic
                                                                                acid (salts)
P-14-0007..............................         03/06/2015         04/02/2014  (G) Fatty acids, esters with
                                                                                polyol
P-06-0620..............................         03/06/2015         11/08/2006  (S) Fatty acids, C8	10,
                                                                                tetraesters with bis[2,2-
                                                                                bis(hydroxymethyl)butyl]
                                                                                adipate*
----------------------------------------------------------------------------------------------------------------

    If you are interested in information that is not included in these
tables, you may contact EPA as described in Unit III to access
additional non-CBI information that may be available.

    Authority: 15 U.S.C. 2601 et seq.

    Dated: April 15, 2015.
Chandler Sirmons,
Acting Director, Information Management Division, Office of Pollution
Prevention and Toxics.
[FR Doc. 2015-09204 Filed 4-21-15; 8:45 am]
 BILLING CODE 6560-50-P


[Federal Register Volume 78, Number 216 (Thursday, November 7, 2013)]
[Proposed Rules]
[Page 66865]
[FR Doc No: 2013-26485]

-----------------------------------------------------------------------

DEPARTMENT OF TRANSPORTATION

Federal Aviation Administration

14 CFR Part 135

[Docket No. FAA-2010-1259]

Interpretation of Rest Requirements

AGENCY: Federal Aviation Administration (FAA), DOT.

ACTION: Notice of proposed interpretation; withdrawal.

-----------------------------------------------------------------------

SUMMARY: On December 23, 2010, FAA published a Notice of Proposed
Interpretation seeking public comment on the application of certain
rest requirements during on-demand operations. Section 346 of the FAA
Modernization and Reform Act of 2012 provided that the Administrator of
the Federal Aviation Administration may not finalize the interpretation
proposed in Docket No. FAA-2010-1259, relating to rest requirements,
and published in the Federal Register on December 23, 2010. Consistent
with this statute, no further action will be taken with regard to this
interpretation.

DATES: The notice of proposed interpretation published December 23,
2010, at 75 FR 80746 is withdrawn as of November 7, 2013.

FOR FURTHER INFORMATION CONTACT: Robert Frenzel, Manager, Operations
Law Branch, Regulations Division, Office of Chief Counsel, Federal
Aviation Administration, 800 Independence Avenue SW., Washington, DC
20591; telephone:<PHONE_NUMBER>; email<EMAIL_ADDRESS>
    Issued in Washington, DC, on October 31, 2013.
Mark W. Bury,
Assistant Chief Counsel for International Law, Legislation and
Regulations, AGC-200.
[FR Doc. 2013-26485 Filed 11-6-13; 8:45 am]
BILLING CODE 4910-13-P


Environmental Protection Agency

Office of Enforcement and Compliance and Assurance

New Owners Audit Policy Working Session

Summary Notes

San Francisco, California

June 21, 2007

INTRODUCTION

With a May 14, 2007 Federal Register (FR) Notice, “Enhancing
Environmental Outcomes from Audit Policy Disclosures through Tailored
Incentives for New Owners,” (72 Fed. Reg. 27,116), Environmental
Protection Agency’s (EPA) Office of Enforcement and Compliance
Assurance (OECA) launched a 60-day public comment process to explore
ways to increase environmental outcomes through implementation of the
Agency’s leading compliance incentive settlement policy, the “Audit
Policy,” and to encourage the Policy’s use by “new owners” after
M&A transactions.

EPA is exploring the idea of offering tailored incentives to encourage
new owners to audit their newly acquired facilities and self-disclose
violations they find to the Agency.  This is part of an Agency effort to
increase disclosure and resolution of environmental violations that,
once corrected, will yield significant pollutant reductions and
environmental benefits.

As part of the public comment process, EPA set up a docket to accept and
record written comments from the public; held two public meetings to
discuss the FR Notice and take oral comments for the public record; and
also invited a diverse, but balanced, group of industry, government,
academic and interest group participants to working sessions focused on
the questions posed in the FR.  The working sessions were envisioned as
a chance for the Agency to hear the views of a variety of individuals
with different perspectives and experiences in a relatively informal,
frank atmosphere.  No consensus of opinion was sought or encouraged.

The notes below summarize the comments made at the working session in
San Francisco, and the general discussion about ways to encourage the
self-discovery, correction, disclosure, and prevention of environmental
violations by new owners.  The summary represents participant
observations and recommendations, but no comment is attributed to any
individual participant.  The individuals who accepted EPA’s invitation
to participate are, however, identified below, by name and affiliation.
EPA will make this summary part of the public record, and will consider
it, along with all the other public input, in deciding whether and how
to proceed with the development of incentives for new owners.

PARTICIPANTS

EPA

Susan O’Keefe

Acting Director, Special Litigation and Projects Division, Office of
Civil Enforcement (OCE), OECA

Caroline Makepeace

Jonathan Libber

Phillip Milton

All: Special Litigation and Projects Division, OCE, OECA

Dan Reich, Region 9, Office of Regional Counsel

IEc (Consultants to EPA)

Gail Coad

Mark Ewen

Jane Israel

Public

Anthony Saponara

EORM Environmental & Occupational Risk Management

Francis Keeler

Keesal Young & Logan

Diane Sinclair

Nu Star Energy

Lisa Jackson

Commissioner, New Jersey Department of Environmental Protection

Vice Chair, Environmental Council of the States

Gary Lucks

Beyond Compliance LLC

Vice Chair, West Coast Audit Roundtable

Nicholas Targ

Holland & Knight

David Pais

Seagate Technology

Larry Gutterridge

Hanna and Morton

Paul Stretesky

Colorado State University

Raj Basi

The Williams Companies

Doris Reid

Goodrich Corporation

Chris Semonsen

Kirkland & Ellis

Al Collins

Occidental Petroleum

INTRODUCTORY COMMENTS

Susan O'Keefe, Acting Director, Special Litigation and Projects
Division, Office of Civil Enforcement, Office of Enforcement and
Compliance Assurance

Ms. O'Keefe thanked the participants for coming, and provided contextual
detail on the issues up for discussion.  She noted that EPA’s
overarching goals continue to be maximizing compliance with
environmental laws and regulations, and increasing disclosures of
violations that, once corrected, will yield significant pollutant
reductions and environmental benefits.  She said that the Agency
believes that the situation of new ownership may present a unique
opportunity to facilitate environmental compliance   After purchase, new
owners are likely already assessing environmental compliance issues and
developing plans to operate their newly acquired facilities, and their
budget commitments may still be relatively flexible, with funding
available to fix problems.  EPA also believes, based on some recent
experience, that new owners may be interested in using the audit policy
to make a clean start for their operation of the recently acquired
facility.  And, importantly, EPA believes that focus on disclosures from
new owners might allow EPA to achieve significant reductions in
pollution.  EPA is interested in thoroughly exploring ways to implement
the audit policy to encourage new owners to come forward, and to allow
EPA to maximize the Agency's limited resources.  Ms. O'Keefe
specifically asked for input on how to define “new owners,” and on
the possibility of adjusting the calculation or assessment of penalties
for economic benefit.  She also requested suggestions regarding the
implementation of a pilot project, if one were developed.  Ms. O’Keefe
stressed the need for approaches that are straightforward and fair, but
could be easily and simply implemented, to help preserve limited
enforcement resources.

PARTICIPANT DISCUSSION OF OFFERING NEW OWNERS TAILORED INCENTIVES UNDER
THE AUDIT POLICY

Basis for Offering Tailored Incentives - Should EPA Offer Incentives to
New Owners, and Why?

Comments:

Offering incentives could have a potentially chilling effect on mergers
and acquisitions (M&A).  Transaction costs could be major.  Greatest
incentive to come in under the audit policy is when a company is doing
due diligence.  Parties will factor in the reaction of EPA and what
penalties will be in that process. Questioned what it means to offer
incentives, and how will sellers be penalized.  Sellers may question
whether to go forward with the deal.  Party that comes in under the
audit policy raises transaction costs - such that it becomes very
complex to work out insurance/ indemnity agreements.

It would be "heaven on wheels" to be able to work with EPA.  Companies
would love to get to where they can work with EPA.  But they are the
concerned because they are often the seller in many instances, so
don’t want to penalize the seller.  Investment required to be
compliant is huge.

EPA needs to have a strong enforcement program.  Have to have
credibility with public, so that the public believes and has faith in
them. All partners have to maintain that partnership through strong
enforcement to deal with non-compliance.

When companies change hands, if the previous owner was not complying
then the change in ownership may create an opportunity to bring the
company into compliance, which can benefit community around them.
Anything to reduce pollution in communities is key versus focusing on
penalizing company that has been non-compliant.

Creating incentives for the special opportunity created when companies
change hands is really important.

Businesses want sites to be compliant and want a good relationship with
the community and with EPA.  Like the idea of pre-acquisition
involvement on the compliance piece.  But can’t always get into
facilities pre-acquisition and so not sure how to do that in case deal
doesn’t go through – there are confidentiality issues.   What are we
truly trying to accomplish?  If truly trying to accomplish compliance,
there may be other avenues better suited to achieve this.

What purpose would be served for EPA to require due diligence?  If
ultimate goal is to get compliance, does it matter when it was
discovered?

Anything EPA can do to open doors and make safe harbor as safe as
possible, otherwise companies will opt-out.

Sellers will prohibit the buyers from voluntary reporting.  Unless there
is some express or implied assurance that EPA is not going back after
sellers, it will be very difficult.

In general regulators have to make that policy balance to go after the
bad apples.  They can’t adopt policy just to get after the guy
that’s going to cheat.  You’ll lose all the good people that want to
do something.  How much risk is EPA willing to take to create new
incentives and potentially allow for some cheating?

From the beginning, public policy always has had to balance chasing bad
guys versus getting compliance.  There are enormous transaction costs to
clean up sites.  It’s the nature of political balance.  Here the issue
is to balance how much EPA is willing to give up penalties to get
compliance.

Is EPA’s goal to get rid of pollution, or to get money in penalties?
What does EPA want to tell the public?  If EPA wants to get new
companies to come forward and be compliant, there needs to be some give
and take.

If getting companies into compliance is the goal, don’t worry about a
few getting out of penalties.  OECA was created to focus on compliance
assurance, less focus on penalizing people, right?  Keeping the door
open as wide as possible is key.

Most people agree that there should be an incentive here.  If we all
agree on that, then we are just trying to find the place where it feels
comfortable to provide incentive to new owners – maybe it’s when is
there no economic benefit gained (i.e., when economic benefit is zero or
minimal to the new owner)?

Realities of Merger & Acquisition (M&A) Transactions Today

Comments:

Operational side of M&A – on the due diligence piece, it takes a
little bit of time to get into regulatory compliance.  (Contamination at
a site is, by contrast, much easier to nail down.  That could be done
effectively prior to purchase.)  Takes more in depth review; have not
seen this happen before the deal is made – that’s when the buyer
gets all the information.  It takes several months before you can get in
and understand what’s going on.  Need to allow a reasonable time
period to get in there.

In most M&A's involved with, have to sign confidentiality agreements –
also have SEC requirements, so the idea that anything could happen
pre-deal is hard to think about.  Companies need time after to do
baseline audit to figure out what was not revealed in the due diligence
process – they do this within 90 days.

The amount of due diligence is very deal dependent.  Will have several
months in some cases, but for some deals no time - no due diligence.
It’s not a matter of whether it’s an asset or stock deal.  The level
of due diligence is not specific to type of deal or size of deal.
It’s a business judgment.  Sometimes send consultants out to do 2-3
day audits of facilities.  Many deals where you have lots of information
and identify regulatory issues they want to report, and want to get the
benefits of the audit policy.  Don’t want to give impression that most
M&A deals don’t look at regulatory compliance.  They will get an audit
done if they think it’s needed.

Can’t always get into facilities pre-acquisition and so not sure how
to do that in case deal doesn’t go – there are confidentiality
issues.

Purchasers of assets are not subject to the audit policy anyhow.  Stock
buyers really need it – and this is 95% of the deals commenter
involved in.  This area may provide the most significant opportunity,
but EPA has to give sellers some assurance that it won’t come after
them.

The American Society for Testing and Materials (ASTM) standard is too
narrow to be helpful in this case – it is only for buyers of assets
(i.e., real estate).  Doesn’t apply to lots of deals.  It’s a mess
to apply if trying to work with stock or partnership deals.

Generally if you don’t have constraints, deals can be as-is or no
indemnity; structure will be deal specific.   There are a range of
issues that affect indemnity agreements (i.e., how big is the deal, are
there known violations, etc.).

Motivation for Self-Auditing and Disclosures

Comments:

Sometimes violations are identified in documents as pre-existing, the
new guy wants to report problems, information is there to be collected
and reported.

If the assumption is that company has the wherewithal to acquire another
company, then they should have resources to take a serious look at
problems.  When companies are really trying to come into compliance, the
issue is timing in terms of investments they can make.  Companies may
want to know EPA doesn’t expect them to stop operating to make
corrections, but will give them time to come into compliance.
Agreements should include commitment to address problems on an
aggressive time schedule.  Doesn't necessarily agree with idea that
there is incentive to say, don’t blame me for other owners bad
operations. Concerned about the idea of not able to go after the bad
operator.  For example, some states have mandatory penalties and can’t
waive them.  Or a company may find out it was doing sampling wrong and
state may still penalize them for this even if coming into compliance.
States may be more interested in injunctive relief.

The level of due diligence is not specific to type of deal or size of
deal.  It’s a business judgment.

Companies are not reporting because they don’t want to be labeled a
violator and don’t want to pay huge penalties.  You’ve got
cross-agency liability.  If violate air law, there is local, State and
Federal liability.  EPA says no penalty, but may still have to pay State
and local penalties – so it’s a deterrent to using audit policy.
Have to look at the full package, or not going to get compliance.
There are a lot of state audit policies to consider, too.

(5)	EPA needs to offer buyers that, if they do pre-purchase audit, they
are eligible for consideration.  This would sell the idea to his clients
as currently his clients feel they are taking on some risk to self
audit.

Is Economic Benefit a Barrier to Self-Disclosure? Should Economic
Benefit be Negotiable?

Comments:

In a stock purchase transaction, don’t know how previous company was
operating.  May have pre-deal agreements so that you can’t talk to
agency, may only have one day to talk to people at plant (i.e., for a
refinery) and make it all happen.  What was the economic benefit?  Hard
to put a number on that.  For example, in calculating economic benefit,
EPA may assume you couldn’t have operated for three years – but
that’s not right.

Folks want some certainty about what is the exposure when they come in.
Need to know what factors EPA will apply.

Two types of economic benefit:  one from existing violation from
operating, also one from the sale, fact that not in compliance get less
for their sale.

Policy is probably going to drive up the price, because if buyer can
invoke policy and avoid penalty, buyer willing to pay more than it
normally would if policy not there.   If discover something in due
diligence, that would give company pause to go forward with a deal.  If
found something that quick, would want better indemnity.  But if policy
is there, makes you willing to pay more money.  Seller that is
responsible for problem gets benefit of higher price.  So, then there is
economic benefit that isn’t disgorged relative to a normal process.

If new owners voluntarily reporting violations by partners in the deals,
there will be provisions that buyer shall not report any voluntary
disclosures if they want to get the deal done.

Audit Policy - How to Deal with Sellers?

Comments:

Offering incentives could have a potentially chilling effect on mergers
and acquisitions (M&A).  Transaction costs for the seller could
substantially increase.  Greatest incentive to come in under the audit
policy is when a company is doing due diligence.  Parties will factor in
the reaction of EPA and what penalties will be in that process.
Questioned what it means to offer incentives, and how will sellers be
penalized.  Sellers may question whether to go forward with the deal.
Party that comes in under the audit policy raises transaction costs -
such that it becomes very complex to work out insurance/ indemnity
agreements.

New owners will be voluntarily reporting violations by partners in the
deals.  This in turn will result in provisions that buyer shall not
report any voluntary disclosures if they want to get the deal done.
Buyers will learn that you don’t go digging or hunting if you want to
do the deal.

Sellers will prohibit the buyers from voluntary reporting.  Unless there
is some express or implied assurance that EPA is not going back after
sellers, it will be very difficult.

Generally if you don’t have constraints, deals can be as-is or no
indemnity; structure will be deal specific.   There are a range of
issues that affect indemnity agreements (i.e., how big is the deal, are
there known violations, etc.).  Maybe could specify what type of
culpability seller will be responsible for?  For example, only for
willful actions, where truly know violating a regulation?

Policy is probably going to drive up the price, because if buyer can
invoke policy and avoid penalty, buyer willing to pay more than would if
policy not there.   Seller gets benefit of higher price.  So, then there
is economic benefit that isn’t disgorged relative to a normal process.

Determining who is a “New Owner”

In a change of stock ownership – just change of parent company –
same operators.   The old parent company becomes subsidiary and is not
in control anymore.  Really is a new company in culture and philosophy.
That’s what EPA should want, that change in control.  For example, for
Ports or State land commissions that hold leases, the operating
subsidiary will continue to be the reporting entity, but there is a
requirement to provide notification when there is more than a 50 percent
change in control.  That definitely is a new company.

Problem is when grand-son buys company from grand-dad.  But still have
new management – whether employees or IPO.  SEC might have some rules
about new companies that could be applicable.

One indication is that a new company is willing to come forward and say
they are going to fix all of this.

With regard to suspicions that company could spin off parts because of
problems/violations – SEC would call that fraud – would be a
problem.

But, avoiding liability could just be a factor in why they are spinning
it off, so SEC rules are not going to be a factor.

How about having company certify/sign something says this is arm’s
length transaction not done for the purpose of avoiding penalties.  It
must be both a change in management and control.  Is this setting bar
too low?  If you have an IPO or employee buy-out, you still need to have
new culture and new management.

Determination of New Ownership – Timing

Comments:

Timing is critical.  If wait until new owner, it’s too late, need to
get in before deal is made.

Give people options – current audit policy only gives 21 days from
closing.

Give longer time for reporting post-acquisition.  Also don’t want to
eliminate option to do pre-closing reporting.   What kind of time
period?  A range – something reasonable, could be a year depends on
size of deal – also at that time trying to integrate systems.

Flexibility is the key.  If you’ve got time or insist on the time can
do soup to nuts audit.  Bigger the deal, the less likely there will be
audits.  Once deal is above 10 to 20 billion dollars, not doing audits.

On the due diligence piece, it takes a little bit of time to get into
regulatory compliance.  Takes more in depth review; hasn’t seen this
happen before the deal is made – that’s when the buyer gets all the
information.  It takes several months before you can get in and
understand what’s going on.  Need to allow a reasonable time period to
get in there.  (Contamination at a site is, by contrast, much easier to
nail down.  That could be done effectively prior to purchase.)

In most M&A you have to sign confidentiality agreements – also have
SEC requirements, so the idea that anything could happen pre-deal is
hard to think about.  Companies need time after to do baseline audit to
figure out what was not revealed in due diligence process – they do
this within 90 days.  Don’t see how to choose specific timeframe.  For
example, with a small facility may know what to look for, or if it’s a
large company operating in many different areas, use discretion based on
complexity and size of deal.

Hard to imagine that time should be more than a year because of
reporting cycles, etc.  Hard to defend it much further than that.  But
if EPA exercises good discretion more time may be warranted in some
cases.

Likes idea of pre-acquisition involvement on the compliance piece.  But
can’t always get into facilities pre-acquisition and so not sure how
to do that in case deal doesn’t go – there are confidentiality
issues.

Commenter’s company tries to get to new facilities within 3-6 months.
They designed a management wide system designed on how they do business
as an organization because they ran into problems.  For example, some
sites were ISO 14000 compliant, but not in compliance.  The audit took
place, and the problems were clearly identified.  But there was no
management system in place to ensure that the problems were addressed.
When the follow-up audit was done several years later, many of the same
problems were noted.

If new owner, should get benefits regardless of whether did it before,
during or after the deal.  Shouldn’t matter as long as you do it.

A year makes commenter uncomfortable but clean slate issue is a problem
in general because maybe not have a clean slate with states, maybe only
with EPA.

With regard to timeframe, can’t put a number on it - it varies with
transaction and assets obtained.  For example, if buy several facilities
and to audit each can take a long time.  Versus if buy small facility
and previous owner hid non-compliance, may take a while to find out what
they actually were doing.

Important to put some time period – or else need some clarity from EPA
about what is considered.  Need some degree of certainty that when they
raise hand not identifying self as next likely target.

EPA will just have to pick a time (i.e., when audit policy first came
out it was 10 days from closing, changed to 21 days).  There is a
limited window of opportunity to convince a client to undertake
voluntary audit under the audit policy.

Design of Potential Incentives - What Should New Owners Get?

Comments:

If looking for incentives, if buyer, will focus energy on integrating to
proactively ensure compliance.  Explore SEP policy, emphasize compliance
management – if I’m buyer want reward, have some penalty money go
into building compliance – putting tools in place.

But we’re trying to get penalties waived here!

Few companies actually do have good environmental management systems –
laws are piecemeal, companies do not often have this in place,
definitely not across the board.  EPA could put resources into managing
compliance – providing incentives to install compliance management
systems.  Companies may have great audit programs, but don’t have a
solid program to respond to the findings of the audits (e.g., may have
separate divisions dealing with each).  Find same thing year after year.

Like the idea of pre-acquisition incentives.

There is a limited window of opportunity to convince a client to
undertake voluntary audit under the audit policy.  Now doing ASTM Phase
1 reviews for all sites.  Can see as part of package, they could do
Phase 1 and a compliance review of key facilities.  Then, with that
package could be that presume safe from CERCLA liability and safe from
penalties.

EPA says no penalty, but still have to pay state and local – so it’s
a deterrent to using the audit policy.  Have to look at the full
package, or not going to get compliance.  There are a lot of state audit
policies too.

Measurement of Success

Comments:

Suggest the following measures:

Changes in capital costs (i.e., physical plant pollution equipment) –
is more being spent?

Changes in pollution output – emissions went down or up?

Changes in due diligence (EPA wants to ensure it doesn’t go down) –
but this would be hard to measure – would require qualitative survey.

Changes in enforcement cases or costs (EPA costs go down, companies’
costs for inspections go down)

Could look at representative types of test cases – then can explore
and check quantitative data later.  Can look at California for a model
for test cases – CA passed a law like performance track programs and
looked at eight case studies.  Interviewed EHS managers, more of a
qualitative look, then developed lessons learned.  Would need to think
about what are the representative categories to use.

For pilot program, may want to consider how going to evaluate success in
design of program.  For example, what information on pollution
reductions will be used?  TRI reporting only comes out periodically, so
if trying to assess efficacy of pilot – might not know in the first
few years because data not available.  If have to throw something out
for pilot program timeframe, would suggest 3 years.

CONCLUDING REMARKS

Susan O'Keefe, Acting Director, SPLD, OECA-OCE

Ms. O’Keefe thanked the participants for attending and providing very
useful information.  She further encouraged the participants to submit
formal written comments during the public comment period which runs
through July 13.

Enhancing Environmental Outcomes from Audit Policy Disclosures

Through Tailored Incentives for New Owners:

Working Session Questions

Basis for Offering Tailored Incentives – Should EPA Offer Incentives
to New Owners, and Why?

Motivation of Self-Auditing and Disclosures

Do the circumstances of new ownership warrant special consideration or
handling, if the new owner was not responsible for creating a violation,
is willing to promptly address that violation and make changes to ensure
the facility stays in compliance in the future, and significant
environmental benefit could result?

Or, does the Audit Policy as currently implemented already offer
sufficient incentives to induce new owners to undertake self-audits and
disclosures?

Realities of M&A Transactions Today

To what extent do pre-acquisition due diligence reviews reveal
environmental noncompliance (as opposed to environmental contamination
and remedial liability), and to what extent are these liabilities
reflected in purchase price?

If a selling firm has indemnified the purchaser for violations which are
ultimately disclosed by the new owner, are tailored incentives to
self-report needed at all?

What are the potential effects on environmental compliance and on due
diligence reviews that might result from offering tailored incentives
for new owners?

Eligibility Requirements for a Pilot Program Offering Tailored
Incentives – What Does a “New Owner” Have to Be and Do to Get
Incentives?

Aspects of the Transaction which Might Affect Eligibility or the
Structure of a Program.

Would it be appropriate to require that new owners have performed a
certain level of pre-acquisition due diligence to qualify for tailored
incentives, and if so, what that level should be?

Should any tailored incentives take into account the extent to which
environmental noncompliance liabilities (as distinguished from
environmental remediation liabilities) are reflected in purchase price
and, if so, how?

Given the Agency’s interest in encouraging appropriate accountability
and buyer/seller agreements on environmental compliance issues, should
the existence or terms of an indemnification agreement have any bearing
on a new owner’s eligibility for tailored incentives and, if so, how?

Determination of New Ownership

Authenticity of New Ownership

Since the Agency is concerned about using its enforcement resources to
delve into complex corporate structures and histories to make
determinations about the authenticity of new ownership in the context of
such Audit Policy self-disclosures -- what would be a clear,
straightforward and easily administered approach to determining if a
“new owner” is bona-fide?

What should a company need to provide to demonstrate to the Agency that
it is a bona-fide “new owner?”

What should the standard be, to demonstrate “new ownership” in this
context?

Should the Agency require each company to self-certify to the government
that it is indeed a bona-fide new owner, and eligible for tailored
incentives?

If a self-certification is appropriate in this situation, what should it
contain?

Should other proof be offered along with the self-certification?

Timing of New Ownership

How long after an acquisition should an owner still be considered
“new,” for the purpose of being offered tailored incentives?

What would be a clear, straightforward and easily administered approach
to determining whether an owner is “new” enough to be eligible for
tailored incentives?

Context of New Ownership

How should the Agency treat different acquisition transactions?

Should the Agency make any distinctions between acquisitions and
mergers?

How should EPA handle disclosures by reorganized companies that emerge
from Chapter 11 bankruptcy?

Should companies in which the controlling interest is purchased by a new
firm with no plans to participate in management or operations be
eligible for any tailored incentives?

How should the Agency treat companies that are purchased by their
employees, who were employed by the company when noncompliance began?

Other Concerns

Should the Agency consider other eligibility criteria or participation
requirements if a program to offer tailored incentives is developed?

Design of Potential Incentives - What Should New Owners Get?

Reducing Penalties for Economic Benefit

Calculation of Economic Benefit

When should the clock start running when calculating economic benefit?

From the date the facility was acquired?

From the date the post-acquisition audit was completed?

How long is reasonable for new owner to complete the audit?

From the date of any delays beyond the reasonable period the owner is
given to put on controls, particularly where those controls are complex?

Should the economic benefit calculation take into account whether and
the extent to which the seller has indemnified the buyer and, if so,
how?

In calculating economic benefit, should the Agency allow the new owner
to offset the cost of the audit?

What is a fair, objective and efficient way of establishing the cost of
the audit (especially when an audit has been performed by the company
itself)?

Audit Policy consideration of violations which would otherwise be
ineligible. (Certain violations are not eligible for penalty mitigation
because their discovery is already legally required, and thus not
“voluntary,” as the Audit Policy requires.)

Since EPA wants to encourage new owners to examine compliance and
operations at their newly-acquired facilities, correct violations and
upgrade deficient equipment and practices, the Agency has allowed Audit
Policy consideration for new owners that disclose Clean Air Act Title V
violations before the first required annual certification at the new
facility, or that discover (and subsequently disclose) such violations
as part of a compliance exam the new owners agree to undertake before
the first certification is due.  Are there other similar categories of
violations disclosed by new owners that should be eligible for Audit
Policy consideration?

For example, should new owners that in good faith undertake a RMP
triennial Audit and inform the Agency of violations, which existed prior
to acquisition and are discovered through the audit, be eligible for
Audit Policy consideration?

Recognition from the Agency of new owners who self-audit and disclose
under the Audit Policy.

Would positive recognition by the Agency, commending a new owner’s
willingness to voluntarily audit and disclose, encourage a company to
undertake such actions?

What sort of recognition, if any, would be most desirable?

d)  Are there other incentives that make sense to consider offering?

Measurement of Success – How Do We Tell if it has been a Good or Bad
Idea?

If the main goal of any program is to increase compliance with
environmental laws and regulations and attain significant environmental
benefit and pollutant reductions, what measures of success should the
Agency adopt for the evaluation of a pilot program?

Should we consider outcomes besides:

the number of disclosures made under the pilot program,

the significance of the violations involved,

the significance of the pollutant reductions that can be attributed to
or associated with these disclosures?

Should we consider implementation issues besides:

transparency of the program,

efficiency in administration,

low transaction costs and resource savings?

.

d)   What methodologies should we use to accurately measure these
outcomes?

 Incentives for Self-Policing: Discovery, Disclosure, Correction and
Prevention of Violations, 65 Fed. Reg. 19618 (April 11, 2000), commonly
referred to as the “Audit Policy.”

 PAGE   2

Page   PAGE  3

ATTACHMENT 1

1-  PAGE  4


[Federal Register Volume 81, Number 166 (Friday, August 26, 2016)]
[Notices]
[Pages 59025-59027]
[FR Doc No: 2016-20460]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-78633; File No. SR-NYSEArca-2016-114]

Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing
and Immediate Effectiveness of Proposed Rule Change Amending the
Exchange's Schedule of Fees and Charges To Eliminate the Listing Fee in
Connection With Exchange Listing of Certain Exchange Traded Products

August 22, 2016.
    Pursuant to Section 19(b)(1) \1\ of the Securities Exchange Act of
1934 (the ``Act'') \2\ and Rule 19b-4 thereunder,\3\ notice is hereby
given that, on August 8, 2016, NYSE Arca, Inc. (the ``Exchange'' or
``NYSE Arca'') filed with the Securities and Exchange Commission (the
``Commission'') the proposed rule change as described in Items I, II,
and III below, which Items have been prepared by the self-regulatory
organization. The Commission is publishing this notice to solicit
comments on the proposed rule change from interested persons.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 15 U.S.C. 78a.
    \3\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change

    The Exchange proposes to [sic] the Exchange's Schedule of Fees and
Charges (``Fee Schedule'') to eliminate the Listing Fee in connection
with Exchange listing of certain Exchange Traded Products, effective
August 8,

2016. The proposed rule change is available on the Exchange's Web site
at www.nyse.com, at the principal office of the Exchange, and at the
Commission's Public Reference Room.

II. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change

    In its filing with the Commission, the self-regulatory organization
included statements concerning the purpose of, and basis for, the
proposed rule change and discussed any comments it received on the
proposed rule change. The text of those statements may be examined at
the places specified in Item IV below. The Exchange has prepared
summaries, set forth in sections A, B, and C below, of the most
significant parts of such statements.

A. Self-Regulatory Organization's Statement of the Purpose of, and the
Statutory Basis for, the Proposed Rule Change

1. Purpose
    The Exchange proposes to amend the Exchange's Schedule of Fees and
Charges (``Schedule'') to eliminate the Listing Fee applicable to
certain issues of Managed Fund Shares listed pursuant to NYSE Arca
Equities Rule 8.600, effective August 8, 2016, as described below.
    Currently the Exchange's Schedule of Fees and Charges
(``Schedule'') does not impose a ``Listing Fee'' for the following
Exchange-Traded Products (``ETPs'') \4\ listed on the Exchange pursuant
to Rule 19b-4(e) under the Act, and for which a proposed rule change
pursuant to Section 19(b) of the Act is not required to be filed with
the Commission \5\: Investment Company Units; Portfolio Depositary
Receipts; and Currency Trust Shares (collectively, ``Generically-Listed
Exchange Traded Products'').\6\
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    \4\ For the purposes of the Schedule, the term ``Exchange Traded
Products'' includes securities described in NYSE Arca Equities Rules
5.2(j)(3) (Investment Company Units); 8.100 (Portfolio Depositary
Receipts); 8.200 (Trust Issued Receipts); 8.201 (Commodity-Based
Trust Shares); 8.202 (Currency Trust Shares); 8.203 (Commodity Index
Trust Shares); 8.204 (Commodity Futures Trust Shares); 8.300
(Partnership Units); 8.500 (Trust Units); 8.600 (Managed Fund
Shares), and 8.700 (Managed Trust Securities).
    \5\ Exchange rules applicable to listing of certain ETPs provide
for listing such products pursuant to Rule 19b-4(e) under the Act if
they satisfy all criteria--referred to as ``generic'' listing
criteria--in the applicable Exchange ETP rule. If an ETP does not
satisfy all applicable generic criteria, the Commission must approve
or issue a notice of effectiveness with respect to a proposed rule
change filed by the Exchange pursuant to Section 19(b) of the Act
prior to Exchange listing of such ETP.
    \6\ See Securities Exchange Act Release No. 77883 (May 23,
2016), 81 FR 33720 (May 27, 2016) (SR-NYSEArca-2016-69) (Notice of
Filing and Immediate Effectiveness of Proposed Rule Change Amending
the Exchange's Schedule of Fees and Charges to Eliminate the Listing
Fee in Connection with Exchange Listing of Certain Exchange Traded
Products).
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    Other ETPs--specifically, Trust Issued Receipts,\7\ Commodity-Based
Trust Shares, Commodity Index Trust Shares, Commodity Futures Trust
Shares, Partnership Units, Trust Units, and non-generically-listed
Investment Company Units, Portfolio Depositary Receipts and Currency
Trust Shares--are subject to a Listing Fee of $7,500.\8\ Under Item 5b
of the Schedule, Managed Fund Shares and Managed Trust Securities are
subject to a Listing Fee of $10,000.
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    \7\ Commentary .01 to NYSE Arca Equities Rule 8.200 provides
generic standards for listing Trust Issued Receipts pursuant to Rule
19b-4(e) under the Act. However, the Exchange does not currently
intend to list Trust Issued Receipts under Commentary .01, but
instead lists Trust Issued Receipts under Commentary .02 to NYSE
Arca Equities Rule 8.200, which does not provide generic standards
for listing pursuant to Rule 19b-4(e) under the Act. Before listing
any Trust Issued Receipts pursuant to Commentary .01 to NYSE Arca
Equities Rule 8.200, the Exchange will first file a proposed rule
change with respect to the Listing Fee applicable to any such
generically-listed securities.
    \8\ Exchange rules applicable to Trust Issued Receipts
(Commentary .02 to NYSE Arca Equities Rule 8.200); Commodity-Based
Trust Shares (NYSE Arca Equities Rule 8.201), Commodity Index Trust
Shares (NYSE Arca Equities Rule 8.203), Commodity Futures Trust
Shares (NYSE Arca Equities Rule 8.204), Partnership Units (NYSE Arca
Equities Rule 8.300), and Trust Units (NYSE Arca Equities Rule
8.500) do not provide for listing pursuant to Rule 19b-4(e) under
the Act.
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    The Commission has recently approved an Exchange proposed rule
change that permits generic listing of Managed Fund Shares pursuant to
Rule 19b-4(e) under the Act.\9\ The Exchange proposes to amend Item 5a
of the Schedule to include Managed Fund Shares under the term
``Generically-Listed Exchange Traded Products''. In addition, the
Exchange proposes to delete Managed Fund Shares from Item 5b of the
Schedule. Thus, an issue of Managed Fund Shares that is a
``Generically-Listed Exchange Traded Product'' would incur no charge to
list on the Exchange, and an issue of Managed Fund Shares for which a
proposed rule change under the Act is required would be subject to a
Listing Fee of $7,500. Issues of Managed Trust Securities would
continue to be subject to a Listing Fee of $10,000.
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    \9\ See Securities Exchange Act Release No. 78397 (July 22,
2016), 81 FR 49320 (July 27, 2016) (SR-NYSEArca-2015-110).
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    The Exchange believes eliminating the Listing Fee for generically-
listed Managed Fund Shares would help correlate the Listing Fee
applicable to such issues to the resources required to list such issues
on the Exchange. The Exchange believes it is appropriate to continue to
charge a Listing Fee for ETPs for which a proposed rule change pursuant
to Section 19(b) of the Act is required to be filed because of the
additional time and resources required by Exchange staff to prepare and
review such filings and to communicate with issuers and the Commission
regarding such filings. Application of a Listing Fee for Managed Trust
Securities is appropriate because the Exchange generally incurs
increased costs in connection with the rule-making process, listing
administration process, issuer services, and consultative legal
services where a proposed rule change pursuant to Section 19(b) of the
Act is required to be filed with the Commission.
    Annual Fees set forth in the Schedule applicable to ETPs would
remain unchanged.
    Notwithstanding the elimination of the Listing Fee applicable to
generically-listed Managed Fund Shares, as well as the decrease in the
Listing Fee for non-generically-listed Managed Fund Shares, as
described above, the Exchange will continue to be able to fund its
regulatory obligations.
2. Statutory Basis
    NYSE Arca believes that the proposal is consistent with Section
6(b) \10\ of the Act, in general, and Section 6(b)(4) \11\ of the Act
in particular, in that it provides for the equitable allocation of
reasonable dues, fees and other charges among its issuers and other
persons using its facilities. In addition, the Exchange believes the
proposal is consistent with the requirement under Section 6(b)(5) \12\
that an exchange have rules that are designed to prevent fraudulent and
manipulative acts and practices, to promote just and equitable
principles of trade, to foster cooperation and coordination with
persons engaged in regulating, clearing, settling, processing
information with respect to, and facilitating transactions in
securities, to remove impediments to, and perfect the mechanism of a
free and open market and, in general, to protect investors and the
public interest; and are not designed to permit unfair discrimination
between customers, issuers, brokers, or dealers. The proposed
elimination of the Listing Fee for Managed Fund Shares that are
Generically-Listed ETPs, as well as the decrease in the Listing Fee for
non-generically-listed Managed Fund Shares, as described above, is
equitable

and does not unfairly discriminate between issuers because it would
apply uniformly to all such issues listed generically under Exchange
rules. The Exchange believes eliminating the Listing Fee for such
Managed Fund Shares, decreasing the Listing Fee for non-generically-
listed Managed Fund Shares, as described above, and continuing to
impose Listing Fees for ETPs that are not generically listed is
reasonable given the additional resources required by the Exchange in
connection with ETPs requiring a proposed rule change pursuant to
Section 19(b). The Exchange believes it is appropriate to continue to
charge a Listing Fee for ETPs for which a proposed rule change pursuant
to Section 19(b) of the Act is required to be filed because of the
significant additional extensive time, legal and business resources
required by Exchange staff to prepare and review such filings and to
communicate with issuers and the Commission regarding such filings.
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    \10\ 15 U.S.C. 78f(b).
    \11\ 15 U.S.C. 78f(b)(4).
    \12\ 15 U.S.C. 78f(b)(5).
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B. Self-Regulatory Organization's Statement on Burden on Competition

    The Exchange does not believe that the proposed rule change will
impose any burden on competition that is not necessary or appropriate
in furtherance of the purpose of the Act. The Exchange believes the
proposed rule change would promote competition because it will
eliminate the Listing Fee for generically-listed issues of Managed Fund
Shares and will therefore encourage issuers to develop and list
additional such issues on the Exchange.

C. Self-Regulatory Organization's Statement on Comments on the Proposed
Rule Change Received From Members, Participants, or Others

    No written comments were solicited or received with respect to the
proposed rule change.

III. Date of Effectiveness of the Proposed Rule Change and Timing for
Commission Action

    The foregoing rule change is effective upon filing pursuant to
Section 19(b)(3)(A) \13\ of the Act and subparagraph (f)(2) of Rule
19b-4 \14\ thereunder, because it establishes a due, fee, or other
charge imposed by the Exchange.
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    \13\ 15 U.S.C. 78s(b)(3)(A).
    \14\ 17 CFR 240.19b-4(f)(2).
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    At any time within 60 days of the filing of such proposed rule
change, the Commission summarily may temporarily suspend such rule
change if it appears to the Commission that such action is necessary or
appropriate in the public interest, for the protection of investors, or
otherwise in furtherance of the purposes of the Act. If the Commission
takes such action, the Commission shall institute proceedings under
Section 19(b)(2)(B) \15\ of the Act to determine whether the proposed
rule change should be approved or disapproved.
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    \15\ 15 U.S.C. 78s(b)(2)(B).
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IV. Solicitation of Comments

    Interested persons are invited to submit written data, views, and
arguments concerning the foregoing, including whether the proposed rule
change is consistent with the Act. Comments may be submitted by any of
the following methods:

Electronic Comments

     Use the Commission's Internet comment form (http://www.sec.gov/rules/sro.shtml); or
     Send an email to<EMAIL_ADDRESS>Please include
File Number SR-NYSEArca-2016-114 on the subject line.

Paper Comments

     Send paper comments in triplicate to Secretary, Securities
and Exchange Commission, 100 F Street NE., Washington, DC 20549-1090.

All submissions should refer to File Number SR-NYSEArca-2016-114. This
file number should be included on the subject line if email is used. To
help the Commission process and review your comments more efficiently,
please use only one method. The Commission will post all comments on
the Commission's Internet Web site (http://www.sec.gov/rules/sro.shtml). Copies of the submission, all subsequent amendments, all
written statements with respect to the proposed rule change that are
filed with the Commission, and all written communications relating to
the proposed rule change between the Commission and any person, other
than those that may be withheld from the public in accordance with the
provisions of 5 U.S.C. 552, will be available for Web site viewing and
printing in the Commission's Public Reference Room, 100 F Street NE.,
Washington, DC 20549 on official business days between the hours of
10:00 a.m. and 3:00 p.m. Copies of the filing also will be available
for inspection and copying at the principal office of the Exchange. All
comments received will be posted without change; the Commission does
not edit personal identifying information from submissions. You should
submit only information that you wish to make available publicly. All
submissions should refer to File Number SR-NYSEArca-2016-114 and should
be submitted on or before September 16, 2016.

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\16\
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    \16\ 17 CFR 200.30-3(a)(12).
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Robert W. Errett,
Deputy Secretary.
[FR Doc. 2016-20460 Filed 8-25-16; 8:45 am]
 BILLING CODE 8011-01-P