80 FR 68371 - Self-Regulatory Organizations; EDGX Exchange, Inc.; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change to Rule 21.8, Order Display and Book Processing
SECURITIES AND EXCHANGE COMMISSION Federal Register Volume 80, Issue 213 (November 4, 2015)
Federal Register Volume 80, Issue 213 (November 4, 2015)
| Page Range | 68371-68373 | |
| FR Document | 2015-28025 |
[Federal Register Volume 80, Number 213 (Wednesday, November 4, 2015)] [Notices] [Pages 68371-68373] From the Federal Register Online [www.thefederalregister.org] [FR Doc No: 2015-28025] ----------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION [Release No. 34-76302 ; File No. SR-EDGX-2015-52] Self-Regulatory Organizations; EDGX Exchange, Inc.; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change to Rule 21.8, Order Display and Book Processing October 29, 2015. Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 (the ``Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby given that on October 28, 2015, EDGX Exchange, Inc. (the ``Exchange'' or ``EDGX'') filed with the Securities and Exchange Commission (``Commission'') the proposed rule change as described in Items I and II below, which Items have been prepared by the Exchange. The Exchange has designated this proposal as a ``non-controversial'' proposed rule change pursuant to Section 19(b)(3)(A) of the Act \3\ and Rule 19b- 4(f)(6) thereunder,\4\ which renders it effective upon filing with the Commission. The Commission is publishing this notice to solicit comments on the proposed rule change from interested persons. --------------------------------------------------------------------------- \1\ 15 U.S.C. 78s(b)(1). \2\ 17 CFR 240.19b-4. \3\ 15 U.S.C. 78s(b)(3)(A). \4\ 17 CFR 240.19b-4(f)(6). --------------------------------------------------------------------------- [[Page 68372]] I. Self-Regulatory Organization's Statement of the Terms of Substance of the Proposed Rule Change The Exchange filed a proposal to authorize the Exchange's equity options platform (``EDGX Options'') to make a modification to Rule 21.8 (Order Display and Book Processing). The text of the proposed rule change is available at the Exchange's Web site at www.batstrading.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 Exchange 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 these 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 Statutory Basis for, the Proposed Rule Change 1. Purpose The Exchange is proposing to modify Rule 21.8, Order Display and Book Processing, which sets forth the priority rules applicable to EDGX Options. Specifically, Rule 21.8 describes the general priority rules for EDGX Options, including that quotes and orders are prioritized by price and then on a pro-rata basis according to size. Rule 21.8 also describes additional priority overlays, including special priority provisions for Customer orders, Directed Market Makers and Primary Market Makers. The purpose of this rule filing is to make a minor modification to the Directed Market Maker and Primary Market Maker priority overlays, as described below. The Directed Market Maker overlay provides the Directed Market Maker with priority over other participants for a certain percentage of contracts allocated at the same price (60% or 40% depending upon the number of other Market Maker quotes at the NBBO). Similarly, the Primary Market Maker overlay provides Primary Market Makers with priority over other participants for a certain percentage of contracts allocated at the same price (60% or 40% depending upon the number of other Market Maker quotes at the NBBO) and for small size orders. The Exchange proposes to modify both of these priority overlays so that the percentage allocation (60% or 40%) is dependent on the number of Market Maker quotations or other non-Customer orders at the NBBO rather than simply the number of other Market Maker quotations at the NBBO. The Exchange believes that the amended rule would appropriately recognize that other professional market participants, not just Market Makers, may compete on the Exchange. Further, the rule as amended would be consistent with the priority rules of both the International Securities Exchange LLC (``ISE'') \5\ and NASDAQ OMX PHLX LLC (``PHLX'').\6\ The Exchange believes that the proposed change will have a positive competitive impact on quoting by reducing the likelihood of a Primary Market Maker or Directed Market Maker will receive the higher 60% allocation by increasing the types of other participants and, in turn, the number of orders from participants, that are considered when allocating executions. In other words, because other non-Customer orders will be considered, not just the quotes of other Market Makers, such other non-Customers will be better incentivized to provide liquidity at the NBBO. --------------------------------------------------------------------------- \5\ See ISE Rule 713(e) and Supplementary Material .01(b) to Rule 713, which count the number of other ``Professional Orders'' for application of the priority rule. Professional Orders, in turn, are defined in ISE Rule 100(a)(37C) as orders ``for the account of a person or entity that is not a Priority Customer,'' and are thus equivalent to non-Customer orders on the Exchange. \6\ See PHLX Rule 1014(g)(ii), which counts the number of ``controlled accounts'' for application of the priority rule. Controlled accounts are accounts ``controlled by or under common control with a broker-dealer'', and thus, apply to a broader range of participants than just market makers or the equivalent. --------------------------------------------------------------------------- 2. Statutory Basis The Exchange believes that its proposal is consistent with the requirements of the Act and the rules and regulations thereunder that are applicable to a national securities exchange, and, in particular, with the requirements of Section 6(b) of the Act.\7\ In particular, the proposal is consistent with Section 6(b)(5) of the Act \8\ because it is 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 facilitating transactions in securities, to remove impediments to, and perfect the mechanism of, a free and open market and a national market system and, in general, to protect investors and the public interest. --------------------------------------------------------------------------- \7\ 15 U.S.C. 78f(b). \8\ 15 U.S.C. 78f(b)(5). --------------------------------------------------------------------------- The proposed rule change will allow the Exchange to launch the EDGX Options platform with a priority allocation model that allocates a different percentage of contracts to Directed Market Makers and Primary Market Makers, either 60% or 40%, depending on whether there is more than one non-Customer with an order at the NBBO rather than whether there is more than one Market Maker at the NBBO. The Exchange believes that the change is appropriate and consistent with the Act because it recognizes that other professional participants, not just Market Makers, can compete for orders with Directed Market Makers and Primary Market Makers. As noted above, certain other options exchanges operate with a similar priority rule.\9\ --------------------------------------------------------------------------- \9\ See supra notes 5 and 6. --------------------------------------------------------------------------- (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 purposes of the Act. The proposed rule change is not designed to address any competitive issues but rather to make a modification to the Exchange's priority rule prior to the launch of EDGX Options. As noted above, the change would make the Exchange's priority rule similar to that of certain other options exchanges.\10\ As noted above, the Exchange believes that the proposed change will have a positive competitive impact on quoting by reducing the likelihood of a Primary Market Maker or Directed Market Maker will receive the higher 60% allocation by increasing the types of other participants and, in turn, the number of orders from participants, that are considered when allocating executions. In other words, because other non-Customer orders will be considered, not just the quotes of other Market Makers, such other non-Customers will be better incentivized to provide liquidity at the NBBO. --------------------------------------------------------------------------- \10\ Id. --------------------------------------------------------------------------- (C) Self-Regulatory Organization's Statement on Comments on the Proposed Rule Change Received From Members, Participants or Others The Exchange has not solicited, and does not intend to solicit, comments on this proposed rule change. The Exchange has not received any written comments from members or other interested parties. [[Page 68373]] III. Date of Effectiveness of the Proposed Rule Change and Timing for Commission Action Because the foregoing proposed rule change does not: (A) Significantly affect the protection of investors or the public interest; (B) impose any significant burden on competition; and (C) by its terms, become operative for 30 days from the date on which it was filed or such shorter time as the Commission may designate it has become effective pursuant to Section 19(b)(3)(A) of the Act \11\ and paragraph (f)(6) of Rule 19b-4 thereunder.\12\ --------------------------------------------------------------------------- \11\ 15 U.S.C. 78s(b)(3)(A). \12\ 17 CFR 240.19b-4(f)(6). As required under Rule 19b- 4(f)(6)(iii), the Exchange provided the Commission with written notice of its intent to file the proposed rule change, along with a brief description and the text of the proposed rule change, at least five business days prior to the date of filing of the proposed rule change, or such shorter time as designated by the Commission. --------------------------------------------------------------------------- A proposed rule change filed under Rule 19b-4(f)(6) \13\ normally does not become operative for 30 days after the date of filing. However, Rule 19b-4(f)(6)(iii) \14\ permits the Commission to designate a shorter time if such action is consistent with the protection of investors and the public interest. The Exchange has asked the Commission to waive the 30-day operative delay so that the proposal may become operative immediately upon filing. The Exchange notes that the commencement of the operations of EDGX Options is scheduled for November 2, 2015, and waiver of the 30-day operative delay would permit the Exchange to launch EDGX Options with the proposed priority allocation model. The Exchange also notes that the proposed rule change is similar to priority rules already in place on other options exchanges and does not raise any new policy issues. Based on the foregoing, the Commission believes that waiving the 30-day operative delay is consistent with the protection of investors and the public interest.\15\ The Commission hereby grants the Exchange's request and designates the proposal operative upon filing. --------------------------------------------------------------------------- \13\ 17 CFR 240.19b-4(f)(6). \14\ 17 CFR 240.19b-4(f)(6)(iii). \15\ For purposes only of waiving the 30-day operative delay, the Commission has also considered the proposed rule's impact on efficiency, competition, and capital formation. See 15 U.S.C. 78c(f). --------------------------------------------------------------------------- At any time within 60 days of the filing of the proposed rule change, the Commission summarily may temporarily suspend such rule change if it appears to the Commission that such action is: (1) Necessary or appropriate in the public interest; (2) for the protection of investors; or (3) otherwise in furtherance of the purposes of the Act. If the Commission takes such action, the Commission shall institute proceedings to determine whether the proposed rule should be approved or disapproved. IV. Solicitation of Comments Interested persons are invited to submit written data, views and arguments concerning the foregoing, including whether the proposal is consistent with the Act. Comments may be submitted by any of the following methods: Electronic CommentsUse the Commission's Internet comment form (http://www.sec.gov/rules/sro.shtml); or Send an email to rule-comments@sec.gov. Please include File No. SR-EDGX-2015-52 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-EDGX-2015-52. 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 such filing will also 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-EDGX-2015-52 and should be submitted on or before November 25, 2015. --------------------------------------------------------------------------- \16\ 17 CFR 200.30-3(a)(12). For the Commission, by the Division of Trading and Markets, pursuant to delegated authority.\16\ Robert W. Errett, Deputy Secretary. [FR Doc. 2015-28025 Filed 11-3-15; 8:45 am] BILLING CODE 8011-01-P
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Independent Trustee Requirement in the issuance of the ABS and the which ABS interest rates, yields, or
generally prevents applicant from operation of an Issuer. Applicant states dividends are reset at designated
serving as trustee for the Issuer. that applicant would continue to act as intervals in any ABS Transaction for
Applicant states that the Independent an independent party safeguarding the which the applicant serves as trustee to
Trustee Requirement imposes an assets of any Issuer regardless of an the Issuer.
unnecessary regulatory limitation on affiliation with an underwriter of the 6. All of an affiliated underwriter’s
trustee selection and causes market ABS. Applicant submits that the contractual obligations pursuant to the
distortions by leading to the selection of concern that affiliation could lead to a underwriting agreement will be
trustees for reasons other than trustee monitoring the activities of an enforceable by the sponsor, the Issuer
customary market considerations of affiliate also is not implicated by a and/or one of their affiliates.
pricing and expertise. This result is trustee’s affiliation with an underwriter,
disadvantageous to the ABS market and because, in practice, a trustee for an 7. Consistent with the requirements of
to ABS investors. Issuer does not monitor the distribution Rule 3a–7(a)(4)(i), the applicant will
5. Applicant submits that due to the of securities or any other activity resign as trustee for the Issuer if
nature and timing of the roles of the performed by underwriters. Applicant applicant becomes obligated to enforce
trustee and the underwriter, applicant’s further states that the requested relief any of an affiliated underwriter’s
affiliation with an underwriter would would be consistent with the broader obligations to the Issuer.
not result in a conflict of interest or purpose of Rule 3a–7 of not hampering 8. The applicant will not price its
possibility of overreaching that could the growth and development of the ABS services as trustee in a manner designed
harm investors. Applicant states that the market, to the extent consistent with to facilitate its affiliate being named
trustee’s role begins with the Issuer’s investor protection. underwriter.
issuance of its securities, and the trustee 8. Applicant states that the conditions
For the Commission, by the Division of
performs its role over the life of the set forth below provide additional Investment Management, under delegated
Issuer. Applicant states that, in contrast, protections against conflicts and authority.
the underwriter is chosen early in the overreaching. For example, the
Jill M. Peterson,
ABS Transaction process, may help to conditions ensure that the Applicant
structure the ABS Transaction, will continue to act as an independent Assistant Secretary.
distributes the Issuer’s securities to party safeguarding the assets of an [FR Doc. 2015–28069 Filed 11–3–15; 8:45 am]
investors, and generally has no role Issuer regardless of an affiliation with BILLING CODE 8011–01–P
subsequent to the distribution of the the underwriter of the ABS and would
Issuer’s securities. Applicant further not allow the underwriter any greater
states that an ABS trustee does not access to the assets, or cash flows SECURITIES AND EXCHANGE
monitor the distribution of securities or derived from the assets, of the Issuer COMMISSION
any other activity performed by than if there were no affiliation.
underwriters and there is no Applicant’s Conditions: [Release No. 34–76302 ; File No. SR–EDGX–
opportunity for a trustee and an The applicant agrees that any order 2015–52]
affiliated underwriter to act in concert granting the requested relief will be
to benefit themselves at the expense of subject to the following conditions: Self-Regulatory Organizations; EDGX
holders of the ABS either prior to or 1. The applicant will not be affiliated Exchange, Inc.; Notice of Filing and
after the closing of the ABS Transaction. with any person involved in the Immediate Effectiveness of a Proposed
6. Applicant states that the trustee’s organization or operation of the Issuer Rule Change to Rule 21.8, Order
role is narrowly defined, and that the in an ABS Transaction other than the Display and Book Processing
trustee is neither expected nor required underwriter.
October 29, 2015.
to exercise discretion or judgment 2. The applicant’s relationship to an
except after a default in the ABS affiliated underwriter will be disclosed Pursuant to Section 19(b)(1) of the
transaction, which rarely occurs. in writing to all parties involved in an Securities Exchange Act of 1934 (the
Applicant states that the duties of a ABS Transaction, including the rating ‘‘Act’’),1 and Rule 19b–4 thereunder,2
trustee after a default are limited to agencies and the ABS holders. notice is hereby given that on October
enforcing the terms of the Agreement for 3. An underwriter affiliated with the 28, 2015, EDGX Exchange, Inc. (the
the benefit of debt holders as a ‘‘prudent applicant will not be involved in the ‘‘Exchange’’ or ‘‘EDGX’’) filed with the
person’’ would enforce such interests operation of an Issuer, and its Securities and Exchange Commission
for his own benefit. Applicant further involvement in the organization of an (‘‘Commission’’) the proposed rule
states that the trustee of the Issuer has Issuer will extend only to determining change as described in Items I and II
virtually no discretion to pursue anyone the assets to be pooled, assisting in below, which Items have been prepared
in any regard other than preserving and establishing the terms of the ABS to be by the Exchange. The Exchange has
realizing on the assets. In any event, underwritten, and/or providing the designated this proposal as a ‘‘non-
Applicant states that any role taken by sponsor with a line of credit for the controversial’’ proposed rule change
the Trustee in the event of a default assets to be transferred to the Issuer in pursuant to Section 19(b)(3)(A) of the
would occur after the underwriter has connection with, and prior to, the Act 3 and Rule 19b–4(f)(6) thereunder,4
terminated its role in the transaction. related securitization. which renders it effective upon filing
7. Applicant submits that the 4. An affiliated person of the
asabaliauskas on DSK5VPTVN1PROD with NOTICES
with the Commission. The Commission
concerns underlying the Independent applicant, including an affiliated is publishing this notice to solicit
Trustee Requirement are not implicated underwriter, will not provide credit or comments on the proposed rule change
if the trustee for an Issuer is credit enhancement to an Issuer if the from interested persons.
independent of the sponsor, servicer, applicant serves as trustee to the Issuer.
and credit enhancer for the Issuer, but 5. An underwriter affiliated with the 1 15 U.S.C. 78s(b)(1).
is affiliated with an underwriter for the applicant will not engage in any 2 17 CFR 240.19b–4.
Issuer, because in that situation no remarketing agent activities, including 3 15 U.S.C. 78s(b)(3)(A).
single entity would act in all capacities involvement in any auction process in 4 17 CFR 240.19b–4(f)(6).
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III. Date of Effectiveness of the furtherance of the purposes of the Act. For the Commission, by the Division of
Proposed Rule Change and Timing for If the Commission takes such action, the Trading and Markets, pursuant to delegated
Commission Action Commission shall institute proceedings authority.16
to determine whether the proposed rule Robert W. Errett,
Because the foregoing proposed rule
change does not: (A) Significantly affect should be approved or disapproved. Deputy Secretary.
the protection of investors or the public [FR Doc. 2015–28025 Filed 11–3–15; 8:45 am]
IV. Solicitation of Comments
interest; (B) impose any significant BILLING CODE 8011–01–P
Interested persons are invited to
burden on competition; and (C) by its
submit written data, views and
terms, become operative for 30 days
arguments concerning the foregoing, SECURITIES AND EXCHANGE
from the date on which it was filed or
including whether the proposal is COMMISSION
such shorter time as the Commission
consistent with the Act. Comments may
may designate it has become effective [Release No. 34–76303; File No. SR–MIAX–
be submitted by any of the following
pursuant to Section 19(b)(3)(A) of the 2015–61]
methods:
Act 11 and paragraph (f)(6) of Rule 19b–
4 thereunder.12 Electronic Comments Self-Regulatory Organizations: Miami
A proposed rule change filed under • Use the Commission’s Internet International Securities Exchange LLC;
Rule 19b–4(f)(6) 13 normally does not comment form (http://www.sec.gov/ Notice of Filing and Immediate
become operative for 30 days after the rules/sro.shtml); or Effectiveness of a Proposed Rule
date of filing. However, Rule 19b– • Send an email to rule-comments@ Change To Adopt Rule 321 Business
4(f)(6)(iii) 14 permits the Commission to sec.gov. Please include File No. SR– Continuity and Disaster Recovery
designate a shorter time if such action EDGX–2015–52 on the subject line. Plans Testing Requirements for
is consistent with the protection of Designated Members
investors and the public interest. The Paper Comments
October 29, 2015.
Exchange has asked the Commission to • Send paper comments in triplicate
waive the 30-day operative delay so that Pursuant to the provisions of Section
to Secretary, Securities and Exchange
the proposal may become operative Commission, 100 F Street NE., 19(b)(1) of the Securities Exchange Act
immediately upon filing. The Exchange Washington, DC 20549–1090. of 1934 (‘‘Act’’) 1 and Rule 19b–4
notes that the commencement of the thereunder,2 notice is hereby given that
All submissions should refer to File on October 21, 2015, Miami
operations of EDGX Options is Number SR–EDGX–2015–52. This file
scheduled for November 2, 2015, and International Securities Exchange LLC
number should be included on the
waiver of the 30-day operative delay (‘‘MIAX’’ or ‘‘Exchange’’) filed with the
subject line if email is used. To help the
would permit the Exchange to launch Securities and Exchange Commission
Commission process and review your
EDGX Options with the proposed (‘‘Commission’’) a proposed rule change
comments more efficiently, please use
priority allocation model. The Exchange as described in Items I and II below,
only one method. The Commission will
also notes that the proposed rule change which Items have been prepared by the
post all comments on the Commission’s
is similar to priority rules already in Exchange. The Commission is
Internet Web site (http://www.sec.gov/
place on other options exchanges and publishing this notice to solicit
rules/sro.shtml). Copies of the
does not raise any new policy issues. comments on the proposed rule change
submission, all subsequent
Based on the foregoing, the Commission from interested persons.
amendments, all written statements
believes that waiving the 30-day with respect to the proposed rule I. Self-Regulatory Organization’s
operative delay is consistent with the change that are filed with the Statement of the Terms of Substance of
protection of investors and the public Commission, and all written the Proposed Rule Change
interest.15 The Commission hereby communications relating to the
grants the Exchange’s request and The Exchange is filing a proposal to
proposed rule change between the adopt Rule 321, Business Continuity
designates the proposal operative upon Commission and any person, other than
filing. and Disaster Recovery Plans Testing
those that may be withheld from the Requirements for Designated Members.
At any time within 60 days of the public in accordance with the
filing of the proposed rule change, the The text of the proposed rule change
provisions of 5 U.S.C. 552, will be is available on the Exchange’s Web site
Commission summarily may available for Web site viewing and
temporarily suspend such rule change if at http://www.miaxoptions.com/filter/
printing in the Commission’s Public wotitle/rule_filing, at MIAX’s principal
it appears to the Commission that such Reference Room, 100 F Street NE.,
action is: (1) Necessary or appropriate in office, and at the Commission’s Public
Washington, DC 20549, on official Reference Room.
the public interest; (2) for the protection business days between the hours of
of investors; or (3) otherwise in 10:00 a.m. and 3:00 p.m. Copies of such II. Self-Regulatory Organization’s
filing will also be available for Statement of the Purpose of, and
11 15 U.S.C. 78s(b)(3)(A).
inspection and copying at the principal Statutory Basis for, the Proposed Rule
12 17 CFR 240.19b–4(f)(6). As required under Rule
office of the Exchange. All comments Change
19b–4(f)(6)(iii), the Exchange provided the
Commission with written notice of its intent to file received will be posted without change; In its filing with the Commission, the
the proposed rule change, along with a brief the Commission does not edit personal Exchange included statements
description and the text of the proposed rule
identifying information from
asabaliauskas on DSK5VPTVN1PROD with NOTICES
change, at least five business days prior to the date concerning the purpose of and basis for
of filing of the proposed rule change, or such submissions. You should submit only the proposed rule change and discussed
shorter time as designated by the Commission. information that you wish to make any comments it received on the
13 17 CFR 240.19b–4(f)(6).
available publicly. All submissions proposed rule change. The text of these
14 17 CFR 240.19b–4(f)(6)(iii).
should refer to File Number SR–EDGX– statements may be examined at the
15 For purposes only of waiving the 30-day
2015–52 and should be submitted on or places specified in Item IV below. The
operative delay, the Commission has also
considered the proposed rule’s impact on before November 25, 2015.
1 15 U.S.C. 78s(b)(1).
efficiency, competition, and capital formation. See
15 U.S.C. 78c(f). 16 17 CFR 200.30–3(a)(12). 2 17 CFR 240.19b–4.
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Document Created: 2018-03-01 11:27:37
Document Modified: 2018-03-01 11:27:37
| Category | Regulatory Information | |
| Collection | Federal Register | |
| sudoc Class | AE 2.7: GS 4.107: AE 2.106: | |
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| Section | Notices | |
| FR Citation | 80 FR 68371 |
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