81 FR 10306 - Self-Regulatory Organizations; Financial Industry Regulatory Authority, Inc.; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change To Adopt FINRA Rule 0151 (Coordination with the MSRB) and Amend FINRA Rule 0150 (Application of Rules to Exempted Securities Except Municipal Securities)
SECURITIES AND EXCHANGE COMMISSION Federal Register Volume 81, Issue 39 (February 29, 2016)
Federal Register Volume 81, Issue 39 (February 29, 2016)
| Page Range | 10306-10308 | |
| FR Document | 2016-04250 |
[Federal Register Volume 81, Number 39 (Monday, February 29, 2016)] [Notices] [Pages 10306-10308] From the Federal Register Online [www.thefederalregister.org] [FR Doc No: 2016-04250] [[Page 10306]] ----------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION [Release No. 34-77212; File No. SR-FINRA-2016-004] Self-Regulatory Organizations; Financial Industry Regulatory Authority, Inc.; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change To Adopt FINRA Rule 0151 (Coordination with the MSRB) and Amend FINRA Rule 0150 (Application of Rules to Exempted Securities Except Municipal Securities) February 23, 2016. Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 (``Act'') \1\ and Rule 19b-4 thereunder,\2\ notice is hereby given that on February 10, 2016, Financial Industry Regulatory Authority, Inc. (``FINRA'') filed with the Securities and Exchange Commission (``SEC'' or ``Commission'') the proposed rule change as described in Items I and II below, which Items have been prepared by FINRA. FINRA has designated the proposed rule change as constituting a ``non-controversial'' rule change under paragraph (f)(6) of Rule 19b-4 under the Act,\3\ which renders the proposal effective upon receipt of this filing by 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\ 17 CFR 240.19b-4(f)(6). --------------------------------------------------------------------------- I. Self-Regulatory Organization's Statement of the Terms of the Substance of the Proposed Rule Change FINRA is proposing to adopt FINRA Rule 0151 (Coordination with the MSRB) regarding coordination between FINRA and the Municipal Securities Rulemaking Board (``MSRB''), as required by the Exchange Act. FINRA also proposes to amend FINRA Rule 0150 to better align the language of the rule with the relevant language in the Exchange Act. The text of the proposed rule change is available on FINRA's Web site at http://www.finra.org, at the principal office of FINRA 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, FINRA 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. FINRA has prepared summaries, set forth in sections A, B, and C below, of the most significant aspects of such statements. A. Self-Regulatory Organization's Statement of the Purpose of, and Statutory Basis for, the Proposed Rule Change 1. Purpose Background The proposed rule change would adopt FINRA Rule 0151 regarding coordination between FINRA and the MSRB. The proposed rule change would also amend FINRA Rule 0150 to better align the language of the rule with the relevant language in the Exchange Act. Statutory Requirement With respect to the proposed adoption of Rule 0151, the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 added Section 15A(b)(15) to the Exchange Act.\4\ Section 15A(b)(15) of the Exchange Act mandates that the rules of a national securities association require the association to: (i) Request guidance from the MSRB in interpretation of the rules of the MSRB;\5\ and (ii) provide information to the MSRB about the enforcement actions and examinations of the association under 15 U.S.C. Section 78o-4(b)(2)(E) so that the MSRB may assist in such enforcement actions and examinations and evaluate the ongoing effectiveness of the rules of the MSRB. --------------------------------------------------------------------------- \4\ 15 U.S.C. 78o-3(b)(15). \5\ Section 15B of the Exchange Act provides, among other things, that the MSRB shall adopt rules with respect to municipal securities transactions effected by brokers, dealers and municipal securities dealers and advice provided to or on behalf of municipal entities or obligated persons by brokers, dealers, municipal securities dealers, and municipal advisors with respect to municipal financial products, the issuance of municipal securities, and solicitations of municipal entities or obligated persons undertaken by brokers, dealers, municipal securities dealers and municipal advisors. 15 U.S.C. 78o-4(b)(2). --------------------------------------------------------------------------- With respect to the proposed amendments to Rule 0150, Section 15A(f) of the Exchange Act provides that ``[n]othing in subsection (b)(6) or (b)(11) of [Section 15A] shall be construed to permit a registered securities association to make rules concerning any transaction by a registered broker or dealer in a municipal security.'' \6\ --------------------------------------------------------------------------- \6\ 15 U.S.C. 78o-3(f). --------------------------------------------------------------------------- Proposal FINRA, a national securities association, is proposing to adopt Rule 0151 addressing coordination between FINRA and the MSRB to comply with the statutory requirement. Specifically, proposed Rule 0151 would state that FINRA will request guidance from the MSRB in interpretation of the rules of the MSRB. Proposed Rule 0151 would also state that FINRA will provide information to the MSRB about the enforcement actions and examinations pertaining to municipal securities brokers, municipal securities dealers, and municipal advisors conducted by FINRA regarding the Exchange Act and the rules and regulations thereunder and the rules of the MSRB, so that the MSRB may: (i) Assist in such enforcement actions and examinations; and (ii) evaluate the ongoing effectiveness of the rules of the MSRB (collectively, ``coordination''). FINRA notes that the reference to ``enforcement actions and examinations pertaining to municipal securities brokers, municipal securities dealers, and municipal advisors conducted by FINRA regarding the Exchange Act and the rules and regulations thereunder and the rules of the MSRB'' in proposed Rule 0151 is intended as a non-substantive change from the statutory language in Section 15A(b)(15) of the Exchange Act,\7\ which instead includes a cross-reference to 15 U.S.C. Section 78o-4(b)(2)(E). FINRA proposes the change in the proposed rule for ease of reference and not to reflect any substantive change from the statutory requirement. --------------------------------------------------------------------------- \7\ 15 U.S.C. 78o-3(b)(15). --------------------------------------------------------------------------- FINRA believes that proposed Rule 0151 reflects FINRA's current close coordination with the MSRB and satisfies the requirements of Section 15A(b)(15) of the Exchange Act.\8\ FINRA has regulatory responsibilities to, among other things, engage in surveillance of the securities markets, administer qualification examinations, perform examinations and investigations, and enforce the Exchange Act, the rules and regulations thereunder, the rules of FINRA, and the rules of the MSRB as to its member firms and their associated persons, for the protection of investors and in the public interest. These responsibilities extend to broker-dealers engaged in municipal securities activities and municipal advisory activities and persons associated with such firms. --------------------------------------------------------------------------- \8\ 15 U.S.C. 78o-3(b)(15). --------------------------------------------------------------------------- FINRA is also proposing to amend Rule 0150 to better align the language of the rule with the relevant language in Section 15A(f) of the Exchange Act.\9\ Specifically, FINRA is proposing to amend Rule 0150(b) to provide that FINRA rules are not intended to be, and [[Page 10307]] shall not be construed as, rules concerning transactions in municipal securities. FINRA notes that this change is consistent with the approach in NASD Rule 0114 (Effect on Transactions in Municipal Securities) which provided that FINRA rules shall not be construed to apply to transactions in municipal securities.\10\ --------------------------------------------------------------------------- \9\ 15 U.S.C. 78o-3(f). \10\ In 2008, FINRA incorporated NASD Rule 0114's statement that FINRA rules are not applicable to transactions in municipal securities into NASD Rule 0116 (Application of Rules of the Association to Exempted Securities), and transferred NASD Rule 0116, as amended, into the consolidated FINRA rulebook as Rule 0150. See SR-FINRA-2008-026. --------------------------------------------------------------------------- FINRA has filed the proposed rule change for immediate effectiveness and has requested that the Commission waive the requirement that the proposed rule change not become operative for 30 days after the date of the filing. 2. Statutory Basis FINRA believes that the proposed rule change is consistent with the provisions of Section 15A(b)(6) of the Act,\11\ which requires, among other things, that FINRA rules must be designed to prevent fraudulent and manipulative acts and practices, to promote just and equitable principles of trade, and, in general, to protect investors and the public interest. FINRA believes that the proposed rule change to adopt Rule 0151 will further the purposes of the Act by addressing coordination between FINRA and the MSRB, consistent with Section 15A(b)(15) under the Exchange Act.\12\ In addition, the proposed rule provides transparency to municipal securities brokers, municipal securities dealers, municipal advisors and investors regarding coordination between FINRA and the MSRB. FINRA also believes that the proposed amendments to Rule 0150(b) will further the purposes of the Act by better aligning the language of the rule with the relevant language in Section 15A(f) of the Exchange Act.\13\ --------------------------------------------------------------------------- \11\ 15 U.S.C. 78o-3(b)(6). \12\ 15 U.S.C. 78o-3(b)(15). \13\ 15 U.S.C. 78o-3(f). --------------------------------------------------------------------------- B. Self-Regulatory Organization's Statement on Burden on Competition FINRA does not believe that the proposed rule change will result in any burden on competition that is not necessary or appropriate in furtherance of the purposes of the Act. Under the proposed rule change, FINRA would adopt as part of its rulebook the statutory requirements for coordination with MSRB around rulemaking and enforcement and examination actions that seek to enhance FINRA's regulatory programs and the rulemaking of the MSRB. Given FINRA's responsibilities under the Exchange Act and the degree of coordination between FINRA and the MSRB, which reflects regulatory and market conditions, the proposed rule change is consistent with current practices and therefore would not at this time impose additional burdens or costs on FINRA or firms. Furthermore, the proposed rule provides a benefit by providing transparency regarding coordination between FINRA and the MSRB. C. Self-Regulatory Organization's Statement on Comments on the Proposed Rule Change Received From Members, Participants, or Others Written comments were neither solicited nor received. III. Date of Effectiveness of the Proposed Rule Change and Timing for Commission Action Because the foregoing proposed rule change does not: (i) Significantly affect the protection of investors or the public interest; (ii) impose any significant burden on competition; and (iii) become operative for 30 days after the date of the filing, or such shorter time as the Commission may designate if consistent with the protection of investors and the public interest, it has become effective pursuant to Section 19(b)(3)(A) of the Act\14\ and Rule 19b- 4(f)(6)\15\ thereunder. --------------------------------------------------------------------------- \14\ 15 U.S.C. 78s(b)(3)(A). \15\ 17 CFR 240.19b-4(f)(6). In addition, Rule 19b-4(f)(6)(iii) requires a self-regulatory organization to give the Commission 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. FINRA has satisfied this requirement. --------------------------------------------------------------------------- FINRA has asked the Commission to waive the 30-day operative delay so that the proposal may become operative immediately upon filing. FINRA stated that waiver of the operative delay is appropriate as Rule 0151 will address coordination between FINRA and the MSRB, consistent with Section 15A(b)(15) under the Act.\16\ With respect to the proposed amendments to Rule 0150, FINRA stated that waiver of the operative delay is appropriate as the proposed amendments to Rule 0150(b) will better align the language of the rule with the relevant language in Section 15A(f) of the Exchange Act,\17\ and also noted that the proposed language is consistent with previously approved rule language.\18\ For these reasons, the Commission believes that waiving the 30-day operative delay is consistent with the protection of investors and the public interest. Therefore, the Commission hereby waives the operative delay and designates the proposal operative upon filing.\19\ --------------------------------------------------------------------------- \16\ 15 U.S.C. 78o-3(b)(15). \17\ 15 U.S.C. 78o-3(f). \18\ See supra note 10 and accompanying text. \19\ 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 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 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 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 protected]. Please include File Number SR-FINRA-2016-004 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-FINRA-2016-004. 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 [[Page 10308]] 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 also will be available for inspection and copying at the principal office of FINRA. 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-FINRA-2016-004, and should be submitted on or before March 21, 2016. For the Commission, by the Division of Trading and Markets, pursuant to delegated authority.\20\ --------------------------------------------------------------------------- \20\ 17 CFR 200.30-3(a)(12). --------------------------------------------------------------------------- Robert W. Errett, Deputy Secretary. [FR Doc. 2016-04250 Filed 2-26-16; 8:45 am] BILLING CODE 8011-01-P
![10306 Federal Register / Vol. 81, No. 39 / Monday, February 29, 2016 / Notices
SECURITIES AND EXCHANGE rule change. The text of these statements the statutory requirement. Specifically,
COMMISSION may be examined at the places specified proposed Rule 0151 would state that
in Item IV below. FINRA has prepared FINRA will request guidance from the
[Release No. 34–77212; File No. SR–FINRA–
summaries, set forth in sections A, B, MSRB in interpretation of the rules of
2016–004]
and C below, of the most significant the MSRB. Proposed Rule 0151 would
Self-Regulatory Organizations; aspects of such statements. also state that FINRA will provide
Financial Industry Regulatory information to the MSRB about the
A. Self-Regulatory Organization’s
Authority, Inc.; Notice of Filing and enforcement actions and examinations
Statement of the Purpose of, and
Immediate Effectiveness of a Proposed pertaining to municipal securities
Statutory Basis for, the Proposed Rule
Rule Change To Adopt FINRA Rule brokers, municipal securities dealers,
Change
0151 (Coordination with the MSRB) and municipal advisors conducted by
and Amend FINRA Rule 0150 1. Purpose FINRA regarding the Exchange Act and
(Application of Rules to Exempted Background the rules and regulations thereunder
Securities Except Municipal Securities) and the rules of the MSRB, so that the
The proposed rule change would MSRB may: (i) Assist in such
February 23, 2016. adopt FINRA Rule 0151 regarding enforcement actions and examinations;
Pursuant to Section 19(b)(1) of the coordination between FINRA and the and (ii) evaluate the ongoing
Securities Exchange Act of 1934 MSRB. The proposed rule change would effectiveness of the rules of the MSRB
(‘‘Act’’) 1 and Rule 19b–4 thereunder,2 also amend FINRA Rule 0150 to better (collectively, ‘‘coordination’’).
notice is hereby given that on February align the language of the rule with the FINRA notes that the reference to
10, 2016, Financial Industry Regulatory relevant language in the Exchange Act. ‘‘enforcement actions and examinations
Authority, Inc. (‘‘FINRA’’) filed with the Statutory Requirement pertaining to municipal securities
Securities and Exchange Commission brokers, municipal securities dealers,
With respect to the proposed adoption and municipal advisors conducted by
(‘‘SEC’’ or ‘‘Commission’’) the proposed of Rule 0151, the Dodd-Frank Wall
rule change as described in Items I and FINRA regarding the Exchange Act and
Street Reform and Consumer Protection the rules and regulations thereunder
II below, which Items have been Act of 2010 added Section 15A(b)(15) to
prepared by FINRA. FINRA has and the rules of the MSRB’’ in proposed
the Exchange Act.4 Section 15A(b)(15) Rule 0151 is intended as a non-
designated the proposed rule change as of the Exchange Act mandates that the
constituting a ‘‘non-controversial’’ rule substantive change from the statutory
rules of a national securities association language in Section 15A(b)(15) of the
change under paragraph (f)(6) of Rule require the association to: (i) Request
19b–4 under the Act,3 which renders Exchange Act,7 which instead includes
guidance from the MSRB in a cross-reference to 15 U.S.C. Section
the proposal effective upon receipt of interpretation of the rules of the MSRB;5
this filing by the Commission. The 78o–4(b)(2)(E). FINRA proposes the
and (ii) provide information to the change in the proposed rule for ease of
Commission is publishing this notice to MSRB about the enforcement actions
solicit comments on the proposed rule reference and not to reflect any
and examinations of the association substantive change from the statutory
change from interested persons. under 15 U.S.C. Section 78o–4(b)(2)(E) requirement.
I. Self-Regulatory Organization’s so that the MSRB may assist in such FINRA believes that proposed Rule
Statement of the Terms of the Substance enforcement actions and examinations 0151 reflects FINRA’s current close
of the Proposed Rule Change and evaluate the ongoing effectiveness coordination with the MSRB and
of the rules of the MSRB. satisfies the requirements of Section
FINRA is proposing to adopt FINRA With respect to the proposed
Rule 0151 (Coordination with the 15A(b)(15) of the Exchange Act.8 FINRA
amendments to Rule 0150, Section
MSRB) regarding coordination between has regulatory responsibilities to, among
15A(f) of the Exchange Act provides that
FINRA and the Municipal Securities other things, engage in surveillance of
‘‘[n]othing in subsection (b)(6) or (b)(11)
Rulemaking Board (‘‘MSRB’’), as the securities markets, administer
of [Section 15A] shall be construed to
required by the Exchange Act. FINRA qualification examinations, perform
permit a registered securities association
also proposes to amend FINRA Rule examinations and investigations, and
to make rules concerning any
0150 to better align the language of the enforce the Exchange Act, the rules and
transaction by a registered broker or
rule with the relevant language in the regulations thereunder, the rules of
dealer in a municipal security.’’ 6
Exchange Act. FINRA, and the rules of the MSRB as to
The text of the proposed rule change Proposal its member firms and their associated
is available on FINRA’s Web site at FINRA, a national securities persons, for the protection of investors
http://www.finra.org, at the principal association, is proposing to adopt Rule and in the public interest. These
office of FINRA and at the 0151 addressing coordination between responsibilities extend to broker-dealers
Commission’s Public Reference Room. FINRA and the MSRB to comply with engaged in municipal securities
activities and municipal advisory
II. Self-Regulatory Organization’s activities and persons associated with
4 15 U.S.C. 78o–3(b)(15).
Statement of the Purpose of, and 5 Section such firms.
15B of the Exchange Act provides,
Statutory Basis for, the Proposed Rule among other things, that the MSRB shall adopt rules FINRA is also proposing to amend
Change with respect to municipal securities transactions Rule 0150 to better align the language of
effected by brokers, dealers and municipal
asabaliauskas on DSK5VPTVN1PROD with NOTICES
In its filing with the Commission, securities dealers and advice provided to or on
the rule with the relevant language in
FINRA included statements concerning behalf of municipal entities or obligated persons by Section 15A(f) of the Exchange Act.9
the purpose of and basis for the brokers, dealers, municipal securities dealers, and Specifically, FINRA is proposing to
proposed rule change and discussed any municipal advisors with respect to municipal amend Rule 0150(b) to provide that
financial products, the issuance of municipal
comments it received on the proposed securities, and solicitations of municipal entities or
FINRA rules are not intended to be, and
obligated persons undertaken by brokers, dealers,
1 15 U.S.C. 78s(b)(1). 7 15 U.S.C. 78o–3(b)(15).
municipal securities dealers and municipal
2 17 CFR 240.19b–4. advisors. 15 U.S.C. 78o–4(b)(2). 8 15 U.S.C. 78o–3(b)(15).
3 17 CFR 240.19b–4(f)(6). 6 15 U.S.C. 78o–3(f). 9 15 U.S.C. 78o–3(f).
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![10308 Federal Register / Vol. 81, No. 39 / Monday, February 29, 2016 / Notices
Reference Room, 100 F Street NE., I. Self-Regulatory Organization’s of the Committee for Review, and
Washington, DC 20549 on official Statement of the Terms of Substance of provides that the board of directors may,
business days between the hours of the Proposed Rule Change among other things, ‘‘remand the matter
10:00 a.m. and 3:00 p.m. Copies of such The Exchange proposes to amend to the Committee for Review Council,
filing also will be available for Sections 1206 and 1212T of the NYSE Panel, or Staff with appropriate
inspection and copying at the principal MKT Company Guide (the ‘‘Company instructions.’’ 8
office of FINRA. All comments received Guide’’) to delete an outdated reference. Similarly, prior to the recent
will be posted without change; the The proposed rule change is available amendment, Section 1212T referred to a
Commission does not edit personal on the Exchange’s Web site at ‘‘Committee on Securities Council.’’
identifying information from www.nyse.com, at the principal office of Section 1212T governs certain legacy
submissions. You should submit only the Exchange, and at the Commission’s listing applications, and provides for a
information that you wish to make Public Reference Room. discretionary review by the Exchange’s
available publicly. All submissions board of directors of Committee for
II. Self-Regulatory Organization’s Review determinations not to approve
should refer to File Number SR–FINRA–
Statement of the Purpose of, and an issuer’s listing application.9 The
2016–004, and should be submitted on Statutory Basis for, the Proposed Rule amended language provides that a
or before March 21, 2016. Change discretionary review by the Exchange
For the Commission, by the Division of In its filing with the Commission, the board of directors can be, among other
Trading and Markets, pursuant to delegated self-regulatory organization included things, remanded to the ‘‘Committee for
authority.20 statements concerning the purpose of, Review Council, Panel, or Staff with
Robert W. Errett, and basis for, the proposed rule change appropriate instructions.’’ 10
Deputy Secretary. and discussed any comments it received The Exchange proposes to amend
[FR Doc. 2016–04250 Filed 2–26–16; 8:45 am] on the proposed rule change. The text Section 1206(d) and 1212T(h)(ii) to
of those statements may be examined at delete the outdated reference to
BILLING CODE 8011–01–P
the places specified in Item IV below. ‘‘Council’’ in both rules. The Exchange
The Exchange has prepared summaries, currently does not have a constituted
set forth in sections A, B, and C below, body known as the Committee for
SECURITIES AND EXCHANGE Review Council, and did not have a
COMMISSION of the most significant parts of such
statements. Committee on Securities Council prior
to the recent amendment. The reference
[Release No. 34–77210; File No. SR– A. Self-Regulatory Organization’s that was in the rules to a Committee on
NYSEMKT–2016–27] Statement of the Purpose of, and the Securities Council is a legacy reference
Statutory Basis for, the Proposed Rule pre-dating the acquisition of the
Self-Regulatory Organizations; NYSE Change American Stock Exchange by the NYSE
MKT LLC; Notice of Filing and in 2008.11
1. Purpose
Immediate Effectiveness of Proposed The use of ‘‘Council’’ in Sections 1206
Rule Change Amending Sections 1206 The Exchange recently established a and 1212T is accordingly obsolete. A
and 1212T of the NYSE MKT Company Committee for Review (‘‘CFR’’) as a sub- remand by the Exchange board of
Guide committee of the Regulatory Oversight directors under either Section 1206(d)
Committee.6 As approved, the CFR was or 1212T(h)(ii) prior to the amendments
February 23, 2016. the successor to, among others, the could only have been to the Committee
Pursuant to Section 19(b)(1) 1 of the Committee on Securities, a committee of on Securities Panel making the
Securities Exchange Act of 1934 (the the Exchange board of directors that contested determination or Exchange
‘‘Act’’) 2 and Rule 19b–4 thereunder,3 reviews determinations to limit or staff, and a remand under the proposed
notice is hereby given that on February prohibit the continued listing of an revised rules would only be to the
17, 2016, NYSE MKT LLC (the issuer’s securities on the Exchange. In Committee for Review Panel making the
‘‘Exchange’’ or ‘‘NYSE MKT’’) filed with connection with this filing, the contested determination or to Exchange
the Securities and Exchange Exchange made conforming staff. The Exchange is, therefore,
amendments to Sections 1206 and proposing to delete the outdated
Commission (the ‘‘Commission’’) the
1212T of the Company Guide, among reference to ‘‘Council.’’
proposed rule change as described in
others, to replace references to the
Items I and II below, which Items have 2. Statutory Basis
‘‘Committee on Securities’’ with
been prepared by the self-regulatory
‘‘Committee for Review.’’ As a result, The Exchange believes that the
organization. The Exchange has
two conforming references to a proposed rule change is consistent with
designated this proposal as a ‘‘non- ‘‘Committee on Securities Council’’
controversial’’ proposed rule change Section 6(b) of the Exchange Act 12 in
became references to a ‘‘Committee for general, and with Section 6(b)(5) 13 in
pursuant to Section 19(b)(3)(A) of the Review Council.’’ 7 More specifically,
Act 4 and Rule 19b–4(f)(6)(iii) particular, in that it in that it is designed
prior to the recent amendment, Section to prevent fraudulent and manipulative
thereunder,5 which renders it effective 1206 referred to a ‘‘Committee on
upon filing with the Commission. The acts and practices, to promote just and
Securities Council.’’ As recently equitable principles of trade, to foster
Commission is publishing this notice to amended, Section 1206 of the Company cooperation and coordination with
asabaliauskas on DSK5VPTVN1PROD with NOTICES
solicit comments on the proposed rule Guide describes the process for
change from interested persons. discretionary review by the Exchange 8 See Company Guide, Section 1206(e).
board of directors of delisting decisions 9 See Company Guide, Section 1212T(h).
20 17 CFR 200.30–3(a)(12). 10 See id. at (h)(ii).
1 15 U.S.C. 78s(b)(1). 11 See, e.g., Securities Exchange Act Release No.
6 See Securities Exchange Act Release No. 77008
2 15 U.S.C. 78a.
(February 1, 2016) (SR–NYSEMKT–2015–106). 53398 (March 2, 2006), 71 FR 12738 (SR–Amex–
3 17 CFR 240.19b–4. 7 See Securities Exchange Act Release No. 76638 2005–107).
4 15 U.S.C. 78s(b)(3)(A). 12 15 U.S.C. 78f(b).
(December 14, 2015), 80 FR 79117 (SR–NYSEMKT–
5 17 CFR 240.19b–4(f)(6)(iii). 2015–106). 13 15 U.S.C. 78f(b)(5).
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Document Created: 2016-02-27 02:05:27
Document Modified: 2016-02-27 02:05:27
| 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 | 81 FR 10306 |
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