81 FR 15599 - Order Granting a Temporary Exemption Pursuant to Section 36 of the Securities Exchange Act of 1934 From Compliance With Rules 13n-1 to 13n-12 Under the Securities Exchange Act of 1934
SECURITIES AND EXCHANGE COMMISSION Federal Register Volume 81, Issue 56 (March 23, 2016)
Federal Register Volume 81, Issue 56 (March 23, 2016)
| Page Range | 15599-15600 | |
| FR Document | 2016-06546 |
[Federal Register Volume 81, Number 56 (Wednesday, March 23, 2016)] [Notices] [Pages 15599-15600] From the Federal Register Online [www.thefederalregister.org] [FR Doc No: 2016-06546] ----------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION [Release No. 34-77400] Order Granting a Temporary Exemption Pursuant to Section 36 of the Securities Exchange Act of 1934 From Compliance With Rules 13n-1 to 13n-12 Under the Securities Exchange Act of 1934 March 18, 2016. I. Introduction On June 15, 2011, the Securities and Exchange Commission (``Commission'') issued an exemptive order that provided guidance and certain exemptions with respect to the requirements under Title VII of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 (``Dodd-Frank Act'') that had an effective date of July 16, 2011 (i.e., the effective date of Title VII).\1\ With respect [[Page 15600]] to Commission regulation of security-based swap data repositories (``SDR''), the DFA Effective Date Order provided exemptions from Exchange Act Sections 13(n)(5)(D)(i), 13(n)(5)(F), 13(n)(5)(G), 13(n)(5)(H), 13(n)(7)(A), 13(n)(7)(B), and 13(n)(7)(C), each of which will expire on the earlier of (1) the date the Commission grants registration to an SDR and (2) the earliest compliance date set forth in any of the final rules regarding the registration of SDRs.\2\ The DFA Effective Date Order also provided an exemption from Exchange Act Section 29(b) with respect to provisions of the Exchange Act amended or added by subtitle B of the Dodd-Frank Act for which compliance is triggered by registration or by adoption of final rules by the Commission, or for which the Commission has provided an exception or exemptive relief, until such date as the Commission specifies.\3\ Absent other Commission action, these exemptions relevant to SDRs (``SDR Relief'') will expire as of March 18, 2016, as further explained below. --------------------------------------------------------------------------- \1\ See Temporary Exemptions and Other Temporary Relief, Together With Information on Compliance Dates for New Provisions of the Exchange Act Applicable to Security-Based Swaps, Exchange Act Release No. 64678 (June 15, 2011), 76 FR 36287 (June 22, 2011) (the ``DFA Effective Date Order''). \2\ See DFA Effective Date Order, 76 FR at 36306. \3\ See DFA Effective Date Order, 76 FR at 36305-36306. --------------------------------------------------------------------------- In February 2015, the Commission adopted Rules 13n-11 to 13n-112 under the Exchange Act to govern SDRs (the ``SDR Rules''). The SDR Rules became effective on May 18, 2015.\4\ The SDR Rules Release states that SDRs must be in compliance with the SDR Rules by March 18, 2016, which is 365 days after publication of the SDR Rules in the Federal Register (the ``SDR Rules Compliance Date'').\5\ The SDR Rules Release also notes that (1) absent an exemption, any SDR must be registered with the Commission and in compliance with the federal securities laws and the rules and regulations thereunder (including the applicable Dodd-Frank Act provisions and all of the SDR Rules) by the SDR Rules Compliance Date, and (2) all exemptions that the Commission provided in the DFA Effective Date Order will expire on the compliance date, including the exemptions set forth in the DFA Effective Date Order.\6\ The SDR Rules govern the SDR registration process, duties, and core principles. The 12 core SDR Rules establish a framework for SDRs to register with the Commission by filing a new Form SDR, and require an SDR to update its Form SDR when any information becomes inaccurate. The SDR Rules also provide a process for the Commission to cancel or revoke the registration of an SDR. --------------------------------------------------------------------------- \4\ See Exchange Act Release No. 74246 (Feb. 11, 2015), 80 FR 14438 (Mar. 19, 2015) (``SDR Rules Release''). \5\ See SDR Rules Release, 80 FR at 14456. \6\ See id. --------------------------------------------------------------------------- In addition to the requirements set forth in the SDR Rules, there are a number of regulatory requirements applicable to SDRs once registered under Regulation SBSR, which was adopted by the Commission at the same time as the SDR Rules.\7\ Regulation SBSR provides for the reporting of security-based swap information to registered SDRs, and the public dissemination of security-based swap transaction, volume, and pricing information by registered SDRs. Rule 907 of Regulation SBSR requires a registered SDR to establish and maintain written policies and procedures for carrying out its duties under Regulation SBSR.\8\ --------------------------------------------------------------------------- \7\ See Exchange Act Release No. 74244 (Feb. 11, 2015), 80 FR 14563 (Mar. 19, 2015). \8\ See 17 CFR 242.907. --------------------------------------------------------------------------- II. Discussion The Commission is using its authority under Section 36 of the Exchange Act to grant a temporary exemption from compliance with the SDR Rules until June 30, 2016 and to extend the SDR Relief so that it will expire on the earlier of (1) the date the Commission grants registration to an SDR and (2) June 30, 2016. The temporary exemption is designed to help facilitate the potential submission of any SDR applications. Subject to certain exceptions, Section 36 of the Exchange Act \9\ authorizes the Commission, by rule, regulation, or order, to exempt, either conditionally or unconditionally, any person, security, or transaction, or any class or classes of persons, securities, or transactions, from any provision or provisions of the Exchange Act or any rule or regulation thereunder, to the extent that such exemption is necessary or appropriate in the public interest, and is consistent with the protection of investors. The Commission finds that it is necessary and appropriate in the public interest, and consistent with the protection of investors to grant a temporary exemption from compliance with the SDR Rules until June 30, 2016. The SDR Rules implement mandates under Title VII of the Dodd-Frank Act and govern the SDR registration process, duties and core principles. --------------------------------------------------------------------------- \9\ 15 U.S.C. 78mm. --------------------------------------------------------------------------- The Commission notes that the SDR Rules Compliance Date is less than one month away. The Commission believes that granting the temporary exemption along with an extension of the SDR Relief will give additional time to potential SDR registrants to thoroughly develop and prepare a complete application for registration. Notices of completed Forms SDR will be published to afford interested persons an opportunity to submit written comments concerning such application.\10\ Given the SDR Rules Compliance Date, the temporary exemption should also provide staff sufficient time to analyze adequately any application materials that may be submitted. --------------------------------------------------------------------------- \10\ In the SDR Rules Release, the Commission stated that if a person files an amendment to its application for registration after the Commission has already published notice of the filing of its Form SDR and the Commission finds that the amendment renders the prior filing materially incomplete, then the 90-day period pursuant to Rule 13n-11(c) will reset from the time that the Commission deems the amended application to be complete for the Commission's review. --------------------------------------------------------------------------- II. Conclusion Accordingly, the Commission hereby grants, pursuant to Section 36 of the Exchange Act, a temporary exemption from compliance with the SDR Rules until June 30, 2016, and an extension of the SDR Relief such that it will expire on the earlier of (1) the date the Commission grants registration to an SDR and (2) June 30, 2016. By the Commission. Brent J. Fields, Secretary. [FR Doc. 2016-06546 Filed 3-22-16; 8:45 am] BILLING CODE 8011-01-P
![Federal Register / Vol. 81, No. 56 / Wednesday, March 23, 2016 / Notices 15599
of $0.0034 per share for all Retail Orders Exchange believes that its proposal rules/sro.shtml). Copies of the
is reasonable because it mirrors the would neither increase nor decrease submission, all subsequent
rebate currently provided by Nasdaq.19 intramarket competition because the amendments, all written statements
rebate would apply uniformly to all with respect to the proposed rule
B. Self-Regulatory Organization’s
Members. change that are filed with the
Statement on Burden on Competition
C. Self-Regulatory Organization’s Commission, and all written
The Exchange does not believe the communications relating to the
proposed amendment to its Fee Statement on Comments on the
Proposed Rule Change Received From proposed rule change between the
Schedule would impose any burden on Commission and any person, other than
competition that is not necessary or Members, Participants, or Others
those that may be withheld from the
appropriate in furtherance of the The Exchange has not solicited, and public in accordance with the
purposes of the Act. The Exchange does does not intend to solicit, comments on provisions of 5 U.S.C. 552, will be
not believe that the proposed change this proposed rule change. The available for Web site viewing and
represents a significant departure from Exchange has not received any printing in the Commission’s Public
previous pricing offered by the unsolicited written comments from Reference Room, 100 F Street NE.,
Exchange or pricing offered by the Members or other interested parties. Washington, DC 20549, on official
Exchange’s competitors. Additionally, business days between the hours of
III. Date of Effectiveness of the
Members may opt to disfavor the 10:00 a.m. and 3:00 p.m. Copies of the
Proposed Rule Change and Timing for
Exchange’s pricing if they believe that filing also will be available for
Commission Action
alternatives offer them better value. inspection and copying at the principal
Accordingly, the Exchange does not The foregoing rule change has become
office of the Exchange. All comments
believe that the proposed change will effective pursuant to Section 19(b)(3)(A)
of the Act 21 and paragraph (f) of Rule received will be posted without change;
impair the ability of Members or the Commission does not edit personal
competing venues to maintain their 19b–4 thereunder.22 At any time within
60 days of the filing of the proposed rule identifying information from
competitive standing in the financial submissions. You should submit only
markets. change, the Commission summarily may
temporarily suspend such rule change if information that you wish to make
The Exchange does not believe that
it appears to the Commission that such available publicly. All submissions
the proposed tier revisions would
action is necessary or appropriate in the should refer to File Number SR–
burden competition, but instead,
public interest, for the protection of BatsEDGX–2016–02, and should be
enhances competition, as they are
investors, or otherwise in furtherance of submitted on or before April 13, 2016.
intended to increase the
competitiveness of and draw additional the purposes of the Act. For the Commission, by the Division of
volume to the Exchange. As stated Trading and Markets, pursuant to delegated
IV. Solicitation of Comments authority.23
above, the Exchange notes that it
operates in a highly competitive market Interested persons are invited to Robert W. Errett,
in which market participants can submit written data, views, and Deputy Secretary.
readily direct order flow to competing arguments concerning the foregoing, [FR Doc. 2016–06514 Filed 3–22–16; 8:45 am]
venues if they deem fee structures to be including whether the proposed rule BILLING CODE 8011–01–P
unreasonable or excessive. The change is consistent with the Act.
proposed changes are generally Comments may be submitted by any of
intended to update, simplify, and the following methods: SECURITIES AND EXCHANGE
streamline the Exchange’s tiered pricing Electronic Comments COMMISSION
structure, which the Exchange designed
• Use the Commission’s Internet [Release No. 34–77400]
to attract additional liquidity. The
comment form (http://www.sec.gov/
Exchange believes that the proposed tier Order Granting a Temporary
rules/sro.shtml); or
revisions will allow the Exchange to Exemption Pursuant to Section 36 of
• Send an email to rule-comments@
compete more ably with other execution the Securities Exchange Act of 1934
sec.gov. Please include File Number SR–
venues by drawing additional volume to From Compliance With Rules 13n–1 to
BatsEDGX–2016–02 on the subject line.
the Exchange, thereby making it a more 13n–12 Under the Securities Exchange
desirable destination venue for its Paper Comments Act of 1934
customers. The Exchange does not • Send paper comments in triplicate
believe the proposed tier revisions March 18, 2016.
to Secretary, Securities and Exchange
would burden intramarket competition Commission, 100 F Street NE., I. Introduction
as they would apply to all Members Washington, DC 20549–1090. On June 15, 2011, the Securities and
uniformly. All submissions should refer to File
Regarding the Retail Orders, the Exchange Commission (‘‘Commission’’)
Number SR–BatsEDGX–2016–02. This issued an exemptive order that provided
Exchange believes that its proposal to
file number should be included on the guidance and certain exemptions with
provide a uniform rebate to all Retail
subject line if email is used. To help the respect to the requirements under Title
Orders will increase intermarket
Commission process and review your VII of the Dodd-Frank Wall Street
competition for Retail Orders because
comments more efficiently, please use Reform and Consumer Protection Act of
the proposed would mirror the rebate
only one method. The Commission will 2010 (‘‘Dodd-Frank Act’’) that had an
jstallworth on DSK7TPTVN1PROD with NOTICES
currently provided by Nasdaq.20 The
post all comments on the Commission’s effective date of July 16, 2011 (i.e., the
19 See Nasdaq Price List—Trading Connectivity
Internet Web site (http://www.sec.gov/ effective date of Title VII).1 With respect
available at http://www.nasdaqtrader.com/
Trader.aspx?id=PriceListTrading2 (offering a rebate Trader.aspx?id=PriceListTrading2 (offering a rebate 23 17
CFR 200.30–3(a)(12).
of $0.0034 per share to add displayed designated of $0.0034 per share to add displayed designated 1 See
Temporary Exemptions and Other
retail liquidity). retail liquidity). Temporary Relief, Together With Information on
20 See Nasdaq Price List—Trading Connectivity 21 15 U.S.C. 78s(b)(3)(A).
Compliance Dates for New Provisions of the
available at http://www.nasdaqtrader.com/ 22 17 CFR 240.19b–4(f). Continued
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![15600 Federal Register / Vol. 81, No. 56 / Wednesday, March 23, 2016 / Notices
to Commission regulation of security- SDR when any information becomes potential SDR registrants to thoroughly
based swap data repositories (‘‘SDR’’), inaccurate. The SDR Rules also provide develop and prepare a complete
the DFA Effective Date Order provided a process for the Commission to cancel application for registration. Notices of
exemptions from Exchange Act Sections or revoke the registration of an SDR. completed Forms SDR will be published
13(n)(5)(D)(i), 13(n)(5)(F), 13(n)(5)(G), In addition to the requirements set to afford interested persons an
13(n)(5)(H), 13(n)(7)(A), 13(n)(7)(B), and forth in the SDR Rules, there are a opportunity to submit written
13(n)(7)(C), each of which will expire on number of regulatory requirements comments concerning such
the earlier of (1) the date the applicable to SDRs once registered application.10 Given the SDR Rules
Commission grants registration to an under Regulation SBSR, which was Compliance Date, the temporary
SDR and (2) the earliest compliance date adopted by the Commission at the same exemption should also provide staff
set forth in any of the final rules time as the SDR Rules.7 Regulation sufficient time to analyze adequately
regarding the registration of SDRs.2 The SBSR provides for the reporting of any application materials that may be
DFA Effective Date Order also provided security-based swap information to submitted.
an exemption from Exchange Act registered SDRs, and the public
dissemination of security-based swap II. Conclusion
Section 29(b) with respect to provisions
of the Exchange Act amended or added transaction, volume, and pricing Accordingly, the Commission hereby
by subtitle B of the Dodd-Frank Act for information by registered SDRs. Rule grants, pursuant to Section 36 of the
which compliance is triggered by 907 of Regulation SBSR requires a Exchange Act, a temporary exemption
registration or by adoption of final rules registered SDR to establish and maintain from compliance with the SDR Rules
by the Commission, or for which the written policies and procedures for until June 30, 2016, and an extension of
Commission has provided an exception carrying out its duties under Regulation the SDR Relief such that it will expire
or exemptive relief, until such date as SBSR.8 on the earlier of (1) the date the
the Commission specifies.3 Absent other Commission grants registration to an
II. Discussion
Commission action, these exemptions SDR and (2) June 30, 2016.
relevant to SDRs (‘‘SDR Relief’’) will The Commission is using its authority By the Commission.
expire as of March 18, 2016, as further under Section 36 of the Exchange Act to
Brent J. Fields,
explained below. grant a temporary exemption from
compliance with the SDR Rules until Secretary.
In February 2015, the Commission
June 30, 2016 and to extend the SDR [FR Doc. 2016–06546 Filed 3–22–16; 8:45 am]
adopted Rules 13n–11 to 13n–112 under
the Exchange Act to govern SDRs (the Relief so that it will expire on the earlier BILLING CODE 8011–01–P
‘‘SDR Rules’’). The SDR Rules became of (1) the date the Commission grants
effective on May 18, 2015.4 The SDR registration to an SDR and (2) June 30,
2016. The temporary exemption is SECURITIES AND EXCHANGE
Rules Release states that SDRs must be COMMISSION
in compliance with the SDR Rules by designed to help facilitate the potential
March 18, 2016, which is 365 days after submission of any SDR applications.
publication of the SDR Rules in the Subject to certain exceptions, Section [Release No. 34–77392; File No. SR–
36 of the Exchange Act 9 authorizes the NASDAQ–2016–036]
Federal Register (the ‘‘SDR Rules
Compliance Date’’).5 The SDR Rules Commission, by rule, regulation, or
order, to exempt, either conditionally or Self-Regulatory Organizations; The
Release also notes that (1) absent an NASDAQ Stock Market LLC; Notice of
exemption, any SDR must be registered unconditionally, any person, security,
or transaction, or any class or classes of Filing and Immediate Effectiveness of
with the Commission and in compliance Proposed Rule Change To Include U.S.
with the federal securities laws and the persons, securities, or transactions, from
any provision or provisions of the Non-Display Policies in the Nasdaq
rules and regulations thereunder Rule Book
(including the applicable Dodd-Frank Exchange Act or any rule or regulation
Act provisions and all of the SDR Rules) thereunder, to the extent that such March 17, 2016.
by the SDR Rules Compliance Date, and exemption is necessary or appropriate Pursuant to Section 19(b)(1) of the
(2) all exemptions that the Commission in the public interest, and is consistent Securities Exchange Act of 1934
provided in the DFA Effective Date with the protection of investors. The (‘‘Act’’),1 and Rule 19b–4 thereunder,2
Order will expire on the compliance Commission finds that it is necessary notice is hereby given that on March 4,
date, including the exemptions set forth and appropriate in the public interest, 2016, The Nasdaq Stock Market LLC
in the DFA Effective Date Order.6 The and consistent with the protection of (‘‘Nasdaq’’ or ‘‘Exchange’’) filed with the
SDR Rules govern the SDR registration investors to grant a temporary Securities and Exchange Commission
process, duties, and core principles. The exemption from compliance with the (‘‘SEC’’ or ‘‘Commission’’) the proposed
12 core SDR Rules establish a SDR Rules until June 30, 2016. The SDR rule change as described in Items I, II,
framework for SDRs to register with the Rules implement mandates under Title and III below, which Items have been
Commission by filing a new Form SDR, VII of the Dodd-Frank Act and govern prepared by the Exchange. The
and require an SDR to update its Form the SDR registration process, duties and Commission is publishing this notice to
core principles.
Exchange Act Applicable to Security-Based Swaps, The Commission notes that the SDR 10 In the SDR Rules Release, the Commission
Exchange Act Release No. 64678 (June 15, 2011), 76 Rules Compliance Date is less than one stated that if a person files an amendment to its
FR 36287 (June 22, 2011) (the ‘‘DFA Effective Date month away. The Commission believes application for registration after the Commission
jstallworth on DSK7TPTVN1PROD with NOTICES
Order’’).
2 See DFA Effective Date Order, 76 FR at 36306.
that granting the temporary exemption has already published notice of the filing of its
along with an extension of the SDR Form SDR and the Commission finds that the
3 See DFA Effective Date Order, 76 FR at 36305–
amendment renders the prior filing materially
36306. Relief will give additional time to incomplete, then the 90-day period pursuant to
4 See Exchange Act Release No. 74246 (Feb. 11, Rule 13n–11(c) will reset from the time that the
2015), 80 FR 14438 (Mar. 19, 2015) (‘‘SDR Rules 7 See Exchange Act Release No. 74244 (Feb. 11, Commission deems the amended application to be
Release’’). 2015), 80 FR 14563 (Mar. 19, 2015). complete for the Commission’s review.
5 See SDR Rules Release, 80 FR at 14456. 8 See 17 CFR 242.907. 1 15 U.S.C. 78s(b)(1).
6 See id. 9 15 U.S.C. 78mm. 2 17 CFR 240.19b–4.
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Document Created: 2016-03-23 00:04:01
Document Modified: 2016-03-23 00:04:01
| Category | Regulatory Information | |
| Collection | Federal Register | |
| sudoc Class | AE 2.7: GS 4.107: AE 2.106: | |
| Publisher | Office of the Federal Register, National Archives and Records Administration | |
| Section | Notices | |
| FR Citation | 81 FR 15599 |
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