81_FR_19314 81 FR 19250 - Securities Investor Protection Corporation; Order Approving the Determination of the Board of Directors of the Securities Investor Protection Corporation Not To Adjust for Inflation the Standard Maximum Cash Advance Amount and Notice of the Standard Maximum Cash Advance Amount

81 FR 19250 - Securities Investor Protection Corporation; Order Approving the Determination of the Board of Directors of the Securities Investor Protection Corporation Not To Adjust for Inflation the Standard Maximum Cash Advance Amount and Notice of the Standard Maximum Cash Advance Amount

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 81, Issue 64 (April 4, 2016)

Page Range19250-19252
FR Document2016-07600

Federal Register, Volume 81 Issue 64 (Monday, April 4, 2016)
[Federal Register Volume 81, Number 64 (Monday, April 4, 2016)]
[Notices]
[Pages 19250-19252]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2016-07600]


=======================================================================
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SECURITIES AND EXCHANGE COMMISSION

[Release No. SIPA-176; File No. SIPC-2016-01]


Securities Investor Protection Corporation; Order Approving the 
Determination of the Board of Directors of the Securities Investor 
Protection Corporation Not To Adjust for Inflation the Standard Maximum 
Cash Advance Amount and Notice of the Standard Maximum Cash Advance 
Amount

March 30, 2016.

I. Background

    On February 17, 2016, the Securities Investor Protection 
Corporation (``SIPC'') filed with the Securities and Exchange 
Commission (``Commission''), under sections 9(e)(1) and 3(e)(2)(A) of 
the Securities Investor Protection Act of 1970 (``SIPA''),\1\ 
notification that SIPC's Board of Directors (the ``SIPC Board'') had 
determined that the standard maximum cash advance amount available to 
satisfy customer claims for cash in a SIPA liquidation proceeding would 
remain at $250,000 beginning January 1, 2017 and for the five-year 
period immediately thereafter. The Commission published for comment 
notice of the SIPC Board's determination in the Federal Register on 
February 25, 2016.\2\ The Commission did not receive any comments. The 
Commission today is approving, by order, the SIPC Board's 
determination. The Commission is also publishing notice that the 
standard maximum cash advance amount will remain $250,000 beginning 
January 1, 2017 and for the five-year period immediately thereafter.
---------------------------------------------------------------------------

    \1\ See 15 U.S.C. 78fff-3(e)(1) and 15 U.S.C. 78ccc(e)(2)(A), 
respectively.
    \2\ See Securities Investor Protection Corporation, Release No. 
SIPA-174 (Feb. 22, 2016), 81 FR 9561 (Feb. 25, 2016). The notice set 
forth SIPC's statement of the purpose and statutory basis of the 
determination of the SIPC Board not to adjust the standard maximum 
cash advance amount for inflation (the ``February 17, 2016 SIPC 
Statement of Purpose''), which was attached to a letter from SIPC to 
the Commission, dated February 17, 2016.
---------------------------------------------------------------------------

    The Dodd-Frank Wall Street Reform and Consumer Protection Act (the 
``Dodd-Frank Act'') \3\ amended SIPA to raise the ``standard maximum 
cash advance amount'' from $100,000 to $250,000 per customer.\4\ This 
aligned

[[Page 19251]]

that amount with the maximum insurance amount provided by the Federal 
Deposit Insurance Corporation (``FDIC'') to customers of a failed bank. 
The Dodd-Frank Act also amended SIPA to require the SIPC Board of 
Directors to determine, no later than January 1, 2011, and every five 
years thereafter, whether an inflation adjustment to the standard 
maximum cash advance amount available to satisfy customer claims in a 
SIPA liquation proceeding is appropriate.\5\ Any adjustment to the 
standard maximum cash advance amount takes effect on January 1 of the 
year immediately succeeding the calendar year in which the adjustment 
is made.\6\ The SIPC Board's determination on whether to make an 
adjustment is subject to Commission approval as provided under section 
3(e)(2) of SIPA.\7\ The Commission must publish notice of the standard 
maximum cash advance amount in the Federal Register no later than April 
5 of any calendar year in which SIPC is required to determine whether 
an inflation adjustment is appropriate.\8\
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    \3\ Public Law 111-203, 124 Stat. 1376 (July 21, 2010).
    \4\ In a liquidation of a broker-dealer performed under SIPA, a 
fund of customer property is established for priority distribution 
to customers ahead of all other creditors. Each customer is entitled 
to a pro rata share of the customer property to the extent of the 
customer's net equity in the customer's account. If the amount of 
customer property is insufficient to satisfy a customer's net equity 
claim, SIPC advances money to satisfy the claim up to $500,000 per 
customer, of which up to $250,000 (i.e., the standard maximum cash 
advance amount) can be used to satisfy a claim for cash. See 15 
U.S.C. 78fff-3.
    \5\ 15 U.S.C. 78fff-3(e)(1). For reasons discussed in the 
February 17, 2016 SIPC Statement of Purpose, SIPC did not make such 
a determination on January 1, 2011. See Securities Investor 
Protection Corporation, 81 FR 9561.
    \6\ 15 U.S.C. 78fff-3(e)(4).
    \7\ See 15 U.S.C. 78ccc(e)(2); 15 U.S.C. 78fff-3(e)(1).
    \8\ 15 U.S.C. 78fff-3(e)(3)(A).
---------------------------------------------------------------------------

II. Determination of the SIPC Board Not To Adjust the Standard Maximum 
Cash Advance Amount

    SIPC filed with the Commission on February 17, 2016 notification 
that the SIPC Board had determined not to raise the standard maximum 
cash advance amount above $250,000, and thereby maintain it at that 
level beginning January 1, 2017 and for the five-year period 
immediately thereafter.\9\ In its February 17 filing, SIPC stated that 
applying the formula prescribed by SIPA in this instance would have 
increased the standard maximum cash advance amount by $20,000 and that 
the SIPC Board weighed the factors it considered in making its 
determination against an increase of that amount. However, for the 
reasons discussed below, the SIPC Board determined not to make the 
inflation adjustment.
---------------------------------------------------------------------------

    \9\ See February 17, 2016 SIPC Statement of Purpose. As stated 
above, any adjustment to the standard maximum cash advance amount 
takes effect on January 1 of the year immediately succeeding the 
calendar year in which such an adjustment is made. See 15 U.S.C. 
78fff-3(e)(4). Therefore, the SIPC Board's determination to maintain 
the standard maximum cash advance amount at $250,000 takes effect on 
January 1, 2017.
---------------------------------------------------------------------------

    SIPC described the factors the SIPC Board considered in making the 
determination to maintain the standard maximum cash advance amount at 
$250,000, including factors that it was required to consider under 
SIPA.\10\ In particular, the SIPC Board considered data and a related 
SIPC staff analysis examining broker-dealers' aggregate leverage, 
liquidity, default risk, and the aggregate number of customer free 
credit balances. The analysis concluded that the SIPC fund is 
positioned to remain on a steady growth path for the foreseeable 
future, barring any unforeseen catastrophic event.
---------------------------------------------------------------------------

    \10\ The SIPC Board is required to consider the following 
criteria under SIPA: (1) The overall state of the fund and the 
economic conditions affecting members of SIPC; (2) the potential 
problems affecting members of SIPC; and (3) such other factors as 
the SIPC Board may determine appropriate. See 15 U.S.C. 78fff-
3(e)(5).
---------------------------------------------------------------------------

    The SIPC Board also considered that, of the more than 625,000 
allowed claims in completed or substantially completed liquidation 
proceedings as of December 31, 2014, the unsatisfied portion of cash 
claims amounted to $25 million. More than half of that amount related 
to only three claims that were submitted when the limit of protection 
for cash claims was less than the current $250,000. In the six SIPA 
proceedings initiated since 2010, the year the standard maximum cash 
advance amount was raised, SIPC has advanced funds for only one 
customer cash claim where the claim (but not the advance) exceeded 
$250,000.
    The SIPC Board also considered that customer credit balances at 
brokerage firms had decreased at the end of 2013 and 2014, and that due 
to broker-dealers' offer of overnight ``sweep'' programs, customer free 
credit balances were being moved to bank accounts, with the protection 
of such accounts thereby transferred to the FDIC.
    Further, the SIPC Board considered the relationship between the 
amount of the SIPC standard maximum cash advance amount and the maximum 
amount of protection afforded by the FDIC to customers of a failed 
bank. Increases to the limit of protection for cash claims under SIPA 
historically have moved in lockstep with increases in FDIC deposit 
insurance. The SIPC Board considered that FDIC deposit insurance is 
currently $250,000. The SIPC Board concluded that, on balance, in light 
of the unprecedented break with the FDIC limit that would result, with 
possibly harmful consequences, and the absence of evidence that an 
appreciable number of investors would be benefited, an adjustment to 
the limit of protection for cash claims in a SIPA liquidation 
proceeding would not be appropriate.\11\
---------------------------------------------------------------------------

    \11\ See Securities Investor Protection Corporation, Release No. 
SIPA-174 (Feb. 22, 2016), 81 FR 9561 (Feb. 25, 2016).
---------------------------------------------------------------------------

III. Discussion and Commission Order

    Section 3(e)(2)(A) of SIPA provides that the SIPC Board must file 
with the Commission any proposed amendment to a SIPC Rule.\12\ Section 
3(e)(2)(B) of SIPA provides that within thirty-five days of the date of 
publication of the notice of filing of a proposed rule change in the 
Federal Register, or within such longer period (1) as the Commission 
may designate of not more than ninety days after such date if it finds 
such longer period to be appropriate and publishes its reasons for so 
finding or (2) as to which SIPC consents, the Commission shall: (i) By 
order approve such proposed rule change or (ii) institute proceedings 
to determine whether such proposed rule change should be disapproved. 
Further, section 3(e)(2)(D) of SIPA provides that the Commission shall 
approve a proposed rule change if it finds that the proposed rule 
change is in the public interest and is consistent with the purposes of 
SIPA.\13\ The SIPC Board's determination to not adjust the standard 
maximum cash advance amount is subject to the approval of the 
Commission as provided under section 3(e)(2) of SIPA.\14\
---------------------------------------------------------------------------

    \12\ 15 U.S.C. 78ccc(e)(2)(A).
    \13\ 15 U.S.C. 78ccc(e)(2)(D).
    \14\ 15 U.S.C. 78fff-3(e)(1).
---------------------------------------------------------------------------

    The Commission finds, pursuant to section 3(e)(2)(D) of SIPA, that 
the determination of the SIPC Board not to adjust for inflation the 
standard maximum cash advance amount of $250,000 beginning January 1, 
2017 and for the five-year period immediately thereafter is in the 
public interest and consistent with the purposes of SIPA. The 
Commission believes that maintaining the amount at $250,000 at this 
time to keep it aligned with the maximum amount of insurance provided 
by the FDIC is appropriate. For example, there could be unintended 
consequences resulting from raising the amount to a level that is 
higher than the maximum FDIC insurance amount, such as incentivizing 
investors to move additional funds to their brokerage accounts from 
bank accounts. Moreover, the Commission believes that maintaining the 
standard maximum cash advance amount at $250,000 is consistent with the 
public interest in light of the statistics considered by the SIPC Board 
that indicated that customer

[[Page 19252]]

claims for cash have been historically satisfied in full and the trend 
that customer credit balances at broker-dealers have been decreasing in 
recent years.\15\
---------------------------------------------------------------------------

    \15\ See February 17, 2016 SIPC Statement of Purpose.
---------------------------------------------------------------------------

    It is therefore ordered, pursuant to section 3(e)(2) of SIPA, that 
the determination by the SIPC Board that the standard maximum cash 
advance amount will remain at $250,000 beginning January 1, 2017, and 
for the five-year period immediately thereafter, be and hereby is 
approved.

IV. Notice of the Standard Maximum Cash Advance Amount

    SIPA requires that the Commission publish the standard maximum cash 
advance amount in the Federal Register no later than April 5 of any 
calendar year in which SIPC is required to determine whether an 
inflation adjustment is appropriate.\16\ Accordingly, pursuant to 
section 9(e)(3)(A) of SIPA, the Commission is hereby providing notice 
that the standard maximum cash advance amount is $250,000 beginning 
January 1, 2017 and for the five-year period immediately thereafter.
---------------------------------------------------------------------------

    \16\ 15 U.S.C. 78fff-3(e)(3)(A).

    By the Commission.
Brent J. Fields,
Secretary.
[FR Doc. 2016-07600 Filed 4-1-16; 8:45 am]
 BILLING CODE 8011-01-P



                                                  19250                            Federal Register / Vol. 81, No. 64 / Monday, April 4, 2016 / Notices

                                                  consider the matters raised in each                       The Postal Service                                  SECURITIES AND EXCHANGE
                                                  docket.                                                 contemporaneously filed a redacted                    COMMISSION
                                                    2. Pursuant to 39 U.S.C. 505, Cassie                  contract related to the proposed new
                                                  D’Souza is appointed to serve as an                                                                           [Release No. SIPA–176; File No. SIPC–2016–
                                                                                                          product under 39 U.S.C. 3632(b)(3) and                01]
                                                  officer of the Commission to represent                  39 CFR 3015.5. Request, Attachment B.
                                                  the interests of the general public in                                                                        Securities Investor Protection
                                                                                                            To support its Request, the Postal
                                                  these proceedings (Public                                                                                     Corporation; Order Approving the
                                                  Representative).                                        Service filed a copy of the contract, a
                                                                                                          copy of the Governors’ Decision                       Determination of the Board of
                                                    3. Comments are due no later than                                                                           Directors of the Securities Investor
                                                  April 5, 2016.                                          authorizing the product, proposed
                                                                                                          changes to the Mail Classification                    Protection Corporation Not To Adjust
                                                    4. The Secretary shall arrange for                                                                          for Inflation the Standard Maximum
                                                  publication of this order in the Federal                Schedule, a Statement of Supporting
                                                                                                          Justification, a certification of                     Cash Advance Amount and Notice of
                                                  Register.                                                                                                     the Standard Maximum Cash Advance
                                                    By the Commission.
                                                                                                          compliance with 39 U.S.C. 3633(a), and
                                                                                                                                                                Amount
                                                                                                          an application for non-public treatment
                                                  Stacy L. Ruble,
                                                                                                          of certain materials. It also filed                   March 30, 2016.
                                                  Secretary.
                                                                                                          supporting financial workpapers.
                                                  [FR Doc. 2016–07551 Filed 4–1–16; 8:45 am]                                                                    I. Background
                                                  BILLING CODE 7710–FW–P                                  II. Notice of Commission Action                          On February 17, 2016, the Securities
                                                                                                            The Commission establishes Docket                   Investor Protection Corporation
                                                                                                          Nos. MC2016–108 and CP2016–136 to                     (‘‘SIPC’’) filed with the Securities and
                                                  POSTAL REGULATORY COMMISSION                                                                                  Exchange Commission (‘‘Commission’’),
                                                                                                          consider the Request pertaining to the
                                                  [Docket Nos. MC2016–108 and CP2016–136;                                                                       under sections 9(e)(1) and 3(e)(2)(A) of
                                                                                                          proposed Priority Mail Contract 201
                                                  Order No. 3185]                                                                                               the Securities Investor Protection Act of
                                                                                                          product and the related contract,
                                                                                                                                                                1970 (‘‘SIPA’’),1 notification that SIPC’s
                                                  New Postal Product                                      respectively.                                         Board of Directors (the ‘‘SIPC Board’’)
                                                  AGENCY:   Postal Regulatory Commission.                   The Commission invites comments on                  had determined that the standard
                                                                                                          whether the Postal Service’s filings in               maximum cash advance amount
                                                  ACTION:   Notice.
                                                                                                          the captioned dockets are consistent                  available to satisfy customer claims for
                                                  SUMMARY:   The Commission is noticing a                 with the policies of 39 U.S.C. 3632,                  cash in a SIPA liquidation proceeding
                                                  recent Postal Service filing concerning                 3633, or 3642, 39 CFR part 3015, and 39               would remain at $250,000 beginning
                                                  the addition of Priority Mail Contract                  CFR part 3020, subpart B. Comments are                January 1, 2017 and for the five-year
                                                  201 to the competitive product list. This               due no later than April 5, 2016. The                  period immediately thereafter. The
                                                  notice informs the public of the filing,                public portions of these filings can be               Commission published for comment
                                                  invites public comment, and takes other                 accessed via the Commission’s Web site                notice of the SIPC Board’s
                                                  administrative steps.                                   (http://www.prc.gov).                                 determination in the Federal Register
                                                  DATES: Comments are due: April 5,
                                                                                                                                                                on February 25, 2016.2 The Commission
                                                                                                            The Commission appoints Curtis E.                   did not receive any comments. The
                                                  2016.                                                   Kidd to serve as Public Representative                Commission today is approving, by
                                                  ADDRESSES:   Submit comments                            in these dockets.                                     order, the SIPC Board’s determination.
                                                  electronically via the Commission’s                                                                           The Commission is also publishing
                                                                                                          III. Ordering Paragraphs
                                                  Filing Online system at http://                                                                               notice that the standard maximum cash
                                                  www.prc.gov. Those who cannot submit                      It is ordered:                                      advance amount will remain $250,000
                                                  comments electronically should contact                                                                        beginning January 1, 2017 and for the
                                                                                                            1. The Commission establishes Docket
                                                  the person identified in the FOR FURTHER                                                                      five-year period immediately thereafter.
                                                  INFORMATION CONTACT section by
                                                                                                          Nos. MC2016–108 and CP2016–136 to
                                                                                                          consider the matters raised in each                      The Dodd-Frank Wall Street Reform
                                                  telephone for advice on filing                                                                                and Consumer Protection Act (the
                                                  alternatives.                                           docket.
                                                                                                                                                                ‘‘Dodd-Frank Act’’) 3 amended SIPA to
                                                  FOR FURTHER INFORMATION CONTACT:
                                                                                                            2. Pursuant to 39 U.S.C. 505, Curtis E.             raise the ‘‘standard maximum cash
                                                  David A. Trissell, General Counsel, at                  Kidd is appointed to serve as an officer              advance amount’’ from $100,000 to
                                                  202–789–6820.                                           of the Commission to represent the                    $250,000 per customer.4 This aligned
                                                                                                          interests of the general public in these
                                                  SUPPLEMENTARY INFORMATION:
                                                                                                          proceedings (Public Representative).                    1 See 15 U.S.C. 78fff–3(e)(1) and 15 U.S.C.

                                                  Table of Contents                                         3. Comments are due no later than
                                                                                                                                                                78ccc(e)(2)(A), respectively.
                                                                                                                                                                  2 See Securities Investor Protection Corporation,
                                                  I. Introduction                                         April 5, 2016.                                        Release No. SIPA–174 (Feb. 22, 2016), 81 FR 9561
                                                  II. Notice of Commission Action                                                                               (Feb. 25, 2016). The notice set forth SIPC’s
                                                  III. Ordering Paragraphs
                                                                                                            4. The Secretary shall arrange for                  statement of the purpose and statutory basis of the
                                                                                                          publication of this order in the Federal              determination of the SIPC Board not to adjust the
                                                  I. Introduction                                         Register.                                             standard maximum cash advance amount for
                                                                                                                                                                inflation (the ‘‘February 17, 2016 SIPC Statement of
                                                    In accordance with 39 U.S.C. 3642                       By the Commission.                                  Purpose’’), which was attached to a letter from SIPC
                                                  and 39 CFR 3020.30–.35, the Postal                      Stacy L. Ruble,                                       to the Commission, dated February 17, 2016.
mstockstill on DSK4VPTVN1PROD with NOTICES




                                                  Service filed a formal request and                                                                              3 Public Law 111–203, 124 Stat. 1376 (July 21,
                                                                                                          Secretary.                                            2010).
                                                  associated supporting information to
                                                                                                          [FR Doc. 2016–07522 Filed 4–1–16; 8:45 am]              4 In a liquidation of a broker-dealer performed
                                                  add Priority Mail Contract 201 to the
                                                                                                                                                                under SIPA, a fund of customer property is
                                                  competitive product list.1                              BILLING CODE 7710–FW–P
                                                                                                                                                                established for priority distribution to customers
                                                                                                                                                                ahead of all other creditors. Each customer is
                                                    1 Request of the United States Postal Service to                                                            entitled to a pro rata share of the customer property
                                                  Add Priority Mail Contract 201 to Competitive           Unredacted Governors’ Decision, Contract, and         to the extent of the customer’s net equity in the
                                                  Product List and Notice of Filing (Under Seal) of       Supporting Data, March 25, 2016 (Request).            customer’s account. If the amount of customer



                                             VerDate Sep<11>2014   19:03 Apr 01, 2016   Jkt 238001   PO 00000   Frm 00139   Fmt 4703   Sfmt 4703   E:\FR\FM\04APN1.SGM   04APN1


                                                                                   Federal Register / Vol. 81, No. 64 / Monday, April 4, 2016 / Notices                                                      19251

                                                  that amount with the maximum                             However, for the reasons discussed                     number of investors would be benefited,
                                                  insurance amount provided by the                         below, the SIPC Board determined not                   an adjustment to the limit of protection
                                                  Federal Deposit Insurance Corporation                    to make the inflation adjustment.                      for cash claims in a SIPA liquidation
                                                  (‘‘FDIC’’) to customers of a failed bank.                   SIPC described the factors the SIPC                 proceeding would not be appropriate.11
                                                  The Dodd-Frank Act also amended SIPA                     Board considered in making the
                                                                                                           determination to maintain the standard                 III. Discussion and Commission Order
                                                  to require the SIPC Board of Directors to
                                                  determine, no later than January 1,                      maximum cash advance amount at                            Section 3(e)(2)(A) of SIPA provides
                                                  2011, and every five years thereafter,                   $250,000, including factors that it was                that the SIPC Board must file with the
                                                  whether an inflation adjustment to the                   required to consider under SIPA.10 In                  Commission any proposed amendment
                                                  standard maximum cash advance                            particular, the SIPC Board considered                  to a SIPC Rule.12 Section 3(e)(2)(B) of
                                                  amount available to satisfy customer                     data and a related SIPC staff analysis                 SIPA provides that within thirty-five
                                                  claims in a SIPA liquation proceeding is                 examining broker-dealers’ aggregate                    days of the date of publication of the
                                                  appropriate.5 Any adjustment to the                      leverage, liquidity, default risk, and the             notice of filing of a proposed rule
                                                  standard maximum cash advance                            aggregate number of customer free credit               change in the Federal Register, or
                                                  amount takes effect on January 1 of the                  balances. The analysis concluded that                  within such longer period (1) as the
                                                  year immediately succeeding the                          the SIPC fund is positioned to remain                  Commission may designate of not more
                                                  calendar year in which the adjustment                    on a steady growth path for the                        than ninety days after such date if it
                                                  is made.6 The SIPC Board’s                               foreseeable future, barring any                        finds such longer period to be
                                                  determination on whether to make an                      unforeseen catastrophic event.                         appropriate and publishes its reasons
                                                  adjustment is subject to Commission                         The SIPC Board also considered that,                for so finding or (2) as to which SIPC
                                                  approval as provided under section                       of the more than 625,000 allowed claims                consents, the Commission shall: (i) By
                                                  3(e)(2) of SIPA.7 The Commission must                    in completed or substantially completed                order approve such proposed rule
                                                  publish notice of the standard                           liquidation proceedings as of December                 change or (ii) institute proceedings to
                                                  maximum cash advance amount in the                       31, 2014, the unsatisfied portion of cash              determine whether such proposed rule
                                                  Federal Register no later than April 5 of                claims amounted to $25 million. More                   change should be disapproved. Further,
                                                  any calendar year in which SIPC is                       than half of that amount related to only               section 3(e)(2)(D) of SIPA provides that
                                                  required to determine whether an                         three claims that were submitted when                  the Commission shall approve a
                                                  inflation adjustment is appropriate.8                    the limit of protection for cash claims                proposed rule change if it finds that the
                                                                                                           was less than the current $250,000. In                 proposed rule change is in the public
                                                  II. Determination of the SIPC Board Not                  the six SIPA proceedings initiated since               interest and is consistent with the
                                                  To Adjust the Standard Maximum Cash                      2010, the year the standard maximum                    purposes of SIPA.13 The SIPC Board’s
                                                  Advance Amount                                           cash advance amount was raised, SIPC                   determination to not adjust the standard
                                                     SIPC filed with the Commission on                     has advanced funds for only one                        maximum cash advance amount is
                                                  February 17, 2016 notification that the                  customer cash claim where the claim                    subject to the approval of the
                                                  SIPC Board had determined not to raise                   (but not the advance) exceeded                         Commission as provided under section
                                                  the standard maximum cash advance                        $250,000.                                              3(e)(2) of SIPA.14
                                                  amount above $250,000, and thereby                          The SIPC Board also considered that                    The Commission finds, pursuant to
                                                  maintain it at that level beginning                      customer credit balances at brokerage                  section 3(e)(2)(D) of SIPA, that the
                                                  January 1, 2017 and for the five-year                    firms had decreased at the end of 2013                 determination of the SIPC Board not to
                                                  period immediately thereafter.9 In its                   and 2014, and that due to broker-                      adjust for inflation the standard
                                                  February 17 filing, SIPC stated that                     dealers’ offer of overnight ‘‘sweep’’                  maximum cash advance amount of
                                                  applying the formula prescribed by                       programs, customer free credit balances                $250,000 beginning January 1, 2017 and
                                                  SIPA in this instance would have                         were being moved to bank accounts,                     for the five-year period immediately
                                                  increased the standard maximum cash                      with the protection of such accounts                   thereafter is in the public interest and
                                                  advance amount by $20,000 and that the                   thereby transferred to the FDIC.                       consistent with the purposes of SIPA.
                                                  SIPC Board weighed the factors it                           Further, the SIPC Board considered                  The Commission believes that
                                                  considered in making its determination                   the relationship between the amount of                 maintaining the amount at $250,000 at
                                                  against an increase of that amount.                      the SIPC standard maximum cash                         this time to keep it aligned with the
                                                                                                           advance amount and the maximum                         maximum amount of insurance
                                                  property is insufficient to satisfy a customer’s net     amount of protection afforded by the                   provided by the FDIC is appropriate. For
                                                  equity claim, SIPC advances money to satisfy the                                                                example, there could be unintended
                                                  claim up to $500,000 per customer, of which up to
                                                                                                           FDIC to customers of a failed bank.
                                                  $250,000 (i.e., the standard maximum cash advance        Increases to the limit of protection for               consequences resulting from raising the
                                                  amount) can be used to satisfy a claim for cash. See     cash claims under SIPA historically                    amount to a level that is higher than the
                                                  15 U.S.C. 78fff–3.                                       have moved in lockstep with increases                  maximum FDIC insurance amount, such
                                                     5 15 U.S.C. 78fff–3(e)(1). For reasons discussed in
                                                                                                           in FDIC deposit insurance. The SIPC                    as incentivizing investors to move
                                                  the February 17, 2016 SIPC Statement of Purpose,                                                                additional funds to their brokerage
                                                  SIPC did not make such a determination on January        Board considered that FDIC deposit
                                                  1, 2011. See Securities Investor Protection              insurance is currently $250,000. The                   accounts from bank accounts. Moreover,
                                                  Corporation, 81 FR 9561.                                 SIPC Board concluded that, on balance,                 the Commission believes that
                                                     6 15 U.S.C. 78fff–3(e)(4).
                                                                                                           in light of the unprecedented break with               maintaining the standard maximum
                                                     7 See 15 U.S.C. 78ccc(e)(2); 15 U.S.C. 78fff–
                                                                                                           the FDIC limit that would result, with                 cash advance amount at $250,000 is
                                                  3(e)(1).                                                                                                        consistent with the public interest in
                                                     8 15 U.S.C. 78fff–3(e)(3)(A).
                                                                                                           possibly harmful consequences, and the
mstockstill on DSK4VPTVN1PROD with NOTICES




                                                                                                           absence of evidence that an appreciable                light of the statistics considered by the
                                                     9 See February 17, 2016 SIPC Statement of
                                                                                                                                                                  SIPC Board that indicated that customer
                                                  Purpose. As stated above, any adjustment to the
                                                  standard maximum cash advance amount takes                  10 The SIPC Board is required to consider the
                                                                                                                                                                    11 See Securities Investor Protection Corporation,
                                                  effect on January 1 of the year immediately              following criteria under SIPA: (1) The overall state
                                                  succeeding the calendar year in which such an            of the fund and the economic conditions affecting      Release No. SIPA–174 (Feb. 22, 2016), 81 FR 9561
                                                  adjustment is made. See 15 U.S.C. 78fff–3(e)(4).         members of SIPC; (2) the potential problems            (Feb. 25, 2016).
                                                                                                                                                                    12 15 U.S.C. 78ccc(e)(2)(A).
                                                  Therefore, the SIPC Board’s determination to             affecting members of SIPC; and (3) such other
                                                                                                                                                                    13 15 U.S.C. 78ccc(e)(2)(D).
                                                  maintain the standard maximum cash advance               factors as the SIPC Board may determine
                                                  amount at $250,000 takes effect on January 1, 2017.      appropriate. See 15 U.S.C. 78fff–3(e)(5).                14 15 U.S.C. 78fff–3(e)(1).




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                                                  19252                           Federal Register / Vol. 81, No. 64 / Monday, April 4, 2016 / Notices

                                                  claims for cash have been historically                  Exchange Act of 1934 (the ‘‘Act’’),1 and              A. The New Certificate of Incorporation
                                                  satisfied in full and the trend that                    Rule 19b–4 thereunder,2 proposed rule                 1. Capital Stock; Voting Rights
                                                  customer credit balances at broker-                     changes to amend the certificate of
                                                  dealers have been decreasing in recent                  incorporation (the ‘‘Current Certificate                 The Exchanges propose to revise the
                                                  years.15                                                of Incorporation’’) and bylaws (the                   Current Certificate of Incorporation to
                                                     It is therefore ordered, pursuant to                 ‘‘Current Bylaws’’) of BATS Global                    reclassify all of the Corporation’s
                                                  section 3(e)(2) of SIPA, that the                                                                             existing stock as either ‘‘Voting
                                                                                                          Markets, Inc. (the ‘‘Corporation’’), the
                                                  determination by the SIPC Board that                                                                          Common Stock’’ or ‘‘Non-Voting
                                                                                                          Exchanges’ ultimate parent company, in
                                                  the standard maximum cash advance                                                                             Common Stock.’’ 6 The Corporation
                                                                                                          connection with the Corporation’s                     expects that the outstanding Class A
                                                  amount will remain at $250,000                          anticipated initial public offering of
                                                  beginning January 1, 2017, and for the                                                                        Non-Voting Common Stock will convert
                                                                                                          shares of its common stock on BATS                    into Voting Common Stock upon the
                                                  five-year period immediately thereafter,
                                                                                                          (the ‘‘IPO’’). The proposed rule changes              IPO, pursuant to the terms of the
                                                  be and hereby is approved.
                                                                                                          for EDGX and EDGA were published for                  Investor Rights Agreement dated
                                                  IV. Notice of the Standard Maximum                      comment in the Federal Register on                    January 31, 2014, among the
                                                  Cash Advance Amount                                     February 22, 2016, and the proposed                   Corporation and its stockholders
                                                     SIPA requires that the Commission                    rule changes for BATS and BYX were                    signatory thereto.7 To effect this
                                                  publish the standard maximum cash                       published for comment in the Federal                  conversion, the New Certificate of
                                                  advance amount in the Federal Register                  Register on February 23, 2016.3 The                   Incorporation states that, at the time that
                                                  no later than April 5 of any calendar                   Commission received no comment                        the New Certificate of Incorporation
                                                  year in which SIPC is required to                       letters regarding the proposals. This                 becomes effective, each authorized,
                                                  determine whether an inflation                          order approves the proposed rule                      issued, and outstanding share of Class A
                                                  adjustment is appropriate.16                            changes.                                              Non-Voting Common Stock shall be
                                                  Accordingly, pursuant to section                                                                              automatically converted into one share
                                                  9(e)(3)(A) of SIPA, the Commission is                   II. Description of the Proposal                       of Voting Common Stock.8 In addition,
                                                  hereby providing notice that the                                                                              the New Certificate of Incorporation
                                                                                                             On December 16, 2016, the                          would reclassify each authorized,
                                                  standard maximum cash advance
                                                                                                          Corporation filed a registration                      issued, and outstanding share of Class B
                                                  amount is $250,000 beginning January
                                                                                                          statement on Form S–1 with the                        Non-Voting Common Stock into one
                                                  1, 2017 and for the five-year period
                                                                                                          Commission seeking to register shares of              share of Non-Voting Common Stock.9
                                                  immediately thereafter.
                                                                                                          common stock and to conduct an initial                   Except for voting rights 10 and certain
                                                    By the Commission.                                    public offering of those shares, which                conversion features,11 the Exchanges
                                                  Brent J. Fields,                                        would be listed for trading on BATS. In               propose that Non-Voting Common Stock
                                                  Secretary.                                              connection with the IPO, the Exchanges                and Voting Common Stock would
                                                  [FR Doc. 2016–07600 Filed 4–1–16; 8:45 am]              filed a proposed rule change to amend                 generally rank equally and have
                                                  BILLING CODE 8011–01–P                                  and restate the Corporation’s Current                 identical rights and privileges.12
                                                                                                          Certification of Incorporation and adopt              2. Board of Directors
                                                                                                          those changes as the Corporation’s
                                                  SECURITIES AND EXCHANGE                                                                                          The New Certificate of Incorporation
                                                                                                          Amended and Restated Certificate of
                                                  COMMISSION                                                                                                    would establish a ‘‘staggered’’ or
                                                                                                          Incorporation (the ‘‘New Certificate of
                                                  [Release No. 34–77464; File Nos. SR–BATS–
                                                                                                                                                                classified board structure in which the
                                                                                                          Incorporation’’) and amend and restate
                                                  2016–10, SR–BYX–2016–02, SR–EDGX–                                                                             Corporation’s directors would be
                                                                                                          the Corporation’s Current Bylaws and                  divided into three classes of equal size,
                                                  2016–04, and SR–EDGA–2016–01]
                                                                                                          adopt those changes as its Amended and                to the extent possible.13 Under the
                                                  Self-Regulatory Organizations; BATS                     Restated Bylaws (the ‘‘New Bylaws’’).                 proposed board structure, only one class
                                                  Exchange, Inc., BATS Y-Exchange,                        The Exchanges anticipate that the                     of directors would be elected each year,
                                                  Inc., EDGX Exchange, Inc., EDGA                         Corporation’s New Certificate of                      and once elected, directors would serve
                                                  Exchange, Inc.; Order Approving                         Incorporation and New Bylaws will                     a three-year term.14 Pursuant to the New
                                                  Proposed Rule Changes To Amend                          become effective the moment before the
                                                  and Restate the Certificate of                          closing of the IPO.4 According to the                   6 See generally proposed Article Fourth of the

                                                  Incorporation and Bylaws of the                         Exchanges, the proposed changes relate                New Certificate of Incorporation.
                                                                                                                                                                  7 See EDGX Notice, supra note 3, at 8768; EDGA
                                                  Exchanges’ Ultimate Parent Company,                     to the Corporation’s governing                        Notice, supra note 3, at 8789; BATS Notice, supra
                                                  BATS Global Markets, Inc.                               documents only and do not relate to the               note 3, at 9009; and BYX Notice, supra note 3, at
                                                                                                          governance of the Exchanges.5                         9053.
                                                  March 29, 2016.                                                                                                 8 See proposed Article Fourth(b)(i) of the New

                                                                                                                                                                Certificate of Incorporation.
                                                  I. Introduction                                           1 15 U.S.C. 78s(b)(1).                                9 See proposed Article Fourth(b)(ii) of the New
                                                                                                            2 17 CFR 240.19b–4.
                                                     On February 9, 2016, BATS Exchange,                    3 See Securities Exchange Act Release Nos. 77147
                                                                                                                                                                Certificate of Incorporation.
                                                                                                                                                                  10 See generally proposed Article Fourth(c) of the
                                                  Inc. (‘‘BATS’’), BATS Y-Exchange, Inc.                  (February 16, 2016), 81 FR 8767 (February 22, 2016)   New Certificate of Incorporation.
                                                  (‘‘BYX’’), EDGX Exchange, Inc.                          (SR–EDGX–2016–04) (‘‘EDGX Notice’’); 77146              11 See generally proposed Article Fourth(d) of the
                                                  (‘‘EDGX’’), and EDGA Exchange, Inc.                     (February 16, 2016), 81 FR 8788 (February 22, 2016)   New Certificate of Incorporation.
                                                  (‘‘EDGA’’) (collectively, the                           (SR–EDGA–2016–01) (‘‘EDGA Notice’’); 77155              12 See EDGX Notice, supra note 3, 8768; EDGA
mstockstill on DSK4VPTVN1PROD with NOTICES




                                                  ‘‘Exchanges’’ and each, an ‘‘Exchange’’)                (February 17, 2016), 81 FR 9008 (February 23, 2016)   Notice, supra note 3, at 8789; BATS Notice, supra
                                                                                                          (SR–BATS–2016–10) (‘‘BATS Notice’’); and 77156        note 3, at 9009; and BYX Notice, supra note 3, at
                                                  filed with the Securities and Exchange
                                                                                                          (February 17, 2016), 81 FR 9052 (February 23, 2016)   9054.
                                                  Commission (‘‘Commission’’), pursuant                   (SR–BYX–2016–02) (‘‘BYX Notice’’).                      13 See proposed Article Sixth(c) of the New
                                                  to Section 19(b)(1) of the Securities                     4 See EDGX Notice, supra note 3, at 8767; EDGA
                                                                                                                                                                Certificate of Incorporation.
                                                                                                          Notice, supra note 3, at 8788; BATS Notice, supra       14 Id. Directors initially designated as Class I
                                                    15 See February 17, 2016 SIPC Statement of            note 3, at 9008; and BYX Notice, supra note 3, at     directors would serve for a term ending on the date
                                                  Purpose.                                                9053.                                                 of the 2017 annual meeting of stockholders,
                                                    16 15 U.S.C. 78fff–3(e)(3)(A).                          5 See id.                                           directors initially designated as Class II directors



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Document Created: 2016-04-02 03:54:18
Document Modified: 2016-04-02 03:54:18
CategoryRegulatory Information
CollectionFederal Register
sudoc ClassAE 2.7:
GS 4.107:
AE 2.106:
PublisherOffice of the Federal Register, National Archives and Records Administration
SectionNotices
FR Citation81 FR 19250 

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