81_FR_69283 81 FR 69090 - Self-Regulatory Organizations; Miami International Securities Exchange LLC; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change To Amend Exchange Rule 519C, Mass Cancellation of Trading Interest

81 FR 69090 - Self-Regulatory Organizations; Miami International Securities Exchange LLC; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change To Amend Exchange Rule 519C, Mass Cancellation of Trading Interest

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 81, Issue 193 (October 5, 2016)

Page Range69090-69092
FR Document2016-23997

Federal Register, Volume 81 Issue 193 (Wednesday, October 5, 2016)
[Federal Register Volume 81, Number 193 (Wednesday, October 5, 2016)]
[Notices]
[Pages 69090-69092]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2016-23997]


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

[Release No. 34-78974; File No. SR-MIAX-2016-34]


Self-Regulatory Organizations; Miami International Securities 
Exchange LLC; Notice of Filing and Immediate Effectiveness of a 
Proposed Rule Change To Amend Exchange Rule 519C, Mass Cancellation of 
Trading Interest

September 29, 2016.
    Pursuant to Section 19(b)(1) \1\ of the Securities Exchange Act of 
1934 (``Act'') \2\ and Rule 19b-4 thereunder,\3\ notice is hereby given 
that, on September 22, 2016, Miami International Securities Exchange 
LLC (``MIAX'' or ``Exchange'') filed with the Securities and Exchange 
Commission (``Commission'') a proposed rule change as described in 
Items I, II, and III below, which Items have been prepared by the 
Exchange. The Commission is publishing this notice to solicit comments 
on the proposed rule change from interested persons.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 15 U.S.C. 78a.
    \3\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    The Exchange is filing a proposal to amend Exchange Rule 519C, Mass 
Cancellation of Trading Interest.
    The text of the proposed rule change is available on the Exchange's 
Web site at http://www.miaxoptions.com/filter/wotitle/rule_filing, at 
MIAX's principal office, and at the Commission's Public Reference Room.

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

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

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

1. Purpose
    The Exchange proposes to amend Rule 519C, Mass Cancellation of 
Trading Interest, to adopt new section (b) to provide that Exchange 
staff, upon request from a Member,\4\ may remove all quotations \5\ and 
cancel all orders \6\ in the System \7\ and block new incoming 
quotations and orders from entering the System. The block will remain 
in effect until the Member contacts Exchange staff \8\ to have the 
block removed. The Exchange is also proposing to make technical 
amendments to the Rule as described below.
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    \4\ The term ``Member'' means an individual or organization 
approved to exercise trading rights associated with a Trading 
Permit. Members are deemed ``members'' under the Act. See Exchange 
Rule 100.
    \5\ The term ``quotation'' or ``quote'' means a bid or offer 
entered by a Market Maker that is firm and may update the Market 
Maker's previous quote, if any. The Rules of the Exchange provide 
for the use of different types of quotes, including Standard quotes 
and eQuotes, as more fully described in Exchange Rule 517. A Market 
Maker may, at times, choose to have multiple types of quotes active 
in an individual option. See Exchange Rule 100.
    \6\ The term ``order'' means a firm commitment to buy or sell 
option contracts. See Exchange Rule 100.
    \7\ The term ``System'' means the automated trading system used 
by the Exchange for the trading of securities. See Exchange Rule 
100.
    \8\ The Exchange's Help Desk would receive such communication. 
The Help Desk is the Exchange's control room consisting of Exchange 
staff authorized to make certain trading determinations on behalf of 
the Exchange. The Help Desk shall report to and be supervised by a 
senior executive officer of the Exchange. See Exchange Rule 100.
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    The proposal would allow a Member to submit a request to remove all 
of its outstanding quotations and cancel all of its open orders and 
block all new inbound quotations and orders by firm name or Market 
Participant Identifier (``MPID''). The form of such requests includes, 
but is not limited to, email or a phone call from authorized 
individuals. The removal of quotes and the cancellation of orders as 
described herein does not disconnect Members from the Exchange's 
System.
    The Exchange is also proposing to make technical amendments to 
Exchange Rule 519C. The Exchange proposes to add a new heading entitled 
``Cancel'' to the first paragraph, and also proposes to identify the 
first paragraph with the letter ``(a)'' for clarity and ease of 
reference. Additionally, the Exchange proposes to make a clarifying 
change to the wording of the first paragraph. The paragraph currently 
states that, ``[a] Member may cancel all of its quotations and/or all 
or any subset of its orders [. . .].'' The Exchange proposes to replace 
the word ``cancel'' with ``remove'' and to insert the word ``cancel'' 
after ``and/or,'' as this language more accurately describes the 
actions being performed by the Exchange. Further, this language is 
consistent with the rule text of another exchange that offers similar 
functionality.\9\ Additionally, the Exchange is proposing to insert 
language indicating that a Member may effect the removal of its 
quotations and/or the cancellation of its orders, ``by firm name or by 
Market Participant Identifier (``MPID'')''.
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    \9\ See BOX Options Exchange LLC (``BOX''), Rule 7280.
---------------------------------------------------------------------------

    The purpose of the proposed rule change is to add an additional 
risk control mechanism for Members. The Exchange has a number of other 
rules covering risk management processes available to Members and it 
believes this capability will provide Members with an additional risk 
management tool and enhance transparency in the Exchange's rules. 
Additionally, the proposed technical change to the rule adds greater 
clarity and precision to the rule text.
2. Statutory Basis
    MIAX believes that its proposed rule change is consistent with 
Section 6(b) of the Act \10\ in general, and furthers the objectives of 
Section 6(b)(5) of the Act \11\ in particular, in that it is designed 
to prevent fraudulent and manipulative acts and practices, to promote 
just and equitable principles of trade, to foster cooperation and 
coordination with persons engaged in facilitating transactions in 
securities, to remove impediments to and perfect the mechanisms of a 
free and open market and a national market system and, in general, to 
protect investors and the public interest.
---------------------------------------------------------------------------

    \10\ 15 U.S.C. 78f(b).
    \11\ 15 U.S.C. 78f(b)(5).
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    The proposed rule adds another risk protection tool for Members and

[[Page 69091]]

provides that the Exchange may take action on their behalf. The 
proposed rule protects investors and the public interest by increasing 
the number of risk protection tools available to Members on the 
Exchange. The Exchange notes that a similar rule is currently operative 
on another exchange.\12\
---------------------------------------------------------------------------

    \12\ See supra note 9.
---------------------------------------------------------------------------

    The technical amendments organize the rule text and clarify the 
actions being performed by the Exchange and are intended to remove 
impediments to and perfect the mechanisms of a free and open market by 
adding precision and ease of reference to the Exchange's rules, thus 
promoting transparency and clarity for Exchange Members. Additionally, 
harmonizing the language in the rule text to that of another exchange 
that offers similar functionality will minimize any confusion regarding 
the actions being performed by the Exchange under the proposed rule.
    The Exchange notes that the proposed rule change will not relieve 
Exchange Market Makers of their continuous quoting obligations under 
Exchange Rule 604 and under Reg NMS Rule 602.\13\ Specifically, any 
interest that is executable against a Member's quotes and orders that 
is received by the Exchange prior to the time the removal of quotes or 
cancellation of orders request is received by the System will 
automatically execute at the price up to the Member's size. Market 
Makers that request their quotes be removed will not be relieved of the 
obligation to provide continuous two-sided quotes on a daily basis, nor 
will it prohibit the Exchange from taking disciplinary action against a 
Market Maker for failing to meet their continuous quoting obligation 
each trading day.
---------------------------------------------------------------------------

    \13\ 17 CFR 242.602.
---------------------------------------------------------------------------

    The proposed rule change is intended to remove impediments to and 
perfect the mechanisms of a free and open market by introducing 
additional risk protection tools for Exchange Members and by adding 
precision and ease of reference to the Exchange's rules, thus promoting 
transparency and clarity for Exchange Members.

B. Self-Regulatory Organization's Statement on Burden on Competition

    The Exchange does not believe that the proposed rule change will 
impose any burden on competition that is not necessary or appropriate 
in furtherance of the purposes of the Act.
    The Exchange believes the proposed rule change will not impose any 
burden on intra-market competition because every Member of the Exchange 
has the opportunity to benefit from the procedure described in the 
proposed rule. The proposed rule is meant to provide all Members with 
the same protection in the event the Member is experiencing an issue 
that would require the Member to withdraw its quotations and cancel its 
orders from the market and prevent new quotations and orders from being 
received in order to ensure a fair and orderly market on the Exchange.
    The Exchange believes the proposed rule change will not impose any 
burden on inter-market competition because the process of cancellation 
of quotations and orders on the Exchange is substantially similar to 
processes currently operative on other exchanges.\14\
---------------------------------------------------------------------------

    \14\ See supra note 9.
---------------------------------------------------------------------------

    For all the reasons stated, the Exchange does not believe that the 
proposed rule change will impose any burden on competition not 
necessary or appropriate in furtherance of the purposes of the Act.

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, it has become effective 
pursuant to 19(b)(3)(A) of the Act \15\ and Rule 19b-4(f)(6) \16\ 
thereunder.
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    \15\ 15 U.S.C. 78s(b)(3)(A).
    \16\ 17 CFR 240.19b-4(f)(6). In addition, Rule 19b-4(f)(6) 
requires a self-regulatory organization to give the Commission 
written notice of its intent to file 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. 
The Exchange has satisfied this requirement.
---------------------------------------------------------------------------

    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-MIAX-2016-34 on the subject line.

Paper Comments

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

All submissions should refer to File Number SR-MIAX-2016-34. This file 
number should be included on the subject line if email is used. To help 
the Commission process and review your comments more efficiently, 
please use only one method. The Commission will post all comments on 
the Commission's Internet Web site (http://www.sec.gov/rules/sro.shtml). Copies of the submission, all subsequent amendments, all 
written statements with respect to the proposed rule change that are 
filed with the Commission, and all written communications relating to 
the proposed rule change between the Commission and any person, other 
than those that may be withheld from the public in accordance with the 
provisions of 5 U.S.C. 552, will be available for Web site viewing and 
printing in the Commission's Public Reference Room, 100 F Street NE., 
Washington, DC 20549 on official business days between the hours of 
10:00 a.m. and 3:00 p.m. Copies of the filing also will be available 
for inspection and copying at the principal office of the Exchange. All 
comments received will be posted without change; the Commission does 
not edit personal identifying information from submissions. You should 
submit only information that you wish to make available publicly. All 
submissions should refer to File Number SR-MIAX-2016-34 and should be 
submitted on or before October 26, 2016.


[[Page 69092]]


    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\17\
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    \17\ 17 CFR 200.30-3(a)(12).
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Robert W. Errett,
Deputy Secretary.
[FR Doc. 2016-23997 Filed 10-4-16; 8:45 am]
 BILLING CODE 8011-01-P



                                                    69090                       Federal Register / Vol. 81, No. 193 / Wednesday, October 5, 2016 / Notices

                                                    II. Docketed Proceeding(s)                               II. Self-Regulatory Organization’s                        the cancellation of orders as described
                                                                                                             Statement of the Purpose of, and                          herein does not disconnect Members
                                                      1. Docket No(s).: CP2016–99; Filing                    Statutory Basis for, the Proposed Rule                    from the Exchange’s System.
                                                    Title: Notice of the United States Postal                Change                                                       The Exchange is also proposing to
                                                    Service of Filing Modification to Global                                                                           make technical amendments to
                                                    Expedited Package Services 3                                In its filing with the Commission, the
                                                                                                             Exchange included statements                              Exchange Rule 519C. The Exchange
                                                    Negotiated Service Agreement; Filing                                                                               proposes to add a new heading entitled
                                                                                                             concerning the purpose of and basis for
                                                    Acceptance Date: September 28, 2016;                                                                               ‘‘Cancel’’ to the first paragraph, and also
                                                                                                             the proposed rule change and discussed
                                                    Filing Authority: 39 CFR 3015.5; Public                                                                            proposes to identify the first paragraph
                                                                                                             any comments it received on the
                                                    Representative: Kenneth R. Moeller;                                                                                with the letter ‘‘(a)’’ for clarity and ease
                                                                                                             proposed rule change. The text of these
                                                    Comments Due: October 6, 2016.                                                                                     of reference. Additionally, the Exchange
                                                                                                             statements may be examined at the
                                                      This notice will be published in the                   places specified in Item IV below. The                    proposes to make a clarifying change to
                                                    Federal Register.                                        Exchange has prepared summaries, set                      the wording of the first paragraph. The
                                                                                                             forth in sections A, B, and C below, of                   paragraph currently states that, ‘‘[a]
                                                    Ruth Ann Abrams,                                                                                                   Member may cancel all of its quotations
                                                                                                             the most significant aspects of such
                                                    Acting Secretary.                                                                                                  and/or all or any subset of its orders
                                                                                                             statements.
                                                    [FR Doc. 2016–24017 Filed 10–4–16; 8:45 am]                                                                        [. . .].’’ The Exchange proposes to
                                                    BILLING CODE 7710–FW–P                                   A. Self-Regulatory Organization’s                         replace the word ‘‘cancel’’ with
                                                                                                             Statement of the Purpose of, and the                      ‘‘remove’’ and to insert the word
                                                                                                             Statutory Basis for, the Proposed Rule                    ‘‘cancel’’ after ‘‘and/or,’’ as this language
                                                                                                             Change                                                    more accurately describes the actions
                                                    SECURITIES AND EXCHANGE                                  1. Purpose                                                being performed by the Exchange.
                                                    COMMISSION                                                                                                         Further, this language is consistent with
                                                                                                                The Exchange proposes to amend
                                                                                                                                                                       the rule text of another exchange that
                                                                                                             Rule 519C, Mass Cancellation of
                                                    [Release No. 34–78974; File No. SR–MIAX–                                                                           offers similar functionality.9
                                                                                                             Trading Interest, to adopt new section
                                                    2016–34]                                                                                                           Additionally, the Exchange is proposing
                                                                                                             (b) to provide that Exchange staff, upon
                                                                                                                                                                       to insert language indicating that a
                                                    Self-Regulatory Organizations; Miami                     request from a Member,4 may remove all
                                                                                                                                                                       Member may effect the removal of its
                                                    International Securities Exchange LLC;                   quotations 5 and cancel all orders 6 in
                                                                                                             the System 7 and block new incoming                       quotations and/or the cancellation of its
                                                    Notice of Filing and Immediate                                                                                     orders, ‘‘by firm name or by Market
                                                    Effectiveness of a Proposed Rule                         quotations and orders from entering the
                                                                                                             System. The block will remain in effect                   Participant Identifier (‘‘MPID’’)’’.
                                                    Change To Amend Exchange Rule                                                                                         The purpose of the proposed rule
                                                    519C, Mass Cancellation of Trading                       until the Member contacts Exchange
                                                                                                                                                                       change is to add an additional risk
                                                    Interest                                                 staff 8 to have the block removed. The
                                                                                                                                                                       control mechanism for Members. The
                                                                                                             Exchange is also proposing to make
                                                                                                             technical amendments to the Rule as                       Exchange has a number of other rules
                                                    September 29, 2016.
                                                                                                             described below.                                          covering risk management processes
                                                       Pursuant to Section 19(b)(1) 1 of the                                                                           available to Members and it believes
                                                                                                                The proposal would allow a Member
                                                    Securities Exchange Act of 1934                          to submit a request to remove all of its                  this capability will provide Members
                                                    (‘‘Act’’) 2 and Rule 19b–4 thereunder,3                  outstanding quotations and cancel all of                  with an additional risk management tool
                                                    notice is hereby given that, on                          its open orders and block all new                         and enhance transparency in the
                                                    September 22, 2016, Miami                                inbound quotations and orders by firm                     Exchange’s rules. Additionally, the
                                                    International Securities Exchange LLC                    name or Market Participant Identifier                     proposed technical change to the rule
                                                    (‘‘MIAX’’ or ‘‘Exchange’’) filed with the                (‘‘MPID’’). The form of such requests                     adds greater clarity and precision to the
                                                    Securities and Exchange Commission                       includes, but is not limited to, email or                 rule text.
                                                    (‘‘Commission’’) a proposed rule change                  a phone call from authorized
                                                    as described in Items I, II, and III below,                                                                        2. Statutory Basis
                                                                                                             individuals. The removal of quotes and
                                                    which Items have been prepared by the                                                                                 MIAX believes that its proposed rule
                                                    Exchange. The Commission is                                 4 The term ‘‘Member’’ means an individual or           change is consistent with Section 6(b) of
                                                    publishing this notice to solicit                        organization approved to exercise trading rights          the Act 10 in general, and furthers the
                                                    comments on the proposed rule change                     associated with a Trading Permit. Members are             objectives of Section 6(b)(5) of the Act 11
                                                    from interested persons.                                 deemed ‘‘members’’ under the Act. See Exchange            in particular, in that it is designed to
                                                                                                             Rule 100.
                                                                                                                5 The term ‘‘quotation’’ or ‘‘quote’’ means a bid or   prevent fraudulent and manipulative
                                                    I. Self-Regulatory Organization’s
                                                                                                             offer entered by a Market Maker that is firm and          acts and practices, to promote just and
                                                    Statement of the Terms of Substance of                   may update the Market Maker’s previous quote, if          equitable principles of trade, to foster
                                                    the Proposed Rule Change                                 any. The Rules of the Exchange provide for the use        cooperation and coordination with
                                                                                                             of different types of quotes, including Standard
                                                       The Exchange is filing a proposal to                  quotes and eQuotes, as more fully described in            persons engaged in facilitating
                                                    amend Exchange Rule 519C, Mass                           Exchange Rule 517. A Market Maker may, at times,          transactions in securities, to remove
                                                    Cancellation of Trading Interest.                        choose to have multiple types of quotes active in         impediments to and perfect the
                                                                                                             an individual option. See Exchange Rule 100.              mechanisms of a free and open market
                                                       The text of the proposed rule change                     6 The term ‘‘order’’ means a firm commitment to
                                                                                                                                                                       and a national market system and, in
                                                                                                             buy or sell option contracts. See Exchange Rule 100.
asabaliauskas on DSK3SPTVN1PROD with NOTICES




                                                    is available on the Exchange’s Web site                                                                            general, to protect investors and the
                                                                                                                7 The term ‘‘System’’ means the automated
                                                    at http://www.miaxoptions.com/filter/                                                                              public interest.
                                                                                                             trading system used by the Exchange for the trading
                                                    wotitle/rule_filing, at MIAX’s principal                 of securities. See Exchange Rule 100.                        The proposed rule adds another risk
                                                    office, and at the Commission’s Public                      8 The Exchange’s Help Desk would receive such
                                                                                                                                                                       protection tool for Members and
                                                    Reference Room.                                          communication. The Help Desk is the Exchange’s
                                                                                                             control room consisting of Exchange staff
                                                                                                                                                                         9 See BOX Options Exchange LLC (‘‘BOX’’), Rule
                                                                                                             authorized to make certain trading determinations
                                                      1 15 U.S.C. 78s(b)(1).                                                                                           7280.
                                                                                                             on behalf of the Exchange. The Help Desk shall
                                                      2 15 U.S.C. 78a.                                                                                                   10 15 U.S.C. 78f(b).
                                                                                                             report to and be supervised by a senior executive
                                                      3 17 CFR 240.19b–4.                                    officer of the Exchange. See Exchange Rule 100.             11 15 U.S.C. 78f(b)(5).




                                               VerDate Sep<11>2014    18:15 Oct 04, 2016   Jkt 241001   PO 00000   Frm 00055   Fmt 4703   Sfmt 4703   E:\FR\FM\05OCN1.SGM     05OCN1


                                                                                 Federal Register / Vol. 81, No. 193 / Wednesday, October 5, 2016 / Notices                                               69091

                                                    provides that the Exchange may take                       opportunity to benefit from the                           to determine whether the proposed rule
                                                    action on their behalf. The proposed                      procedure described in the proposed                       should be approved or disapproved.
                                                    rule protects investors and the public                    rule. The proposed rule is meant to
                                                    interest by increasing the number of risk                 provide all Members with the same                         IV. Solicitation of Comments
                                                    protection tools available to Members                     protection in the event the Member is                       Interested persons are invited to
                                                    on the Exchange. The Exchange notes                       experiencing an issue that would                          submit written data, views, and
                                                    that a similar rule is currently operative                require the Member to withdraw its                        arguments concerning the foregoing,
                                                    on another exchange.12                                    quotations and cancel its orders from
                                                       The technical amendments organize                                                                                including whether the proposed rule
                                                                                                              the market and prevent new quotations
                                                    the rule text and clarify the actions                                                                               change is consistent with the Act.
                                                                                                              and orders from being received in order
                                                    being performed by the Exchange and                                                                                 Comments may be submitted by any of
                                                                                                              to ensure a fair and orderly market on
                                                    are intended to remove impediments to                     the Exchange.                                             the following methods:
                                                    and perfect the mechanisms of a free                        The Exchange believes the proposed                      Electronic Comments
                                                    and open market by adding precision                       rule change will not impose any burden
                                                    and ease of reference to the Exchange’s                   on inter-market competition because the                     • Use the Commission’s Internet
                                                    rules, thus promoting transparency and                    process of cancellation of quotations                     comment form (http://www.sec.gov/
                                                    clarity for Exchange Members.                             and orders on the Exchange is                             rules/sro.shtml); or
                                                    Additionally, harmonizing the language                    substantially similar to processes                          • Send an email to rule-comments@
                                                    in the rule text to that of another                       currently operative on other                              sec.gov. Please include File Number SR–
                                                    exchange that offers similar                              exchanges.14
                                                    functionality will minimize any                                                                                     MIAX–2016–34 on the subject line.
                                                                                                                For all the reasons stated, the
                                                    confusion regarding the actions being                     Exchange does not believe that the                        Paper Comments
                                                    performed by the Exchange under the                       proposed rule change will impose any
                                                    proposed rule.                                            burden on competition not necessary or                      • Send paper comments in triplicate
                                                       The Exchange notes that the proposed                   appropriate in furtherance of the                         to Brent J. Fields, Secretary, Securities
                                                    rule change will not relieve Exchange                     purposes of the Act.                                      and Exchange Commission, 100 F Street
                                                    Market Makers of their continuous                                                                                   NE., Washington, DC 20549–1090.
                                                    quoting obligations under Exchange                        C. Self-Regulatory Organization’s
                                                    Rule 604 and under Reg NMS Rule                           Statement on Comments on the                              All submissions should refer to File
                                                    602.13 Specifically, any interest that is                 Proposed Rule Change Received From                        Number SR–MIAX–2016–34. This file
                                                    executable against a Member’s quotes                      Members, Participants, or Others                          number should be included on the
                                                    and orders that is received by the                                                                                  subject line if email is used. To help the
                                                                                                                Written comments were neither
                                                    Exchange prior to the time the removal                    solicited nor received.                                   Commission process and review your
                                                    of quotes or cancellation of orders                                                                                 comments more efficiently, please use
                                                    request is received by the System will                    III. Date of Effectiveness of the                         only one method. The Commission will
                                                    automatically execute at the price up to                  Proposed Rule Change and Timing for                       post all comments on the Commission’s
                                                    the Member’s size. Market Makers that                     Commission Action                                         Internet Web site (http://www.sec.gov/
                                                    request their quotes be removed will not                     Because the foregoing proposed rule                    rules/sro.shtml). Copies of the
                                                    be relieved of the obligation to provide                  change does not: (i) Significantly affect                 submission, all subsequent
                                                    continuous two-sided quotes on a daily                    the protection of investors or the public                 amendments, all written statements
                                                    basis, nor will it prohibit the Exchange                  interest; (ii) impose any significant                     with respect to the proposed rule
                                                    from taking disciplinary action against a                 burden on competition; and (iii) become                   change that are filed with the
                                                    Market Maker for failing to meet their                    operative for 30 days after the date of                   Commission, and all written
                                                    continuous quoting obligation each                        the filing, or such shorter time as the                   communications relating to the
                                                    trading day.                                              Commission may designate, it has                          proposed rule change between the
                                                       The proposed rule change is intended                   become effective pursuant to 19(b)(3)(A)                  Commission and any person, other than
                                                    to remove impediments to and perfect                      of the Act 15 and Rule 19b–4(f)(6) 16                     those that may be withheld from the
                                                    the mechanisms of a free and open                         thereunder.                                               public in accordance with the
                                                    market by introducing additional risk                        At any time within 60 days of the                      provisions of 5 U.S.C. 552, will be
                                                    protection tools for Exchange Members                     filing of the proposed rule change, the                   available for Web site viewing and
                                                    and by adding precision and ease of                       Commission summarily may
                                                    reference to the Exchange’s rules, thus                                                                             printing in the Commission’s Public
                                                                                                              temporarily suspend such rule change if                   Reference Room, 100 F Street NE.,
                                                    promoting transparency and clarity for                    it appears to the Commission that such
                                                    Exchange Members.                                                                                                   Washington, DC 20549 on official
                                                                                                              action is necessary or appropriate in the
                                                                                                                                                                        business days between the hours of
                                                    B. Self-Regulatory Organization’s                         public interest, for the protection of
                                                                                                              investors, or otherwise in furtherance of                 10:00 a.m. and 3:00 p.m. Copies of the
                                                    Statement on Burden on Competition                                                                                  filing also will be available for
                                                                                                              the purposes of the Act. If the
                                                      The Exchange does not believe that                      Commission takes such action, the                         inspection and copying at the principal
                                                    the proposed rule change will impose                      Commission shall institute proceedings                    office of the Exchange. All comments
                                                    any burden on competition that is not                                                                               received will be posted without change;
asabaliauskas on DSK3SPTVN1PROD with NOTICES




                                                    necessary or appropriate in furtherance                     14 See  supra note 9.                                   the Commission does not edit personal
                                                    of the purposes of the Act.                                 15 15  U.S.C. 78s(b)(3)(A).                             identifying information from
                                                      The Exchange believes the proposed                        16 17 CFR 240.19b–4(f)(6). In addition, Rule 19b–
                                                                                                                                                                        submissions. You should submit only
                                                    rule change will not impose any burden                    4(f)(6) requires a self-regulatory organization to give   information that you wish to make
                                                    on intra-market competition because                       the Commission written notice of its intent to file
                                                                                                              the proposed rule change at least five business days      available publicly. All submissions
                                                    every Member of the Exchange has the                      prior to the date of filing of the proposed rule          should refer to File Number SR–MIAX–
                                                                                                              change, or such shorter time as designated by the         2016–34 and should be submitted on or
                                                      12 See   supra note 9.                                  Commission. The Exchange has satisfied this
                                                      13 17   CFR 242.602.                                    requirement.                                              before October 26, 2016.



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                                                    69092                      Federal Register / Vol. 81, No. 193 / Wednesday, October 5, 2016 / Notices

                                                      For the Commission, by the Division of                received no comments on the proposed                  difficult to efficiently trade and
                                                    Trading and Markets, pursuant to delegated              rule changes, as amended. This order                  potentially less attractive to certain
                                                    authority.17                                            approves the proposed rule changes, as                investors.9 Accordingly, the ICE Board
                                                    Robert W. Errett,                                       modified by Amendment No. 2.                          approved pursuing a 5-for-1 stock split
                                                    Deputy Secretary.                                                                                             by way of a stock dividend, pursuant to
                                                                                                            II. Description of the Proposed Rule
                                                    [FR Doc. 2016–23997 Filed 10–4–16; 8:45 am]                                                                   which the holders of record of shares of
                                                                                                            Change
                                                    BILLING CODE 8011–01–P                                                                                        Common Stock would receive, by way
                                                                                                               The Exchanges propose to revise the                of a dividend, four shares of Common
                                                                                                            ICE Certificate 6 to increase the total               Stock for each share of Common Stock
                                                    SECURITIES AND EXCHANGE                                 number of authorized shares of ICE                    held by such holder (‘‘Stock Dividend’’).
                                                    COMMISSION                                              common stock, par value $0.01 per                     The Exchanges state that the ICE Board’s
                                                                                                            share (‘‘Common Stock’’), and to make                 approval of the Stock Dividend was
                                                    [Release No. 34–78992; File Nos. SR–NYSE–
                                                    2016–57; SR–NYSEMKT–2016–80; SR–
                                                                                                            other, non-substantive changes. More                  contingent upon Commission and ICE
                                                    NYSEArca–2016–119]                                      specifically, the Exchanges propose to                stockholder approval of the proposed
                                                                                                            make the following amendments to the                  amendments to the ICE Certificate.
                                                    Self-Regulatory Organizations; New                      ICE Certificate:                                         Further, the Exchanges state that the
                                                    York Stock Exchange LLC; NYSE MKT                          • In Article IV, Section A, the total              number of shares of Common Stock
                                                    LLC; NYSE Arca, Inc.; Order Approving                   number of shares of stock that ICE is                 proposed to be issued in the Stock
                                                    Proposed Rule Change, as Modified by                    authorized to issue would be changed                  Dividend exceeds ICE’s authorized but
                                                    Amendment No. 2 Thereto, Amending                       from 600,000,000 to 1,600,000,000                     unissued shares of Common Stock. The
                                                    and Restating the Second Amended                        shares, and the portion of that total                 proposed rule changes would increase
                                                    and Restated Certificate of                             constituting Common Stock would be                    ICE’s authorized shares of Common
                                                    Incorporation of the Exchanges’                         changed from 500,000,000 to                           Stock and shares of capital stock to
                                                    Ultimate Parent Company,                                1,500,000,000 shares.                                 allow ICE to effectuate the Stock
                                                    Intercontinental Exchange, Inc.                            • In Article V, Section A.5, the                   Dividend.
                                                                                                            reference to ‘‘this Section A of ARTICLE                 According to the Exchanges, the
                                                    September 29, 2016.                                     VI’’ would be corrected to refer to ‘‘this            proposed changes to the ICE Certificate
                                                    I. Introduction                                         Section A of ARTICLE V’’.                             would not alter the limitations on voting
                                                                                                               • References to the ‘‘Second                       and ownership set forth in Section V of
                                                       On August 17, 2016, each of New                      Amended and Restated Certificate of                   the ICE Certificate.10 Such limitations
                                                    York Stock Exchange LLC (‘‘NYSE’’),                     Incorporation’’ would be changed                      were introduced at the time of ICE’s
                                                    NYSE MKT LLC (‘‘NYSE MKT’’), and                        throughout to refer to the ‘‘Third                    acquisition of the Exchanges, to
                                                    NYSE Arca, Inc. (‘‘NYSE Arca’’ and,                     Amended and Restated Certificate of                   ‘‘minimize the potential that a person
                                                    with NYSE and NYSE MKT, the                             Incorporation,’’ and related technical                could improperly interfere with or
                                                    ‘‘Exchanges’’) filed with the Securities                and conforming changes would be made                  restrict the ability of the Commission,
                                                    and Exchange Commission                                 to the recitals and signature page of the             the Exchange, or its subsidiaries to
                                                    (‘‘Commission’’), pursuant to Section                   ICE Certificate.                                      effectively carry out their regulatory
                                                    19(b)(1) of the Securities Exchange Act                    The Exchanges state that the proposed              oversight responsibilities under the
                                                    of 1934 (‘‘Act’’) 1 and Rule 19b–4                      amendments to the ICE Certificate were                Act.’’ 11
                                                    thereunder,2 a proposed rule change to                  approved by the board of directors of
                                                    amend and restate the Second Amended                    ICE (‘‘ICE Board’’) on August 1, 2016.7               III. Discussion and Commission
                                                    and Restated Certificate of Incorporation               The Exchanges further state that the                  Findings
                                                    (‘‘ICE Certificate’’) of the Exchanges’                 amendments to the ICE Certificate                        After careful review, the Commission
                                                    ultimate parent company,                                would be effective when filed with the                finds that the proposed rule changes, as
                                                    Intercontinental Exchange, Inc. (‘‘ICE’’),              Department of State of Delaware, which                modified by Amendment No. 2, are
                                                    to increase ICE’s authorized share                      would not occur until approval of the                 consistent with the Act and the rules
                                                    capital and to make other, non-                         amendments by the stockholders of ICE                 and regulations thereunder applicable to
                                                    substantive changes. The proposed rule                  is obtained at a Special Meeting of                   a national securities exchange.12
                                                    changes were published for comment in                   Stockholders on October 12, 2016.8                       The Commission finds that the
                                                    the Federal Register on August 30,                         According to the Exchanges, the                    proposed rule changes by the Exchanges
                                                    2016.3 On August 25, 2016, the                          trading price of ICE’s Common Stock                   to modify the ICE Certificate are
                                                    Exchanges each filed Amendment No. 1                    has risen significantly since ICE’s initial           consistent with the requirements of
                                                    to its respective proposed rule change.4                public offering in 2005, and the ICE                  Section 6 of the Act and the rules and
                                                    On August 29, 2016, the Exchanges each                  Board believes that such price                        regulations thereunder applicable to a
                                                    filed Amendment No. 2 to its respective                 appreciation may impact the liquidity of              national securities exchange.13 In
                                                    proposed rule change.5 The Commission                   ICE’s Common Stock, making it more
                                                                                                                                                                    9 See  id.
                                                      17 17  CFR 200.30–3(a)(12).                           does not materially alter the substance of the          10 See  id.
                                                       1 15 U.S.C. 78s(b)(1).
                                                                                                            proposed rule changes or raise unique or novel           11 See Securities Exchange Act Release No. 70210
                                                       2 17 CFR 240.19b–4.                                  regulatory issues, Amendment No. 2 is not subject     (August 15, 2013), 78 FR 51758 (August 21, 2013)
                                                       3 See Securities Exchange Act Release Nos. 78661     to notice and comment.                                (SR–NYSE–2013–42; SR–NYSEMKT–2013–50; and
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                                                    (August 24, 2016), 81 FR 59699 (August 30, 2016)           6 ICE owns 100% of the equity interest of          SR–NYSEArca–2013–62), at 51760.
                                                    (‘‘NYSE Notice’’); 78663 (August 24, 2016), 81 FR       Intercontinental Exchange Holdings, Inc., which in       12 In approving the proposed rule changes, the
                                                    59696 (August 30, 2016); and 78662 (August 24,          turn owns 100% of the equity interest of NYSE         Commission has considered their impact on
                                                    2016), 81 FR 59674 (August 30, 2016).                   Holdings LLC. NYSE Holdings LLC owns 100% of          efficiency, competition, and capital formation. See
                                                       4 On August 26, 2016, the Exchanges withdrew         the equity interest of NYSE Group, Inc., which in     15 U.S.C. 78c(f).
                                                    Amendment No. 1.                                        turn directly owns 100% of the equity interest of        13 Certain provisions of the ICE Certificate are
                                                       5 Amendment No. 2 made technical, non-               each Exchange. ICE is a publicly traded company       considered rules of NYSE, NYSE MKT, and NYSE
                                                    substantive changes to the ICE Certificate to remove    listed on the NYSE.                                   Arca if they are stated policies, practices, or
                                                                                                               7 See, e.g., NYSE Notice, supra note 3.
                                                    unnecessary underlining and to italicize a comma.                                                             interpretations, as defined in Rule 19b–4 under the
                                                    Because Amendment No. 2 adds clarification and             8 See id.                                          Act, of NYSE, NYSE MKT, and NYSE Arca, and



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Document Created: 2016-10-05 03:29:12
Document Modified: 2016-10-05 03:29:12
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 69090 

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