81 FR 6913 - Self-Regulatory Organizations; The Depository Trust Company; Notice of Filing and Immediate Effectiveness of Proposed Rule Change Regarding the Discontinuance of the Facsimile and Hardcopy Delivery Methods of Security Position Reports
SECURITIES AND EXCHANGE COMMISSION Federal Register Volume 81, Issue 26 (February 9, 2016)
Federal Register Volume 81, Issue 26 (February 9, 2016)
| Page Range | 6913-6915 | |
| FR Document | 2016-02438 |
[Federal Register Volume 81, Number 26 (Tuesday, February 9, 2016)] [Notices] [Pages 6913-6915] From the Federal Register Online [www.thefederalregister.org] [FR Doc No: 2016-02438] ----------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION [Release No. 34-77043; File No. SR-DTC-2016-002] Self-Regulatory Organizations; The Depository Trust Company; Notice of Filing and Immediate Effectiveness of Proposed Rule Change Regarding the Discontinuance of the Facsimile and Hardcopy Delivery Methods of Security Position Reports February 3, 2016. Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 (``Act'') \1\ and Rule 19b-4 thereunder,\2\ notice is hereby given that on February 1, 2016, The Depository Trust Company (``DTC'') filed with the Securities and Exchange Commission (``Commission'') the proposed rule change as described in Items I and II below, which Items have been prepared by DTC. DTC filed the proposed rule change pursuant to Section 19(b)(3)(A) of the Act \3\ and Rule 19b-4(f)(6) thereunder.\4\ The proposed rule change was effective upon filing with the Commission. The Commission is publishing this notice to solicit comments on the proposed rule change from interested persons. --------------------------------------------------------------------------- \1\ 15 U.S.C. 78s(b)(1). \2\ 17 CFR 240.19b-4. \3\ 15 U.S.C. 78s(b)(3)(A). \4\ 17 CFR 240.19b-4(f)(6). --------------------------------------------------------------------------- I. Clearing Agency's Statement of the Terms of Substance of the Proposed Rule Change The proposed rule change by DTC would discontinue the options for Users (as defined below) to receive facsimile or hardcopy delivery of Security Position Reports (``SPRs''), as more fully described below.\5\ Users could continue to access SPRs using the other currently available methods that DTC makes available for all Users, namely either directly through the secure DTC Web site dedicated to SPR processing (``SPR Site'') \6\ or by using DTC's Computer-to-Computer Facility (``CCF'').\7\ Consistent with the elimination of the facsimile and hardcopy methods described above, DTC would eliminate the provision in the DTC SPR Pricing Schedule (``Pricing Schedule'') \8\ relating to a special charge for facsimile delivery of SPRs by DTC and make technical changes to text in the DTC Operational Arrangements (``OA''),\9\ as described below. --------------------------------------------------------------------------- \5\ Terms not otherwise defined herein have the meaning set forth in the DTC Rules, By-laws and Organization Certificate (``DTC Rules''), available at http://www.dtcc.com/legal/rules-and-procedures.aspx. \6\ Users choosing to access an SPR directly through the SPR Site could select to view the SPR in either a web browser format (``Browser'') or in a downloadable spreadsheet format (``Spreadsheet''). \7\ CCF is a transmission system for input and output based on various protocols between the mainframe computer facility of a user of DTC's services and DTC's mainframe computer facility. \8\ Available at http://www.dtcc.com/asset-services/issuer-services/spr-pricing. \9\ Available at http://www.dtcc.com/~/media/Files/Downloads/ legal/issue-eligibility/eligibility/operational-arrangements.pdf. --------------------------------------------------------------------------- II. Clearing Agency's Statement of the Purpose of, and Statutory Basis for, the Proposed Rule Change In its filing with the Commission, DTC 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. DTC has prepared summaries, set forth in sections A, B, and C below, of the most significant aspects of such statements. (A) Clearing Agency's Statement of the Purpose of, and Statutory Basis for, the Proposed Rule Change 1. Purpose Background DTC may provide to Issuers, Trustees, and third party Agents authorized by the Issuer (collectively, ``Users''), listings of Participants' holdings of Issuer Securities on a specific date for specific Securities, by CUSIP number. These listings are known as SPRs or Security Position Listings.\10\ DTC charges fees for providing SPRs, as set forth in the Pricing Schedule. --------------------------------------------------------------------------- \10\ Users need access to SPRs to identify Participants holding securities in order to conduct functions they perform relating to security holders, including but not limited to proxy and record date functions. --------------------------------------------------------------------------- All Users must be registered for the SPR Site and all requests for subscriptions or individual copies of SPRs must be made through the SPR Site. A User may request that the delivery of an SPR be made directly through the SPR Site in either Browser or Spreadsheet formats, by CCF,\11\ or by facsimile. Hardcopy delivery is also available for certain Users upon request.\12\ For reports covered by SPR subscriptions, Users do not pay an additional delivery fee regardless of delivery method. However, for reports not covered by SPR subscriptions, i.e., special requests and meeting record date requests, Users must pay an additional $25.00 charge for facsimile and spreadsheet delivery. --------------------------------------------------------------------------- \11\ CCF delivery of SPRs may be requested by Users who have set up a link to interface with DTC through CCF. DTC does not charge Users for the establishment or maintenance of links to CCF. \12\ Hardcopy delivery is utilized by a small number of Users on a ``grandfathered'' basis and is not currently available as an option for new Users. Upon implementation of the proposed rule change these grandfathered Users would be required to migrate to another available delivery method. --------------------------------------------------------------------------- DTC is proposing to eliminate the facsimile and hardcopy methods of SPR delivery for a number of reasons. First, doing so would improve efficiencies in terms of streamlining SPR processing away from more manually intensive delivery methods and thus lower costs to DTC. Second, eliminating physical delivery methods in favor of access to SPRs through electronic interface or transmission methods provides a higher level of security.\13\ Third, the elimination of these two delivery methods should not have a significant impact on Users because delivery of SPRs through facsimile and hardcopy delivery represents less than one percent of SPRs delivered. Fourth, there is no additional delivery-related charge to a User for access to SPRs via Browser or CCF, thus making those delivery options less costly for non- subscription Users that currently pay an additional charge of $25.00 for facsimile delivery per report.\14\ --------------------------------------------------------------------------- \13\ As mentioned above, all Users have the ability to obtain SPRs directly through the SPR Site. \14\ See the Pricing Schedule, supra note 8. --------------------------------------------------------------------------- Although Users that have SPR subscriptions would no longer have the option to receive SPRs by facsimile or hardcopy, the cost savings to DTC of eliminating these delivery methods is ultimately cost savings to the Users. The elimination of the facsimile and hardcopy methods would balance the costs to DTC and obviate the need for DTC to raise its SPR subscription fees. Proposed Revisions to the Pricing Schedule and OA In connection with this proposal to no longer offer facsimile and hard copy [sic] delivery methods, DTC would update its Pricing Schedule to remove the $25.00 additional charge per report when facsimile service is specifically [[Page 6914]] requested for special requests and record date meeting requests.\15\ --------------------------------------------------------------------------- \15\ This proposed rule change does not change the additional $25.00 charge that applies to Spreadsheet delivery of special requests and record date meeting requests for SPRs. --------------------------------------------------------------------------- The OA would also be amended in the section relating to SPRs to: (i) update references to the link to the DTC public Web page that provides information on SPR service options, pricing, and guidance on use of the SPR service,\16\ and --------------------------------------------------------------------------- \16\ Available at http://www.dtcc.com/spr. --------------------------------------------------------------------------- (ii) remove text stating that SPRs may reflect Participant holdings in Securities of Trustees or third party Agents because an SPR reflects Participant holdings in the Security of an Issuer. Implementation The effective date of the proposed rule change would be February 4, 2016. 2. Statutory Basis Section 17A(b)(3)(F) \17\ of the Act requires that the rules of the clearing agency be designed, inter alia, in general, to protect investors and the public interest. DTC believes the proposed rule change is consistent with this provision because (i) no longer offering facsimile and hardcopy delivery would promote efficiency and enhance security with respect to the delivery of SPRs to Users that are needed by Users to identify Participants holding Securities on the books of DTC and perform security holder-related functions, and (ii) the technical changes to the OA text described above would facilitate enhanced transparency for Users with respect to their use of the SPR service. Thus, by (i) facilitating efficient and secure delivery of SPR reports, and (ii) providing for enhanced transparency in the OA text relating to use of the SPR Service in this regard, the proposed rule change would protect investors and the public interest. --------------------------------------------------------------------------- \17\ 15 U.S.C. 78q-1(b)(3)(F). --------------------------------------------------------------------------- (B) Clearing Agency's Statement on Burden on Competition DTC does not believe that the proposed rule change would have any impact or impose any burden on competition because it would not have a material effect on User access to SPRs. All Users would continue to be required to register for the SPR Site in order to gain access to SPRs, as described above, and each User would have the same ability as other Users to obtain SPRs that it is authorized to access. (C) Clearing Agency's Statement on Comments on the Proposed Rule Change Received From Members, Participants, or Others DTC has not solicited and does not intend to solicit comments regarding the proposed rule change. DTC has not received any unsolicited written comments from interested parties. To the extent DTC receives written comments on the proposed rule change, DTC will forward such comments to the Commission. DTC has discussed the proposed discontinuance of facsimile and hardcopy delivery of SPRs with Users that have used those methods of delivery to receive SPRs. 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 from the date on which it was filed, or such shorter time as the Commission may designate, it has become effective pursuant to Section 19(b)(3)(A) \18\ of the Act and Rule 19b-4(f)(6) thereunder.\19\ --------------------------------------------------------------------------- \18\ 15 U.S.C. 78s(b)(3)(A). \19\ 17 CFR 240.19b-4(f)(6). --------------------------------------------------------------------------- A proposed rule change filed under Rule 19b-4(f)(6) \20\ normally does not become operative for 30 days after the date of filing. However, pursuant to Rule 19b-4(f)(6)(iii) \21\ the Commission may designate a shorter time if such action is consistent with the protection of investors and the public interest. --------------------------------------------------------------------------- \20\ Id. \21\ 17 CFR 240.19b-4(f)(6)(iii). --------------------------------------------------------------------------- DTC has asked the Commission to waive the 30-day operative delay so that the proposal may become operative immediately upon filing. According to DTC, the proposed rule change does not present any novel or controversial issues. Rather, DTC is merely enhancing its process for delivery of SPRs to Users to facilitate efficiency and security in DTC's processing of SPR requests in a way that would not have a material effect on User access to SPRs. Accordingly, the Commission believes that waiving the 30-day operative delay is consistent with the protection of investors and the public interest as it will allow DTC to facilitate efficiency and security in processing SPRs. Therefore, the Commission designates the proposed rule change to be operative upon filing.\22\ --------------------------------------------------------------------------- \22\ For purposes only of waiving the 30-day operative delay, the Commission has also considered the proposed rule's impact on efficiency, competition, and capital formation. See 15 U.S.C. 78c(f). --------------------------------------------------------------------------- At any time within 60 days of the filing of the proposed rule change, the Commission summarily may temporarily suspend such rule change if it appears to the Commission that such action is necessary or appropriate in the public interest, for the protection of investors, or otherwise in furtherance of the purposes of the Act. 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 CommentsUse 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-DTC-2016-002 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-DTC-2016-002. 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 DTC and on DTCC's Web site (http://dtcc.com/legal/sec-rule-filings.aspx). All comments received will be posted without change; the [[Page 6915]] 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-DTC- 2016-002 and should be submitted on or before March 1, 2016. For the Commission, by the Division of Trading and Markets, pursuant to delegated authority.\23\ --------------------------------------------------------------------------- \23\ 17 CFR 200.30-3(a)(12). --------------------------------------------------------------------------- Robert W. Errett, Deputy Secretary. [FR Doc. 2016-02438 Filed 2-8-16; 8:45 am] BILLING CODE 8011-01-P
![Federal Register / Vol. 81, No. 26 / Tuesday, February 9, 2016 / Notices 6913
proposals (SR–NYSE–2015–31 and SR– Site’’) 6 or by using DTC’s Computer-to- facsimile. Hardcopy delivery is also
NYSEMKT–2015–56). Computer Facility (‘‘CCF’’).7 Consistent available for certain Users upon
For the Commission, by the Division of with the elimination of the facsimile request.12 For reports covered by SPR
Trading and Markets, pursuant to delegated and hardcopy methods described above, subscriptions, Users do not pay an
authority.6 DTC would eliminate the provision in additional delivery fee regardless of
Robert W. Errett, the DTC SPR Pricing Schedule (‘‘Pricing delivery method. However, for reports
Deputy Secretary. Schedule’’) 8 relating to a special charge not covered by SPR subscriptions, i.e.,
for facsimile delivery of SPRs by DTC special requests and meeting record date
[FR Doc. 2016–02441 Filed 2–8–16; 8:45 am]
and make technical changes to text in requests, Users must pay an additional
BILLING CODE 8011–01–P
the DTC Operational Arrangements $25.00 charge for facsimile and
(‘‘OA’’),9 as described below.
spreadsheet delivery.
SECURITIES AND EXCHANGE II. Clearing Agency’s Statement of the DTC is proposing to eliminate the
COMMISSION Purpose of, and Statutory Basis for, the facsimile and hardcopy methods of SPR
Proposed Rule Change delivery for a number of reasons. First,
[Release No. 34–77043; File No. SR–DTC–
2016–002] In its filing with the Commission, doing so would improve efficiencies in
DTC included statements concerning terms of streamlining SPR processing
Self-Regulatory Organizations; The the purpose of, and basis for, the away from more manually intensive
Depository Trust Company; Notice of proposed rule change and discussed any delivery methods and thus lower costs
Filing and Immediate Effectiveness of comments it received on the proposed to DTC. Second, eliminating physical
Proposed Rule Change Regarding the rule change. The text of these statements delivery methods in favor of access to
Discontinuance of the Facsimile and may be examined at the places specified
SPRs through electronic interface or
Hardcopy Delivery Methods of Security in Item IV below. DTC has prepared
transmission methods provides a higher
Position Reports summaries, set forth in sections A, B,
and C below, of the most significant level of security.13 Third, the
February 3, 2016. aspects of such statements. elimination of these two delivery
Pursuant to Section 19(b)(1) of the methods should not have a significant
Securities Exchange Act of 1934 (A) Clearing Agency’s Statement of the impact on Users because delivery of
Purpose of, and Statutory Basis for, the SPRs through facsimile and hardcopy
(‘‘Act’’) 1 and Rule 19b–4 thereunder,2
Proposed Rule Change delivery represents less than one
notice is hereby given that on February
1, 2016, The Depository Trust Company 1. Purpose percent of SPRs delivered. Fourth, there
(‘‘DTC’’) filed with the Securities and is no additional delivery-related charge
Background
Exchange Commission (‘‘Commission’’) to a User for access to SPRs via Browser
the proposed rule change as described DTC may provide to Issuers, Trustees, or CCF, thus making those delivery
in Items I and II below, which Items and third party Agents authorized by options less costly for non-subscription
have been prepared by DTC. DTC filed the Issuer (collectively, ‘‘Users’’), Users that currently pay an additional
the proposed rule change pursuant to listings of Participants’ holdings of
charge of $25.00 for facsimile delivery
Section 19(b)(3)(A) of the Act 3 and Rule Issuer Securities on a specific date for
per report.14
19b–4(f)(6) thereunder.4 The proposed specific Securities, by CUSIP number.
These listings are known as SPRs or Although Users that have SPR
rule change was effective upon filing
Security Position Listings.10 DTC subscriptions would no longer have the
with the Commission. The Commission
is publishing this notice to solicit charges fees for providing SPRs, as set option to receive SPRs by facsimile or
comments on the proposed rule change forth in the Pricing Schedule. hardcopy, the cost savings to DTC of
from interested persons. All Users must be registered for the eliminating these delivery methods is
SPR Site and all requests for ultimately cost savings to the Users. The
I. Clearing Agency’s Statement of the subscriptions or individual copies of elimination of the facsimile and
Terms of Substance of the Proposed SPRs must be made through the SPR hardcopy methods would balance the
Rule Change Site. A User may request that the costs to DTC and obviate the need for
The proposed rule change by DTC delivery of an SPR be made directly DTC to raise its SPR subscription fees.
would discontinue the options for Users through the SPR Site in either Browser
or Spreadsheet formats, by CCF,11 or by Proposed Revisions to the Pricing
(as defined below) to receive facsimile
Schedule and OA
or hardcopy delivery of Security 6 Users choosing to access an SPR directly
Position Reports (‘‘SPRs’’), as more fully through the SPR Site could select to view the SPR In connection with this proposal to no
described below.5 Users could continue in either a web browser format (‘‘Browser’’) or in longer offer facsimile and hard copy
to access SPRs using the other currently a downloadable spreadsheet format
[sic] delivery methods, DTC would
(‘‘Spreadsheet’’).
available methods that DTC makes 7 CCF is a transmission system for input and update its Pricing Schedule to remove
available for all Users, namely either output based on various protocols between the the $25.00 additional charge per report
directly through the secure DTC Web mainframe computer facility of a user of DTC’s when facsimile service is specifically
site dedicated to SPR processing (‘‘SPR services and DTC’s mainframe computer facility.
8 Available at http://www.dtcc.com/asset-
services/issuer-services/spr-pricing. through CCF. DTC does not charge Users for the
6 17 CFR 200.30–3(a)(12). 9 Available at http://www.dtcc.com/∼/media/ establishment or maintenance of links to CCF.
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1 15 U.S.C. 78s(b)(1). 12 Hardcopy delivery is utilized by a small
Files/Downloads/legal/issue-eligibility/eligibility/
2 17 CFR 240.19b–4.
operational-arrangements.pdf. number of Users on a ‘‘grandfathered’’ basis and is
3 15 U.S.C. 78s(b)(3)(A). 10 Users need access to SPRs to identify not currently available as an option for new Users.
4 17 CFR 240.19b–4(f)(6).
Participants holding securities in order to conduct Upon implementation of the proposed rule change
5 Terms not otherwise defined herein have the functions they perform relating to security holders, these grandfathered Users would be required to
meaning set forth in the DTC Rules, By-laws and including but not limited to proxy and record date migrate to another available delivery method.
functions. 13 As mentioned above, all Users have the ability
Organization Certificate (‘‘DTC Rules’’), available at
http://www.dtcc.com/legal/rules-and- 11 CCF delivery of SPRs may be requested by to obtain SPRs directly through the SPR Site.
procedures.aspx. Users who have set up a link to interface with DTC 14 See the Pricing Schedule, supra note 8.
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![Federal Register / Vol. 81, No. 26 / Tuesday, February 9, 2016 / Notices 6915
Commission does not edit personal As set forth in the TC Charter, the TC responsibilities, as set forth in the TC
identifying information from will be responsible for: (i) Overseeing Charter, have been carried out and
submissions. You should submit only major information technology (‘‘IT’’) evaluate its and its members’
information that you wish to make related strategies, projects, and performance on a regular basis.
available publicly. All submissions technology architecture decisions; (ii)
II. Discussion and Commission
should refer to File Number SR–DTC– monitoring whether OCC’s IT programs
Findings
2016–002 and should be submitted on effectively support OCC’s business
or before March 1, 2016. objectives and strategies; (iii) Section 19(b)(2)(C) of the Act 5 directs
monitoring OCC’s IT risk management the Commission to approve a proposed
For the Commission, by the Division of
efforts as well as the security of OCC’s rule change of a self-regulatory
Trading and Markets, pursuant to delegated
authority.23 information systems and physical organization if it finds that the rule
security of information system assets; change, as proposed, is consistent with
Robert W. Errett,
and (iv) conferring with OCC’s senior IT the requirements of the Act and the
Deputy Secretary.
management team and informing the rules and regulations thereunder
[FR Doc. 2016–02438 Filed 2–8–16; 8:45 am] applicable to such organization.
Board on IT-related matters.
BILLING CODE 8011–01–P Further, and with respect to the TC The Commission finds that the
Charter’s role in the oversight of OCC’s proposed rule change is consistent with
IT strategy and projects, the TC Charter Section 17A(b)(3)(F) of the Act. This
SECURITIES AND EXCHANGE provides that the TC will be specifically section requires, among other things,
COMMISSION tasked with: (i) Evaluating OCC’s IT that the rules of a clearing agency
[Release No. 34–77042; File No. SR–OCC– strategy, including the financial, promote the prompt and accurate
2015–018] tactical, and strategic benefits of IT clearance and settlement of securities
projects and technology architecture transactions.6 The rule change should
Self-Regulatory Organizations; The initiatives; (ii) critically reviewing IT enhance the effectiveness of the Board’s
Options Clearing Corporation; Order projects and technology architecture oversight on OCC’s business and
Approving the Adoption of a Charter of decisions, including review of the operational processes. Specifically, it
a New Committee of The Options process related to approval of capital should enhance technology-related
Clearing Corporation’s Board of expenditures as they relate to IT processes (such as disaster recovery and
Directors, the Technology Committee projects; and (iii) making crisis management plans), as well as IT
recommendations to the Board with systems that relate to internal controls
February 3, 2016.
respect to IT-related projects and and compliance risks, through a
On December 8, 2015, The Options dedicated Board-level committee’s
investments that require Board
Clearing Corporation (‘‘OCC’’) filed with oversight of such processes.
approval. In addition, the TC Charter
the Securities and Exchange Accordingly, the proposed rule change
will require that the TC: (i) Monitor the
Commission (‘‘Commission’’) the will increase the likelihood that OCC’s
quality and effectiveness of OCC’s IT
proposed rule change SR–OCC–2015– technology processes work as expected,
and physical security, including
018 pursuant to Section 19(b)(1) of the including those processes tied to the
periodically reviewing and appraising
Securities Exchange Act of 1934 OCC’s disaster recovery capabilities and clearance and settlement of securities
(‘‘Act’’) 1 and Rule 19b–4 thereunder.2 crisis management plans; (ii) in transactions.
On December 24, 2015, the proposed coordination and cooperation with the Additionally, the Commission finds
rule change was published for comment Audit Committee of the Board, monitor that the proposed rule change is
in the Federal Register.3 The the quality and effectiveness of OCC’s IT consistent with Rule 17Ad–22(d)(8).
Commission did not receive any systems and processes that relate to or This rule requires a clearing agency’s
comments on the proposed rule change. affect OCC’s internal controls and assess the written policies and procedures to:
This order approves the proposed rule OCC’s management of IT-related (i) Have governance arrangements that
change. compliance risks; (iii) report to the are clear and transparent to fulfill the
I. Description Board and the Audit Committee about public interest requirements in Section
IT risks and controls; and (iv) serve in 17A of the Act; (ii) support the
OCC is adopting a Charter for a new
an advisory role with respect to IT objectives of OCC’s owners and
committee of OCC’s Board of Directors
decisions at OCC. In connection with participants; and (iii) promote the
(‘‘Board’’), the Technology Committee
carrying out its responsibilities, the TC effectiveness of OCC’s risk management
(‘‘TC’’). Additionally, OCC is adding a
will also, in general, inform and make procedures.7 First, the TC Charter
description of the TC into Article III,
recommendations to the Board and delineates a clear and transparent
Section 9 of OCC’s By-Laws. The Board
other Board-level committees with governance arrangement designed to
formed the TC in order to enhance the
respect to IT-related matters. increase the likelihood that OCC’s
Board’s understanding and oversight of
The TC Charter will provide that the technology processes work as expected
key technology, information security,
TC be comprised of three or more (including those processes tied to the
and cyber-security risk issues at OCC.
directors, and meet at least four times clearance and settlement of securities
Consistent with OCC’s other Board-level
per year.4 The TC will function in a transactions). By increasing the
committee charters, the TC Charter sets
manner similar to the other Board-level likelihood that OCC’s technology
forth: (i) The purpose, functions, and
committees in that it will have the processes work as expected, the TC
responsibilities of the TC; and (ii) the
mstockstill on DSK4VPTVN1PROD with NOTICES
ability to hire specialists and meet in Charter also supports the objective of
composition and organization of the TC.
executive session as well as be required OCC’s owners and participants to
23 17 CFR 200.30–3(a)(12).
to report to the Board on an annual promote the prompt and accurate
1 15 U.S.C. 78s(b)(1). basis. The TC will also have to annually clearance and settlement of securities
2 17 CFR 240.19b–4. confirm to the Board that its
3 Securities Exchange Act Release No. 76686 5 15 U.S.C. 78s(b)(2)(C).
6 15 U.S.C. 78q–1(b)(3)(F).
(December 18, 2015), 80 FR 80422 (December 24, 4 Members of the TC will not need to be
2015) (SR–OCC–2015–018). technology experts. 7 17 CFR 240.17Ad–22(d)(8).
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Document Created: 2018-02-02 14:30:04
Document Modified: 2018-02-02 14:30:04
| Category | Regulatory Information | |
| Collection | Federal Register | |
| sudoc Class | AE 2.7: GS 4.107: AE 2.106: | |
| Publisher | Office of the Federal Register, National Archives and Records Administration | |
| Section | Notices | |
| FR Citation | 81 FR 6913 |
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