81_FR_79090 81 FR 78873 - Self-Regulatory Organizations; NYSE MKT LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Add to the Rules of the Exchange the Eleventh Amended and Restated Operating Agreement of the New York Stock Exchange LLC

81 FR 78873 - Self-Regulatory Organizations; NYSE MKT LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Add to the Rules of the Exchange the Eleventh Amended and Restated Operating Agreement of the New York Stock Exchange LLC

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 81, Issue 217 (November 9, 2016)

Page Range78873-78875
FR Document2016-27025

Federal Register, Volume 81 Issue 217 (Wednesday, November 9, 2016)
[Federal Register Volume 81, Number 217 (Wednesday, November 9, 2016)]
[Notices]
[Pages 78873-78875]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2016-27025]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-79232; File No. SR-NYSEMKT-2016-96]


Self-Regulatory Organizations; NYSE MKT LLC; Notice of Filing and 
Immediate Effectiveness of Proposed Rule Change To Add to the Rules of 
the Exchange the Eleventh Amended and Restated Operating Agreement of 
the New York Stock Exchange LLC

November 3, 2016.
    Pursuant to Section 19(b)(1) \1\ of the Securities Exchange Act of 
1934 (the ``Act'') \2\ and Rule 19b-4 thereunder,\3\ notice is hereby 
given that on October 24, 2016, NYSE MKT LLC (the ``Exchange'' or 
``NYSE MKT'') filed with the Securities and Exchange Commission (the 
``Commission'') the proposed rule change as described in Items I and II 
below, which Items have been prepared by the self-regulatory 
organization. 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 the 
Substance of the Proposed Rule Change

    The Exchange proposes to add to the rules of the Exchange the 
Eleventh Amended and Restated Operating Agreement of the New York Stock 
Exchange LLC (``NYSE LLC''). The proposed rule change is available on 
the Exchange's Web site at www.nyse.com, at the principal office of the 
Exchange, 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 self-regulatory organization 
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 those 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 parts of such statements.

[[Page 78874]]

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 add to the rules of the Exchange the 
Eleventh Amended and Restated Operating Agreement of NYSE LLC (the 
``Eleventh NYSE Operating Agreement'').
    In September 2015, the Exchange filed the Eighth Amended and 
Restated Operating Agreement of NYSE LLC (the ``Eighth NYSE Operating 
Agreement'') as a ``rule of the exchange'' under Section 3(a)(27) of 
the Act because NYSE LLC has a wholly-owned subsidiary, NYSE Market 
(DE), Inc., which owns a majority interest in NYSE Amex Options LLC 
(``NYSE Amex Options''), a facility of the Exchange.\4\ The Exchange 
subsequently removed the obsolete Eighth NYSE Operating Agreement and 
replaced it with the Ninth Amended and Restated Operating Agreement of 
NYSE LLC as a ``rule of the exchange'' under Section 3(a)(27) of the 
Act.\5\ In turn, when the Ninth Amended and Restated Operating 
Agreement of NYSE LLC was amended, the Exchange removed it and replaced 
it with the Tenth Amended and Restated Operating Agreement of NYSE LLC 
(the ``Tenth NYSE Operating Agreement'') as a ``rule of the exchange'' 
under Section 3(a)(27) of the Act.\6\
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    \4\ See 15 U.S.C. 78c(a)(27); Securities Exchange Act Release 
No. 75984 (September 25, 2015), 80 FR 59213, 59214 (October 1, 2015) 
(SR-NYSEMKT-2015-71).
    \5\ See 15 U.S.C. 78c(a)(27); Securities Exchange Act Release 
No. 76637 (December 14, 2015), 80 FR 79124 (December 18, 2015) (SR-
NYSEMKT-2015-102).
    \6\ See Securities Exchange Act Release No. 78436 (July 28, 
2016), 81 FR 51249 (August 3, 2016) (SR-NYSE-2016-51).
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    On October 6, 2016, NYSE LLC filed on an immediately effective 
basis to amend Section 4.05 of the Tenth NYSE Operating Agreement 
regarding the use of regulatory assets, fees, fines and penalties, and 
to make additional, non-substantive edits.\7\ On October 18, 2016, NYSE 
LLC's rule filing amending the Tenth NYSE Operating Agreement was 
noticed.\8\ Such rule change will become operative 30 days from the 
date on which it was filed, or such shorter time as the Commission may 
designate.\9\
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    \7\ See Securities Exchange Act Release No. 79115 (October 18, 
2016), 81 FR 73187 (October 24, 2016) (SR-NYSE-2016-66).
    \8\ Id.
    \9\ Id. at 73189.
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    The Exchange is accordingly filing to remove the obsolete Tenth 
NYSE Operating Agreement as a ``rule of the exchange'' under Section 
3(a)(27) of the Act, and replace it with the Eleventh NYSE Operating 
Agreement as a ``rule of the exchange'' under Section 3(a)(27) of the 
Act.\10\ The Exchange proposes that the rule change become effective on 
the date that the rule change amending the Tenth NYSE Operating 
Agreement becomes operative.
---------------------------------------------------------------------------

    \10\ See 15 U.S.C. 78c(a)(27).
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2. Statutory Basis
    The Exchange believes that the proposed rule change is consistent 
with Section 6(b) of the Exchange Act \11\ in general, and with Section 
6(b)(1) \12\ in particular, in that it enables the Exchange to be so 
organized as to have the capacity to be able to carry out the purposes 
of the Exchange Act and to comply, and to enforce compliance by its 
exchange members and persons associated with its exchange members, with 
the provisions of the Exchange Act, the rules and regulations 
thereunder, and the rules of the Exchange.
---------------------------------------------------------------------------

    \11\ 15 U.S.C. 78f(b).
    \12\ 15 U.S.C. 78f(b)(1).
---------------------------------------------------------------------------

    The Exchange believes that the proposed rule change would 
contribute to the orderly operation of the Exchange and would enable 
the Exchange to be so organized as to have the capacity to carry out 
the purposes of the Act and comply and enforce compliance by its 
members and persons associated with its members, with the provisions of 
the Act because, by removing the obsolete Tenth NYSE Operating 
Agreement and making the Eleventh NYSE Operating Agreement a rule of 
the Exchange, the Exchange would be ensuring that its rules remain 
consistent with the NYSE LLC operating agreement in effect.
    The Exchange notes that, as with the Tenth NYSE Operating 
Agreement, it would be required to file any changes to the Eleventh 
NYSE Operating Agreement with the Commission as a proposed rule 
change.\13\ In addition, the Exchange believes that the proposed 
changes are consistent with and will facilitate an ownership structure 
of the Exchange's facility NYSE Amex Options that will provide the 
Commission with appropriate oversight tools to ensure that the 
Commission will have the ability to enforce the Act with respect to 
NYSE Amex Options and its direct and indirect parent entities.
---------------------------------------------------------------------------

    \13\ The Exchange notes that any amendment to the NYSE LLC 
Operating Agreement would also require that NYSE LLC file a proposed 
rule change with the Commission.
---------------------------------------------------------------------------

    The Exchange also believes that this filing furthers the objectives 
of Section 6(b)(5) of the Act \14\ because the proposed rule change 
would be consistent with and facilitate a governance and regulatory 
structure that 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 regulating, 
clearing, settling, processing information with respect to, and 
facilitating transactions in securities, to remove impediments to, and 
perfect the mechanism of a free and open market and a national market 
system and, in general, to protect investors and the public interest. 
The Exchange believes that removing the obsolete Tenth NYSE Operating 
Agreement and making the Eleventh NYSE Operating Agreement a rule of 
the Exchange will remove impediments to the operation of the Exchange 
by ensuring that its rules remain consistent with the NYSE LLC 
operating agreement in effect. The Exchange notes that, as with the 
Tenth NYSE Operating Agreement, no amendment to the Eleventh NYSE 
Operating Agreement could be made without the Exchange filing a 
proposed rule change with the Commission. For the same reasons, the 
proposed rule change is also designed to protect investors as well as 
the public interest.
---------------------------------------------------------------------------

    \14\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------

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 Exchange Act. The proposed rule 
change is not intended to address competitive issues but rather is 
concerned solely with ensuring that the Commission will have the 
ability to enforce the Act with respect to NYSE Amex Options and its 
direct and indirect parent entities.

C. Self-Regulatory Organization's Statement on Comments on the Proposed 
Rule Change Received From Members, Participants, or Others

    No written comments were solicited or received with respect to the 
proposed rule change.

III. Date of Effectiveness of the Proposed Rule Change and Timing for 
Commission Action

    The Exchange has filed the proposed rule change pursuant to Section 
19(b)(3)(A)(iii) of the Act \15\ and Rule 19b-4(f)(6) thereunder.\16\ 
Because the proposed rule change does not: (i) Significantly affect the 
protection of investors or the public interest; (ii) impose any 
significant burden on

[[Page 78875]]

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, the proposed rule change has become effective pursuant to 
Section 19(b)(3)(A) of the Act and Rule 19b-4(f)(6)(iii) 
thereunder.\17\
---------------------------------------------------------------------------

    \15\ 15 U.S.C. 78s(b)(3)(A)(iii).
    \16\ 17 CFR 240.19b-4(f)(6).
    \17\ In addition, Rule 19b-4(f)(6)(iii) requires the Exchange to 
give the Commission written notice of the Exchange's intent to file 
the proposed rule change, along with a brief description and text of 
the proposed rule change, at least five business days prior to the 
date of filing of the proposed rule change, or such shorter time as 
designated by the Commission. The Exchange has satisfied this 
requirement.
---------------------------------------------------------------------------

    A proposed rule change filed under Rule 19b-4(f)(6) \18\ normally 
does not become operative prior to 30 days after the date of the 
filing. However, Rule 19b-4(f)(6)(iii) permits the Commission to 
designate a shorter time if such action is consistent with the 
protection of investors and the public interest. The Exchange has asked 
the Commission to waive the 30-day operative delay so that the proposal 
may become operative on November 5, 2016, the same date that the 
proposed rule change to amend the Tenth NYSE Operating Agreement and to 
renumber it as the Eleventh NYSE Operating Agreement becomes 
operative.\19\ The Commission believes that waiver of the 30-day 
operative delay is appropriate because it would permit the Eleventh 
NYSE Operating Agreement to become ``rules of an exchange'' of NYSE MKT 
without delay.\20\ Based on the foregoing, the Commission believes that 
the waiver of the operative delay is consistent with the protection of 
investors and the public interest.\21\ The Commission hereby grants the 
waiver and designates the proposal operative upon November 5, 2016, the 
same date that the rule change amending the Tenth NYSE Operating 
Agreement and renumbering it as the Eleventh NYSE Operating Agreement 
becomes operative.\22\
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    \18\ 17 CFR 240.19b-4(f)(6).
    \19\ See supra note 7.
    \20\ See 15 U.S.C. 78c(a)(27).
    \21\ 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).
    \22\ See supra note 7.
---------------------------------------------------------------------------

    At any time within 60 days of the filing of such 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 under 
Section 19(b)(2)(B) \23\ of the Act to determine whether the proposed 
rule change should be approved or disapproved.
---------------------------------------------------------------------------

    \23\ 15 U.S.C. 78s(b)(2)(B).
---------------------------------------------------------------------------

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-NYSEMKT-2016-96 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-NYSEMKT-2016-96. 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 20549-1090, 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-NYSEMKT-2016-96 and should 
be submitted on or before November 30, 2016.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\24\
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    \24\ 17 CFR 200.30-3(a)(12).
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Brent J. Fields,
Secretary.
[FR Doc. 2016-27025 Filed 11-8-16; 8:45 am]
BILLING CODE 8011-01-P



                                                                          Federal Register / Vol. 81, No. 217 / Wednesday, November 9, 2016 / Notices                                                78873

                                                subject to the MSRB’s regulation and                    Paper Comments                                         SECURITIES AND EXCHANGE
                                                oversight and to provide for their                                                                             COMMISSION
                                                representation in the decision-making                     • Send paper comments in triplicate
                                                processes of the Board.                                 to Secretary, Securities and Exchange
                                                                                                                                                               [Release No. 34–79232; File No. SR–
                                                                                                        Commission, 100 F Street NE.,
                                                B. Self-Regulatory Organization’s                                                                              NYSEMKT–2016–96]
                                                                                                        Washington, DC 20549.
                                                Statement on Burden on Competition
                                                                                                        All submissions should refer to File                   Self-Regulatory Organizations; NYSE
                                                  Section 15B(b)(2)(C) of the Act 13                    Number SR–MSRB–2016–13. This file                      MKT LLC; Notice of Filing and
                                                requires that MSRB rules not be                         number should be included on the                       Immediate Effectiveness of Proposed
                                                designed to impose any burden on                        subject line if email is used. To help the             Rule Change To Add to the Rules of
                                                competition not necessary or                            Commission process and review your                     the Exchange the Eleventh Amended
                                                appropriate in furtherance of the                       comments more efficiently, please use                  and Restated Operating Agreement of
                                                purposes of the Act. The MSRB believes                  only one method. The Commission will                   the New York Stock Exchange LLC
                                                that the proposed rule change does not                  post all comments on the Commission’s
                                                impose any burden on competition not                                                                           November 3, 2016.
                                                                                                        Internet Web site (http://www.sec.gov/
                                                necessary or appropriate in furtherance                                                                           Pursuant to Section 19(b)(1) 1 of the
                                                                                                        rules/sro.shtml). Copies of the
                                                of the purposes of the Act, in that the                                                                        Securities Exchange Act of 1934 (the
                                                proposed rule change simply amends                      submission, all subsequent
                                                                                                        amendments, all written statements                     ‘‘Act’’) 2 and Rule 19b–4 thereunder,3
                                                the quorum requirements applicable to
                                                                                                        with respect to the proposed rule                      notice is hereby given that on October
                                                the MSRB Board, and does not affect or
                                                                                                        change that are filed with the                         24, 2016, NYSE MKT LLC (the
                                                impose a burden on competition.
                                                                                                        Commission, and all written                            ‘‘Exchange’’ or ‘‘NYSE MKT’’) filed with
                                                C. Self-Regulatory Organization’s                       communications relating to the                         the Securities and Exchange
                                                Statement on Comments on the                            proposed rule change between the                       Commission (the ‘‘Commission’’) the
                                                Proposed Rule Change Received From                      Commission and any person, other than                  proposed rule change as described in
                                                Members, Participants, or Others                        those that may be withheld from the                    Items I and II below, which Items have
                                                  Written comments were neither                         public in accordance with the                          been prepared by the self-regulatory
                                                solicited nor received on the proposed                  provisions of 5 U.S.C. 552, will be                    organization. The Commission is
                                                rule change.                                            available for Web site viewing and                     publishing this notice to solicit
                                                                                                        printing in the Commission’s Public                    comments on the proposed rule change
                                                III. Date of Effectiveness of the                       Reference Room, 100 F Street NE.,                      from interested persons.
                                                Proposed Rule Change and Timing for                     Washington, DC 20549 on official
                                                Commission Action                                                                                              I. Self-Regulatory Organization’s
                                                                                                        business days between the hours of                     Statement of the Terms of the Substance
                                                   The foregoing proposed rule change                   10:00 a.m. and 3:00 p.m. Copies of the                 of the Proposed Rule Change
                                                has become effective pursuant to                        filing also will be available for
                                                Section 19(b)(3)(A) of the Act 14 and                   inspection and copying at the principal                   The Exchange proposes to add to the
                                                paragraph (f) of Rule 19b–4                             office of the MSRB. All comments                       rules of the Exchange the Eleventh
                                                thereunder.15 At any time within 60                     received will be posted without change;                Amended and Restated Operating
                                                days of the filing of the proposed rule                 the Commission does not edit personal                  Agreement of the New York Stock
                                                change, the Commission summarily may                    identifying information from                           Exchange LLC (‘‘NYSE LLC’’). The
                                                temporarily suspend such rule change if                 submissions. You should submit only                    proposed rule change is available on the
                                                it appears to the Commission that such                  information that you wish to make                      Exchange’s Web site at www.nyse.com,
                                                action is necessary or appropriate in the               available publicly. All submissions                    at the principal office of the Exchange,
                                                public interest, for the protection of                  should refer to File Number SR–MSRB–                   and at the Commission’s Public
                                                investors, or otherwise in furtherance of               2016–13 and should be submitted on or                  Reference Room.
                                                the purposes of the Act.                                before November 30, 2016.
                                                                                                                                                               II. Self-Regulatory Organization’s
                                                IV. Solicitation of Comments                              For the Commission, pursuant to delegated            Statement of the Purpose of, and
                                                                                                        authority.16                                           Statutory Basis for, the Proposed Rule
                                                  Interested persons are invited to
                                                submit written data, views, and                         Brent J. Fields,                                       Change
                                                arguments concerning the foregoing,                     Secretary.
                                                                                                                                                                 In its filing with the Commission, the
                                                including whether the proposed rule                     [FR Doc. 2016–27021 Filed 11–8–16; 8:45 am]
                                                change is consistent with the Act.                                                                             self-regulatory organization included
                                                                                                        BILLING CODE 8011–01–P
                                                Comments may be submitted by any of                                                                            statements concerning the purpose of,
                                                the following methods:                                                                                         and basis for, the proposed rule change
                                                                                                                                                               and discussed any comments it received
                                                Electronic Comments                                                                                            on the proposed rule change. The text
                                                  • Use the Commission’s Internet                                                                              of those statements may be examined at
                                                comment form (http://www.sec.gov/                                                                              the places specified in Item IV below.
                                                rules/sro.shtml); or                                                                                           The Exchange has prepared summaries,
sradovich on DSK3GMQ082PROD with NOTICES




                                                                                                                                                               set forth in sections A, B, and C below,
                                                  • Send an email to rule-comments@                                                                            of the most significant parts of such
                                                sec.gov. Please include File Number SR–
                                                                                                                                                               statements.
                                                MSRB–2016–13 on the subject line.

                                                  13 15                                                                                                          1 15 U.S.C. 78s(b)(1).
                                                        U.S.C. 78o–4(b)(2)(C).
                                                  14 15                                                                                                          2 15 U.S.C. 78a.
                                                        U.S.C. 78s(b)(3)(A).
                                                  15 17 CFR 240.19b–4(f).                                 16 17   CFR 200.30–3(a)(12).                           3 17 CFR 240.19b–4.




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                                                78874                    Federal Register / Vol. 81, No. 217 / Wednesday, November 9, 2016 / Notices

                                                A. Self-Regulatory Organization’s                       Act, and replace it with the Eleventh                 governance and regulatory structure that
                                                Statement of the Purpose of, and the                    NYSE Operating Agreement as a ‘‘rule of               is designed to prevent fraudulent and
                                                Statutory Basis for, the Proposed Rule                  the exchange’’ under Section 3(a)(27) of              manipulative acts and practices, to
                                                Change                                                  the Act.10 The Exchange proposes that                 promote just and equitable principles of
                                                                                                        the rule change become effective on the               trade, to foster cooperation and
                                                1. Purpose                                              date that the rule change amending the                coordination with persons engaged in
                                                   The Exchange proposes to add to the                  Tenth NYSE Operating Agreement                        regulating, clearing, settling, processing
                                                rules of the Exchange the Eleventh                      becomes operative.                                    information with respect to, and
                                                Amended and Restated Operating                                                                                facilitating transactions in securities, to
                                                                                                        2. Statutory Basis
                                                Agreement of NYSE LLC (the ‘‘Eleventh                                                                         remove impediments to, and perfect the
                                                NYSE Operating Agreement’’).                               The Exchange believes that the                     mechanism of a free and open market
                                                   In September 2015, the Exchange filed                proposed rule change is consistent with               and a national market system and, in
                                                the Eighth Amended and Restated                         Section 6(b) of the Exchange Act 11 in                general, to protect investors and the
                                                Operating Agreement of NYSE LLC (the                    general, and with Section 6(b)(1) 12 in               public interest. The Exchange believes
                                                ‘‘Eighth NYSE Operating Agreement’’)                    particular, in that it enables the                    that removing the obsolete Tenth NYSE
                                                as a ‘‘rule of the exchange’’ under                     Exchange to be so organized as to have                Operating Agreement and making the
                                                Section 3(a)(27) of the Act because                     the capacity to be able to carry out the              Eleventh NYSE Operating Agreement a
                                                NYSE LLC has a wholly-owned                             purposes of the Exchange Act and to                   rule of the Exchange will remove
                                                subsidiary, NYSE Market (DE), Inc.,                     comply, and to enforce compliance by                  impediments to the operation of the
                                                which owns a majority interest in NYSE                  its exchange members and persons                      Exchange by ensuring that its rules
                                                Amex Options LLC (‘‘NYSE Amex                           associated with its exchange members,                 remain consistent with the NYSE LLC
                                                Options’’), a facility of the Exchange.4                with the provisions of the Exchange Act,              operating agreement in effect. The
                                                The Exchange subsequently removed                       the rules and regulations thereunder,                 Exchange notes that, as with the Tenth
                                                the obsolete Eighth NYSE Operating                      and the rules of the Exchange.                        NYSE Operating Agreement, no
                                                Agreement and replaced it with the                         The Exchange believes that the                     amendment to the Eleventh NYSE
                                                Ninth Amended and Restated Operating                    proposed rule change would contribute                 Operating Agreement could be made
                                                Agreement of NYSE LLC as a ‘‘rule of                    to the orderly operation of the Exchange              without the Exchange filing a proposed
                                                the exchange’’ under Section 3(a)(27) of                and would enable the Exchange to be so
                                                                                                                                                              rule change with the Commission. For
                                                the Act.5 In turn, when the Ninth                       organized as to have the capacity to
                                                                                                                                                              the same reasons, the proposed rule
                                                Amended and Restated Operating                          carry out the purposes of the Act and
                                                                                                                                                              change is also designed to protect
                                                Agreement of NYSE LLC was amended,                      comply and enforce compliance by its
                                                                                                                                                              investors as well as the public interest.
                                                the Exchange removed it and replaced it                 members and persons associated with
                                                with the Tenth Amended and Restated                     its members, with the provisions of the               B. Self-Regulatory Organization’s
                                                Operating Agreement of NYSE LLC (the                    Act because, by removing the obsolete                 Statement on Burden on Competition
                                                ‘‘Tenth NYSE Operating Agreement’’) as                  Tenth NYSE Operating Agreement and                      The Exchange does not believe that
                                                a ‘‘rule of the exchange’’ under Section                making the Eleventh NYSE Operating                    the proposed rule change will impose
                                                3(a)(27) of the Act.6                                   Agreement a rule of the Exchange, the                 any burden on competition that is not
                                                   On October 6, 2016, NYSE LLC filed                   Exchange would be ensuring that its                   necessary or appropriate in furtherance
                                                on an immediately effective basis to                    rules remain consistent with the NYSE                 of the purposes of the Exchange Act.
                                                amend Section 4.05 of the Tenth NYSE                    LLC operating agreement in effect.                    The proposed rule change is not
                                                                                                           The Exchange notes that, as with the               intended to address competitive issues
                                                Operating Agreement regarding the use
                                                                                                        Tenth NYSE Operating Agreement, it                    but rather is concerned solely with
                                                of regulatory assets, fees, fines and
                                                                                                        would be required to file any changes to              ensuring that the Commission will have
                                                penalties, and to make additional, non-
                                                                                                        the Eleventh NYSE Operating                           the ability to enforce the Act with
                                                substantive edits.7 On October 18, 2016,
                                                                                                        Agreement with the Commission as a                    respect to NYSE Amex Options and its
                                                NYSE LLC’s rule filing amending the
                                                                                                        proposed rule change.13 In addition, the              direct and indirect parent entities.
                                                Tenth NYSE Operating Agreement was
                                                noticed.8 Such rule change will become                  Exchange believes that the proposed
                                                                                                        changes are consistent with and will                  C. Self-Regulatory Organization’s
                                                operative 30 days from the date on                                                                            Statement on Comments on the
                                                                                                        facilitate an ownership structure of the
                                                which it was filed, or such shorter time                                                                      Proposed Rule Change Received From
                                                                                                        Exchange’s facility NYSE Amex Options
                                                as the Commission may designate.9                                                                             Members, Participants, or Others
                                                   The Exchange is accordingly filing to                that will provide the Commission with
                                                remove the obsolete Tenth NYSE                          appropriate oversight tools to ensure                   No written comments were solicited
                                                Operating Agreement as a ‘‘rule of the                  that the Commission will have the                     or received with respect to the proposed
                                                exchange’’ under Section 3(a)(27) of the                ability to enforce the Act with respect to            rule change.
                                                                                                        NYSE Amex Options and its direct and
                                                                                                        indirect parent entities.                             III. Date of Effectiveness of the
                                                  4 See   15 U.S.C. 78c(a)(27); Securities Exchange
                                                                                                           The Exchange also believes that this               Proposed Rule Change and Timing for
                                                Act Release No. 75984 (September 25, 2015), 80 FR
                                                59213, 59214 (October 1, 2015) (SR–NYSEMKT–             filing furthers the objectives of Section             Commission Action
                                                2015–71).                                               6(b)(5) of the Act 14 because the                        The Exchange has filed the proposed
                                                   5 See 15 U.S.C. 78c(a)(27); Securities Exchange
                                                                                                        proposed rule change would be                         rule change pursuant to Section
                                                Act Release No. 76637 (December 14, 2015), 80 FR
                                                79124 (December 18, 2015) (SR–NYSEMKT–2015–             consistent with and facilitate a                      19(b)(3)(A)(iii) of the Act 15 and Rule
sradovich on DSK3GMQ082PROD with NOTICES




                                                102).                                                                                                         19b–4(f)(6) thereunder.16 Because the
                                                                                                          10 See 15 U.S.C. 78c(a)(27).
                                                   6 See Securities Exchange Act Release No. 78436
                                                                                                                                                              proposed rule change does not: (i)
                                                (July 28, 2016), 81 FR 51249 (August 3, 2016) (SR–        11 15 U.S.C. 78f(b).                                Significantly affect the protection of
                                                NYSE–2016–51).                                            12 15 U.S.C. 78f(b)(1).
                                                   7 See Securities Exchange Act Release No. 79115        13 The Exchange notes that any amendment to the
                                                                                                                                                              investors or the public interest; (ii)
                                                (October 18, 2016), 81 FR 73187 (October 24, 2016)      NYSE LLC Operating Agreement would also require       impose any significant burden on
                                                (SR–NYSE–2016–66).                                      that NYSE LLC file a proposed rule change with the
                                                   8 Id.                                                Commission.                                             15 15   U.S.C. 78s(b)(3)(A)(iii).
                                                   9 Id. at 73189.                                        14 15 U.S.C. 78f(b)(5).                               16 17   CFR 240.19b–4(f)(6).



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                                                                          Federal Register / Vol. 81, No. 217 / Wednesday, November 9, 2016 / Notices                                                     78875

                                                competition; and (iii) become operative                 under Section 19(b)(2)(B) 23 of the Act to                  For the Commission, by the Division of
                                                for 30 days from the date on which it                   determine whether the proposed rule                       Trading and Markets, pursuant to delegated
                                                was filed, or such shorter time as the                  change should be approved or                              authority.24
                                                Commission may designate, the                           disapproved.                                              Brent J. Fields,
                                                proposed rule change has become                                                                                   Secretary.
                                                                                                        IV. Solicitation of Comments
                                                effective pursuant to Section 19(b)(3)(A)                                                                         [FR Doc. 2016–27025 Filed 11–8–16; 8:45 am]
                                                of the Act and Rule 19b–4(f)(6)(iii)                      Interested persons are invited to
                                                                                                        submit written data, views, and                           BILLING CODE 8011–01–P
                                                thereunder.17
                                                   A proposed rule change filed under                   arguments concerning the foregoing,
                                                Rule 19b–4(f)(6) 18 normally does not                   including whether the proposed rule
                                                become operative prior to 30 days after                 change is consistent with the Act.                        SECURITIES AND EXCHANGE
                                                the date of the filing. However, Rule                   Comments may be submitted by any of                       COMMISSION
                                                19b–4(f)(6)(iii) permits the Commission                 the following methods:
                                                to designate a shorter time if such action                                                                        [Release No. 34–79229; File No. SR–
                                                                                                        Electronic Comments
                                                is consistent with the protection of                                                                              BatsBZX–2016–67]
                                                investors and the public interest. The                    • Use the Commission’s Internet
                                                Exchange has asked the Commission to                    comment form (http://www.sec.gov/                         Self-Regulatory Organizations; Bats
                                                waive the 30-day operative delay so that                rules/sro.shtml); or                                      BZX Exchange, Inc.; Notice of Filing
                                                the proposal may become operative on                      • Send an email to rule-comments@                       and Immediate Effectiveness of a
                                                November 5, 2016, the same date that                    sec.gov. Please include File Number SR–                   Proposed Rule Change to Amend BZX
                                                the proposed rule change to amend the                   NYSEMKT–2016–96 on the subject line.                      Rule 2.5, Restrictions, Regarding
                                                Tenth NYSE Operating Agreement and                      Paper Comments                                            Members and Associated Persons of
                                                to renumber it as the Eleventh NYSE                                                                               Members Who Are or Become Subject
                                                                                                           • Send paper comments in triplicate
                                                Operating Agreement becomes                                                                                       to a Statutory Disqualification
                                                                                                        to Brent J. Fields, Secretary, Securities
                                                operative.19 The Commission believes
                                                                                                        and Exchange Commission, 100 F Street                     November 3, 2016.
                                                that waiver of the 30-day operative
                                                                                                        NE., Washington, DC 20549–1090.
                                                delay is appropriate because it would                                                                                Pursuant to Section 19(b)(1) of the
                                                permit the Eleventh NYSE Operating                      All submissions should refer to File
                                                                                                        Number SR–NYSEMKT–2016–96. This                           Securities Exchange Act of 1934 (the
                                                Agreement to become ‘‘rules of an                                                                                 ‘‘Act’’),1 and Rule 19b–4 thereunder,2
                                                exchange’’ of NYSE MKT without                          file number should be included on the
                                                                                                        subject line if email is used. To help the                notice is hereby given that on October
                                                delay.20 Based on the foregoing, the
                                                                                                        Commission process and review your                        24, 2016, Bats BZX Exchange, Inc. (the
                                                Commission believes that the waiver of
                                                                                                        comments more efficiently, please use                     ‘‘Exchange’’ or ‘‘BZX’’) filed with the
                                                the operative delay is consistent with
                                                the protection of investors and the                     only one method. The Commission will                      Securities and Exchange Commission
                                                public interest.21 The Commission                       post all comments on the Commission’s                     (‘‘Commission’’) the proposed rule
                                                hereby grants the waiver and designates                 Internet Web site (http://www.sec.gov/                    change as described in Items I and II
                                                the proposal operative upon November                    rules/sro.shtml). Copies of the                           below, which Items have been prepared
                                                5, 2016, the same date that the rule                    submission, all subsequent                                by the Exchange. The Exchange has
                                                change amending the Tenth NYSE                          amendments, all written statements                        designated this proposal as a ‘‘non-
                                                Operating Agreement and renumbering                     with respect to the proposed rule                         controversial’’ proposed rule change
                                                it as the Eleventh NYSE Operating                       change that are filed with the                            pursuant to Section 19(b)(3)(A) of the
                                                Agreement becomes operative.22                          Commission, and all written                               Act 3 and Rule 19b–4(f)(6)(iii)
                                                   At any time within 60 days of the                    communications relating to the                            thereunder,4 which renders it effective
                                                filing of such proposed rule change, the                proposed rule change between the                          upon filing with the Commission. The
                                                Commission summarily may                                Commission and any person, other than                     Commission is publishing this notice to
                                                temporarily suspend such rule change if                 those that may be withheld from the                       solicit comments on the proposed rule
                                                it appears to the Commission that such                  public in accordance with the                             change from interested persons.
                                                action is necessary or appropriate in the               provisions of 5 U.S.C. 552, will be
                                                public interest, for the protection of                  available for Web site viewing and                        I. Self-Regulatory Organization’s
                                                investors, or otherwise in furtherance of               printing in the Commission’s Public                       Statement of the Terms of Substance of
                                                the purposes of the Act. If the                         Reference Room, 100 F Street NE.,                         the Proposed Rule Change
                                                Commission takes such action, the                       Washington, DC 20549–1090, on official
                                                Commission shall institute proceedings                  business days between the hours of                           The Exchange filed a proposal to
                                                                                                        10:00 a.m. and 3:00 p.m. Copies of the                    amend BZX Rules regarding Members
                                                   17 In addition, Rule 19b–4(f)(6)(iii) requires the   filing also will be available for                         and associated persons of Members who
                                                Exchange to give the Commission written notice of       inspection and copying at the principal                   are or become subject to a statutory
                                                the Exchange’s intent to file the proposed rule                                                                   disqualification.
                                                change, along with a brief description and text of
                                                                                                        office of the Exchange. All comments
                                                the proposed rule change, at least five business days   received will be posted without change;                      The text of the proposed rule change
                                                prior to the date of filing of the proposed rule        the Commission does not edit personal                     is available at the Exchange’s Web site
                                                change, or such shorter time as designated by the       identifying information from
                                                Commission. The Exchange has satisfied this
                                                                                                                                                                  at www.batstrading.com, at the
                                                requirement.                                            submissions. You should submit only                       principal office of the Exchange, and at
sradovich on DSK3GMQ082PROD with NOTICES




                                                   18 17 CFR 240.19b–4(f)(6).                           information that you wish to make                         the Commission’s Public Reference
                                                   19 See supra note 7.                                 available publicly. All submissions                       Room.
                                                   20 See 15 U.S.C. 78c(a)(27).                         should refer to File Number SR–
                                                   21 For purposes only of waiving the 30-day
                                                                                                        NYSEMKT–2016–96 and should be                               24 17 CFR 200.30–3(a)(12).
                                                operative delay, the Commission has also                submitted on or before November 30,                         1 15 U.S.C. 78s(b)(1).
                                                considered the proposed rule’s impact on
                                                efficiency, competition, and capital formation. See     2016.                                                       2 17 CFR 240.19b–4.

                                                15 U.S.C. 78c(f).                                                                                                   3 15 U.S.C. 78s(b)(3)(A).
                                                   22 See supra note 7.                                   23 15   U.S.C. 78s(b)(2)(B).                              4 17 CFR 240.19b–4(f)(6)(iii).




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Document Created: 2016-11-09 01:39:45
Document Modified: 2016-11-09 01:39:45
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 78873 

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