82 FR 11084 - Self-Regulatory Organizations; New York Stock Exchange LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Amend Section 902.02 of the New York Stock Exchange LLC Listed Company Manual To Waive the First Partial Year's Annual Fees for Companies Transferring From Other Exchanges

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 82, Issue 32 (February 17, 2017)

Page Range		11084-11085
FR Document		2017-03181
Federal Register, Volume 82 Issue 32 (Friday, February 17, 2017)
[Federal Register Volume 82, Number 32 (Friday, February 17, 2017)]
[Notices]
[Pages 11084-11085]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2017-03181]



[[Page 11084]]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-80030; File No. SR-NYSE-2017-02]


Self-Regulatory Organizations; New York Stock Exchange LLC; 
Notice of Filing and Immediate Effectiveness of Proposed Rule Change To 
Amend Section 902.02 of the New York Stock Exchange LLC Listed Company 
Manual To Waive the First Partial Year's Annual Fees for Companies 
Transferring From Other Exchanges

February 13, 2017.
    Pursuant to Section 19(b)(1) \1\ of the Securities Exchange Act of 
1934 (``Act'' or ``Exchange Act'') \2\ and Rule 19b-4 thereunder,\3\ 
notice is hereby given that, on January 31, 2017, New York Stock 
Exchange LLC (``NYSE'' or ``Exchange'') filed with the Securities and 
Exchange Commission (``Commission'') the proposed rule change as 
described in Items I, II, and III 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 Substance 
of the Proposed Rule Change

    The Exchange proposes to amend Section 902.02 of the NYSE Listed 
Company Manual (the ``Manual'') to provide a waiver of annual fees in 
relation to the first partial year of listing for companies 
transferring from another national securities exchange. 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.

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

1. Purpose
    The Exchange proposes to amend Section 902.02 of the Manual to 
provide a waiver of annual fees in relation to the first partial year 
of listing for companies transferring their primary class of common 
shares from another national securities exchange.
    Section 902.02 currently provides that companies transferring their 
listing from another national securities exchange must pay prorated 
annual fees in relation to the first partial year that they are listed 
on the Exchange. However, Section 902.02 provides that companies 
transferring their primary class of common shares from NYSE Arca and 
NYSE MKT are not required to pay any annual fee for their first part 
year of listing after transferring for their primary class of common 
shares or any class of securities transferred in conjunction therewith. 
The Exchange believes that it is fairer and more consistent to treat 
all companies transferring from another market the same for fee 
purposes and therefore proposes to amend Section 902.02 to provide that 
all companies transferring from any other national securities exchange 
should benefit from an annual fee waiver for their first partial year 
of listing. In addition, the Exchange notes that companies transferring 
in mid-year will already have paid listing fees for that year to the 
exchange on which they were previously listed and that the double 
payment the Exchange's prorated annual fee imposes on them imposes a 
significant financial burden and acts as a disincentive to 
transferring. The Exchange does not believe that this waiver will have 
any effect on its ability to properly fund its regulatory activities.
2. Statutory Basis
    The Exchange believes that the proposed rule change is consistent 
with Section 6(b) of the Exchange Act,\4\ in general, and furthers the 
objectives of Sections 6(b)(4) \5\ of the Exchange Act, in particular, 
in that it is designed to provide for the equitable allocation of 
reasonable dues, fees, and other charges and is not designed to permit 
unfair discrimination among its members and issuers and other persons 
using its facilities. The Exchange also believes that the proposed rule 
change is consistent with Section 6(b)(5) of the Exchange Act, in 
particular in that it is designed 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.
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    \4\ 15 U.S.C. 78f(b).
    \5\ 15 U.S.C. 78f(b)(4).
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    The Exchange believes that the proposed rule change is consistent 
with Sections 6(b)(4) and 6(b)(5) of the Exchange Act in that it 
represents an equitable allocation of fees and does not unfairly 
discriminate among listed companies. In particular, the Exchange 
believes the proposal represents an equitable allocation of fees and is 
not unfairly discriminatory because the proposed amendment will enable 
all companies transferring from any other national securities exchange 
to benefit from the same waiver with respect to annual fees for their 
first partial year of listing and not just those transferring from NYSE 
Arca and NYSE MKT, as is currently the case. The Exchange believes that 
the proposed waiver is not unfairly discriminatory with respect to 
companies that are already listed, because it is narrowly designed to 
address the fact that companies transferring from other markets have 
already paid annual listing fees at their predecessor market and would 
otherwise have an unusually large aggregate listing fee burden in their 
first partial year of listing. The Exchange also expects the effect of 
the proposed waiver to be small, as it is limited to the first part 
year of a transfer company's listing and a relatively small number of 
companies transfer to the Exchange in any year. Due to the very limited 
anticipated loss of revenue associated with the proposed waiver, the 
Exchange does not expect the proposed fee waiver to affect its ability 
to devote the same level of resources to its oversight of the companies 
that benefit from the waiver as it does for other listed companies or, 
more generally, impact its resource commitment to its regulatory 
oversight of the listing process or its regulatory programs.

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 designed to enable all companies transferring from any other 
national securities exchange

[[Page 11085]]

to benefit from the same waiver with respect to annual fees for their 
first partial year of listing and not just those transferring from NYSE 
Arca and NYSE MKT, as is currently the case. The market for listings is 
extremely competitive. Each listing exchange has a different fee 
schedule that applies to issuers seeking to list securities on its 
exchange. Issuers have the option to list their securities on these 
alternative venues based on the fees charged and the value provided by 
each listing. Because issuers have a choice to list their securities on 
a different national securities exchange, the Exchange does not believe 
that the proposed fee change imposes a burden on competition.

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 foregoing rule change is effective upon filing pursuant to 
Section 19(b)(3)(A) \6\ of the Act and subparagraph (f)(2) of Rule 19b-
4 \7\ thereunder, because it establishes a due, fee, or other charge 
imposed by the Exchange.
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    \6\ 15 U.S.C. 78s(b)(3)(A).
    \7\ 17 CFR 240.19b-4(f)(2).
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    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) \8\ of the Act to determine whether the proposed 
rule change should be approved or disapproved.
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    \8\ 15 U.S.C. 78s(b)(2)(B).
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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-NYSE-2017-02 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-NYSE-2017-02. 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 such 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-NYSE-2017-02, and should be 
submitted on or before March 10, 2017.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\9\
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    \9\ 17 CFR 200.30-3(a)(12).
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Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2017-03181 Filed 2-16-17; 8:45 am]
 BILLING CODE 8011-01-P
11084 Federal Register / Vol. 82, No. 32 / Friday, February 17, 2017 / Notices

SECURITIES AND EXCHANGE A. Self-Regulatory Organization’s Exchange Act, in particular in that it is
COMMISSION Statement of the Purpose of, and the designed to promote just and equitable
Statutory Basis for, the Proposed Rule principles of trade, to foster cooperation
[Release No. 34–80030; File No. SR–NYSE– Change and coordination with persons engaged
2017–02] in regulating, clearing, settling,
1. Purpose
processing information with respect to,
Self-Regulatory Organizations; New The Exchange proposes to amend and facilitating transactions in
York Stock Exchange LLC; Notice of Section 902.02 of the Manual to provide securities, to remove impediments to
Filing and Immediate Effectiveness of a waiver of annual fees in relation to the and perfect the mechanism of a free and
Proposed Rule Change To Amend first partial year of listing for companies open market and a national market
Section 902.02 of the New York Stock transferring their primary class of system, and, in general, to protect
Exchange LLC Listed Company common shares from another national investors and the public interest.
Manual To Waive the First Partial securities exchange. The Exchange believes that the
Year’s Annual Fees for Companies Section 902.02 currently provides that proposed rule change is consistent with
Transferring From Other Exchanges companies transferring their listing from Sections 6(b)(4) and 6(b)(5) of the
another national securities exchange Exchange Act in that it represents an
February 13, 2017. must pay prorated annual fees in equitable allocation of fees and does not
Pursuant to Section 19(b)(1) 1 of the relation to the first partial year that they unfairly discriminate among listed
Securities Exchange Act of 1934 (‘‘Act’’ are listed on the Exchange. However, companies. In particular, the Exchange
or ‘‘Exchange Act’’) 2 and Rule 19b–4 Section 902.02 provides that companies believes the proposal represents an
thereunder,3 notice is hereby given that, transferring their primary class of equitable allocation of fees and is not
on January 31, 2017, New York Stock common shares from NYSE Arca and unfairly discriminatory because the
Exchange LLC (‘‘NYSE’’ or ‘‘Exchange’’) NYSE MKT are not required to pay any proposed amendment will enable all
filed with the Securities and Exchange annual fee for their first part year of companies transferring from any other
Commission (‘‘Commission’’) the listing after transferring for their national securities exchange to benefit
proposed rule change as described in primary class of common shares or any from the same waiver with respect to
Items I, II, and III below, which Items class of securities transferred in annual fees for their first partial year of
have been prepared by the self- conjunction therewith. The Exchange listing and not just those transferring
regulatory organization. The believes that it is fairer and more from NYSE Arca and NYSE MKT, as is
Commission is publishing this notice to consistent to treat all companies currently the case. The Exchange
solicit comments on the proposed rule transferring from another market the believes that the proposed waiver is not
change from interested persons. same for fee purposes and therefore unfairly discriminatory with respect to
proposes to amend Section 902.02 to companies that are already listed,
I. Self-Regulatory Organization’s
provide that all companies transferring because it is narrowly designed to
Statement of the Terms of Substance of
from any other national securities address the fact that companies
the Proposed Rule Change
exchange should benefit from an annual transferring from other markets have
The Exchange proposes to amend fee waiver for their first partial year of already paid annual listing fees at their
Section 902.02 of the NYSE Listed listing. In addition, the Exchange notes predecessor market and would
Company Manual (the ‘‘Manual’’) to that companies transferring in mid-year otherwise have an unusually large
provide a waiver of annual fees in will already have paid listing fees for aggregate listing fee burden in their first
relation to the first partial year of listing that year to the exchange on which they partial year of listing. The Exchange also
for companies transferring from another were previously listed and that the expects the effect of the proposed
national securities exchange. The double payment the Exchange’s waiver to be small, as it is limited to the
proposed rule change is available on the prorated annual fee imposes on them first part year of a transfer company’s
Exchange’s Web site at www.nyse.com, imposes a significant financial burden listing and a relatively small number of
at the principal office of the Exchange, and acts as a disincentive to companies transfer to the Exchange in
and at the Commission’s Public transferring. The Exchange does not any year. Due to the very limited
Reference Room. believe that this waiver will have any anticipated loss of revenue associated
II. Self-Regulatory Organization’s effect on its ability to properly fund its with the proposed waiver, the Exchange
regulatory activities. does not expect the proposed fee waiver
Statement of the Purpose of, and
to affect its ability to devote the same
Statutory Basis for, the Proposed Rule 2. Statutory Basis level of resources to its oversight of the
Change The Exchange believes that the companies that benefit from the waiver
In its filing with the Commission, the proposed rule change is consistent with as it does for other listed companies or,
self-regulatory organization included Section 6(b) of the Exchange Act,4 in more generally, impact its resource
statements concerning the purpose of, general, and furthers the objectives of commitment to its regulatory oversight
and basis for, the proposed rule change Sections 6(b)(4) 5 of the Exchange Act, of the listing process or its regulatory
and discussed any comments it received in particular, in that it is designed to programs.
on the proposed rule change. The text provide for the equitable allocation of
of those statements may be examined at B. Self-Regulatory Organization’s
reasonable dues, fees, and other charges
the places specified in Item IV below. Statement on Burden on Competition
and is not designed to permit unfair
The Exchange does not believe that
mstockstill on DSK3G9T082PROD with NOTICES

The Exchange has prepared summaries, discrimination among its members and
set forth in sections A, B, and C below, issuers and other persons using its the proposed rule change will impose
of the most significant parts of such facilities. The Exchange also believes any burden on competition that is not
statements. that the proposed rule change is necessary or appropriate in furtherance
consistent with Section 6(b)(5) of the of the purposes of the Exchange Act.
1 15 U.S.C. 78s(b)(1). The proposed rule change is designed to
2 15 U.S.C. 78a. 4 15 U.S.C. 78f(b). enable all companies transferring from
3 17 CFR 240.19b–4. 5 15 U.S.C. 78f(b)(4). any other national securities exchange

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Federal Register / Vol. 82, No. 32 / Friday, February 17, 2017 / Notices 11085

to benefit from the same waiver with Electronic Comments SECURITIES AND EXCHANGE
respect to annual fees for their first COMMISSION
partial year of listing and not just those • Use the Commission’s Internet
transferring from NYSE Arca and NYSE comment form (http://www.sec.gov/
[Release No. 34–80029; File No. SR–
MKT, as is currently the case. The rules/sro.shtml); or
NYSEArca–2017–12]
market for listings is extremely • Send an email to rule-comments@
competitive. Each listing exchange has a sec.gov. Please include File Number SR– Self-Regulatory Organizations; NYSE
different fee schedule that applies to NYSE–2017–02 on the subject line. Arca, Inc.; Notice of Filing and
issuers seeking to list securities on its Immediate Effectiveness of Proposed
Paper Comments
exchange. Issuers have the option to list Rule Change Amending the NYSE Arca
their securities on these alternative • Send paper comments in triplicate Options Fee Schedule
venues based on the fees charged and to Brent J. Fields, Secretary, Securities
February 13, 2017.
the value provided by each listing. and Exchange Commission, 100 F Street
Because issuers have a choice to list NE., Washington, DC 20549–1090. Pursuant to Section 19(b)(1) 1 of the
their securities on a different national Securities Exchange Act of 1934 (the
All submissions should refer to File ‘‘Act’’) 2 and Rule 19b–4 thereunder,3
securities exchange, the Exchange does
Number SR–NYSE–2017–02. This file notice is hereby given that, on February
not believe that the proposed fee change
number should be included on the 7, 2017, NYSE Arca, Inc. (the
imposes a burden on competition.
subject line if email is used. To help the ‘‘Exchange’’ or ‘‘NYSE Arca’’) filed with
C. Self-Regulatory Organization’s Commission process and review your the Securities and Exchange
Statement on Comments on the comments more efficiently, please use Commission (the ‘‘Commission’’) the
Proposed Rule Change Received From only one method. The Commission will proposed rule change as described in
Members, Participants, or Others post all comments on the Commission’s Items I, II, and III below, which Items
Internet Web site (http://www.sec.gov/ have been prepared by the self-
No written comments were solicited rules/sro.shtml). Copies of the
or received with respect to the proposed regulatory organization. The
submission, all subsequent Commission is publishing this notice to
rule change. amendments, all written statements solicit comments on the proposed rule
III. Date of Effectiveness of the with respect to the proposed rule change from interested persons.
Proposed Rule Change and Timing for change that are filed with the
Commission Action Commission, and all written I. Self-Regulatory Organization’s
communications relating to the Statement of the Terms of the Substance
The foregoing rule change is effective proposed rule change between the of the Proposed Rule Change
upon filing pursuant to Section Commission and any person, other than
19(b)(3)(A) 6 of the Act and those that may be withheld from the The Exchange proposes to amend the
subparagraph (f)(2) of Rule 19b–4 7 public in accordance with the NYSE Arca Options Fee Schedule (‘‘Fee
thereunder, because it establishes a due, provisions of 5 U.S.C. 552, will be Schedule’’). The Exchange proposes to
fee, or other charge imposed by the available for Web site viewing and implement the fee change effective
Exchange. printing in the Commission’s Public February 7, 2017. The proposed rule
Reference Room, 100 F Street NE., change is available on the Exchange’s
At any time within 60 days of the
Washington, DC 20549 on official Web site at www.nyse.com, at the
filing of such proposed rule change, the
business days between the hours of principal office of the Exchange, and at
Commission summarily may
10:00 a.m. and 3:00 p.m. Copies of such the Commission’s Public Reference
temporarily suspend such rule change if
filing also will be available for Room.
it appears to the Commission that such
action is necessary or appropriate in the inspection and copying at the principal II. Self-Regulatory Organization’s
public interest, for the protection of office of the Exchange. All comments Statement of the Purpose of, and
investors, or otherwise in furtherance of received will be posted without change; Statutory Basis for, the Proposed Rule
the purposes of the Act. If the the Commission does not edit personal Change
Commission takes such action, the identifying information from
Commission shall institute proceedings submissions. You should submit only In its filing with the Commission, the
under Section 19(b)(2)(B) 8 of the Act to information that you wish to make self-regulatory organization included
determine whether the proposed rule available publicly. All submissions statements concerning the purpose of,
change should be approved or should refer to File Number SR–NYSE– and basis for, the proposed rule change
disapproved. 2017–02, and should be submitted on or and discussed any comments it received
before March 10, 2017. on the proposed rule change. The text
IV. Solicitation of Comments of those statements may be examined at
For the Commission, by the Division of
the places specified in Item IV below.
Interested persons are invited to Trading and Markets, pursuant to delegated
The Exchange has prepared summaries,
submit written data, views, and authority.9
set forth in sections A, B, and C below,
arguments concerning the foregoing, Eduardo A. Aleman,
of the most significant parts of such
including whether the proposed rule
mstockstill on DSK3G9T082PROD with NOTICES

Assistant Secretary. statements.
change is consistent with the Act. [FR Doc. 2017–03181 Filed 2–16–17; 8:45 am]
Comments may be submitted by any of
BILLING CODE 8011–01–P
the following methods:

6 15 1 15 U.S.C. 78s(b)(1).
U.S.C. 78s(b)(3)(A).
7 17 CFR 240.19b–4(f)(2). 2 15 U.S.C. 78a.
8 15 U.S.C. 78s(b)(2)(B). 9 17 CFR 200.30–3(a)(12). 3 17 CFR 240.19b–4.

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Document Created: 2017-02-17 00:28:51
Document Modified: 2017-02-17 00:28:51
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		82 FR 11084