82_FR_22691 82 FR 22598 - Self-Regulatory Organizations; NASDAQ BX, Inc.; Order Granting Approval of a Proposed Rule Change, as Modified by Amendment No. 1, To Shorten the Settlement Cycle From T+3 to T+2

82 FR 22598 - Self-Regulatory Organizations; NASDAQ BX, Inc.; Order Granting Approval of a Proposed Rule Change, as Modified by Amendment No. 1, To Shorten the Settlement Cycle From T+3 to T+2

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 82, Issue 93 (May 16, 2017)

Page Range22598-22600
FR Document2017-09813

Federal Register, Volume 82 Issue 93 (Tuesday, May 16, 2017)
[Federal Register Volume 82, Number 93 (Tuesday, May 16, 2017)]
[Notices]
[Pages 22598-22600]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2017-09813]


-----------------------------------------------------------------------

SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-80640; File No. SR-BX-2017-013]


Self-Regulatory Organizations; NASDAQ BX, Inc.; Order Granting 
Approval of a Proposed Rule Change, as Modified by Amendment No. 1, To 
Shorten the Settlement Cycle From T+3 to T+2

May 10, 2017.

I. Introduction

    On March 9, 2017, NASDAQ BX, Inc. (``Exchange'') filed with the 
Securities and Exchange Commission (``Commission''), pursuant to 
Section 19(b)(1) of the Securities Exchange Act of 1934 (``Act'') \1\ 
and Rule 19b-4 thereunder,\2\ a proposed rule change to conform its 
rules to an amendment proposed by the Commission to Rule 15c6-1(a) \3\ 
under the Act to shorten the standard settlement cycle for most broker-
dealer transactions from three business days after the trade date 
(``T+3'') to two business days after the trade date (``T+2'').\4\ On 
March 13, 2017, the Exchange filed Amendment No. 1 to the proposed rule 
change.\5\ On March 22, 2017, the Commission adopted an amendment to 
Rule 15c6-1(a) under the Act to shorten the standard settlement cycle 
to T+2 and set a compliance date of September 5, 2017.\6\ The 
Exchange's proposed rule change, as modified by Amendment No.1, was 
published for comment in the Federal Register on March 27, 2017.\7\ The 
Commission did not receive any comment letters on the proposed rule 
change, as modified by Amendment No. 1. This order approves the 
proposed rule change, as modified by Amendment No. 1.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
    \3\ 17 CFR 240.15c6-1(a).
    \4\ See Securities Exchange Act Release No. 78962 (September 28, 
2016), 81 FR 69240 (October 5, 2016) (Amendment to Securities 
Transaction Settlement Cycle) (File No. S7-22-16).
    \5\ In Amendment No. 1, the Exchange proposes to capitalize the 
letter ``d'' in the word ``department'' in the proposed revisions to 
Rule 11140(b)(1), as set forth in Exhibit 5 to the filing, to 
conform to the Exchange's current rule text.
    \6\ See Securities Exchange Act Release No. 80295 (March 22, 
2017), 82 FR 15564 (March 29, 2017) (``SEC Adopting Release'').
    \7\ See Securities Exchange Act Release No. 80282 (March 21, 
2017), 82 FR 15258.
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II. Description of the Proposal, as Modified by Amendment No. 1

    The Exchange proposes to amend Exchange Rules 11140 (Transactions 
in Securities ``Ex-Dividend,'' ``Ex-Rights'' or ``Ex-Warrants''), 11150 
(Transactions ``Ex-Interest'' in Bonds Which Are Dealt in ``Flat''), 
11210 (Sent by Each Party), 11320 (Dates of Delivery), 11620 
(Computation of Interest), and IM-11810 (Sample Buy-In Forms), to 
conform to the Commission's proposed amendment to Rule 15c6-1(a) under 
the Act that would shorten the standard settlement cycle for most 
broker-dealer transactions from T+3 to T+2.
    Exchange Rule 11140(b)(1) concerns the determination of normal ex-
dividend and ex-warrants dates for certain types of dividends and 
distributions. Currently, with respect to cash dividends or 
distributions, or stock dividends, and the issuance or distribution of 
warrants, which are less than 25% of the value of the subject security, 
if the definitive information is received sufficiently in advance of 
the record date, the date designated as the ``ex-dividend date'' is the 
second business day preceding the record date if the record date falls 
on a business day, or the third business day preceding the record date 
if the record date falls on a day designated by the Exchange's 
Regulation Department as a non-delivery day. Under the proposal, the 
``ex-dividend date'' would be the first business day preceding the 
record date if the record date falls on a business day, or the second 
business day preceding the record date if the record date falls on a 
day designated by the Exchange's Regulation Department as a non-
delivery date.
    Exchange Rule 11150(a) concerns the determination of normal ex-
interest dates for certain types of transactions. Currently, all 
transactions, except ``cash'' transactions, in bonds or similar 
evidences of indebtedness which are traded ``flat'' are ``ex-interest'' 
on the second business day preceding the record date if the record date 
falls on a business day, on the third business day preceding the record 
date if the record date falls on a day other than a business day, and 
on the third business day preceding the date on which an interest 
payment is to be made if no record date has been fixed. Under the 
proposal, these transactions would be ``ex-interest'' on the first 
business day preceding the record date if the record date falls on a 
business day, on the second business day preceding the record date if 
the record date falls on a day other than a business day, and on the 
second business day preceding the date on which an interest payment is 
to be made if no record date has been fixed.
    Exchange Rules 11210(c) and (d) set forth ``DK'' procedures using 
``Don't Know Notices'' and other forms of notices, respectively.\8\ 
Exchange Rule 11210(c) currently provides that, when a party to a 
transaction sends a comparison or confirmation of a trade, but does not 
receive a comparison or confirmation or a signed DK from the contra-
member by the close of four business days following the trade date of 
the transaction, the party may use the procedures set forth in the 
rule. The Exchange proposes to shorten the ``four business days'' time 
period to one business day. Exchange Rule 11210(c)(2)(A) currently 
provides that a contra-member has four business days

[[Page 22599]]

after the ``Don't Know Notice'' is received to either confirm or DK the 
transaction in accordance with Exchange Rule 11210(c)(2)(B) or (C). The 
Exchange proposes to shorten the ``four business days'' time period to 
two business days.\9\ Exchange Rule 11210(c)(3) currently provides that 
if the confirming member does not receive a response from the contra-
member by the close of four business days after receipt by the 
confirming member the fourth copy of the ``Don't Know Notice'' if 
delivered by messenger, or the post office receipt if delivered by 
mail, such shall constitute a DK and the confirming member shall have 
no further liability for the trade. The Exchange proposes to shorten 
the ``four business days'' time period to two business days.
---------------------------------------------------------------------------

    \8\ Exchange Rule 11210 does not apply to transactions that 
clear through the National Securities Clearing Corporation or other 
clearing organizations registered under the Act. See Exchange Rule 
11210(a)(4).
    \9\ The Exchange also proposes to make non-substantive, 
formatting changes to Exchange Rule 11210(c)(2)(A).
---------------------------------------------------------------------------

    The Exchange proposes similar changes to Exchange Rule 11210(d). 
Exchange Rule 11210(d) currently provides that, when a party to a 
transaction sends a comparison or confirmation of a trade, but does not 
receive a comparison or confirmation or a signed DK from the contra-
member by the close of four business days following the date of the 
transaction, the party may use the procedures set forth in the rule. 
The Exchange proposes to shorten the ``four business days'' time period 
to one business day. Exchange Rule 11210(d)(5) currently provides that 
if the confirming member does not receive a response in the form of a 
notice from the contra-member by the close of four business days after 
receipt of the confirming member's notice, such shall constitute a DK 
and the confirming member shall have no further liability. The Exchange 
proposes to shorten the ``four business days'' time period to two 
business days.
    Exchange Rule 11320 prescribes delivery dates for various types of 
transactions. Exchange Rule 11320(b) currently provides that in 
connection with a transaction ``regular way,'' delivery is made at the 
office of the purchaser on, but not before, the third business day 
following the date of the transaction. Under the proposal, delivery 
would be required to be made on, but not before, the second business 
day following the date of the transaction. Exchange Rule 11320(c) 
currently provides in part that, in connection with a transaction 
``seller's option,'' delivery may be made by the seller on any business 
day after the third business day following the date of transaction and 
prior to the expiration of the option, provided the seller delivers at 
the office of the purchaser, on a business day preceding the day of 
delivery, written notice of intention to deliver. Under the proposal, 
delivery may be made by the seller on any business day after the second 
business day following the date of the transaction and prior to 
expiration of the option.\10\
---------------------------------------------------------------------------

    \10\ The Exchange also proposes to make a non-substantive change 
to Exchange Rule 11320(c).
---------------------------------------------------------------------------

    Exchange Rule 11620 governs the computation of interest. Exchange 
Rule 11620(a) currently provides in part that, in the settlement of 
contracts in interest-paying securities other than for ``cash,'' there 
shall be added to the dollar price interest at the rate specified in 
the security, which shall be computed up to but not including the third 
business day following the date of the transaction. Under the proposal, 
the interest would be computed up to but not including the second 
business day following the date of the transaction.\11\
---------------------------------------------------------------------------

    \11\ The Exchange also proposes to capitalize certain words in 
the title of Exchange Rule 11620(a).
---------------------------------------------------------------------------

    Exchange Rule IM-11810(i)(1)(A) sets forth the circumstances under 
which a receiving member may deliver a Liability Notice to the 
delivering member as an alternative to the close-out procedures set 
forth in Exchange Rule IM-11810(a)-(g). Currently, when the parties to 
a contract are not both participants in a registered clearing agency 
that has an automated service for notifying a failing party of the 
liability that will be attendant to a failure to deliver, the notice 
must be issued using written or comparable electronic media having 
immediate receipt capabilities ``no later than one business day prior 
to the latest time and the date of the offer or other event'' in order 
to obtain the protection provided by the rule. Under the proposal, the 
notice must be ``sent as soon as practicable but not later than two 
hours prior to the cutoff time set forth in the instructions on a 
specific offer or other event'' in order to obtain the protection 
provided by the rule.
    The Exchange represents that it will announce the operative date of 
the proposed rule change in an Equity Regulatory Alert, which date 
would correspond with the industry-led transition to a T+2 standard 
settlement, and the compliance date of the amendment to Rule 15c6-1(a) 
under the Act.\12\
---------------------------------------------------------------------------

    \12\ See SEC Adopting Release, supra note 6.
---------------------------------------------------------------------------

III. Discussion and Commission's Findings

    After careful review of the proposed rule change, as modified by 
Amendment No. 1, the Commission finds that the proposal is consistent 
with the requirements of the Act and the rules and regulations 
thereunder that are applicable to a national securities exchange.\13\ 
Specifically, the Commission finds that the proposed rule change, as 
modified by Amendment No. 1, is consistent with Section 6(b)(5) of the 
Act,\14\ which requires that the rules of a national securities 
exchange be designed, among other things, 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 to protect 
investors and the public interest.
---------------------------------------------------------------------------

    \13\ In approving this proposed rule change, as modified by 
Amendment No. 1, the Commission has considered the proposed rule's 
impact on efficiency, competition, and capital formation. See 15 
U.S.C. 78c(f).
    \14\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------

    The Commission notes that the proposed rule change, as modified by 
Amendment No. 1, would amend Exchange rules to conform to the amendment 
that the Commission has adopted to Rule 15c6-1(a) under the Act \15\ 
and support a move to a T+2 standard settlement cycle. In the SEC 
Adopting Release, the Commission stated its belief that shortening the 
standard settlement cycle from T+3 to T+2 will result in a reduction of 
credit, market, and liquidity risk,\16\ and as a result a reduction in 
systemic risk for U.S. market participants.\17\ The compliance date for 
the amendment to Rule 15c6-1(a) under the Act is September 5, 2017.\18\ 
The Exchange has represented that it would announce the operative date 
of the proposed rule change in an Equity Regulatory Alert and that such 
date would correspond to the compliance date of the amendment to Rule 
15c6-1(a) under the Act.
---------------------------------------------------------------------------

    \15\ See SEC Adopting Release, supra note 6.
    \16\ Credit risk refers to the risk that the credit quality of 
one party to a transaction will deteriorate to the extent that it is 
unable to fulfill its obligations to its counterparty on settlement 
date. Market risk refers to the risk that the value of securities 
bought and sold will change between trade execution and settlement 
such that the completion of the trade would result in a financial 
loss. Liquidity risk describes the risk that an entity will be 
unable to meet financial obligations on time due to an inability to 
deliver funds or securities in the form required though it may 
possess sufficient financial resources in other forms. See id., at 
15564 n. 3.
    \17\ See id. at 15564.
    \18\ See id.
---------------------------------------------------------------------------

    For the reasons noted above, the Commission finds that the 
proposal, as modified by Amendment No. 1, is

[[Page 22600]]

consistent with the requirements of the Act and would foster 
cooperation and coordination with persons engaged in regulating, 
clearing, settling, processing information with respect to, and 
facilitating transactions in securities, remove impediments to and 
perfect the mechanism of a free and open market and a national market 
system, and protect investors and the public interest.

IV. Conclusion

    It is therefore ordered, pursuant to Section 19(b)(2) of the 
Act,\19\ that the proposed rule change, (SR-BX-2017-013), as modified 
by Amendment No. 1, be and hereby is, approved.
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    \19\ 15 U.S.C. 78s(b)(2).

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\20\
---------------------------------------------------------------------------

    \20\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------

Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2017-09813 Filed 5-15-17; 8:45 am]
 BILLING CODE 8011-01-P



                                                22598                            Federal Register / Vol. 82, No. 93 / Tuesday, May 16, 2017 / Notices

                                                All submissions should refer to File                        19(b)(1) of the Securities Exchange Act                  security, if the definitive information is
                                                Number SR–GEMX–2017–07. This file                           of 1934 (‘‘Act’’) 1 and Rule 19b–4                       received sufficiently in advance of the
                                                number should be included on the                            thereunder,2 a proposed rule change to                   record date, the date designated as the
                                                subject line if email is used. To help the                  conform its rules to an amendment                        ‘‘ex-dividend date’’ is the second
                                                Commission process and review your                          proposed by the Commission to Rule                       business day preceding the record date
                                                comments more efficiently, please use                       15c6–1(a) 3 under the Act to shorten the                 if the record date falls on a business
                                                only one method. The Commission will                        standard settlement cycle for most                       day, or the third business day preceding
                                                post all comments on the Commission’s                       broker-dealer transactions from three                    the record date if the record date falls
                                                Internet Web site (http://www.sec.gov/                      business days after the trade date                       on a day designated by the Exchange’s
                                                rules/sro.shtml). Copies of the                             (‘‘T+3’’) to two business days after the                 Regulation Department as a non-
                                                submission, all subsequent                                  trade date (‘‘T+2’’).4 On March 13, 2017,                delivery day. Under the proposal, the
                                                amendments, all written statements                          the Exchange filed Amendment No. 1 to                    ‘‘ex-dividend date’’ would be the first
                                                with respect to the proposed rule                           the proposed rule change.5 On March                      business day preceding the record date
                                                change that are filed with the                              22, 2017, the Commission adopted an                      if the record date falls on a business
                                                Commission, and all written                                 amendment to Rule 15c6–1(a) under the                    day, or the second business day
                                                communications relating to the                              Act to shorten the standard settlement                   preceding the record date if the record
                                                proposed rule change between the                            cycle to T+2 and set a compliance date                   date falls on a day designated by the
                                                Commission and any person, other than                       of September 5, 2017.6 The Exchange’s                    Exchange’s Regulation Department as a
                                                those that may be withheld from the                         proposed rule change, as modified by                     non-delivery date.
                                                public in accordance with the                               Amendment No.1, was published for                           Exchange Rule 11150(a) concerns the
                                                provisions of 5 U.S.C. 552, will be                         comment in the Federal Register on                       determination of normal ex-interest
                                                available for Web site viewing and                          March 27, 2017.7 The Commission did                      dates for certain types of transactions.
                                                printing in the Commission’s Public                         not receive any comment letters on the                   Currently, all transactions, except
                                                Reference Room, 100 F Street NE.,                           proposed rule change, as modified by                     ‘‘cash’’ transactions, in bonds or similar
                                                Washington, DC 20549, on official                           Amendment No. 1. This order approves                     evidences of indebtedness which are
                                                business days between the hours of                          the proposed rule change, as modified                    traded ‘‘flat’’ are ‘‘ex-interest’’ on the
                                                10:00 a.m. and 3:00 p.m. Copies of the                      by Amendment No. 1.                                      second business day preceding the
                                                filing also will be available for                                                                                    record date if the record date falls on a
                                                inspection and copying at the principal                     II. Description of the Proposal, as                      business day, on the third business day
                                                office of the Exchange. All comments                        Modified by Amendment No. 1                              preceding the record date if the record
                                                received will be posted without change;                        The Exchange proposes to amend                        date falls on a day other than a business
                                                the Commission does not edit personal                       Exchange Rules 11140 (Transactions in                    day, and on the third business day
                                                identifying information from                                Securities ‘‘Ex-Dividend,’’ ‘‘Ex-Rights’’                preceding the date on which an interest
                                                submissions. You should submit only                         or ‘‘Ex-Warrants’’), 11150 (Transactions                 payment is to be made if no record date
                                                information that you wish to make                           ‘‘Ex-Interest’’ in Bonds Which Are Dealt                 has been fixed. Under the proposal,
                                                available publicly. All submissions                         in ‘‘Flat’’), 11210 (Sent by Each Party),                these transactions would be ‘‘ex-
                                                should refer to File Number SR–GEMX–                        11320 (Dates of Delivery), 11620                         interest’’ on the first business day
                                                2017–07 and should be submitted on or                       (Computation of Interest), and IM–                       preceding the record date if the record
                                                before June 6, 2017.                                        11810 (Sample Buy-In Forms), to                          date falls on a business day, on the
                                                  For the Commission, by the Division of                    conform to the Commission’s proposed                     second business day preceding the
                                                Trading and Markets, pursuant to delegated                  amendment to Rule 15c6–1(a) under the                    record date if the record date falls on a
                                                authority.18                                                Act that would shorten the standard                      day other than a business day, and on
                                                Eduardo A. Aleman,                                          settlement cycle for most broker-dealer                  the second business day preceding the
                                                Assistant Secretary.                                        transactions from T+3 to T+2.                            date on which an interest payment is to
                                                [FR Doc. 2017–09821 Filed 5–15–17; 8:45 am]                    Exchange Rule 11140(b)(1) concerns                    be made if no record date has been
                                                                                                            the determination of normal ex-                          fixed.
                                                BILLING CODE 8011–01–P
                                                                                                                                                                        Exchange Rules 11210(c) and (d) set
                                                                                                            dividend and ex-warrants dates for
                                                                                                                                                                     forth ‘‘DK’’ procedures using ‘‘Don’t
                                                                                                            certain types of dividends and
                                                SECURITIES AND EXCHANGE                                                                                              Know Notices’’ and other forms of
                                                                                                            distributions. Currently, with respect to
                                                COMMISSION                                                                                                           notices, respectively.8 Exchange Rule
                                                                                                            cash dividends or distributions, or stock
                                                                                                                                                                     11210(c) currently provides that, when
                                                [Release No. 34–80640; File No. SR–BX–                      dividends, and the issuance or
                                                                                                                                                                     a party to a transaction sends a
                                                2017–013]                                                   distribution of warrants, which are less                 comparison or confirmation of a trade,
                                                                                                            than 25% of the value of the subject                     but does not receive a comparison or
                                                Self-Regulatory Organizations;                                                                                       confirmation or a signed DK from the
                                                NASDAQ BX, Inc.; Order Granting                               1 15  U.S.C. 78s(b)(1).
                                                                                                                                                                     contra-member by the close of four
                                                                                                              2 17  CFR 240.19b–4.
                                                Approval of a Proposed Rule Change,                                                                                  business days following the trade date
                                                                                                               3 17 CFR 240.15c6–1(a).
                                                as Modified by Amendment No. 1, To                             4 See Securities Exchange Act Release No. 78962       of the transaction, the party may use the
                                                Shorten the Settlement Cycle From                           (September 28, 2016), 81 FR 69240 (October 5,            procedures set forth in the rule. The
                                                T+3 to T+2                                                  2016) (Amendment to Securities Transaction               Exchange proposes to shorten the ‘‘four
                                                                                                            Settlement Cycle) (File No. S7–22–16).
                                                May 10, 2017.                                                  5 In Amendment No. 1, the Exchange proposes to
                                                                                                                                                                     business days’’ time period to one
sradovich on DSK3GMQ082PROD with NOTICES




                                                                                                            capitalize the letter ‘‘d’’ in the word ‘‘department’’   business day. Exchange Rule
                                                I. Introduction                                                                                                      11210(c)(2)(A) currently provides that a
                                                                                                            in the proposed revisions to Rule 11140(b)(1), as set
                                                   On March 9, 2017, NASDAQ BX, Inc.                        forth in Exhibit 5 to the filing, to conform to the      contra-member has four business days
                                                (‘‘Exchange’’) filed with the Securities                    Exchange’s current rule text.
                                                                                                               6 See Securities Exchange Act Release No. 80295          8 Exchange Rule 11210 does not apply to
                                                and Exchange Commission                                     (March 22, 2017), 82 FR 15564 (March 29, 2017)           transactions that clear through the National
                                                (‘‘Commission’’), pursuant to Section                       (‘‘SEC Adopting Release’’).                              Securities Clearing Corporation or other clearing
                                                                                                               7 See Securities Exchange Act Release No. 80282       organizations registered under the Act. See
                                                  18 17   CFR 200.30–3(a)(12) and (59).                     (March 21, 2017), 82 FR 15258.                           Exchange Rule 11210(a)(4).



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                                                                               Federal Register / Vol. 82, No. 93 / Tuesday, May 16, 2017 / Notices                                                          22599

                                                after the ‘‘Don’t Know Notice’’ is                      delivers at the office of the purchaser,              requirements of the Act and the rules
                                                received to either confirm or DK the                    on a business day preceding the day of                and regulations thereunder that are
                                                transaction in accordance with                          delivery, written notice of intention to              applicable to a national securities
                                                Exchange Rule 11210(c)(2)(B) or (C).                    deliver. Under the proposal, delivery                 exchange.13 Specifically, the
                                                The Exchange proposes to shorten the                    may be made by the seller on any                      Commission finds that the proposed
                                                ‘‘four business days’’ time period to two               business day after the second business                rule change, as modified by Amendment
                                                business days.9 Exchange Rule                           day following the date of the transaction             No. 1, is consistent with Section 6(b)(5)
                                                11210(c)(3) currently provides that if the              and prior to expiration of the option.10              of the Act,14 which requires that the
                                                confirming member does not receive a                       Exchange Rule 11620 governs the                    rules of a national securities exchange
                                                response from the contra-member by the                  computation of interest. Exchange Rule                be designed, among other things, to
                                                close of four business days after receipt               11620(a) currently provides in part that,             prevent fraudulent and manipulative
                                                by the confirming member the fourth                     in the settlement of contracts in interest-           acts and practices, to promote just and
                                                copy of the ‘‘Don’t Know Notice’’ if                    paying securities other than for ‘‘cash,’’            equitable principles of trade, to foster
                                                delivered by messenger, or the post                     there shall be added to the dollar price              cooperation and coordination with
                                                office receipt if delivered by mail, such               interest at the rate specified in the                 persons engaged in regulating, clearing,
                                                shall constitute a DK and the confirming                security, which shall be computed up to               settling, processing information with
                                                member shall have no further liability                  but not including the third business day              respect to, and facilitating transactions
                                                for the trade. The Exchange proposes to                 following the date of the transaction.                in securities, to remove impediments to
                                                shorten the ‘‘four business days’’ time                 Under the proposal, the interest would                and perfect the mechanism of a free and
                                                period to two business days.                            be computed up to but not including the               open market and a national market
                                                   The Exchange proposes similar                        second business day following the date                system, and to protect investors and the
                                                changes to Exchange Rule 11210(d).                      of the transaction.11                                 public interest.
                                                Exchange Rule 11210(d) currently                           Exchange Rule IM–11810(i)(1)(A) sets                 The Commission notes that the
                                                provides that, when a party to a                        forth the circumstances under which a                 proposed rule change, as modified by
                                                transaction sends a comparison or                       receiving member may deliver a                        Amendment No. 1, would amend
                                                confirmation of a trade, but does not                   Liability Notice to the delivering                    Exchange rules to conform to the
                                                receive a comparison or confirmation or                 member as an alternative to the close-                amendment that the Commission has
                                                a signed DK from the contra-member by                   out procedures set forth in Exchange                  adopted to Rule 15c6–1(a) under the
                                                the close of four business days following               Rule IM–11810(a)–(g). Currently, when                 Act 15 and support a move to a T+2
                                                the date of the transaction, the party                  the parties to a contract are not both                standard settlement cycle. In the SEC
                                                may use the procedures set forth in the                 participants in a registered clearing                 Adopting Release, the Commission
                                                rule. The Exchange proposes to shorten                  agency that has an automated service for              stated its belief that shortening the
                                                the ‘‘four business days’’ time period to               notifying a failing party of the liability
                                                                                                                                                              standard settlement cycle from T+3 to
                                                one business day. Exchange Rule                         that will be attendant to a failure to
                                                                                                                                                              T+2 will result in a reduction of credit,
                                                11210(d)(5) currently provides that if                  deliver, the notice must be issued using
                                                                                                                                                              market, and liquidity risk,16 and as a
                                                the confirming member does not receive                  written or comparable electronic media
                                                                                                                                                              result a reduction in systemic risk for
                                                a response in the form of a notice from                 having immediate receipt capabilities
                                                                                                                                                              U.S. market participants.17 The
                                                the contra-member by the close of four                  ‘‘no later than one business day prior to
                                                                                                                                                              compliance date for the amendment to
                                                business days after receipt of the                      the latest time and the date of the offer
                                                                                                                                                              Rule 15c6–1(a) under the Act is
                                                confirming member’s notice, such shall                  or other event’’ in order to obtain the
                                                                                                                                                              September 5, 2017.18 The Exchange has
                                                constitute a DK and the confirming                      protection provided by the rule. Under
                                                                                                        the proposal, the notice must be ‘‘sent               represented that it would announce the
                                                member shall have no further liability.                                                                       operative date of the proposed rule
                                                The Exchange proposes to shorten the                    as soon as practicable but not later than
                                                                                                        two hours prior to the cutoff time set                change in an Equity Regulatory Alert
                                                ‘‘four business days’’ time period to two                                                                     and that such date would correspond to
                                                business days.                                          forth in the instructions on a specific
                                                                                                        offer or other event’’ in order to obtain             the compliance date of the amendment
                                                   Exchange Rule 11320 prescribes                                                                             to Rule 15c6–1(a) under the Act.
                                                delivery dates for various types of                     the protection provided by the rule.
                                                                                                           The Exchange represents that it will                 For the reasons noted above, the
                                                transactions. Exchange Rule 11320(b)                                                                          Commission finds that the proposal, as
                                                currently provides that in connection                   announce the operative date of the
                                                                                                        proposed rule change in an Equity                     modified by Amendment No. 1, is
                                                with a transaction ‘‘regular way,’’
                                                delivery is made at the office of the                   Regulatory Alert, which date would                       13 In approving this proposed rule change, as

                                                purchaser on, but not before, the third                 correspond with the industry-led                      modified by Amendment No. 1, the Commission
                                                business day following the date of the                  transition to a T+2 standard settlement,              has considered the proposed rule’s impact on
                                                transaction. Under the proposal,                        and the compliance date of the                        efficiency, competition, and capital formation. See
                                                                                                        amendment to Rule 15c6–1(a) under the                 15 U.S.C. 78c(f).
                                                delivery would be required to be made                                                                            14 15 U.S.C. 78f(b)(5).
                                                on, but not before, the second business                 Act.12
                                                                                                                                                                 15 See SEC Adopting Release, supra note 6.

                                                day following the date of the                           III. Discussion and Commission’s                         16 Credit risk refers to the risk that the credit

                                                transaction. Exchange Rule 11320(c)                     Findings                                              quality of one party to a transaction will deteriorate
                                                currently provides in part that, in                                                                           to the extent that it is unable to fulfill its obligations
                                                                                                           After careful review of the proposed               to its counterparty on settlement date. Market risk
                                                connection with a transaction ‘‘seller’s                rule change, as modified by Amendment                 refers to the risk that the value of securities bought
                                                option,’’ delivery may be made by the                   No. 1, the Commission finds that the                  and sold will change between trade execution and
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                                                seller on any business day after the third              proposal is consistent with the
                                                                                                                                                              settlement such that the completion of the trade
                                                business day following the date of                                                                            would result in a financial loss. Liquidity risk
                                                                                                                                                              describes the risk that an entity will be unable to
                                                transaction and prior to the expiration                   10 The Exchange also proposes to make a non-        meet financial obligations on time due to an
                                                of the option, provided the seller                      substantive change to Exchange Rule 11320(c).         inability to deliver funds or securities in the form
                                                                                                          11 The Exchange also proposes to capitalize         required though it may possess sufficient financial
                                                  9 The Exchange also proposes to make non-             certain words in the title of Exchange Rule           resources in other forms. See id., at 15564 n. 3.
                                                substantive, formatting changes to Exchange Rule        11620(a).                                                17 See id. at 15564.

                                                11210(c)(2)(A).                                           12 See SEC Adopting Release, supra note 6.             18 See id.




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                                                22600                          Federal Register / Vol. 82, No. 93 / Tuesday, May 16, 2017 / Notices

                                                consistent with the requirements of the                 pursuant to the Regulation NMS Plan to                2017.7 The Exchange is proposing to
                                                Act and would foster cooperation and                    Implement a Tick Size Pilot Program.                  amend Supplementary Material .70 to
                                                coordination with persons engaged in                    The proposed rule change is available                 Rule 7.46 to delay the Appendix B data
                                                regulating, clearing, settling, processing              on the Exchange’s Web site at                         Web site publication date until August
                                                information with respect to, and                        www.nyse.com, at the principal office of              31, 2017. The Exchange is proposing to
                                                facilitating transactions in securities,                the Exchange, and at the Commission’s                 further delay the Web site publication of
                                                remove impediments to and perfect the                   Public Reference Room.                                Appendix B data until August 31, 2017
                                                mechanism of a free and open market                     II. Self-Regulatory Organization’s                    to permit additional time to consider a
                                                and a national market system, and                       Statement of the Purpose of, and                      methodology to mitigate concerns raised
                                                protect investors and the public interest.              Statutory Basis for, the Proposed Rule                in connection with the publication of
                                                                                                        Change                                                Appendix B data.8
                                                IV. Conclusion
                                                                                                           In its filing with the Commission, the               Pursuant to this proposed
                                                  It is therefore ordered, pursuant to
                                                                                                        self-regulatory organization included                 amendment, the Exchange would
                                                Section 19(b)(2) of the Act,19 that the
                                                                                                        statements concerning the purpose of,                 publish the required Appendix B data
                                                proposed rule change, (SR–BX–2017–
                                                                                                        and basis for, the proposed rule change               for the Pre-Pilot Period through April
                                                013), as modified by Amendment No. 1,
                                                                                                        and discussed any comments it received                30, 2017, by August 31, 2017.
                                                be and hereby is, approved.
                                                                                                        on the proposed rule change. The text                 Thereafter, Appendix B data for a given
                                                  For the Commission, by the Division of                                                                      month would be published within 120
                                                Trading and Markets, pursuant to delegated              of those statements may be examined at
                                                                                                        the places specified in Item IV below.                calendar days following month end.9
                                                authority.20
                                                                                                        The Exchange has prepared summaries,                  Thus, for example, Appendix B data for
                                                Eduardo A. Aleman,                                                                                            May 2017 would be made available on
                                                Assistant Secretary.                                    set forth in sections A, B, and C below,
                                                                                                        of the most significant parts of such                 the Exchange’s or DEA’s Web site by
                                                [FR Doc. 2017–09813 Filed 5–15–17; 8:45 am]                                                                   September 28, 2017, and data for the
                                                                                                        statements.
                                                BILLING CODE 8011–01–P                                                                                        month of June 2017 would be made
                                                                                                        A. Self-Regulatory Organization’s                     available on the Exchange’s or DEA’s
                                                                                                        Statement of the Purpose of, and the                  Web site by October 28, 2017.
                                                SECURITIES AND EXCHANGE                                 Statutory Basis for, the Proposed Rule
                                                COMMISSION                                                                                                      As noted in Item 2 of this filing, the
                                                                                                        Change                                                Exchange has filed the proposed rule
                                                [Release No. 34–80651; File No. SR–                     1. Purpose                                            change for immediate effectiveness and
                                                NYSEARCA–2017–49]                                                                                             has requested that the Commission
                                                                                                           Rule 7.46(b) (Compliance with Data
                                                                                                        Collection Requirements) 4 implements                 waive the 30-day operative delay. If the
                                                Self-Regulatory Organizations; NYSE                                                                           Commission waives the 30-day
                                                Arca, Inc.; Notice of Filing and                        the data collection and Web site
                                                                                                        publication requirements of the Plan.5                operative delay, the operative date of
                                                Immediate Effectiveness of Proposed                                                                           the proposed rule change will be the
                                                Rule Change To Amend Rule 7.46 To                       Supplementary Material .70 to Rule 7.46
                                                                                                        provides, among other things, that the                date of filing.
                                                Modify the Date of Appendix B Web
                                                site Data Publication Pursuant to the                   requirement that the Exchange or their                2. Statutory Basis
                                                Regulation NMS Plan To Implement a                      DEA make certain data for the Pre-Pilot
                                                Tick Size Pilot Program                                 Period and Pilot Period 6 publicly                      The Exchange believes that its
                                                                                                        available on the Exchange’s or DEA’s                  proposal is consistent with Section 6(b)
                                                May 10, 2017.                                           Web site pursuant to Appendix B to the                of the Act,10 in general, and furthers the
                                                   Pursuant to Section 19(b)(1) 1 of the                Plan shall commence on April 28,                      objectives of Section 6(b)(5) of the Act,11
                                                Securities Exchange Act of 1934 (the                                                                          in particular, in that it is designed to
                                                ‘‘Act’’) 2 and Rule 19b–4 thereunder,3                     4 See Securities Exchange Act Release No. 77484    prevent fraudulent and manipulative
                                                notice is hereby given that, on April 27,               (March 31, 2016), 81 FR 20024 (April 4, 2016)         acts and practices, to promote just and
                                                2017, NYSE Arca, Inc. (the ‘‘Exchange’’                 (Immediate Effectiveness of Proposed Rule Change      equitable principles of trade, to remove
                                                                                                        Adopting Requirements for the Collection and
                                                or ‘‘NYSE Arca’’) filed with the                        Transmission of Data Pursuant to Appendices B and     impediments to and perfect the
                                                Securities and Exchange Commission                      C of Regulation NMS Plan to Implement a Tick Size     mechanism of a free and open market
                                                (the ‘‘Commission’’) the proposed rule                  Pilot Program) (SR–NYSEARCA–2016–52); see also        and a national market system, and, in
                                                change as described in Items I, II, and                 Securities Exchange Act Release No. 78814
                                                                                                        (September 12, 2016), 81 FR 63818 (September 16,
                                                III below, which Items have been                        2016) (Immediate Effectiveness of Proposed Rule
                                                                                                                                                                 7 See Supplementary Material .70 to Rule 7.46.

                                                prepared by the self-regulatory                         Change to Amend Rule 7.46 to Modify Certain Data      See also Securities Exchange Act Release No. 80175
                                                organization. The Commission is                         Collection Requirements of the Regulation NMS         (March 8, 2017), 82 FR 13688 (March 14, 2017). See
                                                                                                        Plan to Implement a Tick Size Pilot Program) (SR–     also Letter from David S. Shillman, Associate
                                                publishing this notice to solicit                                                                             Director, Division of Trading and Markets,
                                                                                                        NYSEARCA–2016–124); see also Letter from John
                                                comments on the proposed rule change                    C. Roeser, Associate Director, Division of Trading    Commission, to Robert L.D. Colby, Executive Vice
                                                from interested persons.                                and Markets, Commission, to Sherry Sandler,           President and Chief Legal Officer, Financial
                                                                                                        Associate General Counsel, NYSE Arca, dated April     Industry Regulatory Authority, Inc. (‘‘FINRA’’),
                                                I. Self-Regulatory Organization’s                       4, 2016.                                              dated February 28, 2017.
                                                Statement of the Terms of Substance of                     5 The Participants filed the Plan to comply with      8 On March 3, 2017, FINRA filed a proposed rule

                                                the Proposed Rule Change                                an order issued by the Commission on June 24,         change to implement an anonymous, grouped
                                                                                                        2014. See Letter from Brendon J. Weiss, Vice          masking methodology for Appendix B.I, B.II. and
                                                   The Exchange proposes to amend                       President, Intercontinental Exchange, Inc., to        B.IV. data. The comment period ended on April 5,
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                                                Rule 7.46 to modify the date of                         Secretary, Commission, dated August 25, 2014          2017, and the Commission received three comment
                                                                                                        (‘‘SRO Tick Size Plan Proposal’’). See Securities     letters. See Securities Exchange Act Release No.
                                                Appendix B Web site data publication                                                                          80193 (March 9, 2017) 82 FR 13901 (March 15,
                                                                                                        Exchange Act Release No 72460 (June 24, 2014), 79
                                                                                                        FR 36840 (June 30, 2014); see also Securities         2017).
                                                  19 15 U.S.C. 78s(b)(2).                                                                                        9 FINRA also submitted an exemptive request, on
                                                                                                        Exchange Act Release No. 74892 (May 6, 2015), 80
                                                  20 17 CFR 200.30–3(a)(12).                            FR 27513 (May 13, 2015).                              behalf of all Participants, to the SEC in connection
                                                  1 15 U.S.C.78s(b)(1).                                    6 Unless otherwise defined herein, capitalized     with the instant filing.
                                                  2 15 U.S.C. 78a.                                                                                               10 15 U.S.C. 78f(b).
                                                                                                        terms have the meaning ascribed to them in the
                                                  3 17 CFR 240.19b–4.                                   Plan.                                                    11 15 U.S.C. 78f(b)(5).




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Document Created: 2017-05-16 13:52:43
Document Modified: 2017-05-16 13:52:43
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 Citation82 FR 22598 

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