82 FR 28698 - Self-Regulatory Organizations; Nasdaq ISE, LLC; Notice of Filing of a Proposed Rule Change To Adopt Rule 912
SECURITIES AND EXCHANGE COMMISSION Federal Register Volume 82, Issue 120 (June 23, 2017)
Federal Register Volume 82, Issue 120 (June 23, 2017)
| Page Range | 28698-28701 | |
| FR Document | 2017-13102 |
[Federal Register Volume 82, Number 120 (Friday, June 23, 2017)] [Notices] [Pages 28698-28701] From the Federal Register Online [www.thefederalregister.org] [FR Doc No: 2017-13102] ======================================================================= ----------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION [Release No. 34-80971; File No. SR-ISE-2017-52] Self-Regulatory Organizations; Nasdaq ISE, LLC; Notice of Filing of a Proposed Rule Change To Adopt Rule 912 June 19, 2017. Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 (``Act'' or ``Exchange Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby given that on June 9, 2017, Nasdaq ISE, LLC (``ISE'' or ``Exchange'') filed with the Securities and Exchange Commission (``SEC'' or ``Commission'') the proposed rule change as described in Items I and II, below, which Items have been prepared by the Exchange. The Commission is publishing this notice to solicit comments on the proposed rule change from interested persons. --------------------------------------------------------------------------- \1\ 15 U.S.C. 78s(b)(1). \2\ 17 CFR 240.19b-4. --------------------------------------------------------------------------- I. Self-Regulatory Organization's Statement of the Terms of Substance of the Proposed Rule Change The Exchange proposes to adopt Rule 912 (Consolidated Audit Trail-- Fee Dispute Resolution) to establish the procedures for resolving potential disputes related to CAT Fees charged to Industry Members.\3\ --------------------------------------------------------------------------- \3\ Unless otherwise specified, capitalized terms used in this rule filing are defined as set forth herein, or in the Consolidated Audit Trail Funding Fees Rule, the CAT Compliance Rule Series or in the CAT NMS Plan. --------------------------------------------------------------------------- The text of the proposed rule change is available on the Exchange's Web site at http://ise.cchwallstreet.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 Exchange included statements concerning the purpose of and basis for the proposed rule change and discussed any comments it received on the proposed rule change. The text of these statements may be examined at the places specified in Item IV below. The Exchange has prepared summaries, set forth in sections A, B, and C below, of the most significant aspects of such statements. A. Self-Regulatory Organization's Statement of the Purpose of, and Statutory Basis for, the Proposed Rule Change 1. Purpose Bats BYX Exchange, Inc., Bats BZX Exchange, Inc., Bats EDGA Exchange, Inc., Bats EDGX Exchange, Inc., BOX Options Exchange LLC, C2 Options Exchange, Incorporated, Chicago Board Options Exchange, Incorporated, Chicago Stock Exchange, Inc., Financial Industry Regulatory Authority, Inc. (``FINRA''), Investors' Exchange LLC, Miami International Securities Exchange, LLC, MIAX PEARL, LLC, NASDAQ BX, Inc., Nasdaq GEMX, LLC, Nasdaq ISE, LLC, Nasdaq MRX, LLC,\4\ NASDAQ PHLX LLC, The NASDAQ Stock Market LLC, New York Stock Exchange LLC, NYSE MKT LLC, NYSE Arca, Inc. and NYSE National, Inc.\5\ (collectively, the ``Participants'') filed with the Commission, pursuant to Section 11A of the Exchange Act \6\ and Rule 608 of Regulation NMS thereunder,\7\ the National Market System Plan Governing the Consolidated Audit Trail (the ``CAT NMS Plan'' or ``Plan'').\8\ The Participants filed the Plan to comply with Rule 613 of Regulation NMS under the Exchange Act. The Plan was published for comment in the Federal Register on May 17, 2016,\9\ and approved by the Commission, as modified, on November 15, 2016.\10\ The Plan is designed to create, implement and maintain a consolidated audit trail (``CAT'') that would capture customer and order event information for orders in NMS Securities and OTC Equity Securities, across all markets, from the time of order inception through routing, cancellation, modification, or execution in a single consolidated data source. The Plan accomplishes this by creating CAT NMS, LLC (the ``Company''), of which each Participant is a member, to operate the CAT.\11\ Under the CAT NMS Plan, the Operating Committee of the Company (``Operating Committee'') has discretion to establish funding for the Company to operate the CAT, including establishing fees that the Participants will pay, and establishing fees for Industry Members that will be implemented by the Participants (``CAT Fees'').\12\ The Participants are required to file with the SEC under Section 19(b) of the Exchange Act any such CAT Fees applicable to Industry Members that the Operating Committee approves.\13\ Accordingly, the Exchange has filed a proposed rule change with the SEC to [[Page 28699]] adopt the Consolidated Audit Trail Funding Fees, which will require Industry Members that are Exchange members to pay the CAT Fees determined by the Operating Committee.\14\ The Exchange submits this rule filing to adopt Rule 912 (Consolidated Audit Trail--Fee Dispute Resolution) to establish the procedures for resolving potential disputes related to CAT Fees charged to Industry Members. The proposed rules are described below. --------------------------------------------------------------------------- \4\ ISE Gemini, LLC, ISE Mercury, LLC and International Securities Exchange, LLC have been renamed Nasdaq GEMX, LLC, Nasdaq MRX, LLC, and Nasdaq ISE, LLC, respectively. See Securities Exchange Act Release No. 80248 (March 15, 2017), 82 FR 14547 (March 21, 2017); Securities Exchange Act Release No. 80326 (March 29, 2017), 82 FR 16460 (April 4, 2017); and Securities Exchange Act Release No. 80325 (March 29, 2017), 82 FR 16445 (April 4, 2017). \5\ National Stock Exchange, Inc. has been renamed NYSE National, Inc. See Securities Exchange Act Release No. 79902 (January 30, 2017), 82 FR 9258 (February 3, 2017). \6\ 15 U.S.C. 78k-1. \7\ 17 CFR 242.608. \8\ See Letter from the Participants to Brent J. Fields, Secretary, Commission, dated September 30, 2014; and Letter from Participants to Brent J. Fields, Secretary, Commission, dated February 27, 2015. On December 24, 2015, the Participants submitted an amendment to the CAT NMS Plan. See Letter from Participants to Brent J. Fields, Secretary, Commission, dated December 23, 2015. \9\ Securities Exchange Act Release No. 77724 (April 27, 2016), 81 FR 30614 (May 17, 2016). \10\ Securities Exchange Act Rel. No. 79318 (November 15, 2016), 81 FR 84696 (November 23, 2016) (``Approval Order''). \11\ The Plan also serves as the limited liability company agreement for the Company. \12\ Section 11.1(b) of the CAT NMS Plan. \13\ Id. \14\ See Securities Exchange Act Release No. 80715 (May 18, 2017), 82 FR 23895 (May 24, 2017) (SR-ISE-2017-45). --------------------------------------------------------------------------- (1) Definitions Paragraph (a) of Proposed Rule 912 sets forth the definitions for Proposed Rule 912. Paragraph (a)(1) of Proposed Rule 912 states that, for purposes of Rule 912, the terms ``CAT NMS Plan'', ``Industry Member'', ``Operating Committee'', and ``Participant'' are defined as set forth in the Rule 900 (Consolidated Audit Trail--Definitions), and the term ``CAT Fee'' is defined as set forth in the Consolidated Audit Trail Funding Fees. In addition, the Exchange proposes to add paragraph (a)(2) to Proposed Rule 912. New paragraph (a)(2) would define the term ``Subcommittee'' to mean a subcommittee designated by the Operating Committee pursuant to the CAT NMS Plan. This definition is the same substantive definition as set forth in Section 1.1 of the CAT NMS Plan. (2) Fee Dispute Resolution Section 11.5 of the CAT NMS Plan requires Participants to adopt rules requiring that disputes with respect to fees charged to Industry Members pursuant to the CAT NMS Plan be determined by the Operating Committee or Subcommittee. Section 11.5 of the CAT NMS Plan also states that decisions by the Operating Committee or Subcommittee on such matters shall be binding on Industry Members, without prejudice to the right of any Industry Member to seek redress from the SEC pursuant to SEC Rule 608 or in any other appropriate forum. The Exchange proposes to adopt paragraph (b) of Proposed Rule 912. Paragraph (b) of Proposed Rule 912 states that disputes initiated by an Industry Member with respect to CAT Fees charged to such Industry Member pursuant to the Consolidated Audit Trail Funding Fees, including disputes related to the designated tier and the fee calculated pursuant to such tier, shall be resolved by the Operating Committee, or a Subcommittee designated by the Operating Committee, of the CAT NMS Plan, pursuant to the Fee Dispute Resolution Procedures adopted pursuant to the CAT NMS Plan and set forth in paragraph (c) of Proposed Rule 912. Decisions on such matters shall be binding on Industry Members, without prejudice to the rights of any such Industry Member to seek redress from the SEC or in any other appropriate forum. The Operating Committee has adopted ``Fee Dispute Resolution Procedures'' governing the manner in which disputes regarding CAT Fees charged pursuant to the Consolidated Audit Trail Funding Fees will be addressed. These Fee Dispute Resolution Procedures, as they relate to Industry Members, are set forth in paragraph (c) of Proposed Rule 912. Specifically, the Fee Dispute Resolution Procedures provide the procedure for Industry Members that dispute CAT Fees charged to such Industry Member pursuant to one or more of the Participants' Consolidated Audit Trail Funding Fees Rules, including disputes related to the designated tier and the fee calculated pursuant to such tier, to apply for an opportunity to be heard and to have the CAT Fees charged to such Industry Member reviewed. The Procedures are modeled after the adverse action procedures adopted by various exchanges,\15\ and will be posted on the Web site for the CAT NMS Plan Web site.\16\ --------------------------------------------------------------------------- \15\ See, e.g., Chapter X of BATS BZX Exchange, Inc. (Adverse Action); and Chapter X of NYSE National, Inc. (Adverse Action). \16\ The CAT NMS Plan Web site is www.catnmsplan.com. --------------------------------------------------------------------------- Under these Procedures, an Industry Member that disputes CAT Fees charged to such Industry Member and that desires to have an opportunity to be heard with respect to such disputed CAT Fees must file a written application with the Company within 15 business days after being notified of such disputed CAT Fees. The application must identify the disputed CAT Fees, state the specific reasons why the applicant takes exception to such CAT Fees, and set forth the relief sought. In addition, if the applicant intends to submit any additional documents, statements, arguments or other material in support of the application, the same should be so stated and identified. The Company will refer applications for hearing and review promptly to the Subcommittee designated by the Operating Committee pursuant to Section 4.12 of the CAT NMS Plan with responsibility for conducting the reviews of CAT Fee disputes pursuant to these Procedures. This Subcommittee will be referred to as the Fee Review Subcommittee. The members of the Fee Review Subcommittee will be subject to the provisions of Section 4.3(d) of the CAT NMS Plan regarding recusal and Conflicts of Interest. The Fee Review Subcommittee will keep a record of the proceedings. The Fee Review Subcommittee will hold hearings promptly. The Fee Review Subcommittee will set a hearing date. The parties to the hearing shall furnish the Fee Review Subcommittee with all materials relevant to the proceedings at least 72 hours prior to the date of the hearing. Each party will have the right to inspect and copy the other party's materials prior to the hearing. The parties to the hearing will consist of the applicant and a representative of the Company who shall present the reasons for the action taken by the Company that allegedly aggrieved the applicant. The applicant is entitled to be accompanied, represented and advised by counsel at all stages of the proceedings. The Fee Review Subcommittee will determine all questions concerning the admissibility of evidence and will otherwise regulate the conduct of the hearing. Each of the parties will be permitted to make an opening statement, present witnesses and documentary evidence, cross examine opposing witnesses and present closing arguments orally or in writing as determined by the Fee Review Subcommittee. The Fee Review Subcommittee also will have the right to question all parties and witnesses to the proceeding. The Fee Review Subcommittee must keep a record of the hearing. The formal rules of evidence will not apply. The Fee Review Subcommittee must set forth its decision in writing and send the written decision to the parties to the proceeding. Such decisions will contain the reasons supporting the conclusions of the Fee Review Subcommittee. The decision of the Fee Review Subcommittee will be subject to review by the Operating Committee either on its own motion within 20 business days after issuance of the decision or upon written request submitted by the applicant within 15 business days after issuance of the decision. The applicant's petition must be in writing and must specify the findings and conclusions to which the applicant objects, together with the reasons for such objections. Any objection to a decision not specified in writing will be considered to have been abandoned and may be disregarded. Parties may petition to [[Page 28700]] submit a written argument to the Operating Committee and may request an opportunity to make an oral argument before the Operating Committee. The Operating Committee will have sole discretion to grant or deny either request. The Operating Committee will conduct the review. The review will be made upon the record and will be made after such further proceedings, if any, as the Operating Committee may order. Based upon such record, the Operating Committee may affirm, reverse or modify, in whole or in part, the decision of the Fee Review Subcommittee. The decision of the Operating Committee will be in writing, will be sent to the parties to the proceeding and will be final. The Procedures state that a final decision regarding the disputed CAT Fees by the Operating Committee, or the Fee Review Subcommittee (if there is no review by the Operating Committee), must be provided within 90 days of the date on which the Industry Member filed a written application regarding disputed CAT Fees with the Company. The Operating Committee may extend the 90-day time limit at its discretion. In addition, the Procedures state that any notices or other documents may be served upon the applicant either personally or by leaving the same at its, his or her place of business or by deposit in the United States post office, postage prepaid, by registered or certified mail, addressed to the applicant at its, his or her last known business or residence address. The Procedures also state that any time limits imposed under the Procedures for the submission of answers, petitions or other materials may be extended by permission of the Operating Committee. All papers and documents relating to review by the Fee Review Subcommittee or the Operating Committee must be submitted to the Fee Review Subcommittee or Operating Committee, as applicable. The Procedures also note that decisions on such CAT Fee disputes made pursuant to these Procedures will be binding on Industry Members, without prejudice to the rights of any such Industry Member to seek redress from the SEC or in any other appropriate forum. Finally, an Industry Member that files a written application with the Company regarding disputed CAT Fees in accordance with these Procedures is not required to pay such disputed CAT Fees until the dispute is resolved in accordance with these Procedures, including any review by the SEC or in any other appropriate forum. For these purposes, the disputed CAT Fees means the amount of the invoiced CAT Fees that the Industry Member has asserted pursuant to these Procedures that such Industry Member does not owe to the Company. The Industry Member must pay any invoiced CAT Fees that are not disputed CAT Fees when due as set forth in the original invoice. Once the dispute regarding CAT Fees is resolved pursuant to these Procedures, if it is determined that the Industry Member owes any of the disputed CAT Fees, then the Industry Member must pay such disputed CAT Fees that are owed as well as interest on such disputed CAT Fees from the original due date (that is, 30 days after receipt of the original invoice of such CAT Fees) until such disputed CAT Fees are paid at a per annum rate equal to the lesser of (i) the Prime Rate plus 300 basis points, or (ii) the maximum rate permitted by applicable law. 2. Statutory Basis The Exchange believes that the proposed rule change is consistent with the provisions of Section 6(b)(5) of the Act,\17\ which requires, among other things, that the Exchange rules must be designed to prevent fraudulent and manipulative acts and practices, to promote just and equitable principles of trade, and, in general, to protect investors and the public interest, and not designed to permit unfair discrimination between customers, issuers, brokers and dealer [sic], and Section 6(b)(4) of the Act,\18\ which requires that Exchange rules provide for the equitable allocation of reasonable dues, fees, and other charges among members and issuers and other persons using its facilities. --------------------------------------------------------------------------- \17\ 15 U.S.C. 78f(b)(5). \18\ 15 U.S.C. 78f(b)(4). --------------------------------------------------------------------------- The Exchange believes that this proposal is consistent with the Act because it implements, interprets or clarifies Section 11.5 of the Plan, and is designed to assist the Exchange and its Industry Members in meeting regulatory obligations pursuant to the Plan. In approving the Plan, the SEC noted that the Plan ``is necessary and appropriate in the public interest, for the protection of investors and the maintenance of fair and orderly markets, to remove impediments to, and perfect the mechanism of a national market system, or is otherwise in furtherance of the purposes of the Act.'' \19\ To the extent that this proposal implements, interprets or clarifies the Plan and applies specific requirements to Industry Members, the Exchange believes that this proposal furthers the objectives of the Plan, as identified by the SEC, and is therefore consistent with the Act. --------------------------------------------------------------------------- \19\ Approval Order at 84697. --------------------------------------------------------------------------- B. Self-Regulatory Organization's Statement on Burden on Competition Section 6(b)(8) of the Act \20\ requires that Exchange rules not impose any burden on competition that is not necessary or appropriate. The Exchange does not believe that the proposed rule change will impose any burden on competition not necessary or appropriate in furtherance of the purposes of the Act. The Exchange notes that the proposed rule change implements Section 11.5 of the CAT NMS Plan approved by the Commission, and is designed to assist the Exchange in meeting its regulatory obligations pursuant to the Plan. Similarly, all national securities exchanges and FINRA are proposing this proposed rule to implement the requirements of the CAT NMS Plan. Therefore, this is not a competitive rule filing and, therefore, it does not raise competition issues between and among the exchanges and FINRA. --------------------------------------------------------------------------- \20\ 15 U.S.C. 78f(b)(8). --------------------------------------------------------------------------- C. Self-Regulatory Organization's Statement on Comments on the Proposed Rule Change Received From Members, Participants, or Others No written comments were either solicited or received. III. Date of Effectiveness of the Proposed Rule Change and Timing for Commission Action Within 45 days of the date of publication of this notice in the Federal Register or within such longer period up to 90 days (i) as the Commission may designate if it finds such longer period to be appropriate and publishes its reasons for so finding or (ii) as to which the Exchange consents, the Commission will: (A) By order approve or disapprove such proposed rule change, or (B) institute proceedings to determine whether the proposed rule change should be disapproved. IV. Solicitation of Comments Interested persons are invited to submit written data, views, and arguments concerning the foregoing, including whether the proposed rule change is consistent with the Act. Comments may be submitted by any of the following methods: [[Page 28701]] Electronic CommentsUse the Commission's Internet comment form (http://www.sec.gov/rules/sro.shtml); or Send an email to [email protected]. Please include File Number SR-ISE-2017-52 on the subject line. Paper Comments Send paper comments in triplicate to Secretary, Securities and Exchange Commission, 100 F Street NE., Washington, DC 20549-1090. All submissions should refer to File Number SR-ISE-2017-52. This file number should be included on the subject line if email is used. To help the Commission process and review your comments more efficiently, please use only one method. The Commission will post all comments on the Commission's Internet Web site (http://www.sec.gov/rules/sro.shtml). Copies of the submission, all subsequent amendments, all written statements with respect to the proposed rule change that are filed with the Commission, and all written communications relating to the proposed rule change between the Commission and any person, other than those that may be withheld from the public in accordance with the provisions of 5 U.S.C. 552, will be available for Web site viewing and printing in the Commission's Public Reference Room, 100 F Street NE., Washington, DC 20549, on official business days between the hours of 10:00 a.m. and 3:00 p.m. Copies of the filing also will be available for inspection and copying at the principal office of the Exchange. All comments received will be posted without change; the Commission does not edit personal identifying information from submissions. You should submit only information that you wish to make available publicly. All submissions should refer to File Number SR-ISE-2017-52, and should be submitted on or before July 14, 2017. --------------------------------------------------------------------------- \21\ 17 CFR 200.30-3(a)(12). For the Commission, by the Division of Trading and Markets, pursuant to delegated authority.\21\ Eduardo A. Aleman, Assistant Secretary. [FR Doc. 2017-13102 Filed 6-22-17; 8:45 am] BILLING CODE 8011-01-P
![28698 Federal Register / Vol. 82, No. 120 / Friday, June 23, 2017 / Notices
The title of the form; (2) how often the below, which Items have been prepared NASDAQ PHLX LLC, The NASDAQ
required information must be reported; by the Exchange. The Commission is Stock Market LLC, New York Stock
(3) who will be required or asked to publishing this notice to solicit Exchange LLC, NYSE MKT LLC, NYSE
report; (4) what the form will be used comments on the proposed rule change Arca, Inc. and NYSE National, Inc.5
for; (5) an estimate of the number of from interested persons. (collectively, the ‘‘Participants’’) filed
responses; (6) the average burden hours with the Commission, pursuant to
I. Self-Regulatory Organization’s
per response; (7) an estimate of the total Section 11A of the Exchange Act 6 and
Statement of the Terms of Substance of
number of hours needed to prepare the Rule 608 of Regulation NMS
the Proposed Rule Change
form. This entry is not subject to 44 thereunder,7 the National Market
U.S.C. 3504(h). The Exchange proposes to adopt Rule System Plan Governing the
Agency: National Endowment for the 912 (Consolidated Audit Trail—Fee Consolidated Audit Trail (the ‘‘CAT
Arts. Dispute Resolution) to establish the NMS Plan’’ or ‘‘Plan’’).8 The
Title: Applications from students for procedures for resolving potential Participants filed the Plan to comply
Agency Initiatives Poetry Out Loud or disputes related to CAT Fees charged to with Rule 613 of Regulation NMS under
the Musical Theater Songwriting Industry Members.3 the Exchange Act. The Plan was
Challenge for High School Students. The text of the proposed rule change published for comment in the Federal
OMB Number: N/A. is available on the Exchange’s Web site Register on May 17, 2016,9 and
Frequency: Annually. at http://ise.cchwallstreet.com/, at the approved by the Commission, as
Affected Public: Individuals. principal office of the Exchange, and at modified, on November 15, 2016.10 The
Estimated Number of Respondents: the Commission’s Public Reference Plan is designed to create, implement
200. Room. and maintain a consolidated audit trail
Estimated Time per Respondent: 1 II. Self-Regulatory Organization’s (‘‘CAT’’) that would capture customer
hour. Statement of the Purpose of, and and order event information for orders
Total Burden Hours: 200. Statutory Basis for, the Proposed Rule in NMS Securities and OTC Equity
Total Annualized Capital/Startup Change Securities, across all markets, from the
Costs: 0. time of order inception through routing,
Total Annual Costs (Operating/ In its filing with the Commission, the cancellation, modification, or execution
Maintaining Systems or Purchasing Exchange included statements in a single consolidated data source.
Services): 0. concerning the purpose of and basis for The Plan accomplishes this by creating
Description: The Application Form, the proposed rule change and discussed CAT NMS, LLC (the ‘‘Company’’), of
for which clearance is requested, is used any comments it received on the which each Participant is a member, to
to gather basic information from youth proposed rule change. The text of these operate the CAT.11 Under the CAT NMS
applying to Agency Initiatives Poetry statements may be examined at the Plan, the Operating Committee of the
Out Loud or the Musical Theater places specified in Item IV below. The Company (‘‘Operating Committee’’) has
Songwriting Challenge for High School Exchange has prepared summaries, set discretion to establish funding for the
Students. Information is needed to forth in sections A, B, and C below, of Company to operate the CAT, including
verify eligibility for the program and to the most significant aspects of such establishing fees that the Participants
facilitate judging of the entries. statements. will pay, and establishing fees for
A. Self-Regulatory Organization’s Industry Members that will be
Jillian Miller, implemented by the Participants (‘‘CAT
Statement of the Purpose of, and
Director, Office of Guidelines and Panel Fees’’).12 The Participants are required
Operations, National Endowment for the Arts.
Statutory Basis for, the Proposed Rule
Change to file with the SEC under Section 19(b)
[FR Doc. 2017–13175 Filed 6–22–17; 8:45 am] of the Exchange Act any such CAT Fees
BILLING CODE 7537–01–P 1. Purpose applicable to Industry Members that the
Bats BYX Exchange, Inc., Bats BZX Operating Committee approves.13
Exchange, Inc., Bats EDGA Exchange, Accordingly, the Exchange has filed a
SECURITIES AND EXCHANGE Inc., Bats EDGX Exchange, Inc., BOX proposed rule change with the SEC to
COMMISSION Options Exchange LLC, C2 Options
[Release No. 34–80971; File No. SR–ISE– Exchange, Incorporated, Chicago Board Release No. 80325 (March 29, 2017), 82 FR 16445
Options Exchange, Incorporated, (April 4, 2017).
2017–52] 5 National Stock Exchange, Inc. has been renamed
Chicago Stock Exchange, Inc., Financial NYSE National, Inc. See Securities Exchange Act
Self-Regulatory Organizations; Nasdaq Industry Regulatory Authority, Inc. Release No. 79902 (January 30, 2017), 82 FR 9258
ISE, LLC; Notice of Filing of a (‘‘FINRA’’), Investors’ Exchange LLC, (February 3, 2017).
6 15 U.S.C. 78k–1.
Proposed Rule Change To Adopt Rule Miami International Securities
7 17 CFR 242.608.
912 Exchange, LLC, MIAX PEARL, LLC, 8 See Letter from the Participants to Brent J.
NASDAQ BX, Inc., Nasdaq GEMX, LLC, Fields, Secretary, Commission, dated September 30,
June 19, 2017. Nasdaq ISE, LLC, Nasdaq MRX, LLC,4 2014; and Letter from Participants to Brent J. Fields,
Pursuant to Section 19(b)(1) of the Secretary, Commission, dated February 27, 2015.
Securities Exchange Act of 1934 (‘‘Act’’ 3 Unless otherwise specified, capitalized terms On December 24, 2015, the Participants submitted
or ‘‘Exchange Act’’),1 and Rule 19b–4 used in this rule filing are defined as set forth an amendment to the CAT NMS Plan. See Letter
from Participants to Brent J. Fields, Secretary,
asabaliauskas on DSKBBXCHB2PROD with NOTICES
thereunder,2 notice is hereby given that herein, or in the Consolidated Audit Trail Funding
Fees Rule, the CAT Compliance Rule Series or in Commission, dated December 23, 2015.
on June 9, 2017, Nasdaq ISE, LLC (‘‘ISE’’ the CAT NMS Plan.
9 Securities Exchange Act Release No. 77724
or ‘‘Exchange’’) filed with the Securities 4 ISE Gemini, LLC, ISE Mercury, LLC and (April 27, 2016), 81 FR 30614 (May 17, 2016).
10 Securities Exchange Act Rel. No. 79318
and Exchange Commission (‘‘SEC’’ or International Securities Exchange, LLC have been
renamed Nasdaq GEMX, LLC, Nasdaq MRX, LLC, (November 15, 2016), 81 FR 84696 (November 23,
‘‘Commission’’) the proposed rule 2016) (‘‘Approval Order’’).
and Nasdaq ISE, LLC, respectively. See Securities
change as described in Items I and II, Exchange Act Release No. 80248 (March 15, 2017),
11 The Plan also serves as the limited liability
82 FR 14547 (March 21, 2017); Securities Exchange company agreement for the Company.
1 15 U.S.C. 78s(b)(1). 12 Section 11.1(b) of the CAT NMS Plan.
Act Release No. 80326 (March 29, 2017), 82 FR
2 17 CFR 240.19b–4. 16460 (April 4, 2017); and Securities Exchange Act 13 Id.
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![28700 Federal Register / Vol. 82, No. 120 / Friday, June 23, 2017 / Notices
submit a written argument to the purposes, the disputed CAT Fees means believes that this proposal furthers the
Operating Committee and may request the amount of the invoiced CAT Fees objectives of the Plan, as identified by
an opportunity to make an oral that the Industry Member has asserted the SEC, and is therefore consistent with
argument before the Operating pursuant to these Procedures that such the Act.
Committee. The Operating Committee Industry Member does not owe to the
will have sole discretion to grant or Company. The Industry Member must B. Self-Regulatory Organization’s
deny either request. pay any invoiced CAT Fees that are not Statement on Burden on Competition
The Operating Committee will disputed CAT Fees when due as set Section 6(b)(8) of the Act 20 requires
conduct the review. The review will be forth in the original invoice. that Exchange rules not impose any
made upon the record and will be made Once the dispute regarding CAT Fees
burden on competition that is not
after such further proceedings, if any, as is resolved pursuant to these
Procedures, if it is determined that the necessary or appropriate. The Exchange
the Operating Committee may order.
Based upon such record, the Operating Industry Member owes any of the does not believe that the proposed rule
Committee may affirm, reverse or disputed CAT Fees, then the Industry change will impose any burden on
modify, in whole or in part, the decision Member must pay such disputed CAT competition not necessary or
of the Fee Review Subcommittee. The Fees that are owed as well as interest on appropriate in furtherance of the
decision of the Operating Committee such disputed CAT Fees from the purposes of the Act. The Exchange notes
will be in writing, will be sent to the original due date (that is, 30 days after that the proposed rule change
parties to the proceeding and will be receipt of the original invoice of such implements Section 11.5 of the CAT
final. CAT Fees) until such disputed CAT NMS Plan approved by the Commission,
The Procedures state that a final Fees are paid at a per annum rate equal and is designed to assist the Exchange
decision regarding the disputed CAT to the lesser of (i) the Prime Rate plus in meeting its regulatory obligations
Fees by the Operating Committee, or the 300 basis points, or (ii) the maximum pursuant to the Plan. Similarly, all
Fee Review Subcommittee (if there is no rate permitted by applicable law. national securities exchanges and
review by the Operating Committee), FINRA are proposing this proposed rule
must be provided within 90 days of the 2. Statutory Basis to implement the requirements of the
date on which the Industry Member The Exchange believes that the CAT NMS Plan. Therefore, this is not a
filed a written application regarding proposed rule change is consistent with competitive rule filing and, therefore, it
disputed CAT Fees with the Company. the provisions of Section 6(b)(5) of the does not raise competition issues
The Operating Committee may extend Act,17 which requires, among other between and among the exchanges and
the 90-day time limit at its discretion. things, that the Exchange rules must be FINRA.
In addition, the Procedures state that designed to prevent fraudulent and
any notices or other documents may be manipulative acts and practices, to C. Self-Regulatory Organization’s
served upon the applicant either promote just and equitable principles of Statement on Comments on the
personally or by leaving the same at its, trade, and, in general, to protect Proposed Rule Change Received From
his or her place of business or by investors and the public interest, and Members, Participants, or Others
deposit in the United States post office, not designed to permit unfair No written comments were either
postage prepaid, by registered or discrimination between customers, solicited or received.
certified mail, addressed to the issuers, brokers and dealer [sic], and
applicant at its, his or her last known Section 6(b)(4) of the Act,18 which III. Date of Effectiveness of the
business or residence address. The requires that Exchange rules provide for Proposed Rule Change and Timing for
Procedures also state that any time the equitable allocation of reasonable Commission Action
limits imposed under the Procedures for dues, fees, and other charges among
the submission of answers, petitions or members and issuers and other persons Within 45 days of the date of
other materials may be extended by using its facilities. publication of this notice in the Federal
permission of the Operating Committee. The Exchange believes that this Register or within such longer period
All papers and documents relating to proposal is consistent with the Act up to 90 days (i) as the Commission may
review by the Fee Review Subcommittee because it implements, interprets or designate if it finds such longer period
or the Operating Committee must be clarifies Section 11.5 of the Plan, and is to be appropriate and publishes its
submitted to the Fee Review designed to assist the Exchange and its reasons for so finding or (ii) as to which
Subcommittee or Operating Committee, Industry Members in meeting regulatory the Exchange consents, the Commission
as applicable. obligations pursuant to the Plan. In will:
The Procedures also note that approving the Plan, the SEC noted that (A) By order approve or disapprove
decisions on such CAT Fee disputes the Plan ‘‘is necessary and appropriate such proposed rule change, or
made pursuant to these Procedures will in the public interest, for the protection (B) institute proceedings to determine
be binding on Industry Members, of investors and the maintenance of fair whether the proposed rule change
without prejudice to the rights of any and orderly markets, to remove should be disapproved.
such Industry Member to seek redress impediments to, and perfect the
from the SEC or in any other mechanism of a national market system, IV. Solicitation of Comments
appropriate forum. or is otherwise in furtherance of the
Interested persons are invited to
asabaliauskas on DSKBBXCHB2PROD with NOTICES
Finally, an Industry Member that files purposes of the Act.’’ 19 To the extent
a written application with the Company that this proposal implements, submit written data, views, and
regarding disputed CAT Fees in interprets or clarifies the Plan and arguments concerning the foregoing,
accordance with these Procedures is not applies specific requirements to including whether the proposed rule
required to pay such disputed CAT Fees Industry Members, the Exchange change is consistent with the Act.
until the dispute is resolved in Comments may be submitted by any of
accordance with these Procedures, 17 15U.S.C. 78f(b)(5). the following methods:
including any review by the SEC or in 18 15U.S.C. 78f(b)(4).
any other appropriate forum. For these 19 Approval Order at 84697. 20 15 U.S.C. 78f(b)(8).
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![Federal Register / Vol. 82, No. 120 / Friday, June 23, 2017 / Notices 28701
Electronic Comments SECURITIES AND EXCHANGE NE., Washington, DC 20549; or send an
COMMISSION email to: PRA_Mailbox@sec.gov.
• Use the Commission’s Internet Comments must be submitted to OMB
comment form (http://www.sec.gov/ Submission for OMB Review; within 30 days of this notice.
rules/sro.shtml); or Comment Request Dated: June 19, 2017.
• Send an email to rule-comments@ Upon Written Request Copies Available Eduardo A. Aleman,
sec.gov. Please include File Number SR– From: Securities and Exchange Assistant Secretary.
ISE–2017–52 on the subject line. Commission, Office of FOIA Services, [FR Doc. 2017–13143 Filed 6–22–17; 8:45 am]
Paper Comments 100 F Street NE., Washington, DC BILLING CODE 8011–01–P
20549–2736.
• Send paper comments in triplicate Extension:
to Secretary, Securities and Exchange Rule 425. SEC File No. 270–462, OMB SECURITIES AND EXCHANGE
Commission, 100 F Street NE., Control No. 3235–0521. COMMISSION
Washington, DC 20549–1090. Notice is hereby given that, pursuant
to the Paperwork Reduction Act of 1995 Submission for OMB Review;
All submissions should refer to File Comment Request
(44 U.S.C. 3501 et seq.), the Securities
Number SR–ISE–2017–52. This file
and Exchange Commission Upon Written Request Copies Available
number should be included on the (‘‘Commission’’) has submitted to the
subject line if email is used. To help the From: Securities and Exchange
Office of Management and Budget this Commission, Office of FOIA Services,
Commission process and review your request for extension of the previously
comments more efficiently, please use 100 F Street NE., Washington, DC
approved collection of information 20549–2736.
only one method. The Commission will discussed below.
post all comments on the Commission’s Rule 425 (17 CFR 230.425) under the Extension:
Internet Web site (http://www.sec.gov/ Regulations 14D and 14E, Schedule 14D–
Securities Act of 1933 (15 U.S.C. 77a et
9. SEC File No. 270–114, OMB Control
rules/sro.shtml). Copies of the seq.) requires the filing of certain No. 3235–0102.
submission, all subsequent prospectuses and communications
amendments, all written statements under Rule 135 (17 CFR 230.135) and Notice is hereby given that, pursuant
with respect to the proposed rule Rule 165 (17 CFR 230.165) in to the Paperwork Reduction Act of 1995
change that are filed with the connection with business combination (44 U.S.C. 3501 et seq.), the Securities
Commission, and all written transactions. The purpose of the rule is and Exchange Commission
to permit more oral and written (‘‘Commission’’) has submitted to the
communications relating to the
communications with shareholders Office of Management and Budget this
proposed rule change between the
about tender offers, mergers and other request for extension of the previously
Commission and any person, other than approved collection of information
those that may be withheld from the business combination transactions on a
more-timely basis, so long as the written discussed below.
public in accordance with the Regulation 14D (17 CFR 240.14d–1–
communications are filed on the date of
provisions of 5 U.S.C. 552, will be 240.14d–11) and Regulation 14E (17
first use. The information provided
available for Web site viewing and under Rule 425 is made available to the CFR 240.14e–1–240.14f–1) and related
printing in the Commission’s Public public upon request. Also, the Schedule 14D–9 (17 CFR 240.14d–101)
Reference Room, 100 F Street NE., information provided under Rule 425 is require information important to
Washington, DC 20549, on official mandatory. Approximately 7,160 issuers security holders in deciding how to
business days between the hours of file communications under Rule 425 at respond to tender offers. This
10:00 a.m. and 3:00 p.m. Copies of the an estimated 0.25 hours per response for information is made available to the
filing also will be available for a total of 1,790 annual burden hours public. Information provided on
inspection and copying at the principal (0.25 hours per response × 7,160 Schedule 14D–9 is mandatory. Schedule
office of the Exchange. All comments responses). 14D–9 takes approximately 260.56
received will be posted without change; An agency may not conduct or hours per response to prepare and is
the Commission does not edit personal sponsor, and a person is not required to filed by 169 companies annually. We
identifying information from respond to, a collection of information estimate that 25% of the 260.56 hours
submissions. You should submit only unless it displays a currently valid per response (65.14 hours) is prepared
information that you wish to make control number. by the company for an annual reporting
available publicly. All submissions The public may view the background burden of 11,009 hours (65.14 hours per
should refer to File Number SR–ISE– documentation for this information response × 169 responses).
2017–52, and should be submitted on or collection at the following Web site, An agency may not conduct or
www.reginfo.gov. Written comments sponsor, and a person is not required to
before July 14, 2017.
regarding the above information should respond to, a collection of information
For the Commission, by the Division of be directed to the following persons: (i) unless it displays a currently valid
Trading and Markets, pursuant to delegated Desk Officer for the Securities and control number.
authority.21 Exchange Commission, Office of The public may view the background
asabaliauskas on DSKBBXCHB2PROD with NOTICES
Eduardo A. Aleman, Information and Regulatory Affairs, documentation for this information
Assistant Secretary. Office of Management and Budget, collection at the following Web site,
[FR Doc. 2017–13102 Filed 6–22–17; 8:45 am] Room 10102, New Executive Office www.reginfo.gov . Comments should be
BILLING CODE 8011–01–P
Building, Washington, DC 20503 or directed to: (i) Desk Officer for the
send an email to: Shagufta_Ahmed@ Securities and Exchange Commission,
omb.eop.gov; and (ii) Pamela Dyson, Office of Information and Regulatory
Director/Chief Information Officer, Affairs, Office of Management and
Securities and Exchange Commission, Budget, Room 10102, New Executive
21 17 CFR 200.30–3(a)(12). c/o Remi Pavlik-Simon, 100 F Street Office Building, Washington, DC 20503,
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Document Created: 2017-06-23 03:37:50
Document Modified: 2017-06-23 03:37:50
| 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 28698 |
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