82 FR 46845 - Self-Regulatory Organizations; New York Stock Exchange LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Amend Its Price List To Permit Affiliated Member Organizations That Are Supplemental Liquidity Providers
SECURITIES AND EXCHANGE COMMISSION Federal Register Volume 82, Issue 193 (October 6, 2017)
Federal Register Volume 82, Issue 193 (October 6, 2017)
| Page Range | 46845-46848 | |
| FR Document | 2017-21535 |
[Federal Register Volume 82, Number 193 (Friday, October 6, 2017)] [Notices] [Pages 46845-46848] From the Federal Register Online [www.thefederalregister.org] [FR Doc No: 2017-21535] ----------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION [Release No. 34-81791; File No. SR-NYSE-2017-50] Self-Regulatory Organizations; New York Stock Exchange LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Amend Its Price List To Permit Affiliated Member Organizations That Are Supplemental Liquidity Providers October 2, 2017. Pursuant to section 19(b)(1) \1\ of the Securities Exchange Act of 1934 (the ``Act'') \2\ and Rule 19b-4 thereunder,\3\ notice is hereby given that, on September 25, 2017, New York Stock Exchange LLC (``NYSE'' or the ``Exchange'') filed with the Securities and Exchange Commission (the ``Commission'') the proposed rule change as described in Items I, II, and III below, which Items have been prepared by the self-regulatory organization. The Commission is publishing this notice to solicit comments on the proposed rule change from interested persons. --------------------------------------------------------------------------- \1\ 15 U.S.C. 78s(b)(1). \2\ 15 U.S.C. 78a. \3\ 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 amend its Price List to permit affiliated member organizations that are Supplemental Liquidity Providers (``SLPs'') on the Exchange to obtain the most favorable rate when (1) at least one affiliate satisfies the quoting requirements for SLPs in assigned securities, and (2) the combined SLPs' aggregate volumes satisfy the adding liquidity volume requirements for SLP tiered and non-tiered rates. The Exchange proposes to implement the proposed changes on September 25, 2017.\4\ The proposed rule change is available on the Exchange's Web site at www.nyse.com, at the principal office of the Exchange, and at the Commission's Public Reference Room. --------------------------------------------------------------------------- \4\ The Exchange originally filed to amend the Price List on August 31, 2017 (SR-NYSE-2017-46), withdrew such filing on September 13, 2017, and refiled the same day (SR-NYSE-2017-48). SR-NYSE-48 [sic] was subsequently withdrawn and replaced by this filing. --------------------------------------------------------------------------- II. Self-Regulatory Organization's Statement of the Purpose of, and Statutory Basis for, the Proposed Rule Change In its filing with the Commission, the self-regulatory organization included statements concerning the purpose of, and basis for, the proposed rule change and discussed any comments it received on the proposed rule change. The text of those statements may be examined at the places specified in Item IV below. The Exchange has prepared summaries, set forth in sections A, B, and C below, of the most significant parts of such statements. A. Self-Regulatory Organization's Statement of the Purpose of, and the Statutory Basis for, the Proposed Rule Change 1. Purpose The Exchange proposes to amend its Price List to permit affiliated member organizations that are SLPs on the Exchange to obtain the most favorable rate when (1) at least one affiliate satisfies the quoting requirements for SLPs in assigned securities, and (2) the combined SLPs' aggregate volumes satisfy the adding liquidity volume requirements for SLP tiered and non-tiered rates. The proposed changes would be applicable to all SLP transactions, regardless of price of the security. The Exchange proposes to implement these changes to its Price List effective September 25, 2017. Proposed Rule Change SLPs are eligible for certain credits when adding liquidity to the Exchange. The amount of the credit is currently determined by the ``tier'' for which the SLP qualifies, which is based on the SLP's level of quoting and ADV of liquidity added by the SLP in assigned securities. Currently, SLP Tier 3 provides that when adding liquidity to the NYSE in securities with a share price of $1.00 or more, an SLP is eligible for a credit of $0.0023 per share traded if the SLP (1) meets the 10% average or more quoting requirement in an assigned security pursuant to Rule 107B and (2) adds liquidity for all assigned SLP securities [[Page 46846]] in the aggregate \5\ of an ADV of more than 0.20% of NYSE consolidated ADV (``CADV''),\6\ or with respect to an SLP that is also a DMM and subject to Rule 107B(i)(2)(a),\7\ more than 0.20% of NYSE CADV after a discount of the percentage for the prior quarter of NYSE CADV in DMM assigned securities as of the last business day of the prior month. The SLP Tier 3 credit in the case of Non-Displayed Reserve Orders is $0.0006. --------------------------------------------------------------------------- \5\ Under Rule 107B, an SLP can be either a proprietary trading unit of a member organization (``SLP-Prop'') or a registered market maker at the Exchange (``SLMM''). For purposes of the 10% average or more quoting requirement in assigned securities pursuant to Rule 107B, quotes of an SLP-Prop and an SLMM of the same member organization are not aggregated. However, for purposes of adding liquidity for assigned SLP securities in the aggregate, shares of both an SLP-Prop and an SLMM of the same member organization are included. \6\ NYSE CADV is defined in the Price List as the consolidated average daily volume of NYSE-listed securities. \7\ Rule 107B(i)(2)(A) prohibits a DMM from acting as a SLP in the same securities in which it is a DMM. --------------------------------------------------------------------------- SLP Tier 2 provides that an SLP adding liquidity in securities with a per share price of $1.00 or more is eligible for a per share credit of $0.0026 if the SLP: (1) Meets the 10% average or more quoting requirement in an assigned security pursuant to Rule 107B; and (2) adds liquidity for all assigned SLP securities in the aggregate of an ADV of more than 0.45% of NYSE CADV, or with respect to an SLP that is also a DMM and subject to Rule 107B(i)(2)(a), more than 0.45% of NYSE CADV after a discount of the percentage for the prior quarter of NYSE CADV in DMM assigned securities as of the last business day of the prior month.\8\ The SLP Tier 2 credit in the case of Non-Displayed Reserve Orders is $0.0009. --------------------------------------------------------------------------- \8\ In determining whether an SLP meets the requirement to add liquidity in the aggregate of an ADV of more than 0.20% depending on whether the SLP is also a DMM, the SLP may include shares of both an SLP-Prop and an SLMM of the same member organization. --------------------------------------------------------------------------- SLP Tier 1A provides that an SLP adding liquidity in securities with a per share price of $1.00 or more is eligible for a per share credit of $0.00275 if the SLP: (1) Meets the 10% average or more quoting requirement in an assigned security pursuant to Rule 107B; and (2) adds liquidity for all for assigned SLP securities in the aggregate of an ADV of more than 0.60% of NYSE CADV, or with respect to an SLP that is also a DMM and subject to Rule 107B(i)(2)(a), more than 0.60% after a discount of the percentage for the prior quarter of NYSE CADV in DMM assigned securities as of the last business day of the prior month. The SLP Tier 1A credit in the case of Non-Displayed Reserve Orders is $0.00105. SLP Tier 1 provides that an SLP adding liquidity in securities with a per share price of $1.00 or more is eligible for a per share credit of $0.0029 if the SLP: (1) Meets the 10% average or more quoting requirement in an assigned security pursuant to Rule 107B; and (2) adds liquidity for all for assigned SLP securities in the aggregate of an ADV of more than 0.90% of NYSE CADV, or with respect to an SLP that is also a DMM and subject to Rule 107B(i)(2)(a), more than 0.90% after a discount of the percentage for the prior quarter of NYSE CADV in DMM assigned securities as of the last business day of the prior month. The SLP Tier 1 credit in the case of Non-Displayed Reserve Orders is $0.0012. Finally, a SLP adding liquidity in securities with a per share price of less than $1.00 is eligible for a per share credit of $0.0005 if the SLP: (1) Meets the 10% average or more quoting requirement in an assigned security pursuant to Rule 107B; and (2) adds liquidity for all for assigned SLP securities in the aggregate of an ADV of more than 0.22% of NYSE CADV in the applicable month. The Exchange proposes to amend the Price List to permit affiliated member organizations that are SLPs to obtain the most favorable rate when (1) at least one affiliate satisfies the quoting requirements for SLPs in assigned securities, and (2) the combined SLPs' aggregate volumes satisfy the adding liquidity volume requirements for SLP tiered (i.e., SLP Tier 1, SLP Tier 1A, SLP Tier 2 and SLP Tier 3) and non- tiered rates. To effect this change, for each of the SLP tiered and non-tiered rates, the Exchange proposes to: (i) Replace the phrase ``Credit per share--per transaction--for SLPs'' with the phrase ``Credit per share-- per transaction for affiliated SLPs;'' (ii) add a footnote that provides that affiliated member organizations that are SLPs would be eligible for the most favorable rate for any such security traded in an applicable month provided that one or both affiliated member organizations request and are approved for aggregation of eligible activity pursuant to the requirements set forth in the Price List; (iii) replace the phrase ``the SLP,'' with the phrase ``an SLP;'' and (iv) add the phrase ``or an affiliated'' before the term ``member organization.'' \9\ --------------------------------------------------------------------------- \9\ The Exchange also proposes to add a hyphen between ``SLP'' and ``Prop'' following ``quotes of an'' in the SLP Tier 2 fee. --------------------------------------------------------------------------- In order to qualify as affiliates for purposes of obtaining the more favorable rate and aggregating the adding liquidity of an ADV volumes, one or both member organizations that are SLPs would be required to follow the procedures set forth in the Price List for requesting that the Exchange aggregate its eligible activity with the eligible activity of its affiliates.\10\ --------------------------------------------------------------------------- \10\ For purposes of applying any provision of the Exchange's Price List where the charge assessed, or credit provided, by the Exchange depends on the volume of a member organization's activity, a member organization may request that the Exchange aggregate its eligible activity with activity of such member organization's affiliates. A member organization requesting aggregation of eligible affiliate activity is required to (1) certify to the Exchange the affiliate status of member organizations whose activity it seeks to aggregate prior to receiving approval for aggregation, and (2) inform the Exchange immediately of any event that causes an entity to cease being an affiliate. --------------------------------------------------------------------------- For example, assume a member organization with a SLP (SLP1) is affiliated with another member organization that also has a SLP (SLP2). If the adding liquidity for all for assigned SLP securities is 0.40% of NYSE CADV for SLP1 in the billing month and 0.10% of NYSE CADV for SLP2, the combined adding liquidity for SLP1 and SLP2 would be 0.50% of NYSE CADV, and both SLP1 and SLP2 would meet the 0.45% NYSE CADV adding requirement. If in that same billing month, SLP1 has 8.0% quoting in SLP symbol XYZ and SLP2 has 12.0% quoting in that same symbol XYZ, both SLP1 and SLP2 would qualify for the SLP Tier 2 credit of $0.0026 in symbol XYZ, by way of SLP2's 12.0% quoting and the combined adding liquidity of SLP1 and SLP 2 of 0.50% of NYSE CADV. If SLP2 did not quote in symbol XYZ at least 10%, then SLP1 would not qualify for the SLP Tier 2 credit due to their 8.0% quoting being short of the 10% requirement, and then SLP1 and SLP2 would instead receive the applicable non-Tier Adding Credit, Tier 3 Adding Credit, Tier 2 Adding Credit or Tier 1 Adding Credit. The proposed changes are not otherwise intended to address any other issues, and the Exchange is not aware of any problems that member organizations would have in complying with the proposed change. 2. Statutory Basis The Exchange believes that the proposed rule change is consistent with section 6(b) of the Act,\11\ in general, and furthers the objectives of sections 6(b)(4) and (5) of the Act,\12\ in particular, because it provides for the equitable allocation of reasonable dues, fees, and [[Page 46847]] other charges among its members, issuers and other persons using its facilities and does not unfairly discriminate between customers, issuers, brokers or dealers and is designed to prevent fraudulent and manipulative acts and practices, to promote just and equitable principles of trade, to foster cooperation and coordination with persons engaged in facilitating transactions in securities, to remove impediments to, and perfect the mechanism of, a free and open market and a national market system and, in general, to protect investors and the public interest. --------------------------------------------------------------------------- \11\ 15 U.S.C. 78f(b). \12\ 15 U.S.C. 78f(b)(4) & (5). --------------------------------------------------------------------------- The Exchange believes that the proposed rule change is reasonable because the SLP credit rates, established in previous rule filings, would remain the same.\13\ The Exchange further believes that the proposed rule change is equitable because it establishes a manner for the Exchange to treat affiliated member organizations that are approved as SLPs for purposes of assessing charges or credits that are based on volume. The provision is also equitable because all member organizations seeking to aggregate their activity are subject to the same parameters, in accordance with established procedures set forth on the Price List regarding aggregation across affiliated member organizations. --------------------------------------------------------------------------- \13\ See, e.g., Securities Exchange Act Release No. 77604 (April 13, 2016), 81 FR 23043 (April 19, 2016) (SR-NYSE-2016-29), for the most recent pricing changes applicable to SLPs. --------------------------------------------------------------------------- The Exchange further believes that the proposal is not unfairly discriminatory because it would serve to reduce disparity of treatment between member organizations with regard to the pricing of different services and reduce any potential for confusion on how SLP activity can be aggregated. The Exchange believes that the proposed rule change avoids disparate treatment of member organizations that have divided their various business activities between separate corporate entities as compared to member organizations that operate those business activities within a single corporate entity. The Exchange further believes that the proposed rule change is designed to remove impediments to and perfect the mechanism of a free and open market because it aligns how affiliated member organizations that are approved as SLPs may aggregate volume in the same manner that affiliated member organizations currently aggregate non-SLP trading volume. The Exchange believes that it is subject to significant competitive forces, as described below in the Exchange's statement regarding the burden on competition. For the foregoing reasons, the Exchange believes that the proposal is consistent with the Act. B. Self-Regulatory Organization's Statement on Burden on Competition In accordance with section 6(b)(8) of the Act,\14\ the Exchange believes that the proposed rule change would not impose any burden on competition that is not necessary or appropriate in furtherance of the purposes of the Act. Instead, the proposed rule change is designed to encourage the submission of additional liquidity to a public exchange, thereby promoting price discovery and transparency and enhancing order execution opportunities for member organizations. The Exchange believes that this could promote competition between the Exchange and other execution venues, including those that currently offer comparable transaction pricing, by encouraging additional orders to be sent to the Exchange for execution. --------------------------------------------------------------------------- \14\ 15 U.S.C. 78f(b)(8). --------------------------------------------------------------------------- Finally, the Exchange notes that it operates in a highly competitive market in which market participants can readily favor competing venues if they deem fee levels at a particular venue to be excessive or rebate opportunities available at other venues to be more favorable. In such an environment, the Exchange must continually adjust its fees and rebates to remain competitive with other exchanges and with alternative trading systems that have been exempted from compliance with the statutory standards applicable to exchanges. Because competitors are free to modify their own fees and credits in response, and because market participants may readily adjust their order routing practices, the Exchange believes that the degree to which fee changes in this market may impose any burden on competition is extremely limited. As a result of all of these considerations, the Exchange does not believe that the proposed changes will impair the ability of member organizations or competing order execution venues to maintain their competitive standing in the financial markets. C. Self-Regulatory Organization's Statement on Comments on the Proposed Rule Change Received From Members, Participants, or Others No written comments were solicited or received with respect to the proposed rule change. III. Date of Effectiveness of the Proposed Rule Change and Timing for Commission Action The foregoing rule change is effective upon filing pursuant to section 19(b)(3)(A) \15\ of the Act and subparagraph (f)(2) of Rule 19b-4 \16\ thereunder, because it establishes a due, fee, or other charge imposed by the Exchange. --------------------------------------------------------------------------- \15\ 15 U.S.C. 78s(b)(3)(A). \16\ 17 CFR 240.19b-4(f)(2). --------------------------------------------------------------------------- At any time within 60 days of the filing of such proposed rule change, the Commission summarily may temporarily suspend such rule change if it appears to the Commission that such action is necessary or appropriate in the public interest, for the protection of investors, or otherwise in furtherance of the purposes of the Act. If the Commission takes such action, the Commission shall institute proceedings under section 19(b)(2)(B) \17\ of the Act to determine whether the proposed rule change should be approved or disapproved. --------------------------------------------------------------------------- \17\ 15 U.S.C. 78s(b)(2)(B). --------------------------------------------------------------------------- IV. Solicitation of Comments Interested persons are invited to submit written data, views, and arguments concerning the foregoing, including whether the proposed rule change is consistent with the Act. Comments may be submitted by any of the following methods: Electronic 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-NYSE-2017-50 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-NYSE-2017-50. 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 [[Page 46848]] 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-NYSE-2017-50 and should be submitted on or before October 27, 2017. For the Commission, by the Division of Trading and Markets, pursuant to delegated authority.\18\ --------------------------------------------------------------------------- \18\ 17 CFR 200.30-3(a)(12). --------------------------------------------------------------------------- Eduardo A. Aleman, Assistant Secretary. [FR Doc. 2017-21535 Filed 10-5-17; 8:45 am] BILLING CODE 8011-01-P
![Federal Register / Vol. 82, No. 193 / Friday, October 6, 2017 / Notices 46845
responsible. Rule 17Ad–22(b)(3) 13 proposed rule change (SR–ICC–2017– change is available on the Exchange’s
requires, inter alia, that a registered 012) be, and hereby is, approved.17 Web site at www.nyse.com, at the
clearing agency acting as a central For the Commission by the Division of principal office of the Exchange, and at
counterparty for security-based swaps Trading and Markets, pursuant to delegated the Commission’s Public Reference
shall establish, implement, maintain, authority.18 Room.
and enforce written policies and Eduardo A. Aleman,
procedures reasonably designed to II. Self-Regulatory Organization’s
Assistant Secretary. Statement of the Purpose of, and
maintain sufficient financial resources [FR Doc. 2017–21540 Filed 10–5–17; 8:45 am]
to withstand, at a minimum, a default Statutory Basis for, the Proposed Rule
by the two participant families to which
BILLING CODE 8011–01–P Change
it has the largest exposures in extreme In its filing with the Commission, the
but plausible market conditions, in its SECURITIES AND EXCHANGE self-regulatory organization included
capacity as a central counterparty for COMMISSION statements concerning the purpose of,
security-based swaps. and basis for, the proposed rule change
The Commission finds that the [Release No. 34–81791; File No. SR–NYSE– and discussed any comments it received
proposed rule change, which enhances 2017–50] on the proposed rule change. The text
ICC’s Stress Testing Framework and Self-Regulatory Organizations; New of those statements may be examined at
Liquidity Risk Management Framework, York Stock Exchange LLC; Notice of the places specified in Item IV below.
is consistent with section 17A 14 of the Filing and Immediate Effectiveness of The Exchange has prepared summaries,
Act and Rule 17Ad–22 15 thereunder. As Proposed Rule Change To Amend Its set forth in sections A, B, and C below,
noted above, in response to the clearing Price List To Permit Affiliated Member of the most significant parts of such
of SN CDS referencing CPs, the Organizations That Are Supplemental statements.
proposed change would expand the Liquidity Providers A. Self-Regulatory Organization’s
range of stress tests that ICC considers
Statement of the Purpose of, and the
to be extreme but plausible. The October 2, 2017.
Statutory Basis for, the Proposed Rule
Commission has reviewed the Notice Pursuant to section 19(b)(1) 1 of the
Change
and ICC’s rules, policies, and Securities Exchange Act of 1934 (the
procedures, and believes that the ‘‘Act’’) 2 and Rule 19b–4 thereunder,3 1. Purpose
expanded range of extreme but plausible notice is hereby given that, on The Exchange proposes to amend its
scenarios, supplemented by the September 25, 2017, New York Stock Price List to permit affiliated member
information that will be provided by Exchange LLC (‘‘NYSE’’ or the organizations that are SLPs on the
certain additional GWWR and contagion ‘‘Exchange’’) filed with the Securities Exchange to obtain the most favorable
stress scenarios considered to be and Exchange Commission (the rate when (1) at least one affiliate
extreme but implausible, enhance ICC’s ‘‘Commission’’) the proposed rule satisfies the quoting requirements for
processes for estimating the amount of change as described in Items I, II, and SLPs in assigned securities, and (2) the
financial resources ICC should collect. III below, which Items have been combined SLPs’ aggregate volumes
Additionally, while adoption of the prepared by the self-regulatory satisfy the adding liquidity volume
sensitivity analyses described above organization. The Commission is requirements for SLP tiered and non-
will not immediately require ICC to publishing this notice to solicit tiered rates.
collect additional financial resources, it comments on the proposed rule change The proposed changes would be
will provide ICC with additional risk from interested persons. applicable to all SLP transactions,
management information. Further, ICC regardless of price of the security.
I. Self-Regulatory Organization’s
stated that at least in some cases, one of The Exchange proposes to implement
Statement of the Terms of Substance of
the newly added analyses could provide these changes to its Price List effective
the Proposed Rule Change
a potential remedy where deficiencies September 25, 2017.
are identified in ICC’s current sizing The Exchange proposes to amend its
methodology.16 Consequently, the Price List to permit affiliated member Proposed Rule Change
Commission believes that the proposed organizations that are Supplemental SLPs are eligible for certain credits
rule change is reasonably designed to Liquidity Providers (‘‘SLPs’’) on the when adding liquidity to the Exchange.
ensure that ICC maintains sufficient Exchange to obtain the most favorable The amount of the credit is currently
financial resources in accordance with rate when (1) at least one affiliate determined by the ‘‘tier’’ for which the
the requirements of Rule 17Ad–22(b)(3) satisfies the quoting requirements for SLP qualifies, which is based on the
and will thereby enhance ICC’s ability SLPs in assigned securities, and (2) the SLP’s level of quoting and ADV of
to safeguard the securities and funds of combined SLPs’ aggregate volumes liquidity added by the SLP in assigned
CPs in the event of participant defaults. satisfy the adding liquidity volume securities.
As a result, the Commission finds that requirements for SLP tiered and non- Currently, SLP Tier 3 provides that
the proposed change is consistent with tiered rates. The Exchange proposes to when adding liquidity to the NYSE in
the requirements of section 17A of the implement the proposed changes on securities with a share price of $1.00 or
Act and the relevant provisions of Rule September 25, 2017.4 The proposed rule more, an SLP is eligible for a credit of
17Ad–22. $0.0023 per share traded if the SLP (1)
asabaliauskas on DSKBBXCHB2PROD with NOTICES
17 In approving the proposed rule change, the
IV. Conclusion Commission considered the proposal’s impact on
meets the 10% average or more quoting
efficiency, competition, and capital formation. 15 requirement in an assigned security
It is therefore ordered pursuant to U.S.C. 78c(f). pursuant to Rule 107B and (2) adds
section 19(b)(2) of the Act that the 18 17 CFR 200.30–3(a)(12).
liquidity for all assigned SLP securities
1 15 U.S.C. 78s(b)(1).
13 17 CFR 240.17Ad–22(b)(3). 2 15 U.S.C. 78a.
withdrew such filing on September 13, 2017, and
14 15 U.S.C. 78q–1. 3 17 CFR 240.19b–4.
refiled the same day (SR–NYSE–2017–48). SR–
15 17 CFR 240.17Ad–22. 4 The Exchange originally filed to amend the NYSE–48 [sic] was subsequently withdrawn and
16 Notice, 82 FR at 41455. Price List on August 31, 2017 (SR–NYSE–2017–46), replaced by this filing.
VerDate Sep<11>2014 18:40 Oct 05, 2017 Jkt 244001 PO 00000 Frm 00093 Fmt 4703 Sfmt 4703 E:\FR\FM\06OCN1.SGM 06OCN1](https://thefederalregister.org/doc/82_FR_47038/page/1.svg)
![46848 Federal Register / Vol. 82, No. 193 / Friday, October 6, 2017 / Notices
Commission and any person, other than I. Self-Regulatory Organization’s A. Self-Regulatory Organization’s
those that may be withheld from the Statement of the Terms of Substance of Statement of the Purpose of, and
public in accordance with the the Proposed Rule Change Statutory Basis for, the Proposed Rule
provisions of 5 U.S.C. 552, will be Change
available for Web site viewing and The Exchange proposes a rule change
(the ‘‘Proposed Rule Change’’) in 1. Purpose
printing in the Commission’s Public
connection with the proposed merger The Exchange was recently acquired
Reference Room, 100 F Street NE.,
(the ‘‘Merger’’) with a newly-formed by Nasdaq, Inc. (‘‘HoldCo’’).3 Following
Washington, DC 20549 on official
Delaware limited liability company the acquisition, the Exchange has
business days between the hours of continued to operate as a separate self-
10:00 a.m. and 3:00 p.m. Copies of the under the Exchange’s ultimate parent,
Nasdaq, Inc., resulting in the Exchange regulatory organization (‘‘SRO’’) and
filing also will be available for continues to have separate rules,
inspection and copying at the principal as the surviving entity. Following the
Merger, the Exchange’s board and membership rosters, and listings,
office of the Exchange. All comments distinct from the rules, membership
received will be posted without change; committee structure, and all related
rosters, and listings of the Nasdaq
the Commission does not edit personal corporate governance processes, will be
Exchanges as well as from ISE and
identifying information from harmonized with that of the three other GEMX. The Exchange now proposes to
submissions. You should submit only registered national securities exchanges harmonize the corporate governance
information that you wish to make and self-regulatory organizations owned framework of the Exchange with that of
available publicly. All submissions by Nasdaq, Inc., namely: The NASDAQ the Nasdaq Exchanges, and submits this
should refer to File Number SR–NYSE– Stock Market LLC (‘‘NSM’’), NASDAQ Proposed Rule Change to seek the
2017–50 and should be submitted on or PHLX LLC (‘‘Phlx’’), and NASDAQ BX, Commission’s approval of various
before October 27, 2017. Inc. (‘‘BX’’ and together with NSM and changes to the Exchange’s
Phlx, the ‘‘Nasdaq Exchanges’’). organizational documents and Rules
For the Commission, by the Division of that are necessary in connection with
Trading and Markets, pursuant to delegated In connection with the Merger and as
discussed more fully below, the the Merger, as described below.
authority.18 The proposed changes consist of: (1)
Eduardo A. Aleman,
Exchange proposes to adopt new
Deleting the Exchange’s current Limited
organizational documents that set forth
Assistant Secretary. Liability Company Agreement (the
a corporate governance framework and
[FR Doc. 2017–21535 Filed 10–5–17; 8:45 am] ‘‘Current LLC Agreement’’) in its
related processes that are substantially entirety and replacing it with a new
BILLING CODE 8011–01–P similar in all material respects to those limited liability company agreement
of the Nasdaq Exchanges. (the ‘‘LLC Agreement’’) that is based on
SECURITIES AND EXCHANGE The Exchange intends to implement the limited liability company agreement
COMMISSION the Proposed Rule Change no later than of NSM, (2) deleting the Exchange’s
by the end of Q4 2017. The Exchange current Constitution (‘‘Current
will alert its members in the form of a Constitution’’ and together with the
[Release No. 34–81795; File No. SR–MRX– Current LLC Agreement, the ‘‘Current
2017–18] Regulatory Alert to provide notification
of the implementation date. Governing Documents’’) in its entirety
and replacing it with a new set of by-
Self-Regulatory Organizations; Nasdaq The text of the proposed rule change laws (the ‘‘Bylaws’’ and together with
MRX, LLC; Notice of Filing of Proposed is available on the Exchange’s Web site the LLC Agreement, the ‘‘New
Rule Change To Adopt New Corporate at www.ise.com, at the principal office Governing Documents’’) that is based on
Governance and Related Process of the Exchange, and at the the by-laws of NSM, and (3) making
Similar to Those of the Nasdaq Commission’s Public Reference Room. minor clarifying changes to its rules, as
Exchanges discussed below.4
II. Self-Regulatory Organization’s
All of the proposed changes are
October 2, 2017. Statement of the Purpose of, and
designed to align the Exchange’s
Pursuant to Section 19(b)(1) of the Statutory Basis for, the Proposed Rule corporate governance framework to the
Securities Exchange Act of 1934 (the Change existing structure at the Nasdaq
‘‘Act’’),1 and Rule 19b–4 thereunder,2 In its filing with the Commission, the Exchanges, particularly as it relates to
notice is hereby given that on Exchange included statements 3 On June 30, 2016, HoldCo acquired all of the
September 19, 2017, Nasdaq MRX, LLC concerning the purpose of and basis for capital stock of U.S. Exchange Holdings, Inc., the
(‘‘MRX’’ or ‘‘Exchange’’) filed with the the proposed rule change and discussed Exchange’s indirect parent company (the
Securities and Exchange Commission any comments it received on the ‘‘Acquisition’’). As a result, the Exchange, in
(‘‘SEC’’ or ‘‘Commission’’) the proposed addition to its affiliates Nasdaq ISE, LLC (‘‘ISE’’)
proposed rule change. The text of these and Nasdaq GEMX, LLC (‘‘GEMX’’), became a
rule change as described in Items I, II, statements may be examined at the wholly-owned subsidiary of HoldCo, and also
and III below, which Items have been places specified in Item IV below. The became an affiliate of NSM, Phlx, and BX through
prepared by the Exchange. The Exchange has prepared summaries, set common, ultimate ownership by HoldCo. HoldCo is
Commission is publishing this notice to the ultimate parent of the Exchange. See Securities
forth in sections A, B, and C below, of
asabaliauskas on DSKBBXCHB2PROD with NOTICES
Exchange Act Release No. 78119 (June 21, 2016), 81
solicit comments on the proposed rule the most significant aspects of such FR 41611 (June 27, 2016) (SR–ISEMercury-2016–
change from interested persons. statements. 10).
4 The Exchange’s affiliates, ISE and GEMX, have
submitted nearly identical proposed rule changes.
See Securities Exchange Release No. 81263 (July 31,
2017), 82 FR 36497 (August 4, 2017) (SR–ISE–2017–
32) (ISE Approval Order) and Securities Exchange
18 17 CFR 200.30–3(a)(12). Release No. 81422 (August 17, 2017), 82 FR 40026
1 15 U.S.C. 78s(b)(1). (August 23, 2017) (SR–GEMX–2017–37) (GEMX
2 17 CFR 240.19b–4. Notice of Filing).
VerDate Sep<11>2014 18:40 Oct 05, 2017 Jkt 244001 PO 00000 Frm 00096 Fmt 4703 Sfmt 4703 E:\FR\FM\06OCN1.SGM 06OCN1](https://thefederalregister.org/doc/82_FR_47038/page/4.svg)
Document Created: 2017-10-06 00:09:23
Document Modified: 2017-10-06 00:09:23
| 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 46845 |
2025 Federal Register | Disclaimer | Privacy Policy
USC | CFR | eCFR