82 FR 56290 - Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Amend Rule 5.1-E(c) Regarding the Requirements for the Listing of Securities That Are Issued by the Exchange or Any of Its Affiliates

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 82, Issue 227 (November 28, 2017)

Page Range		56290-56291
FR Document		2017-25691
Federal Register, Volume 82 Issue 227 (Tuesday, November 28, 2017)
[Federal Register Volume 82, Number 227 (Tuesday, November 28, 2017)]
[Notices]
[Pages 56290-56291]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2017-25691]



[[Page 56290]]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-82149; File No. SR-NYSEArca-2017-132]


Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing 
and Immediate Effectiveness of Proposed Rule Change To Amend Rule 5.1-
E(c) Regarding the Requirements for the Listing of Securities That Are 
Issued by the Exchange or Any of Its Affiliates

November 22, 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 November 17, 2017, NYSE Arca, Inc. (the ``Exchange'' or 
``NYSE Arca'') 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.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 15 U.S.C. 78a.
    \3\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    The Exchange proposes to amend Rule 5.1-E(c) regarding the 
requirements for the listing of securities that are issued by the 
Exchange or any of its affiliates. The proposed rule change is 
available on the Exchange's Web site at www.nyse.com, at the principal 
office of the Exchange, and at the Commission's Public Reference Room.

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

    In its filing with the Commission, the self-regulatory organization 
included statements concerning the purpose of, and basis for, the 
proposed rule change and discussed any comments it received on the 
proposed rule change. The text of those statements may be examined at 
the places specified in Item IV below. The Exchange has prepared 
summaries, set forth in sections A, B, and C below, of the most 
significant parts of such statements.

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

1. Purpose
    The Exchange proposes to amend Rule 5.1-E(c) (Listing of an 
Affiliate or Entity that Operates and/or Owns a Trading System or 
Facility of the Exchange) regarding the requirements for the listing of 
securities that are issued by the Exchange or any of its affiliates.
    Paragraph (c) of 5.1-E(c) sets forth certain monitoring 
requirements that must be met throughout the continued listing and 
trading of securities issued by the Exchange's ultimate parent, 
Intercontinental Exchange, Inc. (``ICE''), or its affiliates. More 
specifically, paragraph (c)(1) and (2) of Rule 5.1-E(c) provide that, 
throughout the continued listing and trading of an Affiliate Security 
\4\ on the Exchange:
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    \4\ Pursuant to Rule 5.1-E(c)(a), ``Affiliate Security'' means 
any security issued by an ICE Affiliate or any Exchange-listed 
option on any such security, and ``ICE Affiliate'' means ICE and any 
entity that directly or indirectly, through one or more 
intermediaries, controls, is controlled by, or is under common 
control with ICE, where ``control'' means that one entity possesses, 
directly or indirectly, voting control of the other entity either 
through ownership of capital stock or other equity securities or 
through majority representation on the board of directors or other 
management body of such entity.
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     The Exchange will prepare a quarterly report on the 
Affiliate Security (``Quarterly Report'') for the Exchange's Regulatory 
Oversight Committee (``ROC''), and a copy of the Quarterly Report will 
be forwarded promptly to the Securities and Exchange Commission 
(``Commission''); and
     once a year, an independent accounting firm shall review 
the listing standards for the Affiliate Security to insure that the 
issuer is in compliance with the listing requirements (``Annual 
Report''), and a copy of the Annual Report shall be forwarded promptly 
to the ROC and the Commission.
    The Exchange proposes to amend paragraph (c) of Rule 5.1-E(c) to 
remove the requirement that copies of the Quarterly and Annual Reports 
be forwarded to the Commission, by deleting the final sentence of Rule 
5.1-E(c)(c)(1) and the text ``and the Commission'' from the end of Rule 
5.1-E(c)(c)(2). In addition, because the proposed deletions would 
remove the definition of ``Commission'' currently in Rule 5.1-
E(c)(c)(1), the Exchange proposes to add the definition to Rule 5.1-
E(c)(c)(3).
    No other changes would be made to paragraph (c) of Rule 5.1-E(c), 
which would continue to require that the Quarterly Report be prepared 
for the ROC and the Annual Report be forwarded promptly to the ROC.
2. Statutory Basis
    The Exchange believes that the proposed rule change is consistent 
with Section 6(b) of the Exchange Act \5\ in general, and Section 
6(b)(5) \6\ in particular, in that it is designed to prevent fraudulent 
and manipulative acts and practices, to promote just and equitable 
principles of trade, to foster cooperation and coordination with 
persons engaged in regulating, clearing, settling, processing 
information with respect to, and facilitating transactions in 
securities, to remove impediments to, and perfect the mechanism of a 
free and open market and a national market system and, in general, to 
protect investors and the public interest.
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    \5\ 15 U.S.C. 78f(b).
    \6\ 15 U.S.C. 78f(b)(5).
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    The Exchange believes that the proposed rule change is designed to 
prevent fraudulent and manipulative acts and practices, to 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, in general, to protect investors and the public interest, 
because the proposed changes would reduce the paperwork received by the 
Commission and ease the burden of submitting the Quarterly and Annual 
Reports, without changing the information available to the Commission. 
In discussions with the Commission Staff regarding Rule 5.1-E(c), it 
was determined that the Exchange no longer needed to provide copies of 
the Quarterly and Annual Reports to the Commission. The Quarterly and 
Annual Reports would continue to be available to the Commission, as 
they are subject to Section 17A of the Act \7\ and Rule 17a-1 
thereunder,\8\ pursuant to which the Exchange is required to keep and 
preserve copies of the Quarterly and Annual Reports, and to promptly 
furnish to the Commission copies of such Reports upon request of any 
representative of the Commission.
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    \7\ 15 U.S.C. 78q.
    \8\ 17 CFR 240.17a-1.
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    The Exchange believes that the proposed non-substantive change 
adding the definition of ``Commission'' to Rule 5.1-E(c)(c)(3) would 
promote just and equitable principles of trade

[[Page 56291]]

and remove impediments to a free and open market by providing greater 
clarity in the Exchange's rules.

B. Self-Regulatory Organization's Statement on Burden on Competition

    The Exchange does not believe that the proposed rule change will 
impose any burden on competition that is not necessary or appropriate 
in furtherance of the purposes of the Exchange Act. The proposed rule 
change is not intended to address competitive issues but rather to 
reduce the paperwork received by the Commission and ease the burden of 
submitting the Quarterly and Annual Reports, without changing the 
information available to the Commission.

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

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

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

    The Exchange has filed the proposed rule change pursuant to Section 
19(b)(3)(A)(iii) of the Act \9\ and Rule 19b-4(f)(6) thereunder.\10\ 
Because the proposed rule change does not: (i) Significantly affect the 
protection of investors or the public interest; (ii) impose any 
significant burden on competition; and (iii) become operative prior to 
30 days from the date on which it was filed, or such shorter time as 
the Commission may designate, if consistent with the protection of 
investors and the public interest, the proposed rule change has become 
effective pursuant to Section 19(b)(3)(A) of the Act and Rule 19b-
4(f)(6)(iii) thereunder.\11\
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    \9\ 15 U.S.C. 78s(b)(3)(A)(iii).
    \10\ 17 CFR 240.19b-4(f)(6).
    \11\ 17 CFR 240.19b-4(f)(6). In addition, Rule 19b-4(f)(6) 
requires a self-regulatory organization to give the Commission 
written notice of its intent to file the proposed rule change at 
least five business days prior to the date of filing of the proposed 
rule change, or such shorter time as designated by the Commission. 
The Exchange has satisfied this requirement.
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    At any time within 60 days of the filing of such proposed rule 
change, the Commission summarily may temporarily suspend such rule 
change if it appears to the Commission that such action is necessary or 
appropriate in the public interest, for the protection of investors, or 
otherwise in furtherance of the purposes of the Act. If the Commission 
takes such action, the Commission shall institute proceedings under 
Section 19(b)(2)(B) \12\ of the Act to determine whether the proposed 
rule change should be approved or disapproved.
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    \12\ 15 U.S.C. 78s(b)(2)(B).
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IV. Solicitation of Comments

    Interested persons are invited to submit written data, views, and 
arguments concerning the foregoing, including whether the proposed rule 
change is consistent with the Act. Comments may be submitted by any of 
the following methods:

Electronic Comments

     Use the Commission's Internet comment form (http://www.sec.gov/rules/sro.shtml); or
     Send an email to [email protected]. Please include 
File Number SR-NYSEArca-2017-132 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-NYSEArca-2017-132. 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. Persons submitting 
comments are cautioned that we do not redact or edit personal 
identifying information from comment submissions. You should submit 
only information that you wish to make available publicly. All 
submissions should refer to File Number SR-NYSEArca-2017-132 and should 
be submitted on or before December 19, 2017.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\13\
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    \13\ 17 CFR 200.30-3(a)(12).
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Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2017-25691 Filed 11-27-17; 8:45 am]
 BILLING CODE 8011-01-P
56290 Federal Register / Vol. 82, No. 227 / Tuesday, November 28, 2017 / Notices

SECURITIES AND EXCHANGE A. Self-Regulatory Organization’s would continue to require that the
COMMISSION Statement of the Purpose of, and the Quarterly Report be prepared for the
Statutory Basis for, the Proposed Rule ROC and the Annual Report be
[Release No. 34–82149; File No. SR– Change forwarded promptly to the ROC.
NYSEArca–2017–132] 1. Purpose 2. Statutory Basis
The Exchange proposes to amend The Exchange believes that the
Self-Regulatory Organizations; NYSE
Rule 5.1–E(c) (Listing of an Affiliate or proposed rule change is consistent with
Arca, Inc.; Notice of Filing and
Entity that Operates and/or Owns a Section 6(b) of the Exchange Act 5 in
Immediate Effectiveness of Proposed general, and Section 6(b)(5) 6 in
Trading System or Facility of the
Rule Change To Amend Rule 5.1–E(c) particular, in that it is designed to
Exchange) regarding the requirements
Regarding the Requirements for the prevent fraudulent and manipulative
for the listing of securities that are
Listing of Securities That Are Issued issued by the Exchange or any of its acts and practices, to promote just and
by the Exchange or Any of Its Affiliates affiliates. equitable principles of trade, to foster
Paragraph (c) of 5.1–E(c) sets forth cooperation and coordination with
November 22, 2017.
certain monitoring requirements that persons engaged in regulating, clearing,
Pursuant to Section 19(b)(1) 1 of the must be met throughout the continued settling, processing information with
Securities Exchange Act of 1934 (the listing and trading of securities issued respect to, and facilitating transactions
‘‘Act’’) 2 and Rule 19b–4 thereunder,3 by the Exchange’s ultimate parent, in securities, to remove impediments to,
notice is hereby given that, on Intercontinental Exchange, Inc. (‘‘ICE’’), and perfect the mechanism of a free and
November 17, 2017, NYSE Arca, Inc. or its affiliates. More specifically, open market and a national market
(the ‘‘Exchange’’ or ‘‘NYSE Arca’’) filed paragraph (c)(1) and (2) of Rule 5.1–E(c) system and, in general, to protect
with the Securities and Exchange provide that, throughout the continued investors and the public interest.
Commission (the ‘‘Commission’’) the listing and trading of an Affiliate The Exchange believes that the
proposed rule change as described in Security 4 on the Exchange: proposed rule change is designed to
Items I, II, and III below, which Items • The Exchange will prepare a prevent fraudulent and manipulative
have been prepared by the self- quarterly report on the Affiliate Security acts and practices, to foster cooperation
regulatory organization. The (‘‘Quarterly Report’’) for the Exchange’s and coordination with persons engaged
Commission is publishing this notice to Regulatory Oversight Committee in regulating, clearing, settling,
(‘‘ROC’’), and a copy of the Quarterly processing information with respect to,
solicit comments on the proposed rule
Report will be forwarded promptly to and facilitating transactions in
change from interested persons.
the Securities and Exchange securities, remove impediments to, and
I. Self-Regulatory Organization’s Commission (‘‘Commission’’); and perfect the mechanism of a free and
Statement of the Terms of Substance of • once a year, an independent open market and a national market
the Proposed Rule Change accounting firm shall review the listing system and, in general, to protect
standards for the Affiliate Security to investors and the public interest,
The Exchange proposes to amend insure that the issuer is in compliance because the proposed changes would
Rule 5.1–E(c) regarding the with the listing requirements (‘‘Annual reduce the paperwork received by the
requirements for the listing of securities Report’’), and a copy of the Annual Commission and ease the burden of
that are issued by the Exchange or any Report shall be forwarded promptly to submitting the Quarterly and Annual
of its affiliates. The proposed rule the ROC and the Commission. Reports, without changing the
change is available on the Exchange’s The Exchange proposes to amend information available to the
Web site at www.nyse.com, at the paragraph (c) of Rule 5.1–E(c) to remove Commission. In discussions with the
principal office of the Exchange, and at the requirement that copies of the Commission Staff regarding Rule 5.1–
the Commission’s Public Reference Quarterly and Annual Reports be E(c), it was determined that the
Room. forwarded to the Commission, by Exchange no longer needed to provide
deleting the final sentence of Rule 5.1– copies of the Quarterly and Annual
II. Self-Regulatory Organization’s E(c)(c)(1) and the text ‘‘and the Reports to the Commission. The
Statement of the Purpose of, and Commission’’ from the end of Rule 5.1– Quarterly and Annual Reports would
Statutory Basis for, the Proposed Rule E(c)(c)(2). In addition, because the continue to be available to the
Change proposed deletions would remove the Commission, as they are subject to
definition of ‘‘Commission’’ currently in Section 17A of the Act 7 and Rule 17a–
In its filing with the Commission, the Rule 5.1–E(c)(c)(1), the Exchange 1 thereunder,8 pursuant to which the
self-regulatory organization included proposes to add the definition to Rule Exchange is required to keep and
statements concerning the purpose of, 5.1–E(c)(c)(3). preserve copies of the Quarterly and
and basis for, the proposed rule change No other changes would be made to Annual Reports, and to promptly
and discussed any comments it received paragraph (c) of Rule 5.1–E(c), which furnish to the Commission copies of
on the proposed rule change. The text such Reports upon request of any
of those statements may be examined at 4 Pursuant to Rule 5.1–E(c)(a), ‘‘Affiliate Security’’ representative of the Commission.
the places specified in Item IV below. means any security issued by an ICE Affiliate or any The Exchange believes that the
Exchange-listed option on any such security, and
The Exchange has prepared summaries, ‘‘ICE Affiliate’’ means ICE and any entity that
proposed non-substantive change
adding the definition of ‘‘Commission’’
ethrower on DSK3G9T082PROD with NOTICES

set forth in sections A, B, and C below, directly or indirectly, through one or more
of the most significant parts of such intermediaries, controls, is controlled by, or is to Rule 5.1–E(c)(c)(3) would promote
under common control with ICE, where ‘‘control’’ just and equitable principles of trade
statements. means that one entity possesses, directly or
indirectly, voting control of the other entity either 5 15
through ownership of capital stock or other equity U.S.C. 78f(b).
1 15 U.S.C. 78s(b)(1). 6 15
securities or through majority representation on the U.S.C. 78f(b)(5).
2 15 U.S.C. 78a. 7 15 U.S.C. 78q.
board of directors or other management body of
3 17 CFR 240.19b–4. such entity. 8 17 CFR 240.17a–1.

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Federal Register / Vol. 82, No. 227 / Tuesday, November 28, 2017 / Notices 56291

and remove impediments to a free and under Section 19(b)(2)(B) 12 of the Act to should be submitted on or before
open market by providing greater clarity determine whether the proposed rule December 19, 2017.
in the Exchange’s rules. change should be approved or For the Commission, by the Division of
disapproved. Trading and Markets, pursuant to delegated
B. Self-Regulatory Organization’s
authority.13
Statement on Burden on Competition IV. Solicitation of Comments
Eduardo A. Aleman,
The Exchange does not believe that Interested persons are invited to Assistant Secretary.
the proposed rule change will impose submit written data, views, and
[FR Doc. 2017–25691 Filed 11–27–17; 8:45 am]
any burden on competition that is not arguments concerning the foregoing,
BILLING CODE 8011–01–P
necessary or appropriate in furtherance including whether the proposed rule
of the purposes of the Exchange Act. change is consistent with the Act.
The proposed rule change is not Comments may be submitted by any of
SECURITIES AND EXCHANGE
intended to address competitive issues the following methods:
COMMISSION
but rather to reduce the paperwork
Electronic Comments
received by the Commission and ease [Release No. 34–82145; File No. 4–714]
the burden of submitting the Quarterly • Use the Commission’s Internet
and Annual Reports, without changing comment form (http://www.sec.gov/ Self-Regulatory Organizations; Miami
the information available to the rules/sro.shtml); or International Securities Exchange,
Commission. • Send an email to rule-comments@ LLC; Notice of Filing of Proposed
sec.gov. Please include File Number SR– Minor Rule Violation Plan
C. Self-Regulatory Organization’s NYSEArca–2017–132 on the subject
Statement on Comments on the November 22, 2017.
line.
Proposed Rule Change Received From Pursuant to Section 19(d)(1) of the
Members, Participants, or Others Paper Comments Securities Exchange Act of 1934
• Send paper comments in triplicate (‘‘Act’’) 1 and Rule 19d–1(c)(2)
No written comments were solicited
to Secretary, Securities and Exchange thereunder,2 notice is hereby given that
or received with respect to the proposed
Commission, 100 F Street NE., on November 16, 2017, Miami
rule change.
Washington, DC 20549–1090. International Securities Exchange, LLC
III. Date of Effectiveness of the All submissions should refer to File (‘‘Exchange’’) filed with the Securities
Proposed Rule Change and Timing for Number SR–NYSEArca–2017–132. This and Exchange Commission
Commission Action file number should be included on the (‘‘Commission’’) a proposed minor rule
The Exchange has filed the proposed subject line if email is used. To help the violation plan (‘‘MRVP’’) with sanctions
rule change pursuant to Section Commission process and review your not exceeding $2,500 which would not
19(b)(3)(A)(iii) of the Act 9 and Rule comments more efficiently, please use be subject to the provisions of Rule 19d–
19b–4(f)(6) thereunder.10 Because the only one method. The Commission will 1(c)(1) of the Act 3 requiring that a self-
proposed rule change does not: (i) post all comments on the Commission’s regulatory organization (‘‘SRO’’)
Significantly affect the protection of Internet Web site (http://www.sec.gov/ promptly file notice with the
investors or the public interest; (ii) rules/sro.shtml). Copies of the Commission of any final disciplinary
impose any significant burden on submission, all subsequent action taken with respect to any person
competition; and (iii) become operative amendments, all written statements or organization.4 In accordance with
prior to 30 days from the date on which with respect to the proposed rule Rule 19d–1(c)(2) under the Act,5 the
it was filed, or such shorter time as the change that are filed with the Exchange proposed to designate certain
Commission may designate, if Commission, and all written specified rule violations as minor rule
consistent with the protection of communications relating to the violations, and requested that it be
investors and the public interest, the proposed rule change between the relieved of the prompt reporting
proposed rule change has become Commission and any person, other than requirements regarding such violations,
effective pursuant to Section 19(b)(3)(A) those that may be withheld from the provided it gives notice of such
of the Act and Rule 19b–4(f)(6)(iii) public in accordance with the violations to the Commission on a
thereunder.11 provisions of 5 U.S.C. 552, will be quarterly basis.
At any time within 60 days of the The Exchange proposes to include in
available for Web site viewing and
filing of such proposed rule change, the its MRVP the procedures and violations
printing in the Commission’s Public
Commission summarily may Reference Room, 100 F Street NE., 13 17 CFR 200.30–3(a)(12).
temporarily suspend such rule change if Washington, DC 20549 on official 1 15 U.S.C. 78s(d)(1).
it appears to the Commission that such business days between the hours of 2 17 CFR 240.19d–1(c)(2).
action is necessary or appropriate in the 10:00 a.m. and 3:00 p.m. Copies of the 3 17 CFR 240.19d–1(c)(1).
public interest, for the protection of filing also will be available for 4 The Commission adopted amendments to
investors, or otherwise in furtherance of inspection and copying at the principal paragraph (c) of Rule 19d–1 to allow SROs to
the purposes of the Act. If the office of the Exchange. All comments submit for Commission approval plans for the
Commission takes such action, the abbreviated reporting of minor disciplinary
received will be posted without change. infractions. See Securities Exchange Act Release
Commission shall institute proceedings Persons submitting comments are No. 21013 (June 1, 1984), 49 FR 23828 (June 8,
cautioned that we do not redact or edit 1984). Any disciplinary action taken by an SRO
9 15 U.S.C. 78s(b)(3)(A)(iii). against any person for violation of a rule of the SRO
personal identifying information from
ethrower on DSK3G9T082PROD with NOTICES

10 17 CFR 240.19b–4(f)(6). which has been designated as a minor rule violation
11 17 CFR 240.19b–4(f)(6). In addition, Rule 19b– comment submissions. You should pursuant to such a plan filed with and declared
4(f)(6) requires a self-regulatory organization to give submit only information that you wish effective by the Commission shall not be considered
the Commission written notice of its intent to file to make available publicly. All ‘‘final’’ for purposes of Section 19(d)(1) of the Act
the proposed rule change at least five business days if the sanction imposed consists of a fine not
submissions should refer to File exceeding $2,500 and the sanctioned person has not
prior to the date of filing of the proposed rule
change, or such shorter time as designated by the Number SR–NYSEArca–2017–132 and sought an adjudication, including a hearing, or
Commission. The Exchange has satisfied this otherwise exhausted his administrative remedies.
requirement. 12 15 U.S.C. 78s(b)(2)(B). 5 17 CFR 240.19d–1(c)(2).

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Document Created: 2017-11-28 01:51:10
Document Modified: 2017-11-28 01:51:10
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 56290