82 FR 56317 - Self-Regulatory Organizations; New York Stock Exchange LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Amend Rule 497(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)

[Federal Register Volume 82, Number 227 (Tuesday, November 28, 2017)]
[Notices]
[Pages 56317-56319]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2017-25692]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-82150; File No. SR-NYSE-2017-61]


Self-Regulatory Organizations; New York Stock Exchange LLC; 
Notice of Filing and Immediate Effectiveness of Proposed Rule Change To 
Amend Rule 497(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, 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.
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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 497(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 497(c) (Additional Requirements 
for Listed Securities Issued by Intercontinental Exchange, Inc. or its 
Affiliates) regarding the requirements for the listing of securities 
that are issued by the Exchange or any of its affiliates.
    Rule 497(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, Rule 497(c)(1) and (2) 
provide that, throughout the continued listing and trading of an 
Affiliate Security \4\ on the Exchange:
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    \4\ Pursuant to Rule 497(a), ``Affiliate Security'' means any 
security issued by an ICE Affiliate or any Exchange-listed option on 
any such security, with the exception of Investment Company Units as 
defined in Para. 703.16 of the Listed Company Manual, 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 Rule 497(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 
497(c)(1) and the text ``and the Commission'' from the end of Rule 
497(c)(2). In addition, because the proposed deletions would remove the 
definition of ``Commission'' currently in Rule 497(c)(1), the Exchange 
proposes to add the definition to Rule 497(c)(3).
    No other changes would be made to Rule 497(c), which would continue 
to require that the Quarterly Report be

[[Page 56318]]

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 497, 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 497(c)(3) would promote 
just and equitable principles of trade 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-NYSE-2017-61 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-2017-61. 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-NYSE-2017-61 and should

[[Page 56319]]

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. 2017-25692 Filed 11-27-17; 8:45 am]
BILLING CODE 8011-01-P