82 FR 9256 - Self-Regulatory Organizations; NYSE MKT LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change Amending Rules 900.3NY, Rule 961NY, Make a Conforming Change to Rule 935NY, and Eliminate Section 910-AEMI of the AEMI Rules, and Sections 910 and 910-AEMI of the NYSE MKT Company Guide
SECURITIES AND EXCHANGE COMMISSION Federal Register Volume 82, Issue 22 (February 3, 2017)
Federal Register Volume 82, Issue 22 (February 3, 2017)
| Page Range | 9256-9258 | |
| FR Document | 2017-02259 |
[Federal Register Volume 82, Number 22 (Friday, February 3, 2017)] [Notices] [Pages 9256-9258] From the Federal Register Online [www.thefederalregister.org] [FR Doc No: 2017-02259] ----------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION [Release No. 34-79895; File No. SR-NYSEMKT-2017-03] Self-Regulatory Organizations; NYSE MKT LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change Amending Rules 900.3NY, Rule 961NY, Make a Conforming Change to Rule 935NY, and Eliminate Section 910-AEMI of the AEMI Rules, and Sections 910 and 910-AEMI of the NYSE MKT Company Guide January 30, 2017. Pursuant to Section 19(b)(1) \1\ of the Securities Exchange Act of 1934 (``Act'') \2\ and Rule 19b-4 thereunder,\3\ notice is hereby given that on January 18, 2017, NYSE MKT LLC (``Exchange'' or ``NYSE MKT'') filed with the Securities and Exchange Commission (``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 Rule 900.3NY to eliminate Price Improving Orders and Quotes, amend Rule 961NY to eliminate the electronic and open outcry bidding and offering requirements associated with a Price Improving Order or Quote, and make a conforming change to Rule 935NY, and (2) eliminate Section 910-AEMI of the AEMI Rules, and Sections 910 and 910-AEMI of the NYSE MKT Company Guide. 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 (1) amend Rule 900.3NY to eliminate Price Improving Orders and Quotes, amend Rule 961NY to eliminate the electronic and open outcry bidding and offering requirements associated with a Price Improving Order or Quote, and make a conforming change to Rule 935NY, and (2) eliminate Section 910-AEMI of the AEMI Rules, and Sections 910 and 910-AEMI of the NYSE MKT Company Guide. The Exchange proposes to eliminate these order types in order to streamline its rules and reduce complexity among its order type offerings, and to delete obsolete and outdated rules.\4\ --------------------------------------------------------------------------- \4\ See e.g., Mary Jo White, Chair, Securities and Exchange Commission, Speech at the Sandler O'Neill & Partners, L.P. Global Exchange and Brokerage Conference (June 5, 2014) (available at www.sec.gov/News/Speech/Detail/Speech/1370542004312#.U5HI-fmwJiw) (``I am asking the exchanges to conduct a comprehensive review of their order types and how they operate in practice. As part of this review, I expect that the exchanges will consider appropriate rule changes to help clarify the nature of their order types and how they interact with each other, and how they support fair, orderly, and efficient markets.'' Id.). --------------------------------------------------------------------------- Elimination of Price Improving Orders and Quotes The Exchange proposes to eliminate, and thus delete from its rules, Price Improving Orders and Quotes, as defined in Rule 900.3NY(r). A Price Improving Order or Price Improving Quote is an order or quote to buy or sell an option at a specified price at an increment smaller than the minimum price variation in the security. Price Improving Orders and Quotes may be entered in increments as small as one cent. Because the Exchange has not implemented this functionality, the Exchange believes it is appropriate to delete the functionality from its rules.\5\ --------------------------------------------------------------------------- \5\ Though originally adopted as a competitive response to another options market introducing price improving orders, the Exchange never implemented this functionality for a variety of reasons, including technology and because most options volume was concentrated in Penny Pilot issues where price improving orders would be of little or no value. --------------------------------------------------------------------------- To reflect this elimination, the Exchange proposes to delete all references to Price Improving Orders and Quotes in Rule 900.3NY(r), and to the electronic and open outcry bidding and offering requirements associated with a Price Improving Order or Quote in the second introductory paragraph of Rule 961NY and in Rules 961NY(a), 961NY(b) and 961NY(c), and to delete in the Commentary to Rule 935NY a reference to Rule 900.3NY(r),\6\ as follows: --------------------------------------------------------------------------- \6\ See Securities Exchange Act Release No. 59472 (February 27, 2009), 74 FR 9843 (March 6, 2009) (SR-NYSEALTR-2008-14) (order granting accelerated approval of proposed rule change establishing rules for the trading of listed options including order exposure requirements in connection with Price Improving Orders and Quotes, designation of options eligible for Penny Price Improvement, the manner of bidding or offering in open outcry for Penny Pricing, and the required ``sweep'' of any Penny Pricing interest in the System). ---------------------------------------------------------------------------Delete Rule 900.3NY(r), which defines Price Improving Orders and Quotes; delete the second introductory paragraph of Rule 961NY, which describes which options may be [[Page 9257]] designated for penny price improvement; \7\ --------------------------------------------------------------------------- \7\ See id. --------------------------------------------------------------------------- delete Rule 961NY(a), which describes the electronic submission process in connection with a Price Improving Order or Quote; \8\ --------------------------------------------------------------------------- \8\ See id. --------------------------------------------------------------------------- delete Rule 961NY(b), which describes the open outcry submission process in connection with a Price Improving Order or Quote; \9\ --------------------------------------------------------------------------- \9\ See id. --------------------------------------------------------------------------- delete Rule 961NY(c), which describes the requirement to electronically ``sweep'' any penny pricing interest in the Exchange's System; \10\ and --------------------------------------------------------------------------- \10\ See id. --------------------------------------------------------------------------- delete in the Commentary to Rule 935NY a reference to Rule 900.3NY(r). Elimination of Obsolete and Out Dated Section 910-AEMI of the AEMI Rules and Sections 910 and 910-AEMI of the NYSE MKT Company Guide The Exchange also proposes to eliminate, and thus delete one section from its rulebook and two sections from the Company Guide, governing the same topic, that are now obsolete and outdated: Delete Section 910-AEMI. Amex Company Guide RELATIONSHIP WITH SPECIALIST (Sec. 910-AEMI) PROCEDURES, RULES AND REGULATIONS, of the AEMI Rules; delete Section 910. PROCEDURES, RULES AND REGULATIONS, of the NYSE MKT Company Guide; and delete Section 910-AEMI. PROCEDURES, RULES AND REGULATIONS, of the NYSE MKT Company Guide. The Exchange has identified these obsolete and outdated rules and proposes to delete both the section in the rulebook and the corresponding sections in the Company Guide. These rules relate to trading systems that have been decommissioned by the Exchange and rules governing Specialists' obligations, conduct, and activities, including dealings and communications, which were superseded by later-implemented rules governing the same conduct or circumstances. The Commission has previously approved the Exchange's new Equity Rules that superseded the AEMI rules.\11\ Specifically, pursuant to Rule 0(b) and Rule 0-- Equities, the Equities Rules govern all transactions conducted on the Exchange's Equities Trading Systems. --------------------------------------------------------------------------- \11\ See Securities Exchange Act Release No. 58705 (October 1, 2008), 73 FR 58995 (October 8, 2008) (SR-Amex-2008-63) (order approving proposed rule change to establish new membership, member firm conduct, and equity trading rules following the acquisition of the Exchange). --------------------------------------------------------------------------- 2. Statutory Basis The proposed rule change is consistent with Section 6(b) \12\ of the Act, in general, and furthers the objectives of Section 6(b)(5),\13\ 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 facilitating transactions in securities, and to remove impediments to and perfect the mechanism of a free and open market and a national market system. --------------------------------------------------------------------------- \12\ 15 U.S.C. 78f(b). \13\ 15 U.S.C. 78f(b)(5). --------------------------------------------------------------------------- Specifically, the Exchange believes that eliminating Price Improving Orders and Quotes would remove impediments to and perfect a national market system by simplifying the functionality and complexity of its order types. The Exchange believes that eliminating these order types would be consistent with the public interest and the protection of investors because investors will not be harmed and in fact would benefit from the removal of complex functionality. The Exchange also believes that eliminating Price Improving Orders and Quotes would benefit investors and add transparency and clarity to the Exchange's rules because the functionality of those order types was not implemented and therefore is not available. The Exchange further believes that deleting corresponding references in Exchange rules to deleted order types, and the associated bidding and offering process in connection with a deleted order type, also removes impediments to and perfects the mechanism of a free and open market by ensuring that members, regulators and the public can more easily navigate the Exchange's rulebook and better understand the order types available for trading on the Exchange. Removing obsolete cross references also furthers the goal of transparency and adds clarity to the Exchange's rules. The Exchange further believes that by deleting obsolete and outdated rules, it also promotes just and equitable principles of trade, removes impediments to and perfects the mechanism of a free and open market and a national market system, and, in general, helps to protect investors and the public interest by providing transparency as to which rules are operable and reducing potential confusion that may result from having obsolete or outdated rules in the Exchange's rulebook. The Exchange further believes that the proposal removes impediments to and perfects the mechanism of a free and open market by ensuring that members, regulators and the public can more easily navigate and understand the Exchange's rulebook. 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 Act. The proposed change is not designed to address any competitive issue but would rather remove complex functionality, references to functionality that is not available, and obsolete and outdated rules, thereby reducing confusion and making the Exchange's rules easier to understand and navigate. 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 \14\ and Rule 19b-4(f)(6) thereunder.\15\ 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. --------------------------------------------------------------------------- \14\ 15 U.S.C. 78s(b)(3)(A)(iii). \15\ 17 CFR 240.19b-4(f)(6). --------------------------------------------------------------------------- A proposed rule change filed under Rule 19b-4(f)(6) \16\ normally does not become operative prior to 30 days after the date of the filing. However, pursuant to Rule 19b4(f)(6)(iii),\17\ the Commission may designate a shorter time if such action is consistent with the protection of investors and the public interest. --------------------------------------------------------------------------- \16\ 17 CFR 240.19b-4(f)(6). \17\ 17 CFR 240.19b-4(f)(6)(iii). --------------------------------------------------------------------------- At any time within 60 days of the filing of such proposed rule change, the [[Page 9258]] 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) \18\ of the Act to determine whether the proposed rule change should be approved or disapproved. --------------------------------------------------------------------------- \18\ 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 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-NYSEMKT-2017-03 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-NYSEMKT-2017-03. 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-NYSEMKT-2017-03 and should be submitted on or before February 24, 2017. For the Commission, by the Division of Trading and Markets, pursuant to delegated authority.\19\ --------------------------------------------------------------------------- \19\ 17 CFR 200.30-3(a)(12). --------------------------------------------------------------------------- Eduardo A. Aleman, Assistant Secretary. [FR Doc. 2017-02259 Filed 2-2-17; 8:45 am] BILLING CODE 8011-01-P
![9256 Federal Register / Vol. 82, No. 22 / Friday, February 3, 2017 / Notices
amendment or repeal of any provision or ‘‘NYSE MKT’’) filed with the offerings, and to delete obsolete and
of the NYSE Group Bylaws.26 Securities and Exchange Commission outdated rules.4
The Commission believes that the (‘‘Commission’’) the proposed rule
proposed changes to the NYSE Group Elimination of Price Improving Orders
change as described in Items I, II, and
Bylaws are consistent with the and Quotes
III below, which Items have been
Exchange Act in that they are intended prepared by the self-regulatory The Exchange proposes to eliminate,
to eliminate confusion that may result organization. The Commission is and thus delete from its rules, Price
from having outdated or obsolete publishing this notice to solicit Improving Orders and Quotes, as
references and reflect the proposed new comments on the proposed rule change defined in Rule 900.3NY(r).
ownership of NYSE National by the from interested persons. A Price Improving Order or Price
NYSE Group. Improving Quote is an order or quote to
I. Self-Regulatory Organization’s
III. Conclusion Statement of the Terms of Substance of buy or sell an option at a specified price
the Proposed Rule Change at an increment smaller than the
It is therefore ordered, pursuant to minimum price variation in the
Section 19(b)(2) of the Act 27 that the The Exchange proposes to amend security. Price Improving Orders and
proposed rule changes (SR–NYSE– Rule 900.3NY to eliminate Price Quotes may be entered in increments as
2016–90; SR–NYSEArca–2016–167; and Improving Orders and Quotes, amend small as one cent. Because the Exchange
SR–NYSEMKT–2016–122), as modified Rule 961NY to eliminate the electronic has not implemented this functionality,
by their respective Amendment No. 1, and open outcry bidding and offering the Exchange believes it is appropriate
be, and hereby are, approved. requirements associated with a Price to delete the functionality from its
For the Commission, by the Division of Improving Order or Quote, and make a rules.5
Trading and Markets, pursuant to delegated conforming change to Rule 935NY, and To reflect this elimination, the
authority.28 (2) eliminate Section 910–AEMI of the Exchange proposes to delete all
Eduardo A. Aleman, AEMI Rules, and Sections 910 and 910– references to Price Improving Orders
Assistant Secretary. AEMI of the NYSE MKT Company and Quotes in Rule 900.3NY(r), and to
[FR Doc. 2017–02262 Filed 2–2–17; 8:45 am] Guide. The proposed rule change is the electronic and open outcry bidding
BILLING CODE 8011–01–P available on the Exchange’s Web site at and offering requirements associated
www.nyse.com, at the principal office of with a Price Improving Order or Quote
the Exchange, and at the Commission’s in the second introductory paragraph of
SECURITIES AND EXCHANGE Public Reference Room. Rule 961NY and in Rules 961NY(a),
COMMISSION 961NY(b) and 961NY(c), and to delete
II. Self-Regulatory Organization’s
[Release No. 34–79895; File No. SR– Statement of the Purpose of, and in the Commentary to Rule 935NY a
NYSEMKT–2017–03] Statutory Basis for, the Proposed Rule reference to Rule 900.3NY(r),6 as
Change follows:
Self-Regulatory Organizations; NYSE • Delete Rule 900.3NY(r), which
MKT LLC; Notice of Filing and In its filing with the Commission, the defines Price Improving Orders and
Immediate Effectiveness of Proposed self-regulatory organization included Quotes;
Rule Change Amending Rules statements concerning the purpose of,
• delete the second introductory
900.3NY, Rule 961NY, Make a and basis for, the proposed rule change
paragraph of Rule 961NY, which
Conforming Change to Rule 935NY, and discussed any comments it received
describes which options may be
and Eliminate Section 910–AEMI of the on the proposed rule change. The text
AEMI Rules, and Sections 910 and of those statements may be examined at 4 See e.g., Mary Jo White, Chair, Securities and
910–AEMI of the NYSE MKT Company the places specified in Item IV below. Exchange Commission, Speech at the Sandler
Guide The Exchange has prepared summaries, O’Neill & Partners, L.P. Global Exchange and
set forth in sections A, B, and C below, Brokerage Conference (June 5, 2014) (available at
January 30, 2017. of the most significant parts of such www.sec.gov/News/Speech/Detail/Speech/
Pursuant to Section 19(b)(1) 1 of the 1370542004312#.U5HI-fmwJiw) (‘‘I am asking the
statements. exchanges to conduct a comprehensive review of
Securities Exchange Act of 1934 their order types and how they operate in practice.
(‘‘Act’’) 2 and Rule 19b–4 thereunder,3 A. Self-Regulatory Organization’s
As part of this review, I expect that the exchanges
notice is hereby given that on January Statement of the Purpose of, and the will consider appropriate rule changes to help
18, 2017, NYSE MKT LLC (‘‘Exchange’’ Statutory Basis for, the Proposed Rule clarify the nature of their order types and how they
Change interact with each other, and how they support fair,
26 Article VII (Miscellaneous), Section 7.9(A)(b)
orderly, and efficient markets.’’ Id.).
1. Purpose 5 Though originally adopted as a competitive
currently provides that, for so long as NYSE Group
response to another options market introducing
controls, directly or indirectly, any of the The Exchange proposes to (1) amend price improving orders, the Exchange never
Exchanges, before any amendment or repeal of any Rule 900.3NY to eliminate Price implemented this functionality for a variety of
provision of the NYSE Group Bylaws shall be
effective, such amendment or repeal must either be Improving Orders and Quotes, amend reasons, including technology and because most
Rule 961NY to eliminate the electronic options volume was concentrated in Penny Pilot
(i) filed with or filed with and approved by the
issues where price improving orders would be of
Commission under Section 19 of the Exchange Act and open outcry bidding and offering little or no value.
and the rules promulgated thereunder, or (ii) requirements associated with a Price 6 See Securities Exchange Act Release No. 59472
submitted to the boards of directors of the NYSE,
Improving Order or Quote, and make a
asabaliauskas on DSK3SPTVN1PROD with NOTICES
NYSE Market, NYSE Regulation, NYSE Arca, NYSE (February 27, 2009), 74 FR 9843 (March 6, 2009)
Arca Equities, and NYSE Alternext US LLC or the conforming change to Rule 935NY, and (SR–NYSEALTR–2008–14) (order granting
accelerated approval of proposed rule change
boards of directors of their successors, in each case (2) eliminate Section 910–AEMI of the establishing rules for the trading of listed options
only to the extent that such entity continues to be AEMI Rules, and Sections 910 and 910–
controlled directly or indirectly by NYSE Group. including order exposure requirements in
27 15 U.S.C. 78f(b)(2). AEMI of the NYSE MKT Company connection with Price Improving Orders and
28 17 CFR 200.30–3(a)(12). Guide. The Exchange proposes to Quotes, designation of options eligible for Penny
Price Improvement, the manner of bidding or
1 15 U.S.C. 78s(b)(1). eliminate these order types in order to offering in open outcry for Penny Pricing, and the
2 15 U.S.C. 78a. streamline its rules and reduce required ‘‘sweep’’ of any Penny Pricing interest in
3 17 CFR 240.19b–4. complexity among its order type the System).
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![9258 Federal Register / Vol. 82, No. 22 / Friday, February 3, 2017 / Notices
Commission summarily may the Commission does not edit personal received no comments on the proposal.
temporarily suspend such rule change if identifying information from This order approves the proposal, as
it appears to the Commission that such submissions. You should submit only modified by Amendment No. 1.
action is necessary or appropriate in the information that you wish to make
II. Description of the Proposal
public interest, for the protection of available publicly. All submissions
investors, or otherwise in furtherance of should refer to File Number SR– On December 14, 2016, ICE entered
the purposes of the Act. If the NYSEMKT–2017–03 and should be into an agreement with the Exchange
Commission takes such action, the submitted on or before February 24, pursuant to which its wholly-owned
Commission shall institute proceedings 2017. subsidiary, NYSE Group, will acquire
under Section 19(b)(2)(B) 18 of the Act to all of the outstanding capital stock of
For the Commission, by the Division of
determine whether the proposed rule Trading and Markets, pursuant to delegated the Exchange (the ‘‘Acquisition’’). As a
change should be approved or authority.19 result of the Acquisition, the Exchange
disapproved. Eduardo A. Aleman, will be renamed NYSE National, Inc.
Assistant Secretary.
(‘‘NYSE National’’) and will be operated
IV. Solicitation of Comments as a wholly-owned subsidiary of NYSE
[FR Doc. 2017–02259 Filed 2–2–17; 8:45 am]
Interested persons are invited to Group. NYSE Group is a wholly-owned
BILLING CODE 8011–01–P
submit written data, views, and subsidiary of NYSE Holdings, which is
arguments concerning the foregoing, in turn 100% owned by ICE Holdings.
including whether the proposed rule ICE is a public company listed on the
SECURITIES AND EXCHANGE
change is consistent with the Act. New York Stock Exchange LLC (the
COMMISSION
Comments may be submitted by any of ‘‘NYSE’’), and owns 100% of ICE
the following methods: [Release No. 34–79902; File No. SR–NSX– Holdings.6 Following the Acquisition,
2016–16] the Exchange will continue to be
Electronic Comments
registered as a national securities
• Use the Commission’s Internet Self-Regulatory Organizations; exchange.7 According to the Exchange,
comment form (http://www.sec.gov/ National Stock Exchange, Inc.; Order as it does today, the Exchange will
rules/sro.shtml); or Approving Proposed Rule Change, as continue to have separate rules,
• Send an email to rule-comments@ Modified by Amendment No. 1, in
membership rosters, and listings that
sec.gov. Please include File Number SR– Connection With a Proposed
will be distinct from the rules,
NYSEMKT–2017–03 on the subject line. Acquisition of the Exchange by NYSE
membership rosters, and listings of the
Group, Inc.
Paper Comments three other registered national securities
January 30, 2017. exchanges owned by NYSE Group,
• Send paper comments in triplicate
namely, the NYSE, NYSE MKT LLC
to Secretary, Securities and Exchange I. Introduction (‘‘NYSE MKT’’), and NYSE Arca, Inc.
Commission, 100 F Street NE., On December 22, 2016, National (‘‘NYSE Arca’’) (together, the ‘‘NYSE
Washington, DC 20549–1090. Stock Exchange, Inc. (‘‘NSX’’ or the Exchanges’’).8
All submissions should refer to File ‘‘Exchange’’) filed with the Securities In connection with the Acquisition,
Number SR–NYSEMKT–2017–03. This and Exchange Commission the Exchange proposes to amend its
file number should be included on the (‘‘Commission’’), pursuant to Section Certificate of Incorporation and Third
subject line if email is used. To help the 19(b)(1) 1 of the Securities Exchange Act Amended and Restated Bylaws. In
Commission process and review your of 1934 (‘‘Act’’),2 and Rule 19b–4 addition, the Exchange proposes to
comments more efficiently, please use thereunder,3 a proposed rule change to amend certain corporate governance
only one method. The Commission will make certain amendments to its documents of NYSE Group, NYSE
post all comments on the Commission’s corporate governance documents and Holdings, ICE Holdings and ICE,9 such
Internet Web site (http://www.sec.gov/ rules, and the corporate governance that the conditions in those documents
rules/sro.shtml). Copies of the documents of NYSE Group, Inc. (‘‘NYSE are equally applicable to the NYSE
submission, all subsequent Group’’), NYSE Holdings LLC (‘‘NYSE NSX.10 According to the Exchange, the
amendments, all written statements Holdings’’), Intercontinental Exchange
with respect to the proposed rule Holdings, Inc. (‘‘ICE Holdings’’), and and Restated Bylaws of ICE. Specifically, the
change that are filed with the Intercontinental Exchange, Inc. (‘‘ICE’’) Exchange replaced a reference in Section 12.1(a)(1)
Commission, and all written in order to effectuate a proposed of Article XII of the ICE Bylaws to ‘‘the Amended
and Restated Certificate of Incorporation of the
communications relating to the transaction (the ‘‘Transaction’’) in Corporation’’ with a reference to ‘‘these bylaws.’’
proposed rule change between the which the Exchange will become a Amendment No. 1 was technical in nature and
Commission and any person, other than wholly-owned subsidiary of NYSE therefore does not need to be published for
those that may be withheld from the Group. The proposed rule change was comment.
6 See Notice, supra note 4, at 96552.
public in accordance with the published for comment in the Federal 7 See id.
provisions of 5 U.S.C. 552, will be Register on December 30, 2016.4 On 8 See id.
available for Web site viewing and January 23, 2017, the Exchange 9 The NYSE Exchanges filed proposed rule
printing in the Commission’s Public submitted Amendment No. 1 to the changes, which propose similar amendments to
Reference Room, 100 F Street NE., proposed rule change.5 The Commission their respective governance documents. See
Washington, DC 20549 on official Securities Exchange Act Release Nos. 79671
asabaliauskas on DSK3SPTVN1PROD with NOTICES
(December 22, 2016), 81 FR 96128 (SR–NYSE–
business days between the hours of 19 17 CFR 200.30–3(a)(12).
2016–90); 79678 (December 22, 2016), 81 FR 96102
10:00 a.m. and 3:00 p.m. Copies of the 1 15 U.S.C. 78s(b)(1). (May 16, 2016) (SR–NYSEArca–2016–167); and
2 15 U.S.C. 78a.
filing also will be available for 79675 (December 22, 2016), 81 FR 96128 (May 16,
3 17 CFR 240.19b–4.
inspection and copying at the principal 2016) (SR–NYSEMKT–2016–122).
4 See Securities Exchange Act Release No. 79684 10 See Securities Exchange Act Release No. 70210
office of the Exchange. All comments (December 23, 2016), 81 FR 96552 (SR–NSX–2016– (August 15, 2013), 78 FR 51758 (August 21, 2013)
received will be posted without change; 16) (‘‘Notice’’). (approving rule changes related to NYSE Euronext
5 In Amendment No. 1, the Exchange corrected a becoming a wholly owned subsidiary of ICE (then
18 15 U.S.C. 78s(b)(2)(B). technical error in the proposed Seventh Amended called IntercontinentalExchange Group, Inc.)).
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Document Created: 2018-02-01 14:35:05
Document Modified: 2018-02-01 14:35:05
| Category | Regulatory Information | |
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