83 FR 20904 - Self-Regulatory Organizations; NYSE American LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Amend the Certificate of Incorporation of Its Parent Company NYSE Group, Inc.
SECURITIES AND EXCHANGE COMMISSION Federal Register Volume 83, Issue 89 (May 8, 2018)
Federal Register Volume 83, Issue 89 (May 8, 2018)
| Page Range | 20904-20906 | |
| FR Document | 2018-09763 |
[Federal Register Volume 83, Number 89 (Tuesday, May 8, 2018)] [Notices] [Pages 20904-20906] From the Federal Register Online [www.thefederalregister.org] [FR Doc No: 2018-09763] ----------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION [Release No. 34-83159; File No. SR-NYSEAMER-2018-16] Self-Regulatory Organizations; NYSE American LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Amend the Certificate of Incorporation of Its Parent Company NYSE Group, Inc. May 3, 2018. 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 April 25, 2018, NYSE American LLC (the ``Exchange'' or ``NYSE American'') filed with the Securities and Exchange Commission (the ``Commission'') the proposed rule change as described in Items I and II 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 Article X of the certificate of incorporation of its parent company NYSE Group, Inc. (``NYSE Group'') and make certain technical and conforming changes. The proposed rule change is available on the Exchange's website 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 Article X (Confidential Amendment) of the Sixth Amended and Restated Certificate of Incorporation of NYSE Group (``NYSE Group Certificate'') and make certain technical and conforming changes. NYSE Group owns all of the equity interest in the Exchange and its national securities exchange affiliates, the New York Stock Exchange LLC (``NYSE LLC''), NYSE Arca, Inc. (``NYSE Arca''), and NYSE National, Inc. (``NYSE National''). In turn, NYSE Group is a wholly-owned subsidiary of NYSE Holdings LLC (``NYSE Holdings''), which is wholly owned by Intercontinental Exchange Holdings, Inc. (``ICE Holdings''). ICE Holdings is wholly owned by Intercontinental Exchange Inc. (``ICE'').\4\ --------------------------------------------------------------------------- \4\ ICE is a publicly traded company listed on the NYSE. --------------------------------------------------------------------------- In 2017, the Exchange amended the certificates of incorporation, bylaws, and operating agreements, as applicable, of ICE, ICE Holdings, NYSE Holdings and NYSE Group (collectively, the ``Governing Documents'').\5\ The changes to the Governing Documents included, among other things, amendments streamlining references to ICE subsidiaries that either are or control national securities exchanges, deleting references to other ICE subsidiaries, and amending provisions relating to confidential information.\6\ As a result of the changes, ``Exchange'' is defined in each Governing Document as a national securities exchange registered under Section 6 of the Exchange Act \7\ that is directly or indirectly controlled by the relevant entity.\8\ --------------------------------------------------------------------------- \5\ The Governing Documents are the Fourth Amended and Restated Certificate of Incorporation of Intercontinental Exchange, Inc. (``ICE Certificate''); Eighth Amended and Restated Bylaws of Intercontinental Exchange, Inc. (``ICE Bylaws''); Ninth Amended and Restated Certificate of Incorporation of Intercontinental Exchange Holdings, Inc. (``ICE Holdings Certificate''); Sixth Amended and Restated Bylaws of Intercontinental Exchange Holdings, Inc. (``ICE Holdings Bylaws''); Ninth Amended and Restated Limited Liability Company Agreement of NYSE Holdings LLC (``NYSE Holdings Operating Agreement''); Fourth Amended and Restated Bylaws of NYSE Group, Inc. (``NYSE Group Bylaws''); and the NYSE Group Certificate. \6\ See Securities Exchange Act Release Nos. 82082 (November 15, 2017), 82 FR 55466 (November 21, 2017) (SR-NYSEAmer-2017-29) (notice of filing and immediate effectiveness of proposed rule change to amend the governing documents of the Exchange's intermediate parent companies) (``Holding Companies Release''); and 80752 (May 24, 2017), 82 FR 25018 (May 31, 2017) (SR- NYSE-2017-13; SR-NYSEArca- 2017-29; SR- NYSEMKT-2017-17; SR-NYSENAT-2017-01) (order approving proposed rule changes to amend the certificate and bylaws of the exchange's ultimate parent company) (``Parent Company Release''). \7\ 15 U.S.C. 78f. \8\ See Holding Companies Release, supra note 6, at 55467; ICE Certificate, Article V, Section A(3)(a); ICE Bylaws, Article III, Section 3.15; ICE Holdings Certificate, Article V, Section A(1); ICE Holdings Bylaws, Article III, Section 3.15; NYSE Holdings Operating Agreement, Article 1, Section 1.1; NYSE Group Bylaws, Article VII, Article 7.9(b); and NYSE Group Certificate, Article IV, Section 4(b)(1)(A). --------------------------------------------------------------------------- In making such changes, lists of specific entities were replaced with ``Exchange'' or ``Exchanges,'' as applicable.\9\ For example, in Article XII, clause (b) of the NYSE Group Certificate, ``the boards of directors of New York Stock Exchange, NYSE Arca, NYSE Arca Equities, NYSE MKT and NYSE National or the boards of directors of their successors'' was amended to ``the boards of directors of each Exchange.'' \10\ --------------------------------------------------------------------------- \9\ See Holding Companies Release, supra note 6, at 55467, and Parent Company Release, supra note 6, at 25019. Similarly, the terms ``U.S. Regulated Subsidiary,'' ``U.S. Regulated Subsidiaries,'' ``Regulated Subsidiary,'' and ``Regulated Subsidiaries'' were replaced with ``Exchange'' or ``Exchanges,'' as applicable. \10\ See Holding Companies Release, supra note 6, note 12. --------------------------------------------------------------------------- However, the NYSE Group Certificate retains one list of specific entities, which it proposes to amend now. Specifically, in the first sentence of Article X of the NYSE Group Certificate, the Exchange proposes to replace ``New York Stock Exchange, NYSE Arca, NYSE Arca Equities, NYSE MKT and NYSE National'' with ``any Exchange, in each case to the extent that such entities continue to be controlled, directly or indirectly, by the Corporation''.\11\ --------------------------------------------------------------------------- \11\ The Exchange's affiliates NYSE LLC, NYSE Arca, and NYSE National have each submitted substantially the same proposed rule change to propose the changes described herein. See SR-NYSE-2018-18, SR-NYSEArca-2018-26, and SR-NYSENAT-2018-05. --------------------------------------------------------------------------- The proposed change would not have a substantive effect on what entities the provision covers. As national securities exchanges registered under Section 6 of the Exchange Act \12\ that are directly controlled by NYSE Group, each of the NYSE, NYSE Arca, NYSE MKT (now NYSE American LLC) \13\ and NYSE National are ``Exchanges'' within the [[Page 20905]] scope of the definition. The reference to NYSE Arca Equities is obsolete, as it has been merged out of existence.\14\ As a result, the change is non-substantive. --------------------------------------------------------------------------- \12\ 15 U.S.C. 78f. \13\ ``NYSE MKT LLC'' changed its name to ``NYSE American LLC'' in 2017. See Securities Exchange Act Release Nos. 80283 (March 21, 2017), 82 FR 15244 (March 27, 2017) (SR-NYSEMKT-2017-14). \14\ See Securities Exchange Act Release No. 81419 (August 17, 2017), 82 FR 40044 (August 23, 2017) (SR-NYSEArca-2017-40). --------------------------------------------------------------------------- The Exchange notes that the proposed amendment would make the first sentence of Article X of the NYSE Group Certificate more consistent with the use of ``Exchange'' throughout the Governing Documents, particularly in the confidential information provisions of the ICE Bylaws, the ICE Holdings Bylaws, and the NYSE Holdings Operating Agreement, all of which have the text ``any Exchange, in each case to the extent that such entities continue to be controlled, directly or indirectly, by the'' Corporation or Company, as applicable.\15\ --------------------------------------------------------------------------- \15\ See ICE Bylaws, Article VIII, Section 8.1; ICE Holdings Bylaws, Article VIII, Section 8.1; and NYSE Holdings Operating Agreement, Article XII, Section 12.1. See also Holding Companies Release, supra note 6, at 55469. --------------------------------------------------------------------------- In addition, technical and conforming changes would be made to the title, recitals, effective time, date and signature line of the NYSE Group Certificate. 2. Statutory Basis The Exchange believes that the proposed rule change is consistent with Section 6(b) of the Exchange Act \16\ in general, and with Section 6(b)(1) \17\ in particular, in that it enables the Exchange to be so organized as to have the capacity to be able to carry out the purposes of the Exchange Act and to comply, and to enforce compliance by its exchange members and persons associated with its exchange members, with the provisions of the Exchange Act, the rules and regulations thereunder, and the rules of the Exchange. --------------------------------------------------------------------------- \16\ 15 U.S.C. 78f(b). \17\ 15 U.S.C. 78f(b)(1). --------------------------------------------------------------------------- The Exchange believes that the proposed rule change would enable the Exchange to continue to be so organized as to have the capacity to carry out the purposes of the Exchange Act and comply and enforce compliance with the provisions of the Exchange Act by its members and persons associated with its members, because the proposed change would add further clarity and transparency to the Exchange's rules without having a substantive effect on which entities the provision would cover. As national securities exchanges registered under Section 6 of the Exchange Act \18\ that are directly controlled by NYSE Group, each of the NYSE LLC, NYSE Arca, NYSE American and NYSE National fall within the scope of the definition of ``Exchange.'' In addition, removing the obsolete reference to NYSE Arca Equities would contribute to the orderly operation of the Exchange by adding clarity and transparency to the Exchange's rules. The Exchange believes that the proposed technical and conforming changes to the title, recitals, effective time, date and signature line of the NYSE Group Certificate would contribute to the orderly operation of the Exchange by adding clarity and transparency to its rules. --------------------------------------------------------------------------- \18\ 15 U.S.C. 78f. --------------------------------------------------------------------------- Further, the Exchange notes that the Exchange Act definition of ``exchange'' states that ``exchange'' ``includes the market place and the market facilities maintained by such exchange.'' \19\ Accordingly, any market places and market facilities maintained by the Exchange would fall within the definition of ``Exchange'' and therefore would fall within the scope of Article X of the NYSE Group Certificate. --------------------------------------------------------------------------- \19\ 15 U.S.C. 78c(a)(1). --------------------------------------------------------------------------- For similar reasons, the Exchange also believes that the proposed rule change is consistent with Section 6(b)(5) of the Act,\20\ 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, 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. --------------------------------------------------------------------------- \20\ 15 U.S.C. 78f(b)(5). --------------------------------------------------------------------------- The Exchange believes that the proposed rule change would remove impediments to and perfect the mechanism of a free and open market and a national market system by simplifying and streamlining the Exchange's rules and removing an obsolete reference, thereby ensuring that market participants can more easily navigate, understand and comply with its rules. In this manner, the proposed change would ensure that persons subject to the Exchange's jurisdiction, regulators, and the investing public can more easily navigate and understand the NYSE Group Certificate. In addition, the Exchange believes that the proposed rule change would remove impediments to and perfect the mechanism of a free and open market and a national market system, because the proposed change would conform the text of Article X with the use of ``Exchange'' throughout the Governing Documents, generally, and with the confidential information provisions of the ICE Bylaws, the ICE Holdings Bylaws, and the NYSE Holdings Operating Agreement, more specifically. As a result, the Governing Documents would be more consistent and persons subject to the Exchange's jurisdiction, regulators, and the investing public could more easily navigate and understand the NYSE Group Certificate and the other Governing Documents. 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 designed to address any competitive issue but rather is meant to update and streamline the NYSE Group Certificate to make it more consistent with the use of ``Exchange'' throughout the Governing Documents and the confidential information provisions in the ICE Bylaws, the ICE Holdings Bylaws, and the NYSE Holdings Operating Agreement. The Exchange believes that the proposed rule change will serve to promote clarity and consistency, thereby reducing burdens on the marketplace and facilitating investor protection. The proposed rule change would result in no concentration or other changes of ownership of exchanges. 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 Because the foregoing 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 for 30 days from the date on which it was filed, or such shorter time as the Commission may designate, it has become effective pursuant to Section 19(b)(3)(A) of the Act and Rule 19b-4(f)(6) thereunder.\21\ --------------------------------------------------------------------------- \21\ 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, along with a brief description and text of 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. --------------------------------------------------------------------------- [[Page 20906]] At any time within 60 days of the filing of the 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. 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 rule-comments@sec.gov. Please include File Number SR-NYSEAmer-2018-16 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-NYSEAmer-2018-16. 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 website (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 website 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-NYSEAmer-2018-16, and should be submitted on or before May 29, 2018. For the Commission, by the Division of Trading and Markets, pursuant to delegated authority.\22\ --------------------------------------------------------------------------- \22\ 17 CFR 200.30-3(a)(12). --------------------------------------------------------------------------- Eduardo A. Aleman, Assistant Secretary. [FR Doc. 2018-09763 Filed 5-7-18; 8:45 am] BILLING CODE 8011-01-P
![20904 Federal Register / Vol. 83, No. 89 / Tuesday, May 8, 2018 / Notices
should be submitted on or before May of those statements may be examined at the changes, ‘‘Exchange’’ is defined in
29, 2018. the places specified in Item IV below. each Governing Document as a national
For the Commission, by the Division of The Exchange has prepared summaries, securities exchange registered under
Trading and Markets, pursuant to delegated set forth in sections A, B, and C below, Section 6 of the Exchange Act 7 that is
authority.22 of the most significant parts of such directly or indirectly controlled by the
Eduardo A. Aleman, statements. relevant entity.8
Assistant Secretary. In making such changes, lists of
A. Self-Regulatory Organization’s specific entities were replaced with
[FR Doc. 2018–09765 Filed 5–7–18; 8:45 am] Statement of the Purpose of, and the ‘‘Exchange’’ or ‘‘Exchanges,’’ as
BILLING CODE 8011–01–P Statutory Basis for, the Proposed Rule applicable.9 For example, in Article XII,
Change clause (b) of the NYSE Group
SECURITIES AND EXCHANGE 1. Purpose Certificate, ‘‘the boards of directors of
COMMISSION The Exchange proposes to amend New York Stock Exchange, NYSE Arca,
Article X (Confidential Amendment) of NYSE Arca Equities, NYSE MKT and
[Release No. 34–83159; File No. SR– NYSE National or the boards of
NYSEAMER–2018–16] the Sixth Amended and Restated
Certificate of Incorporation of NYSE directors of their successors’’ was
Group (‘‘NYSE Group Certificate’’) and amended to ‘‘the boards of directors of
Self-Regulatory Organizations; NYSE each Exchange.’’ 10
American LLC; Notice of Filing and make certain technical and conforming
However, the NYSE Group Certificate
Immediate Effectiveness of Proposed changes.
NYSE Group owns all of the equity retains one list of specific entities,
Rule Change To Amend the Certificate which it proposes to amend now.
of Incorporation of Its Parent Company interest in the Exchange and its national
securities exchange affiliates, the New Specifically, in the first sentence of
NYSE Group, Inc. Article X of the NYSE Group Certificate,
York Stock Exchange LLC (‘‘NYSE
May 3, 2018. LLC’’), NYSE Arca, Inc. (‘‘NYSE Arca’’), the Exchange proposes to replace ‘‘New
Pursuant to Section 19(b)(1) 1 of the and NYSE National, Inc. (‘‘NYSE York Stock Exchange, NYSE Arca,
Securities Exchange Act of 1934 (the National’’). In turn, NYSE Group is a NYSE Arca Equities, NYSE MKT and
‘‘Act’’),2 and Rule 19b-4 thereunder,3 wholly-owned subsidiary of NYSE NYSE National’’ with ‘‘any Exchange, in
notice is hereby given that on April 25, Holdings LLC (‘‘NYSE Holdings’’), each case to the extent that such entities
2018, NYSE American LLC (the which is wholly owned by continue to be controlled, directly or
‘‘Exchange’’ or ‘‘NYSE American’’) filed Intercontinental Exchange Holdings, indirectly, by the Corporation’’.11
with the Securities and Exchange The proposed change would not have
Inc. (‘‘ICE Holdings’’). ICE Holdings is
Commission (the ‘‘Commission’’) the a substantive effect on what entities the
wholly owned by Intercontinental
provision covers. As national securities
proposed rule change as described in Exchange Inc. (‘‘ICE’’).4
In 2017, the Exchange amended the exchanges registered under Section 6 of
Items I and II below, which Items have
certificates of incorporation, bylaws, the Exchange Act 12 that are directly
been prepared by the self-regulatory
controlled by NYSE Group, each of the
organization. The Commission is and operating agreements, as applicable,
NYSE, NYSE Arca, NYSE MKT (now
publishing this notice to solicit of ICE, ICE Holdings, NYSE Holdings
NYSE American LLC) 13 and NYSE
comments on the proposed rule change and NYSE Group (collectively, the
National are ‘‘Exchanges’’ within the
from interested persons. ‘‘Governing Documents’’).5 The changes
to the Governing Documents included,
I. Self-Regulatory Organization’s 24, 2017), 82 FR 25018 (May 31, 2017) (SR– NYSE–
among other things, amendments 2017–13; SR–NYSEArca–2017–29; SR– NYSEMKT–
Statement of the Terms of Substance of
streamlining references to ICE 2017–17; SR–NYSENAT–2017–01) (order approving
the Proposed Rule Change proposed rule changes to amend the certificate and
subsidiaries that either are or control
The Exchange proposes to amend bylaws of the exchange’s ultimate parent company)
national securities exchanges, deleting (‘‘Parent Company Release’’).
Article X of the certificate of references to other ICE subsidiaries, and 7 15 U.S.C. 78f.
incorporation of its parent company amending provisions relating to 8 See Holding Companies Release, supra note 6,
NYSE Group, Inc. (‘‘NYSE Group’’) and confidential information.6 As a result of at 55467; ICE Certificate, Article V, Section A(3)(a);
make certain technical and conforming ICE Bylaws, Article III, Section 3.15; ICE Holdings
changes. The proposed rule change is 4 ICE is a publicly traded company listed on the Certificate, Article V, Section A(1); ICE Holdings
Bylaws, Article III, Section 3.15; NYSE Holdings
available on the Exchange’s website at NYSE.
Operating Agreement, Article 1, Section 1.1; NYSE
5 The Governing Documents are the Fourth
www.nyse.com, at the principal office of Group Bylaws, Article VII, Article 7.9(b); and NYSE
Amended and Restated Certificate of Incorporation
the Exchange, and at the Commission’s of Intercontinental Exchange, Inc. (‘‘ICE
Group Certificate, Article IV, Section 4(b)(1)(A).
Public Reference Room. Certificate’’); Eighth Amended and Restated Bylaws
9 See Holding Companies Release, supra note 6,
of Intercontinental Exchange, Inc. (‘‘ICE Bylaws’’); at 55467, and Parent Company Release, supra note
II. Self-Regulatory Organization’s Ninth Amended and Restated Certificate of 6, at 25019. Similarly, the terms ‘‘U.S. Regulated
Statement of the Purpose of, and Incorporation of Intercontinental Exchange Subsidiary,’’ ‘‘U.S. Regulated Subsidiaries,’’
‘‘Regulated Subsidiary,’’ and ‘‘Regulated
Statutory Basis for, the Proposed Rule Holdings, Inc. (‘‘ICE Holdings Certificate’’); Sixth
Subsidiaries’’ were replaced with ‘‘Exchange’’ or
Change Amended and Restated Bylaws of Intercontinental
Exchange Holdings, Inc. (‘‘ICE Holdings Bylaws’’); ‘‘Exchanges,’’ as applicable.
10 See Holding Companies Release, supra note 6,
In its filing with the Commission, the Ninth Amended and Restated Limited Liability
Company Agreement of NYSE Holdings LLC note 12.
self-regulatory organization included 11 The Exchange’s affiliates NYSE LLC, NYSE
(‘‘NYSE Holdings Operating Agreement’’); Fourth
statements concerning the purpose of, Amended and Restated Bylaws of NYSE Group, Inc. Arca, and NYSE National have each submitted
sradovich on DSK3GMQ082PROD with NOTICES
and basis for, the proposed rule change (‘‘NYSE Group Bylaws’’); and the NYSE Group substantially the same proposed rule change to
and discussed any comments it received Certificate. propose the changes described herein. See SR–
6 See Securities Exchange Act Release Nos. 82082 NYSE–2018–18, SR–NYSEArca–2018–26, and SR–
on the proposed rule change. The text NYSENAT–2018–05.
(November 15, 2017), 82 FR 55466 (November 21,
12 15 U.S.C. 78f.
22 17
2017) (SR–NYSEAmer–2017–29) (notice of filing
CFR 200.30–3(a)(12). and immediate effectiveness of proposed rule 13 ‘‘NYSE MKT LLC’’ changed its name to ‘‘NYSE
1 15 U.S.C. 78s(b)(1). change to amend the governing documents of the American LLC’’ in 2017. See Securities Exchange
2 15 U.S.C. 78a.
Exchange’s intermediate parent companies) Act Release Nos. 80283 (March 21, 2017), 82 FR
3 17 CFR 240.19b–4. (‘‘Holding Companies Release’’); and 80752 (May 15244 (March 27, 2017) (SR–NYSEMKT–2017–14).
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![20906 Federal Register / Vol. 83, No. 89 / Tuesday, May 8, 2018 / Notices
At any time within 60 days of the personal identifying information from (‘‘CDD Rule’’). Specifically, the
filing of the proposed rule change, the comment submissions. You should proposed amendments would conform
Commission summarily may submit only information that you wish FINRA Rule 3310 to the CDD Rule’s
temporarily suspend such rule change if to make available publicly. All amendments to the minimum regulatory
it appears to the Commission that such submissions should refer to File requirements for member firms’ anti-
action is necessary or appropriate in the Number SR–NYSEAmer–2018–16, and money laundering (‘‘AML’’) compliance
public interest, for the protection of should be submitted on or before May programs by requiring such programs to
investors, or otherwise in furtherance of 29, 2018. include risk-based procedures for
the purposes of the Act. For the Commission, by the Division of conducting ongoing customer due
Trading and Markets, pursuant to delegated diligence. This ongoing customer due
IV. Solicitation of Comments
authority.22 diligence element for AML programs
Interested persons are invited to Eduardo A. Aleman, includes: (1) Understanding the nature
submit written data, views, and Assistant Secretary. and purpose of customer relationships
arguments concerning the foregoing, [FR Doc. 2018–09763 Filed 5–7–18; 8:45 am] for the purpose of developing a
including whether the proposed rule customer risk profile; and (2)
BILLING CODE 8011–01–P
change is consistent with the Act. conducting ongoing monitoring to
Comments may be submitted by any of identify and report suspicious
the following methods: SECURITIES AND EXCHANGE transactions and, on a risk basis, to
Electronic Comments COMMISSION maintain and update customer
information.
• Use the Commission’s internet [Release No. 34–83154; File No. SR–FINRA–
The text of the proposed rule change
comment form (http://www.sec.gov/ 2018–016]
is available on FINRA’s website at
rules/sro.shtml); or http://www.finra.org, at the principal
• Send an email to rule-comments@ Self-Regulatory Organizations;
Financial Industry Regulatory office of FINRA and at the
sec.gov. Please include File Number SR–
Authority, Inc.; Notice of Filing and Commission’s Public Reference Room.
NYSEAmer–2018–16 on the subject
line. Immediate Effectiveness of a Proposed II. Self-Regulatory Organization’s
Rule Change Relating to FINRA Rule Statement of the Purpose of, and
Paper Comments 3310 to Conform FINRA Rule 3310 to Statutory Basis for, the Proposed Rule
• Send paper comments in triplicate FinCEN’s Final Rule on Customer Due Change
to Secretary, Securities and Exchange Diligence Requirements for Financial
Commission, 100 F Street NE, Institutions In its filing with the Commission,
Washington, DC 20549–1090. FINRA included statements concerning
May 2, 2018. the purpose of and basis for the
All submissions should refer to File Pursuant to Section 19(b)(1) of the proposed rule change and discussed any
Number SR–NYSEAmer–2018–16. This Securities Exchange Act of 1934 comments it received on the proposed
file number should be included on the (‘‘Act’’) 1 and Rule 19b–4 thereunder,2 rule change. The text of these statements
subject line if email is used. To help the notice is hereby given that on April 20, may be examined at the places specified
Commission process and review your 2018, Financial Industry Regulatory in Item IV below. FINRA has prepared
comments more efficiently, please use Authority, Inc. (‘‘FINRA’’) filed with the summaries, set forth in sections A, B,
only one method. The Commission will Securities and Exchange Commission and C below, of the most significant
post all comments on the Commission’s (‘‘SEC’’ or ‘‘Commission’’) the proposed aspects of such statements.
internet website (http://www.sec.gov/ rule change as described in Items I, II,
rules/sro.shtml). Copies of the and III below, which Items have been A. Self-Regulatory Organization’s
submission, all subsequent prepared by FINRA. FINRA has Statement of the Purpose of, and
amendments, all written statements designated the proposed rule change as Statutory Basis for, the Proposed Rule
with respect to the proposed rule constituting a ‘‘non-controversial’’ rule Change
change that are filed with the change under paragraph (f)(6) of Rule 1. Purpose
Commission, and all written 19b–4 under the Act,3 which renders
communications relating to the a. Background
the proposal effective upon receipt of
proposed rule change between the this filing by the Commission. The The Bank Secrecy Act 4 (‘‘BSA’’),
Commission and any person, other than Commission is publishing this notice to among other things, requires financial
those that may be withheld from the solicit comments on the proposed rule institutions,5 including broker-dealers,
public in accordance with the change from interested persons. to develop and implement AML
provisions of 5 U.S.C. 552, will be programs that, at a minimum, meet the
available for website viewing and I. Self-Regulatory Organization’s
statutorily enumerated ‘‘four pillars.’’ 6
printing in the Commission’s Public Statement of the Terms of Substance of
These four pillars currently require
Reference Room, 100 F Street NE, the Proposed Rule Change
broker-dealers to have written AML
Washington, DC 20549, on official FINRA is proposing to amend FINRA programs that include, at a minimum:
business days between the hours of Rule 3310 (Anti-Money Laundering • The establishment and
10:00 a.m. and 3:00 p.m. Copies of the Compliance Program) to reflect the implementation of policies, procedures
filing also will be available for Financial Crimes Enforcement and internal controls reasonably
sradovich on DSK3GMQ082PROD with NOTICES
inspection and copying at the principal Network’s (‘‘FinCEN’’) adoption of a designed to achieve compliance with
office of the Exchange. All comments final rule on Customer Due Diligence the applicable provisions of the BSA
received will be posted without change. Requirements for Financial Institutions and implementing regulations;
Persons submitting comments are
cautioned that we do not redact or edit 22 17 CFR 200.30–3(a)(12). 4 31 U.S.C. 5311, et seq.
1 15 U.S.C. 78s(b)(1). 5 See 31 U.S.C. 5312(a)(2) (defining ‘‘financial
2 17 CFR 240.19b–4. institution’’).
as designated by the Commission. The Exchange
has satisfied this requirement. 3 17 CFR 240.19b–4(f)(6). 6 31 U.S.C. 5318(h)(1).
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Document Created: 2018-05-08 01:31:32
Document Modified: 2018-05-08 01:31:32
| 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 | 83 FR 20904 |
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