83 FR 37541 - Self-Regulatory Organizations; The Depository Trust Company; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Make Clarifying Changes and Updates to the DTC Underwriting Service Guide
SECURITIES AND EXCHANGE COMMISSION Federal Register Volume 83, Issue 148 (August 1, 2018)
Federal Register Volume 83, Issue 148 (August 1, 2018)
| Page Range | 37541-37544 | |
| FR Document | 2018-16418 |
[Federal Register Volume 83, Number 148 (Wednesday, August 1, 2018)] [Notices] [Pages 37541-37544] From the Federal Register Online [www.thefederalregister.org] [FR Doc No: 2018-16418] ----------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION [Release No. 34-83712; File No. SR-DTC-2018-004] Self-Regulatory Organizations; The Depository Trust Company; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Make Clarifying Changes and Updates to the DTC Underwriting Service Guide July 26, 2018. Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 (``Act'') \1\ and Rule 19b-4 thereunder,\2\ notice is hereby given that on July 20, 2018, The Depository Trust Company (``DTC'') 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 clearing agency. DTC filed the proposed rule change pursuant to Section 19(b)(3)(A) of the Act \3\ and Rule 19b-4(f)(4) thereunder.\4\ 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\ 17 CFR 240.19b-4. \3\ 15 U.S.C. 78s(b)(3)(A). \4\ 17 CFR 240.19b-4(f)(4). --------------------------------------------------------------------------- I. Clearing Agency's Statement of the Terms of Substance of the Proposed Rule Change The proposed rule change of DTC \5\ consists of modifications to the DTC Underwriting Service Guide (``Underwriting Guide'') \6\ to (i) promote consistency with respect to processes and requirements described in other Procedures that are related to those set forth in the Underwriting Guide, (ii) make clarifying and technical changes and (iii) provide enhanced readability and transparency for users of DTC's underwriting service (``Underwriting Service''), as described below. --------------------------------------------------------------------------- \5\ Capitalized terms not defined herein are defined in the Rules, By-Laws and Organization Certificate of DTC (the ``Rules''), available at www.dtcc.com/~/media/Files/Downloads/legal/rules/ dtc_rules.pdf, and the DTC Operational Arrangements for Securities to Become and Remain Eligible for DTC Services (``OA''), available at http://www.dtcc.com/~/media/Files/Downloads/legal/issue- eligibility/eligibility/operational-arrangements.pdf. \6\ Available at http://www.dtcc.com/~/media/Files/Downloads/ legal/service-guides/Underwriting-Service-Guide.pdf. The Underwriting Guide and the OA constitute Procedures of DTC. Pursuant to the Rules, the term ``Procedures'' means the Procedures, service guides, and regulations of DTC adopted pursuant to Rule 27, as amended from time to time. See Rule 1, Section 1, supra note 5. DTC's Procedures are filed with the Commission. They are binding on DTC and each Participant in the same manner as they are bound by the Rules. See Rule 27, supra note 5. The OA is also binding on each Issuer and Agent of an Eligible Security. See OA at 5, supra note 5. DTC also maintains service guides that constitute Procedures relating to other services it offers, including the ``Canadian-Link Service Guide,'' ``Custody Service Guide'' (defined below as ``Custody Guide''), ``Deposits Service Guide,'' ``Distributions Service Guide,'' ``Redemptions Service Guide,'' ``Reorganizations Service Guide'' and ``Settlement Service Guide.'' Available at http://www.dtcc.com/legal/rules-and-procedures?subsidiary=DTC&pgs=1. --------------------------------------------------------------------------- II. Clearing Agency's Statement of the Purpose of, and Statutory Basis for, the Proposed Rule Change In its filing with the Commission, the clearing agency 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 these statements may be examined at the places specified in Item IV below. The clearing agency has prepared summaries, set forth in sections A, B, and C below, of the most significant aspects of such statements. (A) Clearing Agency's Statement of the Purpose of, and Statutory Basis for, the Proposed Rule Change 1. Purpose The proposed rule change consists of proposed modifications to the Underwriting Guide to (i) promote consistency with respect to processes and requirements described in other Procedures that are related to those set forth in the Underwriting Guide, (ii) make clarifying and technical changes and (iii) provide enhanced readability and transparency for users of DTC's Underwriting Service, as described below. Background Eligible Securities \7\ may be introduced into DTC as new issuances (``New Issues'') through the Underwriting Service, in connection with a Participant, or a correspondent working though a Participant's Account, submitting an eligibility request.\8\ In addition to the process for New Issues, there are separate eligibility processes for (i) older issues (``Older Issues''), i.e., those already available in the market but not previously made eligible for deposit at DTC \9\ and (ii) Eligible Securities in [[Page 37542]] the MMI Program.\10\ Other issues of Securities may be added through corporate actions with respect to existing Eligible Securities, including events such as name changes, mergers and spinoffs, which are also reviewed for continuing eligibility.\11\ --------------------------------------------------------------------------- \7\ Generally, Eligible Securities must have been issued in a transaction: (i) Registered with the Commission pursuant to the Securities Act; (ii) exempt from registration pursuant to a Securities Act exemption without transfer or ownership restrictions; or (iii) pursuant to Rule 144A, 17 CFR 230.144A, or Regulation S, 17 CFR 230.901-230.905, under the Securities Act. See OA, supra note 5 at 2-3. \8\ See OA, supra note 5 at 1-2. \9\ Id. \10\ Id. at 3. \11\ Id. at 1. --------------------------------------------------------------------------- The Underwriting Service also supports other DTC functions and services relating to the underwriting function, including the IPO Tracking system,\12\ eligibility processing for the DTC custody service (``Custody Service''),\13\ and the security holder tracking service (``Security Holder Tracking Service'').\14\ --------------------------------------------------------------------------- \12\ The IPO Tracking system allows a Participant that is the lead underwriter of an issue to track certain Deliveries of equity Securities during the period known as the underwriting stabilization period (``Stabilization Period''). See Underwriting Guide, supra note 6 at 3. The Stabilization Period is the duration of time immediately after the Closing of an issue during which the lead manager of an underwriting may purchase Securities in the open market in order to stop a decline in the price of the Securities. Id. at 5. \13\ See Custody Service Guide (``Custody Guide''), available at http://www.dtcc.com/~/media/Files/Downloads/legal/service-guides/ Custody.pdf, at 17-18. In 2016, DTC's Custody Service Procedures were revised pursuant to a rule change (``Custody Rule Filing'') that amended the text of the Custody Guide with respect to making Securities eligible for the Custody Service. See Securities Exchange Act Release No. 34-79252 (November 7, 2016), 81 FR 79543 (November 14, 2016) (SR-DTC-2016-011). As described more fully below, the proposed change would conform the Custody Service section of the Underwriting Guide for consistency to the provisions set forth in the Custody Rule Filing. \14\ The Security Holder Tracking Service facilitates the ability of an issuer or a third party administrator designated by the issuer to track the number of beneficial holders of an issue. See Underwriting Guide, supra note 6 at 22-23. --------------------------------------------------------------------------- The proposed rule change would make modifications to the Underwriting Guide to (i) promote consistency with respect to processes and requirements described in other Procedures that are related to those set forth in the Underwriting Guide, specifically the OA \15\ and the Custody Guide,\16\ (ii) make clarifying and technical changes and (iii) provide enhanced readability and transparency for users of DTC's Underwriting Service, as described in the sections below. These would include (1) the modification of applicable text of the Underwriting Guide relating to (a) the section currently titled ``Introduction,'' (b) a section on the closing of an initial issue (``Closing''), (c) MMI Securities, (d) New Issue Eligibility, (e) Older Issues, (f) the Custody Service and (g) packaging inquires; (2) technical changes; and (3) the deletion of a section titled ``Processing Inquiries,'' as described below. --------------------------------------------------------------------------- \15\ Supra note 5. \16\ Supra note 13. --------------------------------------------------------------------------- Proposed Changes to the Underwriting Guide Introduction/Overview Section The text of the Introduction section of the Underwriting Guide contains four subsections, titled, respectively, ``Overview,'' ``About Underwriting,'' ``Preparing to Use the Products,'' and ``Understanding Relevant Dates.'' Pursuant to the proposed rule change, to enhance readability and improve the overall flow of this section, the (i) title of the section would be changed from ``Introduction'' to ``Overview,'' and (ii) subsection titles mentioned above would be deleted and the four subsections would be consolidated into one section under the new ``Overview'' title. In addition, the text of the consolidated section would be revised for enhanced clarity of the description of the Underwriting Service and overall readability for Participants. References to the DTC Participant Terminal System (``PTS'') and other systems that Participants may use in connection with the Underwriting Service would be deleted from this section, because, as proposed and discussed below, other sections of the Underwriting Guide would include information on systems applicable to the aspect of the Underwriting Service covered by the respective sections, obviating the necessity of including such systems-related information in the Overview. Also, because DTC's Securities eligibility Procedures are primarily contained in the OA, a cross-reference to, and a brief description of, the OA would be added under the Overview section to promote a more comprehensive understanding by readers with respect to the DTC requirements to make Securities eligible for DTC services. Also, to reduce repetition between the Underwriting Guide and the OA, (i) a description of eligibility criteria for Securities would be deleted from this section of the Underwriting Guide and (ii) a table of requirements and relevant dates included in the Understanding Relevant Dates subsection would be deleted and, as discussed below, would be replaced with a cross-reference in the Closing section to the requirements and dates as set forth in Exhibit B \17\ of the OA. --------------------------------------------------------------------------- \17\ See OA, supra note 5 at 60. --------------------------------------------------------------------------- Closing In order to provide for enhanced clarity, readability and flow of the text in the Underwriting Guide with respect to Closing processing, the proposed rule change would (i) revise text describing the function of the DTC Closing area and (ii) consolidate the Closing section into one section from two subsections that are titled ``About the Product'' and ``How the Product Works,'' respectively, and eliminate the respective titles of the subsections. The proposed rule change would also update information for Participants to contact the DTC Closing desk. Also, as mentioned above, to reduce repetition of the content of the Underwriting Guide versus the OA, a table of requirements and relevant dates included in the Understanding Relevant Dates subsection of the Introduction to the Underwriting Guide would be deleted and would be replaced with a cross-reference to these requirements and dates as set forth in Exhibit B \18\ of the OA. The cross-reference would be positioned at the end of the Closing section as the referenced information in the OA includes key dates that must be met in relation to the closing date for an issue. In this regard, the proposed rule change would also remove a reference in the Closing section to deadlines for notifications that must be made to DTC with respect to the processing of the distribution of Securities on closing date, because the applicable timeframes are covered within the Exhibit B to the OA, cited above. --------------------------------------------------------------------------- \18\ Id. --------------------------------------------------------------------------- MMI Program In order to provide enhanced clarity and readability in the Underwriting Guide with respect to Procedures for processing eligibility requests for the MMI Program, the proposed rule change would (i) revise the text of the description of the MMI Program and its eligibility process, (ii) revise information relating to systems used to access MMI Program eligibility services and include a reference to DTC's web-based underwriting application, (iii) remove a descriptive sentence relating to functionality for issuances and deliveries by an Issuing and Paying Agent (``IPA'') in the MMI Program, because it is not relevant to the eligibility process covered by the Underwriting Guide, but rather to issuances and deliveries of MMI Securities that are conducted through DTC's settlement service in accordance with the Rules \19\ and the Settlement Service Guide,\20\ and (iv) update a [[Page 37543]] reference relating to documentation that must be submitted in connection with an MMI Program eligibility request, to remove an outdated reference to an ``Issuer Program Eligibility Form'' signed by the IPA, and instead add a list of required program-level details which would be submitted in place of the form in an online format through the MMI Program web-based application. --------------------------------------------------------------------------- \19\ See Rule 9(A), Rule 9(B) and Rule 9(C), supra note 5. \20\ See Settlement Service Guide, available at http:// www.dtcc.com/~/media/Files/Downloads/legal/service-guides/ Settlement.pdf. --------------------------------------------------------------------------- New Issue Eligibility The provisions governing DTC's Securities eligibility processes for New Issues are primarily contained in the Rules and the OA; however the Underwriting Guide does contain text intended to provide information that enhances transparency for Participants regarding applicable Procedures. In order to provide enhanced clarity in the Underwriting Guide with respect to Procedures for processing eligibility requests for New Issues and promote enhanced consistency of the content of the Underwriting Guide with the provisions of the OA, the proposed rule change would (i) eliminate details in the text describing the New Issue eligibility Procedures and requirements that are repetitive or inconsistent with text contained in the OA, including with respect to (a) the documentation requirements for eligibility requests and (b) types of issues that require additional documentation or special processing, (ii) replace outdated references to the DTC website with a link to the OA for Procedures relating to eligibility and related requirements, and (iii) update references with respect to systems used for access to New Issue-related services to (a) delete references to PTS and PTS functions and (b) add a reference to UW Source, because, in accordance with the OA, UW Source is the system that Participants are required to use to access eligibility services.\21\ --------------------------------------------------------------------------- \21\ See OA, supra note 5 at 2. --------------------------------------------------------------------------- Older Issue Eligibility As mentioned above, the provisions governing DTC's Securities eligibility processes for Older Issues are primarily contained in the Rules and the OA; however the Underwriting Guide also contains information in this regard. In order to provide consistency of the content of the Underwriting Guide with the provisions of the OA, the proposed rule change would rename the section relating to Older Issues from ``Older Issue Eligibility'' to ``Secondary Market (Older Issue) Eligibility'' for clarity and to reflect that Older Issues are issues that are on the secondary market when they are made eligible at DTC (as opposed to New Issues that are the subject of initial offerings), and insert a link to the OA for Procedures relating to eligibility and related requirements. Custody Service In order to provide enhanced clarity and transparency in the Underwriting Guide with respect to Procedures for processing eligibility requests for the Custody Service, the proposed rule change would (i) change the Custody Service section from being a subsection of the Older Issue Eligibility section to its own section of the Underwriting Guide, because the Custody Service, while administered by the same area within DTC that administers eligibility processing for Older Issues and New Issues, is a separate function with different eligibility requirements,\22\ (ii) update the text for enhanced readability and consistency of content, including with respect to systems requirements, with applicable Procedures set forth in the Custody Guide,\23\ (iii) add a link to the Custody Guide for cross- reference purposes, and (iv) add a link to the DTCC website that provides additional information regarding the Custody Service. --------------------------------------------------------------------------- \22\ Compare Custody Guide, supra note 13 at 11-16 (describing the Custody Service function and eligibility requirements), with OA, supra note 5 at 1-9 (describing DTC's eligibility requirements for Securities to be made eligible for DTC's book-entry services, including New Issues and Older Issues). \23\ See Custody Guide, supra note 13 at 15-16. In 2016, DTC's Custody Service Procedures were revised pursuant to the Custody Rule Filing, which amended the applicable text of the Custody Guide. See Securities Exchange Act Release No. 34-79252 (November 7, 2016), 81 FR 79543 (November 14, 2016) (SR-DTC-2016-011). The proposed change would conform the Custody Service section of the Underwriting Guide for consistency to the provisions set forth in the Custody Rule Filing. --------------------------------------------------------------------------- Packaging Inquiries The proposed rule change would modify the text of the section titled ``Packaging Inquiries'' (i) for readability, (ii) to eliminate content that is repetitive of related content in the OA section named ``Possession and Inspection,'' \24\ (iii) to add a link to the OA for additional information and (iv) to provide an updated link to the DTC form of letter of securities possession, which must be executed by a lead underwriter in order for DTC to process a distribution of an issue by book-entry on closing date if a Security certificate has not been provided to DTC within required timeframes.\25\ --------------------------------------------------------------------------- \24\ See OA, supra note 5 at 15. \25\ See Underwriting Guide, supra note 6 at 18-19. --------------------------------------------------------------------------- Processing Inquiries The proposed rule change would remove the section titled ``Processing Inquiries'' from the Underwriting Guide. This section contains information relating to internal processes for data entry and billing information that is not necessary to be included in a Procedure. In addition, this section refers to special forms for the processing of eligibility of retail certificates of deposit, unit investment trusts and municipal and corporate products, which forms are obsolete because eligibility requests for all Security types, other than Securities in the MMI Program, must be submitted through UW Source.\26\ --------------------------------------------------------------------------- \26\ See OA, supra note 5 at 1-2. --------------------------------------------------------------------------- Other Proposed Changes The proposed rule change would make technical changes to (i) add to the front of the Underwriting Guide a title page with DTC's name and the title ``Underwriting Service Guide,'' (ii) update (a) the address of DTC's internet site and (b) the copyright date of the Underwriting Guide, (iii) delete outdated contact information within the ``Important Legal Information'' included at the beginning of the Underwriting Guide and (iv) add a link to a user guide relating to the IPO Tracking system that is referenced in the ``IPO Tracking System'' section of the Underwriting Guide. 2. Statutory Basis Section 17A(b)(3)(F) of the Act \27\ requires that the rules of the clearing agency be designed, inter alia, to promote the prompt and accurate clearance and settlement of securities transactions. DTC believes that the proposed rule change is consistent with this provision of the Act because by amending the text of the Underwriting Guide to (i) promote consistency with respect to processes and requirements described in other Procedures that are related to those set forth in the Underwriting Guide, specifically the OA and Custody Guide, (ii) make clarifying changes, (iii) provide enhanced readability and transparency for users of DTC's Underwriting Service, and (iv) make other technical changes, the proposed rule change would provide Participants with an enhanced understanding with respect to the DTC Procedures relating to making Securities eligible for DTC services, as described above. Therefore, by providing Participants with enhanced understanding of DTC eligibility requirements and processing in this regard, and therefore facilitating their ability to request that Securities be made eligible for DTC services, DTC believes that the proposed rule change [[Page 37544]] would promote the prompt and accurate clearance and settlement of securities transactions consistent with the Act. --------------------------------------------------------------------------- \27\ 15 U.S.C. 78q-1(b)(3)(F). --------------------------------------------------------------------------- (B) Clearing Agency's Statement on Burden on Competition DTC does not believe that the proposed rule change would have any impact on competition. The proposed rule change would merely clarify and provide enhanced transparency with respect to the DTC Underwriting Service by amending the text of the Underwriting Guide (i) for enhanced readability, transparency and flow of content, (ii) to update (a) details on existing processes and (b) contact information, (iii) for enhanced consistency with respect to processes and requirements described in other Procedures that are related to those set forth in the Underwriting Guide, specifically the OA and Custody Guide and (iv) to make other technical changes, as described above, which amendments would not significantly affect the rights and obligations of users of DTC's services, and would not disproportionally impact any users. (C) Clearing Agency's Statement on Comments on the Proposed Rule Change Received From Members, Participants, or Others DTC has not received or solicited any written comments relating to this proposal. DTC will notify the Commission of any written comments received by DTC. III. Date of Effectiveness of the Proposed Rule Change, and Timing for Commission Action The foregoing rule change has become effective pursuant to Section 19(b)(3)(A) of the Act \28\ and paragraph (f) of Rule 19b-4 thereunder.\29\ 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. --------------------------------------------------------------------------- \28\ 15 U.S.C. 78s(b)(3)(A). \29\ 17 CFR 240.19b-4(f). --------------------------------------------------------------------------- IV. Solicitation of Comments Interested persons are invited to submit written data, views and arguments concerning the foregoing, including whether the proposed rule change is consistent with the Act. Comments may be submitted by any of the following methods: Electronic CommentsUse the Commission's internet comment form (http://www.sec.gov/rules/sro.shtml); or Send an email to [email protected]. Please include File Number SR-DTC-2018-004 on the subject line. Paper Comments Send paper comments in triplicate to Secretary, Securities and Exchange Commission, 100 F Street NE, Washington, DC 20549. All submissions should refer to File Number SR-DTC-2018-004. 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 DTC and on DTCC's website (http://dtcc.com/legal/sec-rule-filings.aspx). 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-DTC-2018-004 and should be submitted on or before August 22, 2018. For the Commission, by the Division of Trading and Markets, pursuant to delegated authority.\30\ --------------------------------------------------------------------------- \30\ 17 CFR 200.30-3(a)(12). --------------------------------------------------------------------------- Robert W. Errett, Deputy Secretary. [FR Doc. 2018-16418 Filed 7-31-18; 8:45 am] BILLING CODE 8011-01-P
![Federal Register / Vol. 83, No. 148 / Wednesday, August 1, 2018 / Notices 37541
Paper Comments SECURITIES AND EXCHANGE consistency with respect to processes
COMMISSION and requirements described in other
• Send paper comments in triplicate Procedures that are related to those set
to Secretary, Securities and Exchange [Release No. 34–83712; File No. SR–DTC–
2018–004]
forth in the Underwriting Guide, (ii)
Commission, 100 F Street NE, make clarifying and technical changes
Washington, DC 20549. Self-Regulatory Organizations; The and (iii) provide enhanced readability
All submissions should refer to File Depository Trust Company; Notice of and transparency for users of DTC’s
Number SR–MSRB–2018–06. This file Filing and Immediate Effectiveness of underwriting service (‘‘Underwriting
number should be included on the Proposed Rule Change To Make Service’’), as described below.
subject line if email is used. To help the Clarifying Changes and Updates to the II. Clearing Agency’s Statement of the
Commission process and review your DTC Underwriting Service Guide Purpose of, and Statutory Basis for, the
comments more efficiently, please use July 26, 2018. Proposed Rule Change
only one method. The Commission will Pursuant to Section 19(b)(1) of the In its filing with the Commission, the
post all comments on the Commission’s Securities Exchange Act of 1934 clearing agency included statements
internet website (http://www.sec.gov/ (‘‘Act’’) 1 and Rule 19b–4 thereunder,2 concerning the purpose of and basis for
rules/sro.shtml). Copies of the notice is hereby given that on July 20, the proposed rule change and discussed
submission, all subsequent 2018, The Depository Trust Company any comments it received on the
amendments, all written statements (‘‘DTC’’) filed with the Securities and proposed rule change. The text of these
with respect to the proposed rule Exchange Commission (‘‘Commission’’) statements may be examined at the
change that are filed with the the proposed rule change as described places specified in Item IV below. The
Commission, and all written in Items I, II and III below, which Items clearing agency has prepared
communications relating to the have been prepared by the clearing summaries, set forth in sections A, B,
proposed rule change between the agency. DTC filed the proposed rule and C below, of the most significant
Commission and any person, other than change pursuant to Section 19(b)(3)(A) aspects of such statements.
those that may be withheld from the of the Act 3 and Rule 19b–4(f)(4)
thereunder.4 The Commission is (A) Clearing Agency’s Statement of the
public in accordance with the
publishing this notice to solicit Purpose of, and Statutory Basis for, the
provisions of 5 U.S.C. 552, will be
comments on the proposed rule change Proposed Rule Change
available for website viewing and
printing in the Commission’s Public from interested persons. 1. Purpose
Reference Room, 100 F Street NE, I. Clearing Agency’s Statement of the The proposed rule change consists of
Washington, DC 20549 on official Terms of Substance of the Proposed proposed modifications to the
business days between the hours of Rule Change Underwriting Guide to (i) promote
10:00 a.m. and 3:00 p.m. Copies of the The proposed rule change of DTC 5 consistency with respect to processes
filing also will be available for consists of modifications to the DTC and requirements described in other
inspection and copying at the principal Underwriting Service Guide Procedures that are related to those set
office of the MSRB. All comments (‘‘Underwriting Guide’’) 6 to (i) promote forth in the Underwriting Guide, (ii)
received will be posted without change. make clarifying and technical changes
Persons submitting comments are 1 15
U.S.C. 78s(b)(1). and (iii) provide enhanced readability
cautioned that we do not redact or edit 2 17
CFR 240.19b–4. and transparency for users of DTC’s
3 15 U.S.C. 78s(b)(3)(A).
personal identifying information from Underwriting Service, as described
4 17 CFR 240.19b–4(f)(4).
comment submissions. You should 5 Capitalized terms not defined herein are defined
below.
submit only information that you wish in the Rules, By-Laws and Organization Certificate Background
to make available publicly. All of DTC (the ‘‘Rules’’), available at www.dtcc.com/
submissions should refer to File ∼/media/Files/Downloads/legal/rules/dtc_rules.pdf, Eligible Securities 7 may be
and the DTC Operational Arrangements for
Number SR–MSRB–2018–06 and should Securities to Become and Remain Eligible for DTC
introduced into DTC as new issuances
be submitted on or before August 22, Services (‘‘OA’’), available at http://www.dtcc.com/ (‘‘New Issues’’) through the
2018. ∼/media/Files/Downloads/legal/issue-eligibility/ Underwriting Service, in connection
eligibility/operational-arrangements.pdf. with a Participant, or a correspondent
For the Commission, pursuant to delegated 6 Available at http://www.dtcc.com/∼/media/
authority.16
working though a Participant’s Account,
Files/Downloads/legal/service-guides/Underwriting-
Service-Guide.pdf. The Underwriting Guide and the submitting an eligibility request.8 In
Robert W. Errett, addition to the process for New Issues,
OA constitute Procedures of DTC. Pursuant to the
Deputy Secretary. Rules, the term ‘‘Procedures’’ means the there are separate eligibility processes
[FR Doc. 2018–16419 Filed 7–31–18; 8:45 am] Procedures, service guides, and regulations of DTC for (i) older issues (‘‘Older Issues’’), i.e.,
adopted pursuant to Rule 27, as amended from time
BILLING CODE 8011–01–P to time. See Rule 1, Section 1, supra note 5. DTC’s those already available in the market but
Procedures are filed with the Commission. They are not previously made eligible for deposit
binding on DTC and each Participant in the same at DTC 9 and (ii) Eligible Securities in
manner as they are bound by the Rules. See Rule
27, supra note 5. The OA is also binding on each
7 Generally, Eligible Securities must have been
Issuer and Agent of an Eligible Security. See OA at
5, supra note 5. DTC also maintains service guides issued in a transaction: (i) Registered with the
sradovich on DSK3GMQ082PROD with NOTICES
that constitute Procedures relating to other services Commission pursuant to the Securities Act; (ii)
it offers, including the ‘‘Canadian-Link Service exempt from registration pursuant to a Securities
Guide,’’ ‘‘Custody Service Guide’’ (defined below as Act exemption without transfer or ownership
‘‘Custody Guide’’), ‘‘Deposits Service Guide,’’ restrictions; or (iii) pursuant to Rule 144A, 17 CFR
‘‘Distributions Service Guide,’’ ‘‘Redemptions 230.144A, or Regulation S, 17 CFR 230.901–
Service Guide,’’ ‘‘Reorganizations Service Guide’’ 230.905, under the Securities Act. See OA, supra
and ‘‘Settlement Service Guide.’’ Available at note 5 at 2–3.
8 See OA, supra note 5 at 1–2.
http://www.dtcc.com/legal/rules-and-
16 17 CFR 200.30–3(a)(12). procedures?subsidiary=DTC&pgs=1. 9 Id.
VerDate Sep<11>2014 20:07 Jul 31, 2018 Jkt 244001 PO 00000 Frm 00083 Fmt 4703 Sfmt 4703 E:\FR\FM\01AUN1.SGM 01AUN1](https://thefederalregister.org/doc/83_FR_37689/page/1.svg)
![37544 Federal Register / Vol. 83, No. 148 / Wednesday, August 1, 2018 / Notices
would promote the prompt and accurate Electronic Comments SECURITIES AND EXCHANGE
clearance and settlement of securities COMMISSION
transactions consistent with the Act. • Use the Commission’s internet
comment form (http://www.sec.gov/ [Release No. 34–83722; File No. SR–FINRA–
(B) Clearing Agency’s Statement on rules/sro.shtml); or 2018–023]
Burden on Competition
• Send an email to rule-comments@ Self-Regulatory Organizations;
DTC does not believe that the sec.gov. Please include File Number SR– Financial Industry Regulatory
proposed rule change would have any DTC–2018–004 on the subject line. Authority, Inc.; Notice of Designation
impact on competition. The proposed of a Longer Period for Commission
Paper Comments
rule change would merely clarify and Action on a Proposed Rule Change
provide enhanced transparency with • Send paper comments in triplicate Relating to ATS Reporting of
respect to the DTC Underwriting Service to Secretary, Securities and Exchange Transactions to TRACE in U.S.
by amending the text of the Commission, 100 F Street NE, Treasury Securities
Underwriting Guide (i) for enhanced Washington, DC 20549. July 26, 2018.
readability, transparency and flow of
All submissions should refer to File On June 5, 2018, the Financial
content, (ii) to update (a) details on
Number SR–DTC–2018–004. This file Industry Regulatory Authority, Inc.
existing processes and (b) contact
number should be included on the (‘‘FINRA’’) filed with the Securities and
information, (iii) for enhanced
subject line if email is used. To help the Exchange Commission (‘‘Commission’’),
consistency with respect to processes
Commission process and review your pursuant to Section 19(b)(1) of the
and requirements described in other
comments more efficiently, please use Securities Exchange Act of 1934
Procedures that are related to those set
only one method. The Commission will (‘‘Act’’) 1 and Rule 19b–4 thereunder,2 a
forth in the Underwriting Guide,
proposed rule change to amend FINRA
specifically the OA and Custody Guide post all comments on the Commission’s
Rule 6730 to require certain alternative
and (iv) to make other technical internet website (http://www.sec.gov/
trading systems (‘‘ATSs’’) that report
changes, as described above, which rules/sro.shtml). Copies of the
transactions in U.S. Treasury Securities
amendments would not significantly submission, all subsequent to the Transaction Reporting and
affect the rights and obligations of users amendments, all written statements Compliance Engine (‘‘TRACE’’) to
of DTC’s services, and would not with respect to the proposed rule identify non-FINRA-member subscribers
disproportionally impact any users. change that are filed with the on those transaction reports. The
(C) Clearing Agency’s Statement on Commission, and all written proposed rule change was published for
Comments on the Proposed Rule communications relating to the comment in the Federal Register on
Change Received From Members, proposed rule change between the June 13, 2018.3 The Commission
Participants, or Others Commission and any person, other than received three comments regarding the
those that may be withheld from the proposed rule change.4
DTC has not received or solicited any public in accordance with the Section 19(b)(2) of the Act 5 provides
written comments relating to this provisions of 5 U.S.C. 552, will be that, within 45 days of the publication
proposal. DTC will notify the available for website viewing and of notice of the filing of a proposed rule
Commission of any written comments printing in the Commission’s Public change, or within such longer period up
received by DTC. Reference Room, 100 F Street, NE, to 90 days as the Commission may
III. Date of Effectiveness of the Washington, DC 20549 on official designate if it finds such longer period
Proposed Rule Change, and Timing for business days between the hours of to be appropriate and publishes its
Commission Action 10:00 a.m. and 3:00 p.m. Copies of the reasons for so finding or as to which the
filing also will be available for self-regulatory organization consents,
The foregoing rule change has become inspection and copying at the principal the Commission shall either approve the
effective pursuant to Section 19(b)(3)(A) office of DTC and on DTCC’s website proposed rule change, disapprove the
of the Act 28 and paragraph (f) of Rule (http://dtcc.com/legal/sec-rule- proposed rule change, or institute
19b–4 thereunder.29 At any time within filings.aspx). All comments received proceedings to determine whether the
60 days of the filing of the proposed rule will be posted without change. Persons proposed rule change should be
change, the Commission summarily may submitting comments are cautioned that disapproved. The 45th day for this filing
temporarily suspend such rule change if we do not redact or edit personal is July 28, 2018.
it appears to the Commission that such identifying information from comment The Commission notes that Section
action is necessary or appropriate in the submissions. You should submit only 19(b)(5) of the Act requires the
public interest, for the protection of information that you wish to make Commission to ‘‘consult with and
investors, or otherwise in furtherance of available publicly. All submissions consider the views of the Secretary of
the purposes of the Act. should refer to File Number SR–DTC– 1 15 U.S.C.78s(b)(1).
IV. Solicitation of Comments 2018–004 and should be submitted on 2 17 CFR 240.19b–4.
or before August 22, 2018. 3 See Securities Exchange Act Release No. 83393
Interested persons are invited to For the Commission, by the Division of (June 7, 2018), 83 FR 27643 (‘‘Notice’’).
submit written data, views and Trading and Markets, pursuant to delegated
4 See letter to Secretary, Commission, from
arguments concerning the foregoing, Stephen John Berger, Managing Director,
sradovich on DSK3GMQ082PROD with NOTICES
authority.30 Government and Regulatory Policy, Citadel, dated
including whether the proposed rule Robert W. Errett, July 5, 2018; letter to Robert W. Errett, Deputy
change is consistent with the Act. Secretary, Commission, from Theodore Bragg, Chief
Comments may be submitted by any of Deputy Secretary. Executive Officer, Execution Access, LLC, dated
the following methods: [FR Doc. 2018–16418 Filed 7–31–18; 8:45 am] July 3, 2018; letter to Brent J. Fields, Secretary,
Commission, from Tyler Gellasch, Executive
BILLING CODE 8011–01–P
Director, The Healthy Markets Association, dated
28 15 U.S.C. 78s(b)(3)(A). July 5, 2018.
29 17 CFR 240.19b–4(f). 30 17 CFR 200.30–3(a)(12). 5 15 U.S.C. 78s(b)(2).
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Document Created: 2018-08-01 01:23:42
Document Modified: 2018-08-01 01:23:42
| 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 | |
| Action | (i) Registered with the Commission pursuant to the Securities Act; (ii) exempt from registration pursuant to a Securities Act exemption without transfer or ownership restrictions; or (iii) pursuant to Rule 144A, 17 CFR 230.144A, or Regulation S, 17 CFR 230.901-230.905, under the Securities Act. See OA, supra note 5 at 2-3. | |
| FR Citation | 83 FR 37541 |
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