83 FR 5154 - Self-Regulatory Organizations; The Nasdaq Stock Market LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Relocate the Consolidated Audit Trail Compliance Rules
SECURITIES AND EXCHANGE COMMISSION Federal Register Volume 83, Issue 24 (February 5, 2018)
Federal Register Volume 83, Issue 24 (February 5, 2018)
| Page Range | 5154-5155 | |
| FR Document | 2018-02171 |
[Federal Register Volume 83, Number 24 (Monday, February 5, 2018)] [Notices] [Pages 5154-5155] From the Federal Register Online [www.thefederalregister.org] [FR Doc No: 2018-02171] ----------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION [Release No. 34-82604; File No. SR-NASDAQ-2018-007] Self-Regulatory Organizations; The Nasdaq Stock Market LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Relocate the Consolidated Audit Trail Compliance Rules January 30, 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 January 29, 2018, The Nasdaq Stock Market LLC (``Nasdaq'' or ``Exchange'') filed with the Securities and Exchange Commission (``Commission'') the proposed rule change as described in Items I and II below, which Items have been prepared by the Exchange. 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. --------------------------------------------------------------------------- I. Self-Regulatory Organization's Statement of the Terms of Substance of the Proposed Rule Change The Exchange proposes to relocate the Consolidated Audit Trail Compliance rules (``CAT Rules''), currently under the 6800 Series (Rules 6810 through 6896), to General 7, Sections 1 through 13 in the Exchange's rulebook's (``Rulebook'') shell structure.\3\ --------------------------------------------------------------------------- \3\ Recently, the Exchange added a shell structure to its Rulebook with the purpose of improving efficiency and readability and to align its rules closer to those of its five sister exchanges, Nasdaq BX, Inc.; Nasdaq PHLX LLC; Nasdaq ISE, LLC; Nasdaq GEMX, LLC; and Nasdaq MRX, LLC (``Affiliated Exchanges''). See Securities Exchange Act Release No. 82175 (November 29, 2017), 82 FR 57494 (December 5, 2017) (SR-NASDAQ-2017-125). --------------------------------------------------------------------------- The text of the proposed rule change is available on the Exchange's website at http://nasdaq.cchwallstreet.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 Exchange 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 Exchange has prepared summaries, set forth in sections A, B, and C below, of the most significant aspects of such statements. A. Self-Regulatory Organization's Statement of the Purpose of, and Statutory Basis for, the Proposed Rule Change 1. Purpose The Exchange proposes to relocate the CAT Rules, currently under the 6800 Series, Rules 6810 through 6896, to General 7, Sections 1 through 13 of the Rulebook's shell structure. The Exchange adopted the CAT Rules to implement a consolidated audit trail in order to capture customer and order event information to comply with the provisions of the National Market System Plan Governing the Consolidated Audit Trail.\4\ Because the CAT Rules apply across all markets and to all products,\5\ the Exchange believes it is pertinent that they be located in the General section of the Rulebook's shell; therefore, the Exchange will amend the shell structure, creating a new ``General 7 Consolidated Audit Trail Compliance'' title under ``General Equity and Options Rules,'' and make conforming changes to the ``Options Rules'' titles; moreover, this proposal is consistent with similar filings concurrently submitted by the Affiliated Exchanges. --------------------------------------------------------------------------- \4\ See Securities Exchange Act Release No. 80256 (March 15, 2017), 82 FR 14526 (March 21, 2017) (SR-NASDAQ-2017-008) (Order Approving Proposed Rule Changes To Adopt Consolidated Audit Trail Compliance Rules). \5\ Id. --------------------------------------------------------------------------- The relocation of the CAT Rules is part of the Exchange's continued effort to promote efficiency and conformity of its processes with those of its Affiliated Exchanges.\6\ The Exchange believes that the migration of the CAT Rules to their new location will facilitate the use of [[Page 5155]] the Rulebook by Members \7\ of the Exchange who are members of other Affiliated Exchanges. Moreover, the proposed changes are of a non- substantive nature and will not amend the relocated rules other than to update their numbers and make conforming cross-reference changes. --------------------------------------------------------------------------- \6\ See footnote 3. \7\ Exchange Rule 0120(i). --------------------------------------------------------------------------- 2. Statutory Basis The Exchange believes that its proposal is consistent with Section 6(b) of the Act,\8\ in general, and furthers the objectives of Section 6(b)(5) of the Act,\9\ in particular, in that it is designed to promote just and equitable principles of trade, 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, by promoting efficiency and conformity of the Exchange's processes with those of the Affiliated Exchanges and to make the Exchange's Rulebook easier to read and more accessible to its Members. The Exchange believes that the relocation of the CAT Rules and cross-reference updates are of a non-substantive nature. --------------------------------------------------------------------------- \8\ 15 U.S.C. 78f(b). \9\ 15 U.S.C. 78f(b)(5). --------------------------------------------------------------------------- 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 not necessary or appropriate in furtherance of the purposes of the Act. The proposed changes do not impose a burden on competition because, as previously stated, they (i) are of a non-substantive nature, (ii) are intended to harmonize the Exchange's rules with those of its Affiliated Exchanges, and (iii) are intended to organize the Rulebook in a way that it will ease the Members' navigation and reading of the rules across the Affiliated Exchanges. C. Self-Regulatory Organization's Statement on Comments on the Proposed Rule Change Received from Members, Participants, or Others No written comments were either solicited or received. 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)(iii) of the Act \10\ and subparagraph (f)(6) of Rule 19b-4 thereunder.\11\ --------------------------------------------------------------------------- \10\ 15 U.S.C. 78s(b)(3)(A)(iii). \11\ 17 CFR 240.19b-4(f)(6). In addition, Rule 19b-4(f)(6)(iii) requires the Exchange to give the Commission written notice of the Exchange's 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. --------------------------------------------------------------------------- A proposed rule change filed under Rule 19b-4(f)(6) \12\ normally does not become operative prior to 30 days after the date of the filing. However, Rule 19b-4(f)(6)(iii) \13\ permits the Commission to designate a shorter time if such action is consistent with the protection of investors and the public interest. The Exchange has asked the Commission to waive the 30-day operative delay so that the Exchange can reorganize its Rulebook as already approved by the Commission. The Commission believes that waiver of the 30-day operative delay is consistent with the protection of investors and the public interest. Accordingly, the Commission hereby waives the operative delay and designates the proposed rule change as operative upon filing.\14\ --------------------------------------------------------------------------- \12\ 17 CFR 240.19b-4(f)(6). \13\ 17 CFR 240.19b-4(f)(6)(iii). \14\ For purposes only of waiving the 30-day operative delay, the Commission has also considered the proposed rule's impact on efficiency, competition, and capital formation. See 15 U.S.C. 78c(f). --------------------------------------------------------------------------- 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: (i) Necessary or appropriate in the public interest; (ii) for the protection of investors; or (iii) otherwise in furtherance of the purposes of the Act. If the Commission takes such action, the Commission shall institute proceedings to determine whether the proposed rule should be approved or disapproved. 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-NASDAQ-2018-007 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-NASDAQ-2018-007. 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-NASDAQ-2018-007 and should be submitted on or before February 26, 2018. For the Commission, by the Division of Trading and Markets, pursuant to delegated authority.\15\ --------------------------------------------------------------------------- \15\ 17 CFR 200.30-3(a)(12). --------------------------------------------------------------------------- Eduardo A. Aleman, Assistant Secretary. [FR Doc. 2018-02171 Filed 2-2-18; 8:45 am] BILLING CODE 8011-01-P
![5154 Federal Register / Vol. 83, No. 24 / Monday, February 5, 2018 / Notices
insiders or are detrimental to the Funds. consider whether the participation of The text of the proposed rule change
Applicants state that the facility will the registered investment company in a is available on the Exchange’s website at
offer both reduced borrowing costs and joint enterprise, joint arrangement or http://nasdaq.cchwallstreet.com, at the
enhanced returns on loaned funds to all profit sharing plan on the basis principal office of the Exchange, and at
participating Funds and each Fund proposed is consistent with the the Commission’s Public Reference
would have an equal opportunity to provisions, policies and purposes of the Room.
borrow and lend on equal terms based Act and the extent to which such
II. Self-Regulatory Organization’s
on an interest rate formula that is participation is on a basis different from
Statement of the Purpose of, and
objective and verifiable. With respect to or less advantageous than that of the
Statutory Basis for, the Proposed Rule
the relief from section 17(a)(2) of the other participants.
Change
Act, applicants note that any collateral For the Commission, by the Division of
pledged to secure an interfund loan Investment Management, under delegated In its filing with the Commission, the
would be subject to the same conditions authority. Exchange included statements
imposed by any other lender to a Fund Eduardo A. Aleman, concerning the purpose of and basis for
that imposes conditions on the quality Assistant Secretary.
the proposed rule change and discussed
of or access to collateral for a borrowing any comments it received on the
[FR Doc. 2018–02169 Filed 2–2–18; 8:45 am]
(if the lender is another Fund) or the proposed rule change. The text of these
BILLING CODE 8011–01–P
same or better conditions (in any other statements may be examined at the
circumstance).6 places specified in Item IV below. The
5. Applicants also believe that the SECURITIES AND EXCHANGE Exchange has prepared summaries, set
limited relief from section 18(f)(1) of the COMMISSION forth in sections A, B, and C below, of
Act that is necessary to implement the the most significant aspects of such
facility (because the lending Funds are [Release No. 34–82604; File No. SR– statements.
not banks) is appropriate in light of the NASDAQ–2018–007]
A. Self-Regulatory Organization’s
conditions and safeguards described in
Self-Regulatory Organizations; The Statement of the Purpose of, and
the application and because the Funds
Nasdaq Stock Market LLC; Notice of Statutory Basis for, the Proposed Rule
would remain subject to the
Filing and Immediate Effectiveness of Change
requirement of section 18(f)(1) that all
borrowings of a Fund, including Proposed Rule Change To Relocate 1. Purpose
combined interfund loans and bank the Consolidated Audit Trail
Compliance Rules The Exchange proposes to relocate the
borrowings, have at least 300% asset CAT Rules, currently under the 6800
coverage. January 30, 2018. Series, Rules 6810 through 6896, to
6. Section 6(c) of the Act permits the
Pursuant to Section 19(b)(1) of the General 7, Sections 1 through 13 of the
Commission to exempt any persons or
Securities Exchange Act of 1934 Rulebook’s shell structure.
transactions from any provision of the
(‘‘Act’’),1 and Rule 19b–4 thereunder,2 The Exchange adopted the CAT Rules
Act if such exemption is necessary or
notice is hereby given that on January to implement a consolidated audit trail
appropriate in the public interest and
29, 2018, The Nasdaq Stock Market LLC in order to capture customer and order
consistent with the protection of
(‘‘Nasdaq’’ or ‘‘Exchange’’) filed with the event information to comply with the
investors and the purposes fairly
Securities and Exchange Commission provisions of the National Market
intended by the policy and provisions of
(‘‘Commission’’) the proposed rule System Plan Governing the
the Act. Section 12(d)(1)(J) of the Act
change as described in Items I and II Consolidated Audit Trail.4 Because the
provides that the Commission may
below, which Items have been prepared CAT Rules apply across all markets and
exempt any person, security, or
by the Exchange. The Commission is to all products,5 the Exchange believes
transaction, or any class or classes of
publishing this notice to solicit it is pertinent that they be located in the
persons, securities, or transactions, from
comments on the proposed rule change General section of the Rulebook’s shell;
any provision of section 12(d)(1) if the
from interested persons. therefore, the Exchange will amend the
exemption is consistent with the public
shell structure, creating a new ‘‘General
interest and the protection of investors. I. Self-Regulatory Organization’s
7 Consolidated Audit Trail Compliance’’
Section 17(b) of the Act authorizes the Statement of the Terms of Substance of
title under ‘‘General Equity and Options
Commission to grant an order the Proposed Rule Change
Rules,’’ and make conforming changes
permitting a transaction otherwise The Exchange proposes to relocate the to the ‘‘Options Rules’’ titles; moreover,
prohibited by section 17(a) if it finds Consolidated Audit Trail Compliance this proposal is consistent with similar
that (a) the terms of the proposed rules (‘‘CAT Rules’’), currently under filings concurrently submitted by the
transaction are fair and reasonable and the 6800 Series (Rules 6810 through Affiliated Exchanges.
do not involve overreaching on the part 6896), to General 7, Sections 1 through The relocation of the CAT Rules is
of any person concerned; (b) the 13 in the Exchange’s rulebook’s part of the Exchange’s continued effort
proposed transaction is consistent with (‘‘Rulebook’’) shell structure.3 to promote efficiency and conformity of
the policies of each registered
its processes with those of its Affiliated
investment company involved; and (c) 1 15 U.S.C. 78s(b)(1). Exchanges.6 The Exchange believes that
the proposed transaction is consistent 2 17 CFR 240.19b–4. the migration of the CAT Rules to their
with the general purposes of the Act. 3 Recently, the Exchange added a shell structure
sradovich on DSK3GMQ082PROD with NOTICES
new location will facilitate the use of
Rule 17d–1(b) under the Act provides to its Rulebook with the purpose of improving
that in passing upon an application filed efficiency and readability and to align its rules
4 See Securities Exchange Act Release No. 80256
closer to those of its five sister exchanges, Nasdaq
under the rule, the Commission will BX, Inc.; Nasdaq PHLX LLC; Nasdaq ISE, LLC; (March 15, 2017), 82 FR 14526 (March 21, 2017)
Nasdaq GEMX, LLC; and Nasdaq MRX, LLC (SR–NASDAQ–2017–008) (Order Approving
6 Applicants state that any pledge of securities to (‘‘Affiliated Exchanges’’). See Securities Exchange Proposed Rule Changes To Adopt Consolidated
secure an interfund loan could constitute a Act Release No. 82175 (November 29, 2017), 82 FR Audit Trail Compliance Rules).
5 Id.
purchase of securities for purposes of section 57494 (December 5, 2017) (SR–NASDAQ–2017–
17(a)(2) of the Act. 125). 6 See footnote 3.
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![Federal Register / Vol. 83, No. 24 / Monday, February 5, 2018 / Notices 5155
the Rulebook by Members 7 of the as the Commission may designate, it has • Send an email to rule-comments@
Exchange who are members of other become effective pursuant to Section sec.gov. Please include File Number SR–
Affiliated Exchanges. Moreover, the 19(b)(3)(A)(iii) of the Act 10 and NASDAQ–2018–007 on the subject line.
proposed changes are of a non- subparagraph (f)(6) of Rule 19b–4
Paper Comments
substantive nature and will not amend thereunder.11
the relocated rules other than to update A proposed rule change filed under • Send paper comments in triplicate
their numbers and make conforming Rule 19b–4(f)(6) 12 normally does not to Secretary, Securities and Exchange
cross-reference changes. become operative prior to 30 days after Commission, 100 F Street NE,
the date of the filing. However, Rule Washington, DC 20549–1090.
2. Statutory Basis All submissions should refer to File
19b–4(f)(6)(iii) 13 permits the
The Exchange believes that its Commission to designate a shorter time Number SR–NASDAQ–2018–007. This
proposal is consistent with Section 6(b) if such action is consistent with the file number should be included on the
of the Act,8 in general, and furthers the protection of investors and the public subject line if email is used. To help the
objectives of Section 6(b)(5) of the Act,9 interest. The Exchange has asked the Commission process and review your
in particular, in that it is designed to Commission to waive the 30-day comments more efficiently, please use
promote just and equitable principles of operative delay so that the Exchange can only one method. The Commission will
trade, to remove impediments to and reorganize its Rulebook as already post all comments on the Commission’s
perfect the mechanism of a free and approved by the Commission. The internet website (http://www.sec.gov/
open market and a national market Commission believes that waiver of the rules/sro.shtml). Copies of the
system, and, in general to protect 30-day operative delay is consistent submission, all subsequent
investors and the public interest, by with the protection of investors and the amendments, all written statements
promoting efficiency and conformity of public interest. Accordingly, the with respect to the proposed rule
the Exchange’s processes with those of Commission hereby waives the change that are filed with the
the Affiliated Exchanges and to make operative delay and designates the Commission, and all written
the Exchange’s Rulebook easier to read proposed rule change as operative upon communications relating to the
and more accessible to its Members. The filing.14 proposed rule change between the
Exchange believes that the relocation of At any time within 60 days of the Commission and any person, other than
the CAT Rules and cross-reference filing of the proposed rule change, the those that may be withheld from the
updates are of a non-substantive nature. Commission summarily may public in accordance with the
temporarily suspend such rule change if provisions of 5 U.S.C. 552, will be
B. Self-Regulatory Organization’s available for website viewing and
Statement on Burden on Competition it appears to the Commission that such
action is: (i) Necessary or appropriate in printing in the Commission’s Public
The Exchange does not believe that the public interest; (ii) for the protection Reference Room, 100 F Street NE,
the proposed rule change will impose of investors; or (iii) otherwise in Washington, DC 20549, on official
any burden on competition not furtherance of the purposes of the Act. business days between the hours of
necessary or appropriate in furtherance If the Commission takes such action, the 10:00 a.m. and 3:00 p.m. Copies of the
of the purposes of the Act. The Commission shall institute proceedings filing also will be available for
proposed changes do not impose a to determine whether the proposed rule inspection and copying at the principal
burden on competition because, as should be approved or disapproved. office of the Exchange. All comments
previously stated, they (i) are of a non- received will be posted without change.
substantive nature, (ii) are intended to IV. Solicitation of Comments Persons submitting comments are
harmonize the Exchange’s rules with Interested persons are invited to cautioned that we do not redact or edit
those of its Affiliated Exchanges, and submit written data, views, and personal identifying information from
(iii) are intended to organize the arguments concerning the foregoing, comment submissions. You should
Rulebook in a way that it will ease the including whether the proposed rule submit only information that you wish
Members’ navigation and reading of the change is consistent with the Act. to make available publicly. All
rules across the Affiliated Exchanges. Comments may be submitted by any of submissions should refer to File
the following methods: Number SR–NASDAQ–2018–007 and
C. Self-Regulatory Organization’s
should be submitted on or before
Statement on Comments on the Electronic Comments February 26, 2018.
Proposed Rule Change Received from
Members, Participants, or Others • Use the Commission’s internet For the Commission, by the Division of
comment form (http://www.sec.gov/ Trading and Markets, pursuant to delegated
No written comments were either rules/sro.shtml); or authority.15
solicited or received. Eduardo A. Aleman,
III. Date of Effectiveness of the 10 15 U.S.C. 78s(b)(3)(A)(iii). Assistant Secretary.
11 17 CFR 240.19b–4(f)(6). In addition, Rule 19b–
Proposed Rule Change and Timing for [FR Doc. 2018–02171 Filed 2–2–18; 8:45 am]
4(f)(6)(iii) requires the Exchange to give the
Commission Action Commission written notice of the Exchange’s intent
BILLING CODE 8011–01–P
Because the foregoing proposed rule to file the proposed rule change, along with a brief
description and text of the proposed rule change,
change does not: (i) Significantly affect at least five business days prior to the date of filing SECURITIES AND EXCHANGE
the protection of investors or the public of the proposed rule change, or such shorter time COMMISSION
sradovich on DSK3GMQ082PROD with NOTICES
interest; (ii) impose any significant as designated by the Commission. The Exchange
burden on competition; and (iii) become has satisfied this requirement.
12 17 CFR 240.19b–4(f)(6).
Proposed Collection; Comment
operative for 30 days from the date on Request
13 17 CFR 240.19b–4(f)(6)(iii).
which it was filed, or such shorter time 14 For purposes only of waiving the 30-day
Upon Written Request, Copies Available
operative delay, the Commission has also
7 Exchange Rule 0120(i). considered the proposed rule’s impact on From: Securities and Exchange
8 15 U.S.C. 78f(b).
efficiency, competition, and capital formation. See
9 15 U.S.C. 78f(b)(5). 15 U.S.C. 78c(f). 15 17 CFR 200.30–3(a)(12).
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Document Created: 2018-02-03 01:25:01
Document Modified: 2018-02-03 01:25:01
| 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 5154 |
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