[Federal Register Volume 76, Number 139 (Wednesday, July 20, 2011)]
[Notices]
[Pages 43357-43359]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2011-18194]
=======================================================================
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-64887; File No. SR-NYSEAMEX-2011-51]
Self-Regulatory Organizations; NYSE Amex LLC; Notice of Filing
and Immediate Effectiveness of Proposed Rule Change Conforming Certain
of Its Financial Responsibility and Related Operational Rules to a
Recently-Approved Financial Industry Regulatory Authority Rule Change
July 14, 2011.
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 July 13, 2011, NYSE Amex LLC (the ``Exchange'' or ``NYSE
Amex'') 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 conform certain of its financial
responsibility and related operational Rules to a recently-approved
Financial Industry Regulatory Authority (``FINRA'') rule change.\4\ The
text of the proposed rule change is available at the Exchange, the
Commission's Public Reference Room, and http://www.nyse.com.
---------------------------------------------------------------------------
\4\ See Securities Exchange Act Release No. 63375 (November 24,
2010), 75 FR 74759 (December 1, 2010) (Notice of filing of SR-FINRA-
2010-061). See also Securities Exchange Act Release No. 63999 (March
1, 2011), 76 FR 12380 (March 7, 2011) (Notice of filing of amendment
number 1 and order granting accelerated approval of SR-FINRA-2010-
061).
---------------------------------------------------------------------------
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 conform certain of its financial
responsibility and related operational Rules to a recently-approved
FINRA rule change.
Background
On July 30, 2007, FINRA's predecessor, the National Association of
Securities Dealers, Inc. (``NASD''), and NYSE Regulation, Inc.
(``NYSER'') consolidated their member firm regulation operations into a
combined organization, FINRA. Pursuant to Rule 17d-2 under the
Securities Exchange Act of 1934, as amended (the ``Act''), New York
Stock Exchange, LLC (``NYSE''), NYSER and FINRA entered into an
agreement (the ``Agreement'') to reduce regulatory duplication for
their members by allocating to FINRA certain regulatory
responsibilities for certain NYSE rules and rule interpretations
(``FINRA Incorporated NYSE Rules''). NYSE Amex became a party to the
Agreement effective December 15, 2008.\5\
---------------------------------------------------------------------------
\5\ See Securities Exchange Act Release Nos. 56148 (July 26,
2007), 72 FR 42146 (August 1, 2007) (order approving the Agreement);
56147 (July 26, 2007), 72 FR 42166 (August 1, 2007) (SR-NASD-2007-
054) (order approving the incorporation of certain NYSE Rules as
``Common Rules''); and 60409 (July 30, 2009), 74 FR 39353 (August 6,
2009) (order approving the amended and restated Agreement, adding
NYSE Amex LLC as a party). Paragraph 2(b) of the Agreement sets
forth procedures regarding proposed changes by FINRA, NYSE or NYSE
Amex to the substance of any of the Common Rules.
---------------------------------------------------------------------------
As part of its effort to reduce regulatory duplication and relieve
firms that are members of FINRA, NYSE and NYSE Amex of conflicting or
unnecessary regulatory burdens, FINRA is now engaged in the process of
reviewing and amending the NASD and FINRA Incorporated NYSE Rules in
order to create a consolidated FINRA rulebook.\6\
---------------------------------------------------------------------------
\6\ FINRA's rulebook currently has three sets of rules: (1) NASD
Rules, (2) FINRA Incorporated NYSE Rules, and (3) consolidated FINRA
Rules. The FINRA Incorporated NYSE Rules apply only to those members
of FINRA that are also members of the NYSE (``Dual Members''), while
the consolidated FINRA Rules apply to all FINRA members. For more
information about the FINRA rulebook consolidation process. See
FINRA Information Notice, March 12, 2008.
---------------------------------------------------------------------------
In connection with the rule consolidation efforts between the
Exchange and FINRA, FINRA recently received approval for the adoption
of certain financial responsibility and related operational rules in
the consolidated FINRA Rules, including Rules 4150 (Guarantees by, or
Flow Through Benefits for, Members), 4311 (Carrying Agreements), 4522
(Periodic Security Counts, Verifications and Comparisons) and 4523
(Assignment of Responsibility for General Ledger Accounts and
Identification of Suspense Accounts) and for the deletion of NASD Rule
3230, FINRA Incorporated NYSE Rules 322, 382, 440.10 and 440.20 and
FINRA Incorporated NYSE Rule Interpretations 382/01 through 382/05,
409(a)/01 and 440.20/01.\7\
---------------------------------------------------------------------------
\7\ See supra note 4.
---------------------------------------------------------------------------
The Exchange proposes to adopt the FINRA rule changes within its
own Rules as follows. First, the Exchange proposes to delete the text
of NYSE
[[Page 43358]]
Amex Equities Rules 322, 382 and Supplementary Material .10 and .20 to
Rule 440.
Second, the Exchange proposes to adopt the text of FINRA Rules
4150, 4311, 4522 and 4523 as NYSE Amex Equities Rules 4150, 4311, 4522
and 4523, with certain technical changes. Specifically, for consistency
with Exchange rules, the Exchange proposes to change all references to
``members'' to ``member organizations.''
Third, the Exchange proposes certain technical changes to delete
cross-references to the NYSE Amex Equities Rules that are proposed to
be deleted, as identified above, which will no longer be applicable or,
in certain circumstances, replace them with cross-references to the
newly proposed NYSE Amex Equities Rules, where applicable. The
technical changes are proposed within NYSE Amex Equities Rules 405, 409
and 416.
The Exchange proposes that these changes be effective on the same
date as FINRA makes FINRA Rules 4150, 4311, 4522 and 4523 effective.\8\
---------------------------------------------------------------------------
\8\ See FINRA Regulatory Notice 11-26. The implementation date
is currently scheduled for August 1, 2011. NYSE Amex has also
submitted a companion rule filing amending its rules in accordance
with FINRA's rule changes. See SR-NYSE-2011-33.
---------------------------------------------------------------------------
2. Statutory Basis
The proposed rule change is consistent with Section 6(b) of the
Act,\9\ in general, and furthers the objectives of Section 6(b)(5),\10\
in particular, in that it is designed to prevent fraudulent and
manipulative acts and practices, to promote just and equitable
principles of trade, to foster cooperation and coordination with
persons engaged in facilitating transactions in securities, and to
remove impediments to and perfect the mechanism of a free and open
market and a national market system. Specifically, the Exchange
believes that the proposed rule change supports the objectives of the
Act by providing greater harmonization between NYSE Amex Equities Rules
and FINRA Rules of similar purpose, resulting in less burdensome and
more efficient regulatory compliance. To the extent the Exchange has
proposed changes that differ from the FINRA version of the Rules, such
changes are technical in nature and do not change the substance of the
proposed NYSE Amex Equities Rules.
---------------------------------------------------------------------------
\9\ 15 U.S.C. 78f(b).
\10\ 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 that is not necessary or appropriate
in furtherance of the purposes of the Act.
C. Self-Regulatory Organization's Statement on Comments on the Proposed
Rule Change Received From Members, Participants, or Others
No written comments were solicited or received with respect to the
proposed rule change.
III. Date of Effectiveness of the Proposed Rule Change and Timing for
Commission Action
The Exchange has filed the proposed rule change pursuant to Section
19(b)(3)(A)(iii) of the Act \11\ and Rule 19b-4(f)(6) thereunder.\12\
Because the proposed rule change does not: (i) Significantly affect the
protection of investors or the public interest; (ii) impose any
significant burden on competition; and (iii) become operative prior to
30 days from the date on which it was filed, or such shorter time as
the Commission may designate, if consistent with the protection of
investors and the public interest, the proposed rule change has become
effective pursuant to Section 19(b)(3)(A) of the Act and Rule 19b-
4(f)(6)(iii) thereunder.
---------------------------------------------------------------------------
\11\ 15 U.S.C. 78s(b)(3)(A)(iii).
\12\ 17 CFR 240.19b-4(f)(6).
---------------------------------------------------------------------------
A proposed rule change filed under Rule 19b-4(f)(6) \13\ normally
does not become operative prior to 30 days after the date of the
filing. However, pursuant to Rule 19b4(f)(6)(iii),\14\ the Commission
may 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 proposal
may become operative immediately upon filing. The Commission hereby
grants that request. The proposed rule change provides greater
harmonization between NYSE Amex Rules and FINRA Rules of similar
purpose. The Commission believes that such harmonization increases
regulatory compliance while reducing the burden of such compliance.
Waiving the 30-day operative delay will enable this change to be
implemented immediately so that the benefits associated with regulatory
harmonization may be realized promptly. Therefore, the Commission
believes it is consistent with the protection of investors and public
interest to waive the 30-day operative delay and designate the proposal
as operative upon filing.\15\
---------------------------------------------------------------------------
\13\ 17 CFR 240.19b-4(f)(6).
\14\ 17 CFR 240.19b-4(f)(6)(iii).
\15\ For purposes only of waiving the operative delay for this
proposal, the Commission has 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 such proposed rule
change, the Commission summarily may temporarily suspend such rule
change if it appears to the Commission that such action is necessary or
appropriate in the public interest, for the protection of investors, or
otherwise in furtherance of the purposes of the Act.
IV. Solicitation of Comments
Interested persons are invited to submit written data, views, and
arguments concerning the foregoing, including whether the proposed rule
change is consistent with the Act. Comments may be submitted by any of
the following methods:
Electronic Comments
Use the Commission's Internet comment form (http://www.sec.gov/rules/sro.shtml); or
Send an e-mail to [email protected]. Please include
File Number SR-NYSEAMEX-2011-51 on the subject line.
Paper Comments
Send paper comments in triplicate to Elizabeth M. Murphy,
Secretary, Securities and Exchange Commission, 100 F Street, NE.,
Washington, DC 20549-1090.
All submissions should refer to File Number SR-NYSEAMEX-2011-51. This
file number should be included on the subject line if e-mail is used.
To help the Commission process and review your comments more
efficiently, please use only one method. The Commission will post all
comments on the Commission's Internet Web site (http://www.sec.gov/rules/sro.shtml). Copies of the submission, all subsequent amendments,
all written statements with respect to the proposed rule change that
are filed with the Commission, and all written communications relating
to the proposed rule change between the Commission and any person,
other than those that may be withheld from the public in accordance
with the provisions of 5 U.S.C. 552, will be available for Web site
viewing and printing in the Commission's Public Reference Room on
official business days between the hours of 10 a.m. and 3 p.m. Copies
of such filings also will be available for inspection and copying
[[Page 43359]]
at the principal office of the Exchange. All comments received will be
posted without change; the Commission does not edit personal
identifying information from submissions. You should submit only
information that you wish to make available publicly.
All submissions should refer to File Number SR-NYSEAMEX-2011-51 and
should be submitted on or before August 10, 2011.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\16\
---------------------------------------------------------------------------
\16\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------
Cathy H. Ahn,
Deputy Secretary.
[FR Doc. 2011-18194 Filed 7-19-11; 8:45 am]
BILLING CODE 8011-01-P