[Federal Register Volume 78, Number 221 (Friday, November 15, 2013)]
[Notices]
[Pages 68897-68901]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2013-27320]
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-70836; File No. SR-EDGX-2013-40]
Self-Regulatory Organizations; EDGX Exchange, Inc.; Notice of
Filing and Immediate Effectiveness of Proposed Rule Change To Amend
EDGX Rule 3.5 (Advertising Practices) and To Repeal Rule 3.20 (Initial
or Partial Payments) To Conform with the Rules of the Financial
Industry Regulatory Authority, Inc.
November 8, 2013.
Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934
(``Exchange Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby
given that on October 28, 2013, EDGX Exchange, Inc. (``Exchange'' or
``EDGX'') filed with the Securities and Exchange Commission
(``Commission'') the proposed rule change as described in Items I and
II below, which items have been substantially prepared by the Exchange.
The Exchange has designated the proposed rule change as constituting a
``non-controversial'' rule change under Exchange Act Rule 19b-4(f)(6),
which renders the proposal effective upon receipt of this filing by the
Commission.\3\ 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\ 17 CFR 240.19b-4(f)(6).
---------------------------------------------------------------------------
I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change
The Exchange proposes to amend EDGX Rule 3.5 (Advertising
Practices) and repeal EDGX Rule 3.20 (Initial or Partial Payments) to
conform with the rules of the Financial Industry Regulatory Authority,
Inc. (``FINRA'') for purposes of an agreement between the Exchange and
FINRA pursuant to Exchange Act Rule 17d-2.\4\ The text of the proposed
rule change is available on the Exchange's Web site at http://www.directedge.com, at the Exchange's principal office, and at the
Commission's Public Reference Room.
---------------------------------------------------------------------------
\4\ 17 CFR 240.17d-2.
---------------------------------------------------------------------------
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 the
Statutory Basis for, the Proposed Rule Change
1. Purpose
Pursuant to Exchange Act Rule 17d-2,\5\ the Exchange and FINRA
entered into an agreement to allocate regulatory responsibility for
common rules (``17d-2 Agreement''). The 17d-2 Agreement covers common
members of the Exchange and FINRA (``Common Members'') and allocates to
FINRA regulatory responsibility, with respect to Common Members, for
the following: (i) Examination of Common Members for compliance with
federal securities laws,
[[Page 68898]]
rules and regulations and rules of the Exchange that the Exchange has
certified as identical or substantially similar to FINRA rules; (ii)
investigation of Common Members for violations of federal securities
laws, rules and regulations, and the rules of the Exchange that the
Exchange has certified as identical or substantially identical to FINRA
rules; and (iii) enforcement of compliance by Common Members with the
federal securities laws, rules and regulations, and the rules of the
Exchange that the Exchange has certified as identical or substantially
similar to FINRA rules.
---------------------------------------------------------------------------
\5\ Id.
---------------------------------------------------------------------------
The 17d-2 Agreement included a certification by the Exchange that
states that the requirements contained in certain Exchange rules are
identical to, or substantially similar to, certain FINRA rules that
have been identified as comparable. To conform with comparable FINRA
rules for purposes of the 17d-2 Agreement, the Exchange proposes to:
(i) amend EDGX Rule 3.5 (Advertising Practices) and (ii) repeal EDGX
Rule 3.20 (Initial or Partial Payments).
EDGX Rule 3.5 (Advertising Practices)
The Exchange proposes to delete the current text of Rule 3.5 and
adopt text that would require Exchange members to comply with FINRA
Rule 2210 as if such Rule were part of the Exchange's rules and to
rename the rule ``Communications with the Public.'' \6\ The proposed
rule text is substantially the same as Rule 2210(a) of the Nasdaq Stock
Market LLC (``Nasdaq''), which was approved by the Commission.\7\
---------------------------------------------------------------------------
\6\ The Exchange does not propose to require that its members
comply with subparagraph (c) of FINRA Rule 2210. FINRA Rule 2210(c)
generally requires that FINRA members file certain communications
with FINRA. The Exchange believes that it is inappropriate for its
rules to require its members to file certain communications with
FINRA as such filing requirements under FINRA rules are between
FINRA and its members.
\7\ See Exchange Act Release No. 58069 (Jun. 30, 2008), 73 FR
39360 (Jul. 9, 2008) (Notice of Filing and Immediate Effectiveness).
---------------------------------------------------------------------------
Currently, Exchange Rule 3.5(d) and (f) are excluded from the 17d-2
Agreement because they are not are identical to, or substantially
similar to, certain FINRA rules. First, Exchange Rule 3.5(d) requires
that advertising and sales literature be pre-approved and signed or
initialed by a supervisor while FINRA Rule 2210(b) only requires
supervisory pre-approval for retail communication, and imposes
different supervisory review standards for institutional communication,
and correspondence. Second, Rule 3.5(f) and FINRA Rule 2210(d)(6)
contain different content requirements for testimonials. Exchange Rule
3.5(d) and (f) were, therefore, excluded from the 17d-2 Agreement
because their requirements were not identical or substantially similar
to those required under FINRA Rule 2210(b) and (d)(6) respectively. To
harmonize its rules with FINRA, the Exchange proposes to delete the
current text of Rule 3.5 and adopt text that would require its members
to comply with FINRA Rule 2210 as if it was part of the Exchange's
rules so that Rule 3.5 can be incorporated into the 17d-2 Agreement in
its entirety.
The Exchange believes that these changes would help to avoid
confusion among its members that are also FINRA members by further
aligning the Exchange Rule 3.5 with FINRA Rule 2210. The proposed
changes to Rule 3.5 are designed to enable the Exchange to incorporate
Rule 3.5 into the 17d-2 Agreement, further reducing duplicative
regulation of Exchange members that are also FINRA members.
Summary of FINRA Rule 2210
FINRA Rule 2210 generally sets forth the content, filing,
supervisory review, and record retention for FINRA members'
communications with the public. A summary of FINRA Rule 2210 is below.
A complete description of FINRA Rule 2210 is provided in FINRA's
Regulatory Notice 12-29.\8\
---------------------------------------------------------------------------
\8\ See FINRA Regulatory Notice 12-29 (June 2012) available at
http://finra.complinet.com/net_file_store/new_rulebooks/f/i/FINRANotice12_29.pdf.
---------------------------------------------------------------------------
FINRA Rule 2210 divides a member's communications with the public
into the following three categories:
Institutional communication. FINRA Rule 2210(a)(3) defines
``institutional communication'' as ``any written (including electronic)
communication that is distributed or made available only to
institutional investors, but does not include a member's internal
communications.''
Retail communication. FINRA Rule 2210(a)(5) defines
``retail communication'' as ``any written (including electronic)
communication that is distributed or made available to more than 25
retail investors within any 30-day calendar period.'' ``Retail
investor'' includes any person other than an institutional investor,
regardless of whether the person has an account with the firm.
Communications that are considered advertisements and sales literature
fall under the definition of ``retail communication.''
Correspondence. FINRA Rule 2210(a)(2) defines
``correspondence'' as ``any written (including electronic)
communication that is distributed or made available to fewer than 25
retail investors within any 30-day calendar period.''
Supervisory Review. To comply with FINRA Rules 2210(b)'s
supervisory requirements, Common Members must obtain supervisory pre-
approval of all retail communications, while institutional
communications and correspondence would be subject to supervisory
review, but not pre-approval.
Under FINRA Rule 2210(b)(1), all retail communications must be
approved by a supervisor prior to their first use or filing with FINRA
under FINRA Rule 2210(c). FINRA's Rule 2210(b)(1)'s supervisory
requirements do not apply to a retail communication if, at the time
that a member intends to publish or distribute it: (i) Another member
has filed it with FINRA and has received a letter from FINRA stating
that it appears to be consistent with applicable standards; and (ii)
the member has not materially altered it and will not use it in a
manner that is inconsistent with the conditions of FINRA's letter. The
rule's supervisory review requirements also do not apply to the
following retail communications, provided that the member supervises
and reviews such communications in the same manner as required for
supervising and reviewing correspondence pursuant to NASD Rule 3010(d):
(i) Any retail communication that is excepted from the definition of
``research report'' pursuant to NASD Rule 2711(a)(9)(A), unless the
communication makes any financial or investment recommendation; (ii)
any retail communication that is posted on an online interactive
electronic forum; and (iii) any retail communication that does not make
any financial or investment recommendation or otherwise promote a
product or service of the member.
For institutional communications, FINRA Rule 2210(b)(3) requires a
member to establish written procedures that are appropriate to its
business, size, structure, and customers for the review by an
appropriately qualified registered principal of institutional
communications used by the member and its associated persons. Such
procedures must be reasonably designed to ensure that institutional
communications comply with applicable standards. When such procedures
do not require review of all institutional communications prior to
their first use or distribution, they must include provisions for: (i)
The education and training of associated persons as to the firm's
procedures governing institutional communications; (ii) the
documentation of such education and
[[Page 68899]]
training; and (iii) surveillance and follow-up to ensure that such
procedures are implemented and adhered to. A member must maintain and
make available to FINRA upon request evidence that these supervisory
procedures have been implemented and carried out.
FINRA Rule 2210(b)(2) states that correspondence is subject to the
supervision and review requirements of NASD Rule 3010(d). Under NASD
Rule 3010(d)(2), each member shall develop written procedures that are
appropriate to its business, size, structure, and customers for the
review of incoming and outgoing written (i.e., non-electronic) and
electronic correspondence with the public relating to its investment
banking or securities business. These written procedures should include
procedures: (i) To review incoming, written correspondence directed to
registered representatives and related to the member's investment
banking or securities business; (ii) to properly identify and handle
customer complaints; and (iii) to ensure that customer funds and
securities are handled in accordance with firm procedures. When such
procedures do not require review of all correspondence prior to their
first use or distribution, they must include provisions for: (i) The
education and training of associated persons as to the firm's
procedures governing correspondence; (ii) the documentation of such
education and training; and (iii) surveillance and follow-up to ensure
that such procedures are implemented and adhered to.
Record Retention. Under FINRA Rule 2210(b)(4)(A), members must
maintain all retail communications and institutional communications for
the retention period required by Exchange Act Rule 17a-4(b) and in a
format and media that comply with Exchange Act Rule 17a-4. The records
must include:
A copy of the communication and the dates of first and (if
applicable) last use of such communication;
the name of any registered principal who approved the
communication and the date that approval was given;
in the case of a retail communication or an institutional
communication that is not approved prior to first use by a registered
principal, the name of the person who prepared or distributed the
communication;
information concerning the source of any statistical
table, chart, graph or other illustration used in the communication;
and
for any retail communication for which principal approval
is not required pursuant to FINRA Rule 2210(b)(1)(C), the name of the
member that filed the retail communication with the Department, and a
copy of the corresponding review letter from the Department.
Filing Requirements. Like Nasdaq Rule 2210(a), Exchange Rule 3.5
would expressly state that Exchange members would not be required to
comply with FINRA Rule 2210(c). FINRA Rule 2210(c) generally requires
FINRA members to file certain retail communications with FINRA prior to
their first use. Exchange members who are also FINRA members would
continue to be subject to FINRA Rule 2210(c).
Content Standards. FINRA Rule 2210(d) sets forth general content
standards for all communications. More specifically, all member
communications must be based on principles of fair dealing and good
faith, must be fair and balanced, and must provide a sound basis for
evaluating the facts in regard to any particular security or type of
security, industry, or service. No member may omit any material fact or
qualification if the omission, in light of the context of the material
presented, would cause the communication to be misleading. No member
may make any false, exaggerated, unwarranted, promissory or misleading
statement or claim in any communication. No member may publish,
circulate or distribute any communication that the member knows or has
reason to know contains any untrue statement of a material fact or is
otherwise false or misleading. Information may be placed in a legend or
footnote only in the event that such placement would not inhibit an
investor's understanding of the communication. Members must ensure that
statements are clear and not misleading within the context in which
they are made, and that they provide balanced treatment of risks and
potential benefits. Communications must be consistent with the risks of
fluctuating prices and the uncertainty of dividends, rates of return
and yield inherent to investments. Members must consider the nature of
the audience to which the communication will be directed and must
provide details and explanations appropriate to the audience.
Communications may also not predict or project performance, imply
that past performance will recur or make any exaggerated or unwarranted
claim, opinion or forecast; provided, however, communications may
include: (i) A hypothetical illustration of mathematical principles,
provided that it does not predict or project the performance of an
investment or investment strategy; (ii) an investment analysis tool, or
a written report produced by an investment analysis tool, that meets
the requirements of FINRA Rule 2214; and (iii) a price target contained
in a research report on debt or equity securities, provided that the
price target has a reasonable basis, the report discloses the valuation
methods used to determine the price target, and the price target is
accompanied by disclosure concerning the risks that may impede
achievement of the price target.
Testimonials. FINRA Rule 2210(d)(6) requires that: (i) If a
testimonial in a communication includes a technical aspect of
investing, the person making the testimonial must have the knowledge
and expertise to form a valid opinion; and (ii) retail communications
or correspondence providing any testimonial concerning the investment
advice or investment performance of a member or its products must also
prominently disclose that the testimonial: (a) may not be
representative of the experience of other customers; (b) is no
guarantee of future performance or success; and (c) is a paid
testimonial, if more than $100 in value has been paid.
Recommendations. FINRA Rule 2210(d)(7)(A) requires that retail
communications that include a recommendation of securities must have a
reasonable basis for the recommendation and must disclose, if
applicable, the following: (i) That at the time the communication was
published or distributed, the member was making a market in the
security being recommended, or in the underlying security if the
recommended security is an option or security future, or that the
member or associated persons will sell to or buy from customers on a
principal basis; (ii) that the member or any associated person that is
directly and materially involved in the preparation of the content of
the communication has a financial interest in any of the securities of
the issuer whose securities are recommended, and the nature of the
financial interest (including, without limitation, whether it consists
of any option, right, warrant, future, long or short position), unless
the extent of the financial interest is nominal; and (iii) that the
member was manager or co-manager of a public offering of any securities
of the issuer whose securities are recommended within the past 12
months. Members must provide, or offer to furnish upon request,
available investment information supporting the recommendation. When a
member
[[Page 68900]]
recommends a corporate equity security, the member must provide the
price at the time the recommendation is made.
Retail communication or correspondence may not refer, directly or
indirectly, to past specific recommendations of the member that were or
would have been profitable to any person; provided, however, that a
retail communication or correspondence may set out or offer to furnish
a list of all recommendations as to the same type, kind, grade or
classification of securities made by the member within the immediately
preceding period of not less than one year, if the communication or
list: (i) States the name of each such security recommended, the date
and nature of each such recommendation (e.g., whether to buy, sell or
hold), the market price at that time, the price at which the
recommendation was to be acted upon, and the market price of each such
security as of the most recent practicable date; and (ii) contains the
following cautionary legend, which must appear prominently within the
communication or list: ``it should not be assumed that recommendations
made in the future will be profitable or will equal the performance of
the securities in this list.''
Rule 3.20 (Initial or Partial Payments)
The Exchange also proposes to delete Exchange Rule 3.20. In January
2010, FINRA repealed NASD Rule 2450 (Initial or Partial Payments) and
does not currently include a comparable rule in its rulebook.\9\ Like
NASD Rule 2450, Exchange Rule 3.20 prohibits any arrangement whereby
the customer of an Exchange member submits partial or installment
payments for the purchase of a security with the following exceptions:
(i) If a member is acting as agent or broker in such transaction, it
must immediately make an actual purchase of the security for the
account of the customer, and immediately take possession or control of
the security and maintain possession or control of the security as long
as the member is under the obligation to deliver the security to the
customer; (ii) if a member is acting as principal in such transaction,
it must, at the time of the transaction, own such security and maintain
possession or control of the security as long as the member is under
the obligation to deliver the security to the customer; and (iii) if
applicable to the member, the provisions of Regulation T \10\ of the
Federal Reserve Board are satisfied. Rule 3.20 also prohibits a member,
whether acting as principal or agent, in connection with any
installment or partial sales transaction, from making any agreement
with a customer whereby the member would be allowed to pledge or
hypothecate any security involved in such transaction for any amount in
excess of the indebtedness of the customer to such member.
---------------------------------------------------------------------------
\9\ See Exchange Act Release No. 61542 (Feb. 18, 2010), 75 FR
8768 (Feb. 25, 2010) (Order approving proposal to repeal NASD Rule
2450).
\10\ Federal Reserve Board, Regulation T (Credit by Brokers and
Dealers), 12 CFR 220 et seq.
---------------------------------------------------------------------------
The Exchange proposes to repeal Exchange Rule 3.20 in light of the
explicit provisions in Regulation T requiring the deposit of sufficient
funds within the specified payment period. Specifically, Section 220.8
of Regulation T permits the purchase of a security in the cash account
predicated on either: (i) There being sufficient funds in the account;
or (ii) the member accepts in good faith the customer's agreement that
full cash payment will be made.\11\ The rule further stipulates that
payment must be made within a specified payment period.\12\ Regulation
T also allows the purchase of a security in a margin account, whereby a
customer must deposit an initial requirement, based upon the amount of
the transaction, within the specified payment period.
---------------------------------------------------------------------------
\11\ See Section 220.8(a)(1) of Regulation T.
\12\ According to Section 220.2 of Regulation T, payment period
means the number of business days in the standard securities
settlement cycle in the United States, as defined in Exchange Act
Rule 15c6-1(a) (17 CFR 240.15c6-1(a)), plus two business days.
---------------------------------------------------------------------------
The Exchange also believes the hypothecation prohibition in
Exchange Rule 3.20 would no longer be relevant because it is predicated
on a partial or installment payment under the rule. The Exchange notes
that, notwithstanding the repeal of Rule 3.20, members would still be
required to comply with all applicable federal securities laws,
including Regulation T.
2. Statutory Basis
The Exchange believes that the proposed rule change is consistent
with Exchange Act Section 6(b)(5),\13\ which requires, among other
things, that the Exchange's rules be 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. The Exchange believes that the
proposed rule change would further these requirements by eliminating
duplicative and unnecessary rules and advancing the development of a
more efficient and effective Exchange rulebook. The Exchange believes
that the proposed rule change would provide greater harmonization
between the Exchange and FINRA rules of similar purpose, resulting in
greater uniformity and less burdensome and more efficient regulatory
compliance. As such, the proposed rule change would foster cooperation
and coordination with persons engaged in facilitating transactions in
securities and would remove impediments to and perfect the mechanism of
a free and open market and a national market system.
---------------------------------------------------------------------------
\13\ 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 would
impose any burden on competition that is not necessary or appropriate
in furtherance of the purposes of the Exchange Act. The Exchange
believes that the proposed rule change is not designed to address any
competitive issues but rather to provide greater harmonization among
similar Exchange and FINRA rules, resulting in less burdensome and more
efficient regulatory compliance for Common Members and facilitating
FINRA's performance of its regulatory functions under the 17d-2
Agreement.
C. Self-Regulatory Organization's Statement on Comments on the Proposed
Rule Change Received From Members, Participants, or Others
The Exchange has neither solicited nor received written comments on
the proposed rule change.
III. Date of Effectiveness of the Proposed Rule Change and Timing for
Commission Action
The Exchange filed the proposed rule change pursuant to Exchange
Act Section 19(b)(3)(A) \14\ and Rule 19b-4(f)(6) \15\ thereunder.
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 for 30
days after the date of the filing, 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 Exchange Act Section 19(b)(3)(A) and Rule 19b-4(f)(6)
thereunder.\16\
---------------------------------------------------------------------------
\14\ 15 U.S.C. 78s(b)(3)(A).
\15\ See supra note 3.
\16\ Exchange Act Rule 19b-4(f)(6) also requires the Exchange 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 satisfied this
requirement.
---------------------------------------------------------------------------
[[Page 68901]]
A proposed rule change filed under Rule 19b-4(f)(6) normally does
not become operative for 30 days after the date of filing. Pursuant to
Rule 19b-4(f)(6)(iii), however, the Commission may designate a shorter
time if such action is consistent with the protection of investors and
the public interest.\17\ The Exchange has asked the Commission to waive
the 30-day operative delay so that the proposal may become operative
immediately upon filing.
---------------------------------------------------------------------------
\17\ 17 CFR 240.19b-4(f)(6)(iii).
---------------------------------------------------------------------------
The Commission believes that waiving the 30-day operative delay is
consistent with the protection of investors and the public interest
because it will allow the Exchange to immediately conform its rules to
corresponding FINRA rules. This will ensure that such EDGX rules will
continue to be covered by the existing 17d-2 Agreement between the
Exchange and FINRA. As noted by the Exchange, amending EDGX Rule 3.5
would harmonize Exchange and FINRA rules of similar purpose reducing
duplicative regulation of Common Members. In addition, the Commission
believes that the repeal of Rule 3.20 would eliminate an unnecessary
rule from the Exchange's rulebook. Accordingly, the Commission hereby
grants the Exchange's request and waives the 30-day operative
delay.\18\
---------------------------------------------------------------------------
\18\ For purposes of waiving the 30-day operative delay, 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 sixty (60) days of the filing of such proposed
rule change, the Commission may summarily 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 Exchange 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 Exchange Act. Comments may be submitted
by any of the following methods:
Electronic Comments
Use the Commission's Internet comment form (http://www.sec.gov/rules/sro.shtml); or
Send an email to [email protected]. Please
include File Number SR-EDGX-2013-40 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-EDGX-2013-40. 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 Web site (http://www.sec.gov/rules/sro.shtml). Copies
of the submission, all subsequent amendments, all written statements
with respect to the proposed rule change that are filed with the
Commission, and all written communications relating to the proposed
rule change between the Commission and any person, other than those
that may be withheld from the public in accordance with the provisions
of 5 U.S.C. 552, will be available for Web site viewing and printing in
the Commission's Public Reference Room, 100 F Street NE., Washington,
DC 20549, on official business days between the hours of 10:00 a.m. and
3:00 p.m. Copies of the filing also will be available for inspection
and copying at the principal office of the Exchange. All comments
received will be posted without change; the Commission does not edit
personal identifying information from submissions. You should submit
only information that you wish to make available publicly. All
submissions should refer to File Number SR-EDGX-2013-40 and should be
submitted on or before December 6, 2013.
---------------------------------------------------------------------------
\19\ 17 CFR 200.30-3(a)(12).
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\19\
Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2013-27320 Filed 11-14-13; 8:45 am]
BILLING CODE 8011-01-P