Self-Regulatory Organizations; NYSE MKT LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change Amending Supplementary Material .10 to Rule 103B-Equities To Provide That Any Senior Official of a Listed Company With the Rank of Corporate Secretary or Higher Can Sign the Written Request of a Listed Company Seeking To Change Its Designated Market Maker Unit, 7392-7394 [2016-02729]
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<![CDATA[
7392
Federal Register / Vol. 81, No. 28 / Thursday, February 11, 2016 / Notices
number, or for an applicant using the
Company name box, at https://
www.sec.gov/search/search.htm, or by
calling (202) 551–8090.
mstockstill on DSK4VPTVN1PROD with NOTICES
Summary of the Application
1. Applicants request an order to
permit (a) a Fund 1 (each a ‘‘Fund of
Funds’’) to acquire shares of Underlying
Funds 2 in excess of the limits in
sections 12(d)(1)(A) and (C) of the Act
and (b) the Underlying Funds that are
registered open-end investment
companies or series thereof, their
principal underwriters and any broker
or dealer registered under the Securities
Exchange Act of 1934 to sell shares of
the Underlying Fund to the Fund of
Funds in excess of the limits in section
12(d)(1)(B) of the Act.3 Applicants also
request an order of exemption under
sections 6(c) and 17(b) of the Act from
the prohibition on certain affiliated
transactions in section 17(a) of the Act
to the extent necessary to permit the
Underlying Funds to sell their shares to,
and redeem their shares from, the Funds
of Funds.4 Applicants state that such
transactions will be consistent with the
policies of each Fund of Funds and each
Underlying Fund and with the general
1 Applicants request that the order apply to each
existing and future series of Good Hill ETF Trust
and to each existing and future registered open-end
investment company or series thereof that is
advised by Good Hill Partners LP or its successor
or by any entity controlling, controlled by or under
common control with Good Hill Partners LP or its
successor and is part of the same ‘‘group of
investment companies’’ as Good Hill ETF Trust
(each, a ‘‘Fund’’). For purposes of the requested
order, ‘‘successor’’ is limited to an entity that
results from a reorganization into another
jurisdiction or a change in the type of business
organization. For purposes of the request for relief,
the term ‘‘group of investment companies’’ means
any two or more investment companies, including
closed-end investment companies and business
development companies, that hold themselves out
to investors as related companies for purposes of
investment and investor services.
2 Certain of the Underlying Funds have obtained
exemptions from the Commission necessary to
permit their shares to be listed and traded on a
national securities exchange at negotiated prices
and, accordingly, to operate as an exchange-traded
fund (‘‘ETF’’).
3 Applicants represent that a Funds of Funds will
not invest in reliance on the order in business
development companies or closed-end investment
companies that are not listed and traded on a
national securities exchange.
4 A Fund of Funds generally would purchase and
sell shares of an Underlying Fund that operates as
an ETF through secondary market transactions
rather than through principal transactions with the
Underlying Fund. Applicants nevertheless request
relief from section 17(a) to permit a Fund of Funds
to purchase or redeem shares from the ETF. A Fund
of Funds will purchase and sell shares of an
Underlying Fund that is a closed-end fund through
secondary market transactions at market prices
rather than through principal transactions with the
closed-end fund. Accordingly, applicants are not
requesting section 17(a) relief with respect to
transactions in shares of closed-end funds
(including business development companies).
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purposes of the Act and will be based
on the net asset values of the
Underlying Funds.
2. Applicants agree that any order
granting the requested relief will be
subject to the terms and conditions
stated in the application. Such terms
and conditions are designed to, among
other things, help prevent any potential
(i) undue influence over an Underlying
Fund that is not in the same ‘‘group of
investment companies’’ as the Fund of
Funds through control or voting power,
or in connection with certain services,
transactions, and underwritings, (ii)
excessive layering of fees, and (iii)
overly complex fund structures, which
are the concerns underlying the limits
in sections 12(d)(1)(A), (B), and (C) of
the Act.
3. Section 12(d)(1)(J) of the Act
provides that the Commission may
exempt any person, security, or
transaction, or any class or classes of
persons, securities, or transactions, from
any provision of section 12(d)(1) if the
exemption is consistent with the public
interest and the protection of investors.
Section 17(b) of the Act authorizes the
Commission to grant an order
permitting a transaction otherwise
prohibited by section 17(a) if it finds
that (a) the terms of the proposed
transaction are fair and reasonable and
do not involve overreaching on the part
of any person concerned; (b) the
proposed transaction is consistent with
the policies of each registered
investment company involved; and (c)
the proposed transaction is consistent
with the general purposes of the Act.
Section 6(c) of the Act permits the
Commission to exempt any persons or
transactions from any provision of the
Act if such exemption is necessary or
appropriate in the public interest and
consistent with the protection of
investors and the purposes fairly
intended by the policy and provisions of
the Act.
For the Commission, by the Division of
Investment Management, pursuant to
delegated authority.
Brent J. Fields,
Secretary.
[FR Doc. 2016–02764 Filed 2–10–16; 8:45 am]
BILLING CODE 8011–01–P
PO 00000
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–77074; File No. SR–
NYSEMKT–2016–14]
Self-Regulatory Organizations; NYSE
MKT LLC; Notice of Filing and
Immediate Effectiveness of Proposed
Rule Change Amending
Supplementary Material .10 to Rule
103B—Equities To Provide That Any
Senior Official of a Listed Company
With the Rank of Corporate Secretary
or Higher Can Sign the Written
Request of a Listed Company Seeking
To Change Its Designated Market
Maker Unit
February 5, 2016.
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
27, 2016, NYSE MKT LLC (the
‘‘Exchange’’ or ‘‘NYSE MKT’’) filed with
the Securities and Exchange
Commission (‘‘SEC’’ or ‘‘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.
I. Self-Regulatory Organization’s
Statement of the Terms of Substance of
the Proposed Rule Change
The Exchange proposes to amend
Supplementary Material .10 to Rule
103B—Equities to provide that any
senior official of a listed company with
the rank of Corporate Secretary or
higher can sign the written request of a
listed company seeking to change its
designated market maker (‘‘DMM’’) unit.
The proposed rule change is available
on the Exchange’s Web site at
www.nyse.com, at the principal office of
the Exchange, and at the Commission’s
Public Reference Room.
II. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
In its filing with the Commission, the
self-regulatory organization included
statements concerning the purpose of,
and basis for, the proposed rule change
and discussed any comments it received
on the proposed rule change. The text
of those statements may be examined at
the places specified in Item IV below.
The Exchange has prepared summaries,
set forth in sections A, B, and C below,
1 15
2 17
Frm 00109
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U.S.C. 78s(b)(1).
CFR 240.19b–4.
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Federal Register / Vol. 81, No. 28 / Thursday, February 11, 2016 / Notices
of the most significant parts of such
statements.
2. Statutory Basis
A. Self-Regulatory Organization’s
Statement of the Purpose of, and the
Statutory Basis for, the Proposed Rule
Change
mstockstill on DSK4VPTVN1PROD with NOTICES
1. Purpose
The Exchange proposes to amend
Supplementary Material .10 to Rule
103B—Equities to provide that any
senior official of a listed company with
the rank of Corporate Secretary or
higher can sign the written request of a
listed company seeking to change its
DMM unit required by that provision.
Supplementary Material .10 to Rule
103B—Equities establishes a process to
be followed by any listed company
wishing to change to a new DMM unit.
The rule provides that a listed company
wishing to change DMM units must file
with the Corporate Secretary of the
Exchange a written notice (the ‘‘Issuer
Notice’’), signed by the company’s chief
executive officer. The Issuer Notice is
required to indicate the specific issues
prompting this request. It has been the
Exchange’s experience that companies
have occasionally found it burdensome
to obtain the signature of their CEO for
purposes of submitting an Issuer Notice
and that this requirement has caused an
undesirable delay when companies are
making their submissions. We also note
that this requirement is inconsistent
with the provisions of Rule 103B—
Equities in relation to an issuer’s initial
selection of a DMM, which provides
that any senior official with the rank of
Corporate Secretary or higher (or, in the
case of a structured product listing, a
senior officer of the issuer) can sign the
notice in which a listed company
informs the Exchange of its initial
selection of a DMM unit. It has been the
Exchange’s experience that a senior
officer other than the chief executive
officer often manages the DMM
relationship on behalf of the listed
company and has authority to take
action in relation to that relationship.
We also note that the NYSE recently
amended its parallel provision (Section
806.01 of the NYSE’s Listed Company
Manual) to address this issue by
providing that an Issuer Notice may be
signed by an official of the listed
company with the rank of Corporate
Secretary or higher.3 Consequently, we
propose to amend Supplementary
Material .10 to Rule 103B—Equities to
make the same change.
3 See Securities Exchange Act Release No. 76591
(December 8, 2015), 80 FR 77392 (December 14,
2015) (SR–NYSE–2015–63).
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The Exchange believes that the
proposed rule change is consistent with
Section 6(b) 4 of the Act, in general, and
furthers the objectives of Section 6(b)(5)
of the Act,5 in particular in that it is
designed to promote just and equitable
principles of trade, to foster cooperation
and coordination with persons engaged
in regulating, clearing, settling,
processing information with respect to,
and facilitating transactions in
securities, to remove impediments to
and perfect the mechanism of a free and
open market and a national market
system, and, in general, to protect
investors and the public interest and is
not designed to permit unfair
discrimination between customers,
issuers, brokers, or dealers. The
Exchange believes that the proposed
amendment is consistent with the
investor protection objectives of Section
6(b)(5) because it is designed to ensure
that listed companies are able to
expeditiously change their DMM unit
when senior management of the listed
company believes it is desirable to do
so. An effective relationship between
the listed company and the DMM is
important to the maintenance of a high
quality market for the company’s
securities and is therefore in the
interests of investors.
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 purpose of the Act. The proposed
rule change is designed to permit listed
companies to apply for a change in the
DMM unit allocated to their securities
on the basis of a notice signed by any
officer with the title of Corporate
Secretary or higher rather than requiring
that it be signed in all cases by the CEO,
as is currently the case. The proposed
amendment simply provides more
flexibility in providing the required
paperwork and conforms the signing
requirements with respect to the
commencement and severing of a listed
company’s relationship with its DMM
unit, but does not change any of the
substantive rights of the listed company
or the DMM unit in any way. As such,
the Exchange does not expect the rule
change to have any significant impact
on competition.
4 15
5 15
PO 00000
U.S.C. 78f(b).
U.S.C. 78f(b)(5).
Frm 00110
Fmt 4703
Sfmt 4703
7393
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 6 and Rule
19b–4(f)(6) thereunder.7 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 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 8 and Rule 19b–4(f)(6)
thereunder.9
A proposed rule change filed under
Rule 19b–4(f)(6) 10 normally does not
become operative prior to 30 days after
the date of the filing. However, pursuant
to Rule 19b–4(f)(6)(iii),11 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 proposed
rule change may become operative
immediately. The Exchange believes
that providing greater flexibility in the
preparation of the paperwork needed to
request a change of DMM unit is in the
interests of investors as it is important
to the maintenance of a high quality
market for an issuer’s stock that the
issuer has a good relationship with its
DMM. As the Exchange notes in its
filing, the proposal would better
conform the process for changing a
DMM to that which is used for initially
selecting a DMM. In particular, the
officer’s signature that would be
required to change a company’s DMM
6 15
U.S.C. 78s(b)(3)(A)(iii).
CFR 240.19b–4(f)(6).
8 15 U.S.C. 78s(b)(3)(A).
9 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.
10 17 CFR 240.19b–4(f)(6).
11 17 CFR 240.19b–4(f)(6)(iii).
7 17
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7394
Federal Register / Vol. 81, No. 28 / Thursday, February 11, 2016 / Notices
must be that of a senior official at the
company with a rank of Corporate
Secretary or above. Based on the
foregoing, the Commission believes that
waiving the 30-day operative delay is
consistent with the protection of
investors and the public interest. For
this reason, the Commission hereby
waives the 30-day operative delay and
designates the proposal operative upon
filing.12
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. If the
Commission takes such action, the
Commission shall institute proceedings
to determine whether the proposed rule
change 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 Comments
• Use the Commission’s Internet
comment form (https://www.sec.gov/
rules/sro.shtml); or
• Send an email to rule-comments@
sec.gov. Please include File Number SR–
NYSEMKT–2016–14 on the subject line.
mstockstill on DSK4VPTVN1PROD with NOTICES
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–NYSEMKT–2016–14. 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 Web site (https://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
12 For purposes only 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).
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16:52 Feb 10, 2016
Jkt 238001
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–
NYSEMKT–2016–14, and should be
submitted on or before March 3, 2016.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.13
Brent J. Fields,
Secretary.
[FR Doc. 2016–02729 Filed 2–10–16; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–77072; File No. SR–NYSE–
2015–53]
Self-Regulatory Organizations; New
York Stock Exchange LLC; Notice of
Filing of Amendment No. 1 and Order
Granting Accelerated Approval of
Proposed Rule Change, as Modified by
Amendment No. 1, To Provide That the
Co-Location Services Offered by the
Exchange Include Three Time Feeds
and Four Partial Cabinet Bundle
Options
February 5, 2016.
I. Introduction
On November 27, 2015 the New York
Stock Exchange LLC (‘‘the Exchange’’)
filed with the Securities and Exchange
Commission (‘‘Commission’’), pursuant
to Section 19(b)(1) of the Securities
Exchange Act of 1934 (‘‘Act’’) 1 and Rule
19b–4 thereunder,2 a proposed rule
change to provide that the co-location
services offered by the Exchange
include three time feeds and four
bundles of co-location services (‘‘Partial
Cabinet Solution bundles’’). The
proposed rule change was published for
comment in the Federal Register on
13 17
CFR 200.30–3(a)(12), (59).
U.S.C. 78s(b)(1).
2 17 CFR 240.19b–4.
1 15
PO 00000
Frm 00111
Fmt 4703
Sfmt 4703
December 16, 2015.3 The Commission
received one comment letter on the
proposed rule change.4 On January 20,
2016, the Exchange filed a response
letter.5 On January 28, 2016, the
Exchange filed Amendment No. 1 to the
proposed rule change.6 The Commission
is publishing this notice to solicit
comments on Amendment No. 1 from
interested persons and is approving the
proposed rule change, as modified by
Amendment No. 1, on an accelerated
basis.
II. Description of the Proposal, as
Modified by Amendment No. 1
The Exchange proposes to change its
rules to provide that the co-location
services offered by the Exchange
include three time feeds and four Partial
Cabinet Solution bundles, and to
establish fees for these services.
Time Feeds
The Exchange proposes to offer Users
the option to purchase connectivity to
one or more of three time feeds.7 Each
proposed time feed provides a feed with
the current time of day using one of
three different time protocols: Global
Positioning System (‘‘GPS’’) Time
Source, the Network Time Protocol
(‘‘NTP’’), and Precision Timing Protocol
3 See Securities Exchange Act Release No. 34–
76612 (December 10, 2015), 80 FR 78269
(‘‘Notice’’). On January 28, 2016, the Exchange
consented to extending the time period for the
Commission to either approve or disapprove the
proposed rule change, or to institute proceedings to
determine whether to approve or disapprove the
proposed rule change, to February 5, 2016.
4 See letter from Kermit Kubitz to the
Commission, dated January 6, 2016 (‘‘Kubitz
Letter’’).
5 See letter from Martha Redding Senior Counsel
& Assistant Secretary, NYSE to Brent J. Fields,
Secretary of the Commission, dated January 20,
2016 (‘‘Exchange Response Letter’’).
6 Amendment No. 1 (i) updates the proposal to
specify that that Partial Cabinet Solution Bundles,
originally proposed to be offered on January 1,
2016, instead will be offered on the date that is the
later of February 1, 2016 and the date of any
Commission approval of the proposal; and (ii) as
described further below, adds clarity to the
proposal by specifying the differences in precision
among the three time feeds.
7 For purposes of the Exchange’s co-location
services, a ‘‘User’’ means any market participant
that requests to receive co-location services directly
from the Exchange, a ‘‘Hosting User’’ means a User
that hosts a Hosted Customer in the User’s colocation space, and a ‘‘Hosted Customer’’ means a
customer of a Hosting User that is hosted in a
Hosting User’s co-location space. See Securities
Exchange Act Release No. 76008 (September 29,
2015), 80 FR 60190 (October 5, 2015) (SR–NYSE–
2015–40). As specified in the Price List, a User that
incurs co-location fees for a particular co-location
service pursuant thereto would not be subject to colocation fees for the same co-location service
charged by the Exchange’s affiliates NYSE MKT
LLC and NYSE Arca, Inc. See Securities Exchange
Act Release No. 70206 (August 15, 2013), 78 FR
51765 (August 21, 2013) (SR–NYSE–2013–59).
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]]>Agencies
[Federal Register Volume 81, Number 28 (Thursday, February 11, 2016)]
[Notices]
[Pages 7392-7394]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2016-02729]
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-77074; File No. SR-NYSEMKT-2016-14]
Self-Regulatory Organizations; NYSE MKT LLC; Notice of Filing and
Immediate Effectiveness of Proposed Rule Change Amending Supplementary
Material .10 to Rule 103B--Equities To Provide That Any Senior Official
of a Listed Company With the Rank of Corporate Secretary or Higher Can
Sign the Written Request of a Listed Company Seeking To Change Its
Designated Market Maker Unit
February 5, 2016.
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 27, 2016, NYSE MKT LLC (the ``Exchange'' or ``NYSE MKT'')
filed with the Securities and Exchange Commission (``SEC'' or
``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 amend Supplementary Material .10 to Rule
103B--Equities to provide that any senior official of a listed company
with the rank of Corporate Secretary or higher can sign the written
request of a listed company seeking to change its designated market
maker (``DMM'') unit. The proposed rule change is available on the
Exchange's Web site at www.nyse.com, at the principal office of the
Exchange, and at the Commission's Public Reference Room.
II. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change
In its filing with the Commission, the self-regulatory organization
included statements concerning the purpose of, and basis for, the
proposed rule change and discussed any comments it received on the
proposed rule change. The text of those statements may be examined at
the places specified in Item IV below. The Exchange has prepared
summaries, set forth in sections A, B, and C below,
[[Page 7393]]
of the most significant parts of such statements.
A. Self-Regulatory Organization's Statement of the Purpose of, and the
Statutory Basis for, the Proposed Rule Change
1. Purpose
The Exchange proposes to amend Supplementary Material .10 to Rule
103B--Equities to provide that any senior official of a listed company
with the rank of Corporate Secretary or higher can sign the written
request of a listed company seeking to change its DMM unit required by
that provision.
Supplementary Material .10 to Rule 103B--Equities establishes a
process to be followed by any listed company wishing to change to a new
DMM unit. The rule provides that a listed company wishing to change DMM
units must file with the Corporate Secretary of the Exchange a written
notice (the ``Issuer Notice''), signed by the company's chief executive
officer. The Issuer Notice is required to indicate the specific issues
prompting this request. It has been the Exchange's experience that
companies have occasionally found it burdensome to obtain the signature
of their CEO for purposes of submitting an Issuer Notice and that this
requirement has caused an undesirable delay when companies are making
their submissions. We also note that this requirement is inconsistent
with the provisions of Rule 103B--Equities in relation to an issuer's
initial selection of a DMM, which provides that any senior official
with the rank of Corporate Secretary or higher (or, in the case of a
structured product listing, a senior officer of the issuer) can sign
the notice in which a listed company informs the Exchange of its
initial selection of a DMM unit. It has been the Exchange's experience
that a senior officer other than the chief executive officer often
manages the DMM relationship on behalf of the listed company and has
authority to take action in relation to that relationship. We also note
that the NYSE recently amended its parallel provision (Section 806.01
of the NYSE's Listed Company Manual) to address this issue by providing
that an Issuer Notice may be signed by an official of the listed
company with the rank of Corporate Secretary or higher.\3\
Consequently, we propose to amend Supplementary Material .10 to Rule
103B--Equities to make the same change.
---------------------------------------------------------------------------
\3\ See Securities Exchange Act Release No. 76591 (December 8,
2015), 80 FR 77392 (December 14, 2015) (SR-NYSE-2015-63).
---------------------------------------------------------------------------
2. Statutory Basis
The Exchange believes that the proposed rule change is consistent
with Section 6(b) \4\ of the Act, in general, and furthers the
objectives of Section 6(b)(5) of the Act,\5\ in particular in that it
is designed to promote just and equitable principles of trade, to
foster cooperation and coordination with persons engaged in regulating,
clearing, settling, processing information with respect to, and
facilitating transactions in securities, to remove impediments to and
perfect the mechanism of a free and open market and a national market
system, and, in general, to protect investors and the public interest
and is not designed to permit unfair discrimination between customers,
issuers, brokers, or dealers. The Exchange believes that the proposed
amendment is consistent with the investor protection objectives of
Section 6(b)(5) because it is designed to ensure that listed companies
are able to expeditiously change their DMM unit when senior management
of the listed company believes it is desirable to do so. An effective
relationship between the listed company and the DMM is important to the
maintenance of a high quality market for the company's securities and
is therefore in the interests of investors.
---------------------------------------------------------------------------
\4\ 15 U.S.C. 78f(b).
\5\ 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 purpose of the Act. The proposed rule change is
designed to permit listed companies to apply for a change in the DMM
unit allocated to their securities on the basis of a notice signed by
any officer with the title of Corporate Secretary or higher rather than
requiring that it be signed in all cases by the CEO, as is currently
the case. The proposed amendment simply provides more flexibility in
providing the required paperwork and conforms the signing requirements
with respect to the commencement and severing of a listed company's
relationship with its DMM unit, but does not change any of the
substantive rights of the listed company or the DMM unit in any way. As
such, the Exchange does not expect the rule change to have any
significant impact on competition.
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 \6\ and Rule 19b-4(f)(6) thereunder.\7\
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 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 \8\ and Rule 19b-
4(f)(6) thereunder.\9\
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\6\ 15 U.S.C. 78s(b)(3)(A)(iii).
\7\ 17 CFR 240.19b-4(f)(6).
\8\ 15 U.S.C. 78s(b)(3)(A).
\9\ 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.
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A proposed rule change filed under Rule 19b-4(f)(6) \10\ normally
does not become operative prior to 30 days after the date of the
filing. However, pursuant to Rule 19b-4(f)(6)(iii),\11\ 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 proposed
rule change may become operative immediately. The Exchange believes
that providing greater flexibility in the preparation of the paperwork
needed to request a change of DMM unit is in the interests of investors
as it is important to the maintenance of a high quality market for an
issuer's stock that the issuer has a good relationship with its DMM. As
the Exchange notes in its filing, the proposal would better conform the
process for changing a DMM to that which is used for initially
selecting a DMM. In particular, the officer's signature that would be
required to change a company's DMM
[[Page 7394]]
must be that of a senior official at the company with a rank of
Corporate Secretary or above. Based on the foregoing, the Commission
believes that waiving the 30-day operative delay is consistent with the
protection of investors and the public interest. For this reason, the
Commission hereby waives the 30-day operative delay and designates the
proposal operative upon filing.\12\
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\10\ 17 CFR 240.19b-4(f)(6).
\11\ 17 CFR 240.19b-4(f)(6)(iii).
\12\ For purposes only 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).
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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. If the Commission
takes such action, the Commission shall institute proceedings to
determine whether the proposed rule change 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 Comments
Use the Commission's Internet comment form (https://www.sec.gov/rules/sro.shtml); or
Send an email to rule-comments@sec.gov. Please include
File Number SR-NYSEMKT-2016-14 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-NYSEMKT-2016-14. 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 Web site (https://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-NYSEMKT-2016-14, and should
be submitted on or before March 3, 2016.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\13\
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\13\ 17 CFR 200.30-3(a)(12), (59).
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Brent J. Fields,
Secretary.
[FR Doc. 2016-02729 Filed 2-10-16; 8:45 am]
BILLING CODE 8011-01-P
