Self-Regulatory Organizations; The Depository Trust Company; Notice of Filing of a Proposed Rule Change Relating to the New Canadian-Link Service, 56196-56200 [E5-5171]

Download as PDF 56196 Federal Register / Vol. 70, No. 185 / Monday, September 26, 2005 / Notices 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 inspection and copying in the Commission’s Public Reference Room. Copies of the filing also will be available for inspection and copying at the principal offices of Amex. 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–Amex–2005–090 and should be submitted on or before October 17, 2005. For the Commission, by the Division of Market Regulation, pursuant to delegated authority.11 Jonathan G. Katz, Secretary. [FR Doc. E5–5170 Filed 9–23–05; 8:45 am] SECURITIES AND EXCHANGE COMMISSION [Release No. 34–52471; File No. SR–DTC– 2005–08] Self-Regulatory Organizations; The Depository Trust Company; Notice of Filing of a Proposed Rule Change Relating to the New Canadian-Link Service September 19, 2005. Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 (‘‘Act’’),1 notice is hereby given that on July 27, 2005, The Depository Trust Company (‘‘DTC’’) filed with the Securities and Exchange Commission (‘‘Commission’’) and on August 30, 2005, amended the proposed rule change as described in Items I, II, and III below, which items have been prepared primarily by DTC. 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 proposed rule change would enable participants of DTC and participants of The Canadian Depository for Securities Limited (‘‘CDS’’) (i) to clear and settle securities transactions in Canadian dollars and (ii) to transfer or 1 15 CFR 200.30–3(a)(12). U.S.C. 78s(b)(1). VerDate Aug<31>2005 14:49 Sep 23, 2005 II. Self-Regulatory Organization’s Statement of the Purpose of, and Statutory Basis for, the Proposed Rule Change In its filing with the Commission, DTC 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. DTC has prepared summaries, set forth in sections (A), (B), and (C) below, of the most significant aspects of such statements.2 (A) Self-Regulatory Organization’s Statement of the Purpose of, and Statutory Basis for, the Proposed Rule Change 1. Overview of the Canadian Link Service BILLING CODE 8010–01–P 11 17 receive Canadian dollars without any corresponding delivery or receipt of securities. The purpose of the proposed rule change is to create a new DTC service, the Canadian-Link Service, that will facilitate the clearance and settlement of valued securities transactions and the transfer of funds denominated in Canadian dollars between DTC’s Participants using the Canadian-Link Service (‘‘Canadian-Link Participants’’) and CDS Participants and between Canadian-Link Participants and other Canadian-Link Participants. Currently, DTC processes transactions in U.S. dollars only. The Canadian-Link Service will: (1) Create a new link between DTC and CDS to leverage the existing CDS infrastructure for clearing and settling valued securities transactions and transferring funds in Canadian dollars so that DTC will not have to replicate this infrastructure; (2) Apply enhanced DTC risk management controls to the transactions processed for Canadian-Link Participants through the Canadian-Link Service and will also subject DTC to CDS risk management controls, which are similar in most respects to DTC risk management controls; and (3) Permit DTC Participants to concentrate their securities positions at DTC and not bifurcate inventory between DTC and CDS or a Canadian custodian. At the present time, CDS maintains a number of links with DTC and the National Securities Clearing Corporation (‘‘NSCC’’). These links include: 2 The Commission has modified parts of these statements. Jkt 205001 PO 00000 Frm 00034 Fmt 4703 Sfmt 4703 (1) The American and Canadian Connection for Efficient Securities Settlement (‘‘ACCESS’’) Service enables CDS Participants to clear and settle transactions with DTC Participants through omnibus accounts maintained by CDS with DTC and NSCC.3 CDS Participants that use the ACCESS Service are not participants or members of DTC or NSCC nor does CDS maintain or sponsor individual accounts at DTC or NSCC for such CDS Participants. (2) The New York Link Service enables CDS Participants to clear and settle transactions with DTC Participants through sponsored accounts maintained by CDS with DTC and NSCC. Through such sponsored accounts, CDS Participants may clear and settle transactions on a trade for trade basis or on a continuous net settlement basis through the facilities of DTC and NSCC. (3) The DTC Direct Link Service enables CDS Participants to clear and settle transactions with DTC Participants through sponsored accounts maintained by CDS with DTC. Through such sponsored accounts, CDS Participants may clear and settle their transactions on a trade for trade basis through the facilities of DTC. At the present time, DTC maintains no comparable links with CDS, although DTC Participants may use the ACCESS Service of CDS for free deliveries of securities to and from CDS Participants. With the implementation of the Canadian-Link Service by DTC, Canadian-Link Participants will have the same ability to clear and settle valued securities transactions with CDS Participants and other Canadian-Link Participants in Canadian dollars that CDS Participants now have to clear and settle valued securities transactions with DTC Participants in U.S. dollars. As noted above, this will be accomplished using the existing CDS infrastructure for processing transactions in Canadian dollars together with enhanced DTC risk management controls. 2. The DTC Omnibus Account CDS will maintain for DTC, as a participant of CDS, a ledger consisting of a series of accounts, including a securities account to record securities held by CDS for DTC and securities to be delivered by DTC to CDS and a funds account to record the net amount of money owing from time to time intraday 3 CDS has advised DTC that it has decided to terminate the ACCESS Service and transfer its users to the New York Link Service. However, the ACCESS Service will continue to be available to DTC Participants for free deliveries of securities to and from CDS Participants. E:\FR\FM\26SEN1.SGM 26SEN1 Federal Register / Vol. 70, No. 185 / Monday, September 26, 2005 / Notices between DTC and CDS. Such ledger and the accounts included in the ledger are referred to collectively as the ‘‘DTC Omnibus Account.’’ The DTC Omnibus Account will be subject to all CDS risk management controls, including the full collateralization of securities transactions subject to appropriate haircuts and limits on allowable net debits. DTC will be the account party on the DTC Omnibus Account. As a participant of CDS, DTC will be liable to CDS with respect to transactions processed for Canadian-Link Participants through the DTC Omnibus Account. Such obligations of DTC to CDS will, in turn, be matched by the obligations of Canadian-Link Participants to DTC with respect to such transactions. As an operational matter, DTC will act as a conduit between Canadian-Link Participants and CDS by transmitting to CDS information and instructions received from CanadianLink Participants and by transmitting to Canadian-Link Participants information and instructions received from CDS. CDS and Canadian-Link Participants will not have a direct relationship with each other. The DTC Omnibus Account will have its own (i) collateral requirements and controls and net debit requirements and controls, (ii) settlement obligations, and (iii) line of credit from a Canadian bank that is a CDS Participant to secure the settlement obligations of DTC to CDS. In accordance with the Rules and Procedures of CDS, DTC will be a member of a credit ring with certain other CDS Participants.4 Although DTC will take instructions from CanadianLink Participants with respect to their transactions with CDS Participants through the Canadian-Link Service, DTC will at all times maintain control over the securities and funds credited to the DTC Omnibus Account. Transactions will be processed in the CDS system on each day that CDS is open for business (‘‘CDS Business Day’’) whether or not such day is a day that DTC is otherwise open for business (‘‘DTC Business Day’’). 3. Transactions Processed Through the Canadian-Link Service Transactions between Canadian-Link Participants and CDS Participants will be processed through the DTC Omnibus 4 CDS has advised DTC that (i) DTC will be required to be a member of the Non-Contributing Receivers Credit Ring for Canadian Dollar Settlements, (ii) the only claims that could be made against DTC as a member of this credit ring involve very unusual events, and (iii) no claim has ever been made by CDS against any member of this credit ring. VerDate Aug<31>2005 14:49 Sep 23, 2005 Jkt 205001 Account in accordance with the Rules and Procedures of CDS. Canadian-Link Participants will be able (i) to deliver securities to or receive securities from CDS Participants against payment in Canadian dollars and (ii) to transfer funds to or receive funds from CDS Participants in Canadian dollars without any corresponding delivery or receipt of securities. Transactions between Canadian-Link Participants and other Canadian-Link Participants will be processed through accounts at DTC in accordance with the Rules and Procedures of DTC. CanadianLink Participants will be able to (i) deliver securities to or receive securities from other Canadian-Link Participants against payment in Canadian dollars and (ii) transfer funds to or receive funds from other Canadian-Link Participants in Canadian dollars without any corresponding delivery or receipt of securities. For both transactions between Canadian-Link Participants and CDS Participants processed through the DTC Omnibus Account and transactions between Canadian-Link Participants and other Canadian-Link Participants processed through accounts at DTC, there will be a single end-of-day Canadian dollar money settlement between DTC and its Canadian-Link Participants (‘‘Canadian-Link Money Settlement’’). For the transactions between Canadian-Link Participants and CDS Participants processed through the DTC Omnibus Account, there will be a separate end-of-day Canadian dollar money settlement between CDS and DTC. 4. Eligibility of Participants and Securities All DTC Participants will be eligible to be Canadian-Link Participants and use the Canadian-Link Service, provided that they comply with (i) the Rules and Procedures of DTC, (ii) the Rules and Procedures of CDS, and (iii) all agreements between DTC and CDS relating to the participation of DTC in CDS. (Such agreements together with the Rules and Procedures of CDS will be referred to as the ‘‘Canadian-Link Documents’’). DTC will determine what securities will be eligible for the Canadian-Link Service (‘‘Canadian-Link Securities’’). Some securities may be eligible for all purposes of the Canadian-Link Service and some securities may be eligible only for limited purposes (e.g., clearance and settlement through the facilities of CDS but only custody and asset servicing through the facilities of DTC). In no case will a security be eligible for the Canadian-Link Service if the issuer is on PO 00000 Frm 00035 Fmt 4703 Sfmt 4703 56197 an OFAC list of specially designated nationals and blocked persons or is incorporated in a jurisdiction on an OFAC list of sanctioned countries. As is the case with securities processed through the facilities of DTC, it will be DTC rather than CDS that will monitor such compliance with OFAC regulations. 5. Enhanced DTC Risk Management Controls Each Canadian-Link Participant will be required to make an additional required cash deposit to the DTC Participants Fund (‘‘Canadian-Link Required Participants Fund Deposit’’). The amount of the Canadian-Link Required Participants Fund Deposit will be determined by a formula that will be fixed by DTC and will be set forth in DTC’s procedures. For all purposes of the Rules and Procedures of DTC, the Canadian-Link Required Participants Fund Deposit of a Canadian-Link Participant will be considered a part of the Required Participants Fund Deposit of such Participant and will secure all of the obligations of such Participant to DTC, including transactions processed for such Participant through the Canadian-Link Service and other transactions processed by DTC for such Participant. Each Canadian-Link Participant will be assigned a net debit cap on the transactions that may be processed for such Participant through the CanadianLink Service (‘‘Canadian-Link Net Debit Cap’’). The Canadian-Link Net Debit Cap of a Canadian-Link Participant will be determined by a formula that will be fixed by DTC and will be set forth in DTC’s procedures. Under existing DTC Rules, which will not be affected by new Rule 30, each DTC Participant is assigned a Net Debit Cap on the transactions that may be processed for such Participant through the facilities of DTC (i.e., a limit on the negative funds balance that may from time to time be incurred with respect to its U.S. dollar transactions). The Canadian-Link Net Debit Cap of a Canadian-Link Participant and not its Net Debit Cap will apply to the transactions of such Participant processed through the Canadian-Link Service, including both transactions with CDS Participants processed for such Participant through the DTC Omnibus Account and transactions with other Canadian-Link Participants processed for such Participant through accounts at DTC. The Net Debit Cap of a Canadian-Link Participant and not its Canadian-Link Net Debit Cap will apply to all other transactions processed by DTC for such Participant. E:\FR\FM\26SEN1.SGM 26SEN1 56198 Federal Register / Vol. 70, No. 185 / Monday, September 26, 2005 / Notices Each Canadian-Link Participant will have a single Collateral Monitor with respect to transactions processed for such Participant through the CanadianLink Service and other transactions processed by DTC for such Participant. For purposes of the Canadian-Link Service, the Collateral Monitor of a Canadian-Link Participant will be adjusted as follows: (1) Canadian dollar net credits from transactions processed for such Participant through the Canadian-Link Service will be converted into U.S. dollar equivalents and added to U.S. dollar net credits from other transactions processed by DTC for such Participant; (2) Canadian dollar net debits from transactions processed for such Participant through the Canadian-Link Service will be converted into U.S. dollar equivalents and added to U.S. dollar net debits from other transactions processed by DTC for such Participant; (3) The Collateral Value of CanadianLink Securities delivered by such Participant to CDS Participants through the DTC Omnibus Account and the Collateral Value of Canadian-Link Securities delivered by such Participant to other Canadian-Link Participants through accounts at DTC will be converted into U.S. dollar equivalents and deducted from the Collateral Value of the collateral of such Participant; and (4) Collateral Value in U.S. dollars will be given for Canadian-Link Securities received by such Participant from other Canadian-Link Participants but no Collateral Value will be given for Canadian-Link Securities received by such Participant from CDS Participants unless and until such securities are credited to an account of such Participant at DTC. 6. Instructions for Transactions Processed Through the Canadian-Link Service A Canadian-Link Participant may give DTC an instruction to clear and settle a securities transaction or to effect a funds transaction between such Participant and a CDS Participant as follows: (1) An instruction from a CanadianLink Participant to DTC to clear and settle a delivery of Canadian-Link Securities to a CDS Participant will constitute an instruction for DTC (i) to report or to confirm as appropriate the details of the transaction to CDS for processing in the CDS system and (ii) to transfer the securities subject to such instruction from an account of such Participant at DTC to the DTC Omnibus Account for the purpose of making such delivery on the settlement date; VerDate Aug<31>2005 14:49 Sep 23, 2005 Jkt 205001 (2) An instruction from a CanadianLink Participant to DTC to clear and settle a receipt of Canadian-Link Securities from a CDS Participant will constitute an instruction for DTC (i) to report or to confirm as appropriate the details of the transaction to CDS for processing in the CDS system and (ii) to transfer subject to CDS risk management controls the Securities subject to such instruction from the DTC Omnibus Account to an account of such Participant at DTC on the settlement date; (3) An instruction from a CanadianLink Participant to DTC with respect to a payment of Canadian dollars to a CDS Participant without any corresponding receipt of Canadian-Link Securities will constitute an instruction for DTC to report or confirm as appropriate the details of the transaction to CDS for processing in the CDS system; and (4) An instruction from a CanadianLink Participant to DTC with respect to a receipt of Canadian dollars from a CDS Participant without any corresponding delivery of Canadian-Link Securities will constitute an instruction for DTC to report or confirm as appropriate the details of the transaction to CDS for processing in the CDS system. A Canadian-Link Participant may give DTC an instruction to clear and settle a securities transaction or effect a funds transaction with another Canadian-Link Participant as follows: (1) An instruction from a CanadianLink Participant to DTC to clear and settle a delivery of Canadian-Link Securities to another Canadian-Link Participant will constitute an instruction for DTC (i) to match the details of such transaction and (ii) if such details match, to debit the securities from an account of the delivering Participant at DTC and to credit the securities to an account of the receiving Participant at DTC and (iii) credit the delivering Participant and debit the receiving Participant the contract price of the securities in Canadian-Link Money Settlement; (2) An instruction from a CanadianLink Participant to DTC to clear and settle a receipt of Canadian-Link Securities from another Canadian-Link Participant will constitute an instruction for DTC (i) to match the details of such transaction and (ii) if such details match, to credit the securities to an account of the receiving Participant at DTC and debit the securities from an account of the delivering Participant at DTC, and (iii) to debit the receiving Participant and credit the delivering Participant the contract price of the securities in Canadian-Link Money Settlement; PO 00000 Frm 00036 Fmt 4703 Sfmt 4703 (3) An instruction from a CanadianLink Participant to DTC with respect to the payment of Canadian dollars to another Canadian-Link Participant without any corresponding receipt of Canadian-Link Securities will constitute an instruction for DTC (i) to match the details of such transaction and (ii) if such details match, to debit the paying Participant and credit the receiving Participant the appropriate amount of funds in Canadian-Link Money Settlement; (4) An instruction from a CanadianLink Participant to DTC with respect to the receipt of Canadian dollars from another Canadian-Link Participant without any corresponding delivery of Canadian-Link Securities will constitute an instruction for DTC (i) to match the details of such transaction and (ii) if such details match, to credit the paying Participant and debit the receiving Participant the appropriate amount of funds in Canadian-Link Money Settlement. All valued securities transactions processed through the Canadian-Link Service will be settled trade for trade on a delivery against payment basis. 7. The Settlement of Transactions Processed Through the Canadian-Link Service On each CDS Business Day, CDS will give DTC a recap of all transactions processed for DTC through the DTC Omnibus Account on such CDS Business Day and the net amount of money that CDS owes DTC or that DTC owes CDS with respect to such transactions. In turn, DTC will give each Canadian-Link Participant a recap of the transactions processed for such Participant through the Canadian-Link Service on such CDS Business Day, including transactions with CDS Participants processed for such Participant through the DTC Omnibus Account and transactions with other Canadian-Link Participants processed for such Participant through accounts at DTC, and the net amount of money that DTC owes such Participant or that such Participant owes DTC with respect to such transactions. Then, in the following order, (i) Canadian-Link Participants with net settlement debits will pay DTC the amounts of such net settlement debits, (ii) DTC will pay CDS the amount of any net settlement debit owing to CDS or CDS will pay DTC the amount of any net settlement credit owing to DTC, and (iii) DTC will pay Canadian-Link Participants with net settlement credits the amounts of such net settlement credits. However, the amount of any net settlement credit owing to a Canadian-Link Participant E:\FR\FM\26SEN1.SGM 26SEN1 Federal Register / Vol. 70, No. 185 / Monday, September 26, 2005 / Notices with respect to transactions processed for such Participant through the Canadian-Link Service may be withheld and applied to any obligation of such Participant to DTC or to any obligation of DTC to another registered clearing agency with respect to such Participant. DTC will not be required to make any payment to Canadian-Link Participants with net settlement credits unless and until DTC receives payment from all Canadian-Link Participants with net settlement debits and payment of any net amount of money that CDS owes DTC. If a Canadian-Link Participant fails to pay any Canadian dollar net settlement debit with respect to the transactions processed for such Participant through the Canadian-Link Service. DTC may apply the DTC Participants Fund to cover any shortfall in its settlement obligations to CDS. If the day of such default is a DTC Business Day, DTC may either: (1) Declare such Participant to be a Defaulting Participant, in which case DTC will have all of its rights and remedies under the Rules and Procedures of DTC, including the right to sell or to pledge (i) all securities credited to the DTC Omnibus Account at CDS for delivery to the Defaulting Participant, which securities are owned by DTC until they are paid for by the Participant, (ii) all securities provisionally credited to an account of the Defaulting Participant at DTC against payment, which securities are owned by DTC until they are paid for by the Participant, and (iii) all securities which are designated as additional Collateral by the Defaulting Participant pursuant to the Rules and Procedures of DTC or (2) Translate the amount of such Canadian dollar net settlement debit into a U.S. dollar amount that will be added to or subtracted from, as the case may be, the U.S. dollar net settlement debit or credit of such Participant with respect to other transactions processed for such Participant through the facilities of DTC on that day and if as a result of this process such Participant has a net-net settlement debit with respect to all transactions processed for such Participant and fails to pay such net-net settlement debit to DTC, DTC may declare such Participant to be a Defaulting Participant and will have all of its rights and remedies under the Rules and Procedures of DTC, including the rights and remedies described above. If the day of such default is not a DTC Business Day and as a result the amount of such Canadian dollar net settlement debit cannot be included in the VerDate Aug<31>2005 14:49 Sep 23, 2005 Jkt 205001 calculation of the settlement obligations of such Participant with respect to other transactions processed by DTC for such Participant on that day, DTC will deem such Participant to be a Defaulting Participant and DTC will have all of its rights and remedies under the Rules and Procedures of DTC, including the rights and remedies described above. Any amounts withdrawn from the DTC Participants Fund to cover a shortfall in the settlement obligations of DTC to CDS will be restored to the Participants Fund (i) from any payments subsequently received by DTC from the Defaulting Participant and (ii) from any amounts derived by DTC from the operation of its failure to settle procedures and loss allocation rules. 8. Additional Matters As a member of CDS, DTC must observe and comply with the CanadianLink Documents. Each Canadian-Link Participant, in order to use the Canadian-Link Service, acknowledges that (i) all transactions processed for such Participant though the facilities of CDS are subject to the Canadian-Link Documents, (ii) the Canadian-Link Documents may include grants of security interests in and liens on securities and funds in the CDS system in which such Participant has an interest, (iii) there are other provisions of the Canadian-Link Documents that could also affect the interest of such Participant in such securities and funds, and (iv) in the event of any conflict between the Rules and Procedures of DTC, which are a contract between DTC and DTC Participants, and the Canadian-Link Documents, which are a contract between DTC and CDS, the requirements of the Canadian-Link Documents will prevail. 9. Fees DTC is proposing to charge its Canadian-Link Participants the following fees. The fee schedule is set forth in Section 23 of the Canadian-Link Service Guide, which is attached as Exhibit 2 to this filing. All fees will be collected in U.S. dollars through the existing U.S. dollar settlement system and will be uniquely identified on the DTC U.S. dollar settlement statement bill. The proposed fees are as follows: (1) Deliver Order Fees DTC will charge $2.00 U.S. per submitted Canadian dollar delivery/ receive, recall transaction resulting from the automatic recall process, cancel instruction and modify instruction. DTC will not charge for hold instructions of Canadian dollar deliveries/receives, DK PO 00000 Frm 00037 Fmt 4703 Sfmt 4703 56199 instructions, confirm instructions, or end-of-day sweep transactions. (2) Payment Order Fees DTC will charge $2.00 U.S. per submitted Canadian dollar payment order delivery/receive, cancel instruction, and modify instruction. DTC will not charge for hold instructions of Canadian dollar payment order deliveries/receives, DK instructions, or confirm instructions. (3) Asset Servicing/Custody Fees DTC will charge for asset servicing and custody services on all Canadian and U.S. securities at the existing DTC Asset Servicing/Custody fees. 10. Statutory Basis for the Proposed Rule Change Section 17A of the Act requires that DTC be so organized and its rules designed to facilitate and promote the prompt and accurate clearance and settlement of securities transactions. DTC believes that the Canadian-Link Service will promote the prompt and accurate clearance and settlement of cross-border securities transactions between DTC Participants and CDS Participants and between DTC Participants and other DTC Participants in a secure, efficient and regulated environment. DTC also believes that the Canadian-Link Service will more efficiently link the facilities of DTC and CDS to maximize service to their respective Participants and to minimize the duplication of effort and expense. Additionally, the proposed fees are consistent with DTC’s policy to price its services commensurate with DTC’s costs and to equitably allocate the costs among the users of the services. (B) Self-Regulatory Organization’s Statement on Burden on Competition DTC does not believe that the proposed rule change would impose any burden on competition. (C) Self-Regulatory Organization’s Statement on Comments on the Proposed Rule Change Received From Members, Participants, or Others No written comments relating to the proposed rule change have been solicited or received by DTC from members, participants, or other persons. DTC will notify the Commission of any written comments it receives. III. Date of Effectiveness of the Proposed Rule Change and Timing for Commission Action Within thirty-five days of the date of publication of this notice in the Federal Register or within such longer period (i) E:\FR\FM\26SEN1.SGM 26SEN1 56200 Federal Register / Vol. 70, No. 185 / Monday, September 26, 2005 / Notices as the Commission may designate up to ninety days of such date if it finds such longer period to be appropriate and publishes its reasons for so finding or (ii) as to which the self-regulatory organization consents, the Commission will: (a) By order approve the proposed rule change or (b) Institute proceedings to determine whether the proposed rule change should be disapproved. submissions. You should submit only information that you wish to make available publicly. All submissions should refer to File Number SR–DTC– 2005–08 and should be submitted on or before October 17, 2005. 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: BILLING CODE 8010–01–P Electronic Comments • Use the Commission’s Internet comment form (https://www.sec.gov/ rules/sro.shtml) or • Send an e-mail to rulecomments@sec.gov. Please include File Number SR–DTC–2005–08 on the subject line. For the Commission by the Division of Market Regulation, pursuant to delegated authority.5 Jonathan G. Katz, Secretary. [FR Doc. E5–5171 Filed 9–23–05; 8:45 am] SECURITIES AND EXCHANGE COMMISSION [Release No. 34–52458; File No. SR–NSCC– 2005–10] Self-Regulatory Organizations; National Securities Clearing Corporation; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change Relating to the Mutual Fund Commission Settlement Service September 16, 2005. Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 Paper Comments (‘‘Act’’),1 notice is hereby given that on August 11, 2005, NSCC filed with the • Send paper comments in triplicate Securities and Exchange Commission to Jonathan G. Katz, Secretary, (‘‘Commission’’) the proposed rule Securities and Exchange Commission, change as described in Items I, II, and 100 F Street, NE., Washington, DC III below, which Items have been 20549–9303. All submissions should refer to File prepared primarily by NSCC. The Number SR–DTC–2005–08. This file Commission is publishing this notice to number should be included on the solicit comments on the proposed rule subject line if e-mail is used. To help the change from interested persons. Commission process and review your I. Self-Regulatory Organization’s comments more efficiently, please use only one method. The Commission will Statement of the Terms of Substance of post all comments on the Commission’s the Proposed Rule Change The proposed rule change will permit Internet website (https://www.sec.gov/ an NSCC Rule 2 member 2 to submit fee rules/sro.shtml). Copies of the data through NSCC to another NSCC submission, all subsequent Rule 2 member and have the payments amendments, all written statements settle through NSCC. Prior to this rule with respect to the proposed rule change, the Mutual Fund Commission change that are filed with the Settlement service allowed such Commission, and all written members to submit only commission communications relating to the data. proposed rule change between the Commission and any person, other than II. Self-Regulatory Organization’s those that may be withheld from the Statement of the Purpose of, and public in accordance with the Statutory Basis for, the Proposed Rule provisions of 5 U.S.C. 552, will be Change available for inspection and copying in In its filing with the Commission, the Commission’s Public Reference NSCC included statements concerning Section, 100 F Street, NE, Washington, DC 20549. Copies of such filing also will the purpose of and basis for the proposed rule change and discussed any be available for inspection and copying at the principal office of DTC and on 5 17 CFR 200.30–3(a)(12). DTC’s Web site at https:// 1 1 15 U.S.C. 78s(b)(1). login.dtcc.com/dtcorg. All comments 2 Members admitted under NSCC may be received will be posted without change; admitted to use all NSCC services orRule 2may be they the Commission does not edit personal admitted to use NSCC’s mutual fund and insurance processing services only. identifying information from VerDate Aug<31>2005 14:49 Sep 23, 2005 Jkt 205001 PO 00000 Frm 00038 Fmt 4703 Sfmt 4703 comments it received on the proposed rule change. The text of these statements may be examined at the places specified in Item IV below. NSCC 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 The purpose of the proposed rule change is to amend NSCC Rule 52, Section C regarding NSCC’s Mutual Fund Commission Settlement service by permitting a Rule 2 member to submit fee data through NSCC to another NSCC Rule 2 member and have the payment settle through NSCC. Prior to this rule change, the Mutual Fund Commission Settlement service allowed such members to submit only commission data. NSCC believes that the new functionality to submit fee data should be useful in the context of processing mutual fund transactions for retirement plans in which a Rule 2 member may offer plan programs involving multiple mutual funds for which it acts as a recordkeeper or as a broker-dealer for multiple funds offered in the plan program. In this capacity, the Rule 2 member may receive a fee from the funds in connection with transactions in such funds for which it seeks to pay an amount over to another Rule 2 member that directed the purchase of certain of the fund shares in the plan. Prior to this rule change, fees were frequently paid by checks sent through the mail. This practice carried the risk that checks may be lost or misdirected and errors may occur during the costly and manually intensive processing and reconciliation of check payments. Permitting settlement of these broker-tobroker fees through NSCC in the same manner that fund-to-broker fees are paid through NSCC should enable the fee payments to be made with greater efficiency and transparency in a secure, automated, and operationally efficient process. The proposed rule change also deletes Rule 52(C), Section 4, which set forth procedures for members to correct a prior commission payment because NSCC’s system processes correction data in the same manner that all other commission and fee related data is processed and the special provisions are not applicable. NSCC believes that the proposed rule change is consistent with the requirements of the Act and the rules and regulations thereunder because it E:\FR\FM\26SEN1.SGM 26SEN1

Agencies

[Federal Register Volume 70, Number 185 (Monday, September 26, 2005)]
[Notices]
[Pages 56196-56200]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: E5-5171]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-52471; File No. SR-DTC-2005-08]


Self-Regulatory Organizations; The Depository Trust Company; 
Notice of Filing of a Proposed Rule Change Relating to the New 
Canadian-Link Service

September 19, 2005.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 
(``Act''),\1\ notice is hereby given that on July 27, 2005, The 
Depository Trust Company (``DTC'') filed with the Securities and 
Exchange Commission (``Commission'') and on August 30, 2005, amended 
the proposed rule change as described in Items I, II, and III below, 
which items have been prepared primarily by DTC. The Commission is 
publishing this notice to solicit comments on the proposed rule change 
from interested persons.
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    \1\ 15 U.S.C. 78s(b)(1).
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I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    The proposed rule change would enable participants of DTC and 
participants of The Canadian Depository for Securities Limited 
(``CDS'') (i) to clear and settle securities transactions in Canadian 
dollars and (ii) to transfer or receive Canadian dollars without any 
corresponding delivery or receipt of securities.

II. Self-Regulatory Organization's Statement of the Purpose of, and 
Statutory Basis for, the Proposed Rule Change

    In its filing with the Commission, DTC 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. DTC has prepared summaries, set forth in sections (A), 
(B), and (C) below, of the most significant aspects of such 
statements.\2\
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    \2\ The Commission has modified parts of these statements.
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(A) Self-Regulatory Organization's Statement of the Purpose of, and 
Statutory Basis for, the Proposed Rule Change

1. Overview of the Canadian Link Service
    The purpose of the proposed rule change is to create a new DTC 
service, the Canadian-Link Service, that will facilitate the clearance 
and settlement of valued securities transactions and the transfer of 
funds denominated in Canadian dollars between DTC's Participants using 
the Canadian-Link Service (``Canadian-Link Participants'') and CDS 
Participants and between Canadian-Link Participants and other Canadian-
Link Participants. Currently, DTC processes transactions in U.S. 
dollars only. The Canadian-Link Service will:
    (1) Create a new link between DTC and CDS to leverage the existing 
CDS infrastructure for clearing and settling valued securities 
transactions and transferring funds in Canadian dollars so that DTC 
will not have to replicate this infrastructure;
    (2) Apply enhanced DTC risk management controls to the transactions 
processed for Canadian-Link Participants through the Canadian-Link 
Service and will also subject DTC to CDS risk management controls, 
which are similar in most respects to DTC risk management controls; and
    (3) Permit DTC Participants to concentrate their securities 
positions at DTC and not bifurcate inventory between DTC and CDS or a 
Canadian custodian.
    At the present time, CDS maintains a number of links with DTC and 
the National Securities Clearing Corporation (``NSCC''). These links 
include:
    (1) The American and Canadian Connection for Efficient Securities 
Settlement (``ACCESS'') Service enables CDS Participants to clear and 
settle transactions with DTC Participants through omnibus accounts 
maintained by CDS with DTC and NSCC.\3\ CDS Participants that use the 
ACCESS Service are not participants or members of DTC or NSCC nor does 
CDS maintain or sponsor individual accounts at DTC or NSCC for such CDS 
Participants.
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    \3\ CDS has advised DTC that it has decided to terminate the 
ACCESS Service and transfer its users to the New York Link Service. 
However, the ACCESS Service will continue to be available to DTC 
Participants for free deliveries of securities to and from CDS 
Participants.
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    (2) The New York Link Service enables CDS Participants to clear and 
settle transactions with DTC Participants through sponsored accounts 
maintained by CDS with DTC and NSCC. Through such sponsored accounts, 
CDS Participants may clear and settle transactions on a trade for trade 
basis or on a continuous net settlement basis through the facilities of 
DTC and NSCC.
    (3) The DTC Direct Link Service enables CDS Participants to clear 
and settle transactions with DTC Participants through sponsored 
accounts maintained by CDS with DTC. Through such sponsored accounts, 
CDS Participants may clear and settle their transactions on a trade for 
trade basis through the facilities of DTC.
    At the present time, DTC maintains no comparable links with CDS, 
although DTC Participants may use the ACCESS Service of CDS for free 
deliveries of securities to and from CDS Participants. With the 
implementation of the Canadian-Link Service by DTC, Canadian-Link 
Participants will have the same ability to clear and settle valued 
securities transactions with CDS Participants and other Canadian-Link 
Participants in Canadian dollars that CDS Participants now have to 
clear and settle valued securities transactions with DTC Participants 
in U.S. dollars. As noted above, this will be accomplished using the 
existing CDS infrastructure for processing transactions in Canadian 
dollars together with enhanced DTC risk management controls.
2. The DTC Omnibus Account
    CDS will maintain for DTC, as a participant of CDS, a ledger 
consisting of a series of accounts, including a securities account to 
record securities held by CDS for DTC and securities to be delivered by 
DTC to CDS and a funds account to record the net amount of money owing 
from time to time intraday

[[Page 56197]]

between DTC and CDS. Such ledger and the accounts included in the 
ledger are referred to collectively as the ``DTC Omnibus Account.''
    The DTC Omnibus Account will be subject to all CDS risk management 
controls, including the full collateralization of securities 
transactions subject to appropriate haircuts and limits on allowable 
net debits. DTC will be the account party on the DTC Omnibus Account. 
As a participant of CDS, DTC will be liable to CDS with respect to 
transactions processed for Canadian-Link Participants through the DTC 
Omnibus Account. Such obligations of DTC to CDS will, in turn, be 
matched by the obligations of Canadian-Link Participants to DTC with 
respect to such transactions. As an operational matter, DTC will act as 
a conduit between Canadian-Link Participants and CDS by transmitting to 
CDS information and instructions received from Canadian-Link 
Participants and by transmitting to Canadian-Link Participants 
information and instructions received from CDS. CDS and Canadian-Link 
Participants will not have a direct relationship with each other.
    The DTC Omnibus Account will have its own (i) collateral 
requirements and controls and net debit requirements and controls, (ii) 
settlement obligations, and (iii) line of credit from a Canadian bank 
that is a CDS Participant to secure the settlement obligations of DTC 
to CDS. In accordance with the Rules and Procedures of CDS, DTC will be 
a member of a credit ring with certain other CDS Participants.\4\ 
Although DTC will take instructions from Canadian-Link Participants 
with respect to their transactions with CDS Participants through the 
Canadian-Link Service, DTC will at all times maintain control over the 
securities and funds credited to the DTC Omnibus Account.
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    \4\ CDS has advised DTC that (i) DTC will be required to be a 
member of the Non-Contributing Receivers Credit Ring for Canadian 
Dollar Settlements, (ii) the only claims that could be made against 
DTC as a member of this credit ring involve very unusual events, and 
(iii) no claim has ever been made by CDS against any member of this 
credit ring.
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    Transactions will be processed in the CDS system on each day that 
CDS is open for business (``CDS Business Day'') whether or not such day 
is a day that DTC is otherwise open for business (``DTC Business 
Day'').
3. Transactions Processed Through the Canadian-Link Service
    Transactions between Canadian-Link Participants and CDS 
Participants will be processed through the DTC Omnibus Account in 
accordance with the Rules and Procedures of CDS. Canadian-Link 
Participants will be able (i) to deliver securities to or receive 
securities from CDS Participants against payment in Canadian dollars 
and (ii) to transfer funds to or receive funds from CDS Participants in 
Canadian dollars without any corresponding delivery or receipt of 
securities.
    Transactions between Canadian-Link Participants and other Canadian-
Link Participants will be processed through accounts at DTC in 
accordance with the Rules and Procedures of DTC. Canadian-Link 
Participants will be able to (i) deliver securities to or receive 
securities from other Canadian-Link Participants against payment in 
Canadian dollars and (ii) transfer funds to or receive funds from other 
Canadian-Link Participants in Canadian dollars without any 
corresponding delivery or receipt of securities.
    For both transactions between Canadian-Link Participants and CDS 
Participants processed through the DTC Omnibus Account and transactions 
between Canadian-Link Participants and other Canadian-Link Participants 
processed through accounts at DTC, there will be a single end-of-day 
Canadian dollar money settlement between DTC and its Canadian-Link 
Participants (``Canadian-Link Money Settlement''). For the transactions 
between Canadian-Link Participants and CDS Participants processed 
through the DTC Omnibus Account, there will be a separate end-of-day 
Canadian dollar money settlement between CDS and DTC.
4. Eligibility of Participants and Securities
    All DTC Participants will be eligible to be Canadian-Link 
Participants and use the Canadian-Link Service, provided that they 
comply with (i) the Rules and Procedures of DTC, (ii) the Rules and 
Procedures of CDS, and (iii) all agreements between DTC and CDS 
relating to the participation of DTC in CDS. (Such agreements together 
with the Rules and Procedures of CDS will be referred to as the 
``Canadian-Link Documents'').
    DTC will determine what securities will be eligible for the 
Canadian-Link Service (``Canadian-Link Securities''). Some securities 
may be eligible for all purposes of the Canadian-Link Service and some 
securities may be eligible only for limited purposes (e.g., clearance 
and settlement through the facilities of CDS but only custody and asset 
servicing through the facilities of DTC). In no case will a security be 
eligible for the Canadian-Link Service if the issuer is on an OFAC list 
of specially designated nationals and blocked persons or is 
incorporated in a jurisdiction on an OFAC list of sanctioned countries. 
As is the case with securities processed through the facilities of DTC, 
it will be DTC rather than CDS that will monitor such compliance with 
OFAC regulations.
5. Enhanced DTC Risk Management Controls
    Each Canadian-Link Participant will be required to make an 
additional required cash deposit to the DTC Participants Fund 
(``Canadian-Link Required Participants Fund Deposit''). The amount of 
the Canadian-Link Required Participants Fund Deposit will be determined 
by a formula that will be fixed by DTC and will be set forth in DTC's 
procedures. For all purposes of the Rules and Procedures of DTC, the 
Canadian-Link Required Participants Fund Deposit of a Canadian-Link 
Participant will be considered a part of the Required Participants Fund 
Deposit of such Participant and will secure all of the obligations of 
such Participant to DTC, including transactions processed for such 
Participant through the Canadian-Link Service and other transactions 
processed by DTC for such Participant.
    Each Canadian-Link Participant will be assigned a net debit cap on 
the transactions that may be processed for such Participant through the 
Canadian-Link Service (``Canadian-Link Net Debit Cap''). The Canadian-
Link Net Debit Cap of a Canadian-Link Participant will be determined by 
a formula that will be fixed by DTC and will be set forth in DTC's 
procedures. Under existing DTC Rules, which will not be affected by new 
Rule 30, each DTC Participant is assigned a Net Debit Cap on the 
transactions that may be processed for such Participant through the 
facilities of DTC (i.e., a limit on the negative funds balance that may 
from time to time be incurred with respect to its U.S. dollar 
transactions). The Canadian-Link Net Debit Cap of a Canadian-Link 
Participant and not its Net Debit Cap will apply to the transactions of 
such Participant processed through the Canadian-Link Service, including 
both transactions with CDS Participants processed for such Participant 
through the DTC Omnibus Account and transactions with other Canadian-
Link Participants processed for such Participant through accounts at 
DTC. The Net Debit Cap of a Canadian-Link Participant and not its 
Canadian-Link Net Debit Cap will apply to all other transactions 
processed by DTC for such Participant.

[[Page 56198]]

    Each Canadian-Link Participant will have a single Collateral 
Monitor with respect to transactions processed for such Participant 
through the Canadian-Link Service and other transactions processed by 
DTC for such Participant. For purposes of the Canadian-Link Service, 
the Collateral Monitor of a Canadian-Link Participant will be adjusted 
as follows:
    (1) Canadian dollar net credits from transactions processed for 
such Participant through the Canadian-Link Service will be converted 
into U.S. dollar equivalents and added to U.S. dollar net credits from 
other transactions processed by DTC for such Participant;
    (2) Canadian dollar net debits from transactions processed for such 
Participant through the Canadian-Link Service will be converted into 
U.S. dollar equivalents and added to U.S. dollar net debits from other 
transactions processed by DTC for such Participant;
    (3) The Collateral Value of Canadian-Link Securities delivered by 
such Participant to CDS Participants through the DTC Omnibus Account 
and the Collateral Value of Canadian-Link Securities delivered by such 
Participant to other Canadian-Link Participants through accounts at DTC 
will be converted into U.S. dollar equivalents and deducted from the 
Collateral Value of the collateral of such Participant; and
    (4) Collateral Value in U.S. dollars will be given for Canadian-
Link Securities received by such Participant from other Canadian-Link 
Participants but no Collateral Value will be given for Canadian-Link 
Securities received by such Participant from CDS Participants unless 
and until such securities are credited to an account of such 
Participant at DTC.
6. Instructions for Transactions Processed Through the Canadian-Link 
Service
    A Canadian-Link Participant may give DTC an instruction to clear 
and settle a securities transaction or to effect a funds transaction 
between such Participant and a CDS Participant as follows:
    (1) An instruction from a Canadian-Link Participant to DTC to clear 
and settle a delivery of Canadian-Link Securities to a CDS Participant 
will constitute an instruction for DTC (i) to report or to confirm as 
appropriate the details of the transaction to CDS for processing in the 
CDS system and (ii) to transfer the securities subject to such 
instruction from an account of such Participant at DTC to the DTC 
Omnibus Account for the purpose of making such delivery on the 
settlement date;
    (2) An instruction from a Canadian-Link Participant to DTC to clear 
and settle a receipt of Canadian-Link Securities from a CDS Participant 
will constitute an instruction for DTC (i) to report or to confirm as 
appropriate the details of the transaction to CDS for processing in the 
CDS system and (ii) to transfer subject to CDS risk management controls 
the Securities subject to such instruction from the DTC Omnibus Account 
to an account of such Participant at DTC on the settlement date;
    (3) An instruction from a Canadian-Link Participant to DTC with 
respect to a payment of Canadian dollars to a CDS Participant without 
any corresponding receipt of Canadian-Link Securities will constitute 
an instruction for DTC to report or confirm as appropriate the details 
of the transaction to CDS for processing in the CDS system; and
    (4) An instruction from a Canadian-Link Participant to DTC with 
respect to a receipt of Canadian dollars from a CDS Participant without 
any corresponding delivery of Canadian-Link Securities will constitute 
an instruction for DTC to report or confirm as appropriate the details 
of the transaction to CDS for processing in the CDS system.
    A Canadian-Link Participant may give DTC an instruction to clear 
and settle a securities transaction or effect a funds transaction with 
another Canadian-Link Participant as follows:
    (1) An instruction from a Canadian-Link Participant to DTC to clear 
and settle a delivery of Canadian-Link Securities to another Canadian-
Link Participant will constitute an instruction for DTC (i) to match 
the details of such transaction and (ii) if such details match, to 
debit the securities from an account of the delivering Participant at 
DTC and to credit the securities to an account of the receiving 
Participant at DTC and (iii) credit the delivering Participant and 
debit the receiving Participant the contract price of the securities in 
Canadian-Link Money Settlement;
    (2) An instruction from a Canadian-Link Participant to DTC to clear 
and settle a receipt of Canadian-Link Securities from another Canadian-
Link Participant will constitute an instruction for DTC (i) to match 
the details of such transaction and (ii) if such details match, to 
credit the securities to an account of the receiving Participant at DTC 
and debit the securities from an account of the delivering Participant 
at DTC, and (iii) to debit the receiving Participant and credit the 
delivering Participant the contract price of the securities in 
Canadian-Link Money Settlement;
    (3) An instruction from a Canadian-Link Participant to DTC with 
respect to the payment of Canadian dollars to another Canadian-Link 
Participant without any corresponding receipt of Canadian-Link 
Securities will constitute an instruction for DTC (i) to match the 
details of such transaction and (ii) if such details match, to debit 
the paying Participant and credit the receiving Participant the 
appropriate amount of funds in Canadian-Link Money Settlement;
    (4) An instruction from a Canadian-Link Participant to DTC with 
respect to the receipt of Canadian dollars from another Canadian-Link 
Participant without any corresponding delivery of Canadian-Link 
Securities will constitute an instruction for DTC (i) to match the 
details of such transaction and (ii) if such details match, to credit 
the paying Participant and debit the receiving Participant the 
appropriate amount of funds in Canadian-Link Money Settlement.
    All valued securities transactions processed through the Canadian-
Link Service will be settled trade for trade on a delivery against 
payment basis.
7. The Settlement of Transactions Processed Through the Canadian-Link 
Service
    On each CDS Business Day, CDS will give DTC a recap of all 
transactions processed for DTC through the DTC Omnibus Account on such 
CDS Business Day and the net amount of money that CDS owes DTC or that 
DTC owes CDS with respect to such transactions. In turn, DTC will give 
each Canadian-Link Participant a recap of the transactions processed 
for such Participant through the Canadian-Link Service on such CDS 
Business Day, including transactions with CDS Participants processed 
for such Participant through the DTC Omnibus Account and transactions 
with other Canadian-Link Participants processed for such Participant 
through accounts at DTC, and the net amount of money that DTC owes such 
Participant or that such Participant owes DTC with respect to such 
transactions. Then, in the following order, (i) Canadian-Link 
Participants with net settlement debits will pay DTC the amounts of 
such net settlement debits, (ii) DTC will pay CDS the amount of any net 
settlement debit owing to CDS or CDS will pay DTC the amount of any net 
settlement credit owing to DTC, and (iii) DTC will pay Canadian-Link 
Participants with net settlement credits the amounts of such net 
settlement credits. However, the amount of any net settlement credit 
owing to a Canadian-Link Participant

[[Page 56199]]

with respect to transactions processed for such Participant through the 
Canadian-Link Service may be withheld and applied to any obligation of 
such Participant to DTC or to any obligation of DTC to another 
registered clearing agency with respect to such Participant. DTC will 
not be required to make any payment to Canadian-Link Participants with 
net settlement credits unless and until DTC receives payment from all 
Canadian-Link Participants with net settlement debits and payment of 
any net amount of money that CDS owes DTC.
    If a Canadian-Link Participant fails to pay any Canadian dollar net 
settlement debit with respect to the transactions processed for such 
Participant through the Canadian-Link Service. DTC may apply the DTC 
Participants Fund to cover any shortfall in its settlement obligations 
to CDS. If the day of such default is a DTC Business Day, DTC may 
either:
    (1) Declare such Participant to be a Defaulting Participant, in 
which case DTC will have all of its rights and remedies under the Rules 
and Procedures of DTC, including the right to sell or to pledge (i) all 
securities credited to the DTC Omnibus Account at CDS for delivery to 
the Defaulting Participant, which securities are owned by DTC until 
they are paid for by the Participant, (ii) all securities provisionally 
credited to an account of the Defaulting Participant at DTC against 
payment, which securities are owned by DTC until they are paid for by 
the Participant, and (iii) all securities which are designated as 
additional Collateral by the Defaulting Participant pursuant to the 
Rules and Procedures of DTC or
    (2) Translate the amount of such Canadian dollar net settlement 
debit into a U.S. dollar amount that will be added to or subtracted 
from, as the case may be, the U.S. dollar net settlement debit or 
credit of such Participant with respect to other transactions processed 
for such Participant through the facilities of DTC on that day and if 
as a result of this process such Participant has a net-net settlement 
debit with respect to all transactions processed for such Participant 
and fails to pay such net-net settlement debit to DTC, DTC may declare 
such Participant to be a Defaulting Participant and will have all of 
its rights and remedies under the Rules and Procedures of DTC, 
including the rights and remedies described above.
    If the day of such default is not a DTC Business Day and as a 
result the amount of such Canadian dollar net settlement debit cannot 
be included in the calculation of the settlement obligations of such 
Participant with respect to other transactions processed by DTC for 
such Participant on that day, DTC will deem such Participant to be a 
Defaulting Participant and DTC will have all of its rights and remedies 
under the Rules and Procedures of DTC, including the rights and 
remedies described above. Any amounts withdrawn from the DTC 
Participants Fund to cover a shortfall in the settlement obligations of 
DTC to CDS will be restored to the Participants Fund (i) from any 
payments subsequently received by DTC from the Defaulting Participant 
and (ii) from any amounts derived by DTC from the operation of its 
failure to settle procedures and loss allocation rules.
8. Additional Matters
    As a member of CDS, DTC must observe and comply with the Canadian-
Link Documents. Each Canadian-Link Participant, in order to use the 
Canadian-Link Service, acknowledges that (i) all transactions processed 
for such Participant though the facilities of CDS are subject to the 
Canadian-Link Documents, (ii) the Canadian-Link Documents may include 
grants of security interests in and liens on securities and funds in 
the CDS system in which such Participant has an interest, (iii) there 
are other provisions of the Canadian-Link Documents that could also 
affect the interest of such Participant in such securities and funds, 
and (iv) in the event of any conflict between the Rules and Procedures 
of DTC, which are a contract between DTC and DTC Participants, and the 
Canadian-Link Documents, which are a contract between DTC and CDS, the 
requirements of the Canadian-Link Documents will prevail.
9. Fees
    DTC is proposing to charge its Canadian-Link Participants the 
following fees. The fee schedule is set forth in Section 23 of the 
Canadian-Link Service Guide, which is attached as Exhibit 2 to this 
filing. All fees will be collected in U.S. dollars through the existing 
U.S. dollar settlement system and will be uniquely identified on the 
DTC U.S. dollar settlement statement bill. The proposed fees are as 
follows:
(1) Deliver Order Fees
    DTC will charge $2.00 U.S. per submitted Canadian dollar delivery/
receive, recall transaction resulting from the automatic recall 
process, cancel instruction and modify instruction. DTC will not charge 
for hold instructions of Canadian dollar deliveries/receives, DK 
instructions, confirm instructions, or end-of-day sweep transactions.
(2) Payment Order Fees
    DTC will charge $2.00 U.S. per submitted Canadian dollar payment 
order delivery/receive, cancel instruction, and modify instruction. DTC 
will not charge for hold instructions of Canadian dollar payment order 
deliveries/receives, DK instructions, or confirm instructions.
(3) Asset Servicing/Custody Fees
    DTC will charge for asset servicing and custody services on all 
Canadian and U.S. securities at the existing DTC Asset Servicing/
Custody fees.
10. Statutory Basis for the Proposed Rule Change
    Section 17A of the Act requires that DTC be so organized and its 
rules designed to facilitate and promote the prompt and accurate 
clearance and settlement of securities transactions. DTC believes that 
the Canadian-Link Service will promote the prompt and accurate 
clearance and settlement of cross-border securities transactions 
between DTC Participants and CDS Participants and between DTC 
Participants and other DTC Participants in a secure, efficient and 
regulated environment. DTC also believes that the Canadian-Link Service 
will more efficiently link the facilities of DTC and CDS to maximize 
service to their respective Participants and to minimize the 
duplication of effort and expense. Additionally, the proposed fees are 
consistent with DTC's policy to price its services commensurate with 
DTC's costs and to equitably allocate the costs among the users of the 
services.

(B) Self-Regulatory Organization's Statement on Burden on Competition

    DTC does not believe that the proposed rule change would impose any 
burden on competition.

(C) Self-Regulatory Organization's Statement on Comments on the 
Proposed Rule Change Received From Members, Participants, or Others

    No written comments relating to the proposed rule change have been 
solicited or received by DTC from members, participants, or other 
persons. DTC will notify the Commission of any written comments it 
receives.

III. Date of Effectiveness of the Proposed Rule Change and Timing for 
Commission Action

    Within thirty-five days of the date of publication of this notice 
in the Federal Register or within such longer period (i)

[[Page 56200]]

as the Commission may designate up to ninety days of such date if it 
finds such longer period to be appropriate and publishes its reasons 
for so finding or (ii) as to which the self-regulatory organization 
consents, the Commission will:
    (a) By order approve the proposed rule change or
    (b) Institute proceedings to determine whether the proposed rule 
change should be 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 e-mail to rule-comments@sec.gov. Please include 
File Number SR-DTC-2005-08 on the subject line.

Paper Comments

     Send paper comments in triplicate to Jonathan G. Katz, 
Secretary, Securities and Exchange Commission, 100 F Street, NE., 
Washington, DC 20549-9303.
    All submissions should refer to File Number SR-DTC-2005-08. 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 website (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 inspection 
and copying in the Commission's Public Reference Section, 100 F Street, 
NE, Washington, DC 20549. Copies of such filing also will be available 
for inspection and copying at the principal office of DTC and on DTC's 
Web site at https://login.dtcc.com/dtcorg. 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-DTC-2005-08 and should be submitted on 
or before October 17, 2005.

    For the Commission by the Division of Market Regulation, 
pursuant to delegated authority.\5\
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    \5\ 17 CFR 200.30-3(a)(12).
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Jonathan G. Katz,
Secretary.
 [FR Doc. E5-5171 Filed 9-23-05; 8:45 am]
BILLING CODE 8010-01-P
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