Self-Regulatory Organizations; New York Stock Exchange LLC; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change To Extend the Moratorium on the Qualification and Registration of New Registered Competitive Market Makers and New Competitive Traders, Governed by Rules 107A and 110, Respectively, for an Additional Six Months, 171-173 [E6-22448]
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Federal Register / Vol. 72, No. 1 / Wednesday, January 3, 2007 / Notices
Sections 703.01(A) and 903.02 to
require that companies indicate in the
Subsequent Listing Application whether
shareholder approval is required with
respect to the issuance being listed
pursuant to Sections 303A.08 or 312.03
and, if required, the date such
shareholder approval was obtained.
III. Comments
The Commission received one
comment letter on the proposed rule
change.10 Astoria Financial Corporation,
an NYSE-listed company, stated that,
‘‘concerns recently raised by certain
shareholders and other market
participants regarding the use of
treasury shares to circumvent
shareholder approval rules for
transactions which result in a change of
control have merit.’’ However, Astoria
thought that the proposal should
provide some mechanism to exempt the
issuance of treasury shares related to
equity compensation plans previously
approved by shareholders.
The Exchange responded to Astoria’s
comment letter.11 NYSE explained that
the treasury stock exception, currently
available under Section 312.03, is not
available with respect to equity
compensation plans. Shareholder
approval requirements for equity
compensation plans are set forth in
Section 303A.08 of the Listed Company
Manual. Under that provision of the
Listed Company Manual, the definition
of the term ‘‘equity compensation plan’’
clearly states that the definition
encompasses the delivery of either
newly issued or treasury shares. As a
result, the Exchange stated that the
proposed elimination of the treasury
stock exception under Section 312.03
does not impact equity compensation
plans.
IV. Discussion
After careful review, the Commission
finds that the proposed rule change, as
amended, is consistent with the
requirements of the Act and the rules
and regulations thereunder applicable to
a national securities exchange and, in
particular, with the requirements of
Section 6(b) of the Act.12 Specifically,
the Commission finds that the proposal
is consistent with Section 6(b)(5) of the
Act 13 in that it is designed to promote
just and equitable principles of trade, to
10 Astoria
Letter, supra note 6.
Letter to Nancy M. Morris, Secretary,
Commission, from Mary Yeager, Assistant
Secretary, NYSE, dated December 4, 2006 (‘‘NYSE
Response Letter’’).
12 15 U.S.C. 78f(b). In approving this proposal, the
Commission has considered the proposed rules’
impact on efficiency, competition, and capital
formation. See 15 U.S.C. 78c(f).
13 15 U.S.C. 78f(b)(5).
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11 See
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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
issuers.
The Commission believes that, with
respect to NYSE-listed companies, the
proposed rule change will reduce the
potential for significant dilution without
shareholder approval. The Commission
believes that the necessity of
shareholder approval of a transaction
should be governed by the substantive
nature of the transaction, not the status
or type of shares used in the transaction.
In this regard, the proposed rule change
should promote greater shareholder
input in control transactions and other
corporate actions resulting in issuances
of stock involving NYSE-listed
companies. The proposed changes to
Section 312.03 and 312.04 will also
make these provisions consistent with
the Exchange’s elimination of the
treasury share exception from the
Exchange’s equity compensation plan
approval rules.14
With respect to the proposed change
in Section 312.03(b), to clarify that the
rule covers issuances that are part of a
‘‘a series of related transactions, the
Commission believes this change is
beneficial as it is designed to ensure that
the overall substance of a transaction or
series of transactions indicates the
necessity of shareholder approval. In
particular, the Commission believes that
this change ensures that companies
cannot avoid the shareholder approval
requirements by simply issuing stock in
a piecemeal fashion to avoid the
requirements of the rule and makes
Section 312.03(b) consistent with the
requirements of Section 312.03(c). With
respect to the proposed changes in
Sections 703.01(A) and 903.02, which,
in general, require that listed companies
notify the Exchange in writing in
advance of an issuance, state whether
shareholder approval is required and, if
so, when it was obtained, and indicate
such information in any Subsequent
Listing Application, the Commission
believes these changes are reasonable as
14 See Equity Compensation Plan Release, supra
note 8. With respect to the sole commenter on the
proposed rule change, the Commission agrees with
the Exchange that the treasury share exception
being eliminated by the NYSE’s proposed changes
in Section 312.03 is currently not available with
respect to shareholder approval of equity
compensation plans as set forth in Section 303A.08.
As the Exchange’s response notes, the existing
definition of ‘‘equity compensation plan’’ in Section
303A.08 encompasses the delivery of either newly
issued or treasury shares. As a result, the proposed
elimination of the treasury stock exception does not
have any effect on the shareholder approval
requirements for equity compensation plans.
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171
they will facilitate the Exchange’s
monitoring of listed companies for
compliance with the revised
shareholder approval rules. The
Commission also believes that the
Exchange’s clarification of the term
‘‘market value’’ is consistent the
protection of investors as it ensures that
the most recent closing price, and not an
average price, is used in situations
where reference is made to the market
value of an issuer’s securities. This
change should provide certainty as to
what price is being used when
determining market value. Finally, the
Exchange has provided for a transition
period for companies that execute a
binding contract with respect to the
issuance of common stock prior to the
date that is five business days after the
date that the Commission noticed the
proposed rule change in the Federal
Register. The Commission believes that
this transition period is a reasonable
way to provide listed companies with
guidance as to on-going transactions and
sufficient notice of the proposed rule
change.
V. Conclusion
It is therefore ordered, pursuant to
Section 19(b)(2) of the Act,15 that the
proposed rule change (SR–NYSE–2006–
30), as amended by Amendment Nos. 1
and 2, be, and it hereby is, approved.
For the Commission, by the Division of
Market Regulation, pursuant to delegated
authority.16
Florence E. Harmon,
Deputy Secretary.
[FR Doc. E6–22446 Filed 12–29–06; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–54985; File No. SR–NYSE–
2006–113]
Self-Regulatory Organizations; New
York Stock Exchange LLC; Notice of
Filing and Immediate Effectiveness of
a Proposed Rule Change To Extend
the Moratorium on the Qualification
and Registration of New Registered
Competitive Market Makers and New
Competitive Traders, Governed by
Rules 107A and 110, Respectively, for
an Additional Six Months
December 21, 2006.
Pursuant to Section 19(b)(1) of the
Securities Exchange Act of 1934
15 15
16 17
E:\FR\FM\03JAN1.SGM
U.S.C. 78s(b)(2).
CFR 200.30–3(a)(12).
03JAN1
172
Federal Register / Vol. 72, No. 1 / Wednesday, January 3, 2007 / Notices
(‘‘Act’’) 1 and Rule 19b–4 thereunder,2
notice is hereby given that on December
13, 2006, the New York Stock Exchange
LLC (‘‘NYSE’’ or ‘‘Exchange’’) filed with
the Securities and Exchange
Commission (‘‘Commission’’) the
proposed rule change as described in
Items I and II below, which Items have
been substantially prepared by the
Exchange.3 The Exchange has
designated the proposed rule change as
constituting a ‘‘non-controversial’’ rule
change under Section 19(b)(3)(A)(iii) of
the Act,4 and Rule 19b–4(f)(6)
thereunder,5 which renders the proposal
effective upon filing with the
Commission. 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 NYSE proposes to extend for six
months the moratorium related to the
qualification and registration of
Registered Competitive Market Makers
(‘‘RCMMs’’) pursuant to Exchange Rule
107A and Competitive Traders (‘‘CTs’’)
pursuant to Exchange Rule 110. The text
of the proposed rule change is available
on the NYSE’s Web site (https://
www.nyse.com), at the NYSE’s Office of
the Secretary, and at the Commission’s
Public Reference Room.
II. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
In its filing with the Commission, the
Exchange included statements
concerning the purpose of, and basis for,
the proposed rule change. The text of
these statements may be examined at
the places specified in Item IV below.
The Exchange has prepared summaries,
set forth in Sections A, B, and C below,
of the most significant aspects of such
statements.
1 15
U.S.C. 78s(b)(1).
CFR 240.19b–4.
3 Certain technical corrections were made
throughout the discussion of the proposed rule
change pursuant to a conversation with NYSE staff.
Telephone conversation between Jean Walsh,
Principal Rule Counsel, NYSE, and Sara Gillis,
Attorney, Division of Market Regulation,
Commission, on December 18, 2006.
4 15 U.S.C. 78s(b)(3)(A)(iii).
5 17 CFR 240.19b–4(f)(6).
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2 17
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A. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
1. Purpose
The Exchange proposes to extend for
six months the current moratorium
related to the qualification and
registration of RCMMs pursuant to
Exchange Rule 107A and CTs pursuant
to Exchange Rule 110.
On September 22, 2005, the Exchange
filed SR–2005–63 6 (‘‘Filing 2005–63’’)
with the Commission proposing to
implement a moratorium on the
qualification and registration of new
RCMMS and CTs in order to allow the
Exchange an opportunity to review the
viability of RCMMs and CTs in the
NYSE HYBRID MARKETSM (‘‘Hybrid
Market’’).7
Subsequent to the submission of
Filing 2005–63, the Exchange filed SR–
NYSE–2006–11 8 (‘‘Filing 2006–11’’)
proposing to modify the moratorium
and grant RCMM firms the ability to
replace a RCMM who relinquishes his
or her registration and ceases to conduct
business as a RCMM during the
moratorium, with a newly qualified and
registered RCMM. The moratorium does
not restrict RCMMs from joining any
RCMM firm or becoming or remaining
an independent RCMM. Neither does
the moratorium restrict any RCMM firm
from hiring any existing RCMMs.
Subsequently, the Exchange extended
the moratorium, as amended, in order to
allow the Exchange to continue its
review during the phasing in of the
Hybrid Market for an additional six
months until on or about December 31,
2006.9
The Exchange now proposes to extend
the moratorium, as amended, for an
additional six months in order to
include in its review, data from the full
operation of the Hybrid Market with
respect to RCMMs and CTs that can
only be obtained when the remainder of
the third phase and the fourth phase of
the Hybrid Market are implemented in
the beginning of 2007. This data will
allow the Exchange to make a more
informed decision as to the viability of
RCMMs and CTs in the Hybrid Market.
As such, the Exchange believes an
6 See Securities Exchange Act Release No. 52648
(October 21, 2005), 70 FR 62155 (October 28, 2005)
(SR–NYSE–2005–63).
7 See Securities Exchange Act Release No. 53539
(March 22, 2006), 71 FR 16353 (March 31, 2006)
(SR–NYSE–2004–05).
8 See Securities Exchange Act Release No. 53549
(March 24, 2006), 71 FR 16388 (March 31, 2006)
(SR–NYSE–2006–11).
9 See Securities Exchange Act Release No. 54140
(July 13, 2006), 71 FR 41491 (July 21, 2006) (SR–
NYSE–2006–48).
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additional six-month extension of the
moratorium is necessary.
The Exchange will issue an
Information Memo announcing the
extension of the moratorium. The
review is currently estimated to be
completed on or about June 29, 2007.
2. Statutory Basis
The Exchange believes that the basis
under the Act for this proposed rule
change is the requirement under Section
6(b)(5) 10 that an exchange have rules
that are designed to promote just and
equitable principles of trade, to remove
impediments to and perfect the
mechanism of a free and open market
and a national market system and, in
general, to protect investors and the
public interest. The moratorium gives
the Exchange time to fully study the
future viability of RCMMs and CTs in
order to improve the market. The
proposed rule change is a six month
extension of the RCMM and CT
moratorium implemented in Filing
2005–63 and modified in Filing 2006–
11.
B. Self-Regulatory Organization’s
Statement on Burden on Competition
The Exchange does not believe that
the proposed rule change will impose
any burden on competition that is not
necessary or appropriate in furtherance
of the purposes of the Act.
C. Self-Regulatory Organization’s
Statement on Comments on the
Proposed Rule Change Received From
Members, Participants, or Others
The Exchange has neither solicited
nor received written comments on the
proposed rule change.
III. Date of Effectiveness of the
Proposed Rule Change and Timing for
Commission Action
Because the proposed rule change: (i)
Does not significantly affect the
protection of investors or the public
interest; (ii) does not impose any
significant burden on competition; and
(iii) does not become operative for 30
days after the date of the filing, or such
shorter time as the Commission may
designate if consistent with the
protection of investors and the public
interest, the proposed rule change has
become effective pursuant to Section
19(b)(3)(A) of the Act 11 and Rule 19b–
4(f)(6) thereunder.12
10 15
U.S.C. 78f(b)(5).
U.S.C. 78s(b)(3)(A).
12 17 CFR 240.19b–4(f)(6). Pursuant to Rule 19b–
4(f)(6)(iii) under the Act, the Exchange is required
to give the Commission written notice of its intent
to file the proposed rule change, along with a brief
description and text of the proposed rule change,
11 15
E:\FR\FM\03JAN1.SGM
03JAN1
Federal Register / Vol. 72, No. 1 / Wednesday, January 3, 2007 / Notices
A proposed rule change filed
pursuant to Rule 19b–4(f)(6) under the
Act 13 normally does not become
operative for 30 days after the date of its
filing. However, Rule 19b–4(f)(6)(iii) 14
permits the Commission to designate a
shorter time if such action is consistent
with the protection of investors and the
public interest. The NYSE has requested
that the Commission waive the 30-day
operative delay. The Commission
believes that waiving the 30-day
operative delay is consistent with the
protection of investors and the public
interest because it will allow the
moratorium to continue without
interruption so that the Exchange may
have additional time to fully study the
future viability of RCMMs and CTs in
the Hybrid Market. For these reasons,
the Commission designates that the
proposed rule change become operative
immediately.15
At any time within 60 days of the
filing of the proposed rule change, the
Commission may summarily abrogate
the rule change if it appears to the
Commission that such action is
necessary or appropriate in the public
interest, for the protection of investors,
or otherwise in furtherance of the
purposes of the Act.
IV. Solicitation of Comments
Interested persons are invited to
submit written data, views and
arguments concerning the foregoing,
including whether the proposed rule
change is consistent with the Act.
Comments may be submitted by any of
the following methods:
Electronic Comments
• Use the Commission’s Internet
comment form (https://www.sec.gov/
rules/sro.shtml); or
• Send an e-mail to rulecomments@sec.gov. Please include File
Number SR–NYSE–2006–113 on the
subject line.
Paper Comments
rwilkins on PROD1PC63 with NOTICES
• Send paper comments in triplicate
to Nancy M. Morris, Secretary,
Securities and Exchange Commission,
100 F Street, NE., Washington, DC
20549–1090.
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 requested that the Commission waive the 5-day
pre-filing notice requirement. The Commission has
determined to waive this requirement.
13 17 CFR 240.19b–4(f)(6).
14 17 CFR 240.19b–4(f)(6)(iii).
15 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. 15 U.S.C. 78c(f).
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19:02 Dec 29, 2006
Jkt 211001
All submissions should refer to File
Number SR–NYSE–2006–113. This file
number should be included on the
subject line if e-mail is used. To help the
Commission process and review your
comments more efficiently, please use
only one method. The Commission will
post all comments on the Commission’s
Internet Web site (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
Room. 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–NYSE–2006–113 and
should be submitted on or before
January 24, 2007.
For the Commission, by the Division of
Market Regulation, pursuant to delegated
authority.16
Jill M. Peterson,
Assistant Secretary.
[FR Doc. E6–22448 Filed 12–29–06; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–55004; File No. SR–
NYSEArca–2006–33]
Self-Regulatory Organizations; NYSE
Arca, Inc.; Notice of Filing and Order
Granting Accelerated Approval of
Proposed Rule Change to Trade the
iShares S&P Europe 350 Index Fund
Pursuant to Unlisted Trading
Privileges
December 22, 2006.
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 October
18, 2006, NYSE Arca, Inc. (‘‘NYSE
Arca’’ or ‘‘Exchange’’) filed with the
16 17
CFR 200.30–3(a)(12).
U.S.C. 78s(b)(1).
2 17 CFR 240.19b–4.
1 15
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173
Securities and Exchange Commission
(‘‘Commission’’) the proposed rule
change as described in Items I and II
below, which Items have been
substantially prepared by the Exchange.
The Commission is publishing this
notice and order to solicit comments on
the proposed rule change from
interested persons and to approve the
proposed rule change on an accelerated
basis.
I. Self-Regulatory Organization’s
Statement of the Terms of Substance of
the Proposed Rule Change
The Exchange, through its whollyowned subsidiary NYSE Arca Equities,
Inc. (‘‘NYSE Arca Equities’’), proposes
to trade shares (‘‘Shares’’) of the iShares
S&P Europe 350 Index Fund (‘‘Fund’’)
(Symbol: IEV) pursuant to unlisted
trading privileges (‘‘UTP’’) based on
NYSE Arca Equities Rule 5.2(j)(3).
The text of the proposed rule change
is available on the Exchange’s Web site
(https://www.nysearca.com), at the
principal office of the Exchange, and at
the Commission’s Public Reference
Room.
II. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
In its filing with the Commission, the
Exchange included statements
concerning the purpose of, and basis for,
the proposed rule change and discussed
any comments it received on the
proposed rule change. The text of these
statements may be examined at the
places specified in Item III below. The
Exchange has prepared summaries, set
forth in Sections A, B, and C below, of
the most significant aspects of such
statements.
A. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
1. Purpose
The Exchange is proposing to trade
the Shares pursuant to UTP. The Fund
seeks investment results that correspond
generally to the price and yield
performance, before fees and expenses,
of the Standard & Poor’s Europe 350
Index (‘‘Index’’). The Index measures
the performance of the stocks of leading
companies in the following countries:
Austria, Belgium, Denmark, Finland,
France, Germany, Greece, Ireland, Italy,
Luxembourg, Netherlands, Norway,
Portugal, Spain, Sweden, Switzerland,
and the United Kingdom. The market
capitalization of constituent companies
is adjusted to reflect only those stocks
E:\FR\FM\03JAN1.SGM
03JAN1
]]>Agencies
[Federal Register Volume 72, Number 1 (Wednesday, January 3, 2007)]
[Notices]
[Pages 171-173]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: E6-22448]
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-54985; File No. SR-NYSE-2006-113]
Self-Regulatory Organizations; New York Stock Exchange LLC;
Notice of Filing and Immediate Effectiveness of a Proposed Rule Change
To Extend the Moratorium on the Qualification and Registration of New
Registered Competitive Market Makers and New Competitive Traders,
Governed by Rules 107A and 110, Respectively, for an Additional Six
Months
December 21, 2006.
Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934
[[Page 172]]
(``Act'') \1\ and Rule 19b-4 thereunder,\2\ notice is hereby given that
on December 13, 2006, the New York Stock Exchange LLC (``NYSE'' or
``Exchange'') filed with the Securities and Exchange Commission
(``Commission'') the proposed rule change as described in Items I and
II below, which Items have been substantially prepared by the
Exchange.\3\ The Exchange has designated the proposed rule change as
constituting a ``non-controversial'' rule change under Section
19(b)(3)(A)(iii) of the Act,\4\ and Rule 19b-4(f)(6) thereunder,\5\
which renders the proposal effective upon filing with the Commission.
The Commission is publishing this notice to solicit comments on the
proposed rule change from interested persons.
---------------------------------------------------------------------------
\1\ 15 U.S.C. 78s(b)(1).
\2\ 17 CFR 240.19b-4.
\3\ Certain technical corrections were made throughout the
discussion of the proposed rule change pursuant to a conversation
with NYSE staff. Telephone conversation between Jean Walsh,
Principal Rule Counsel, NYSE, and Sara Gillis, Attorney, Division of
Market Regulation, Commission, on December 18, 2006.
\4\ 15 U.S.C. 78s(b)(3)(A)(iii).
\5\ 17 CFR 240.19b-4(f)(6).
---------------------------------------------------------------------------
I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change
The NYSE proposes to extend for six months the moratorium related
to the qualification and registration of Registered Competitive Market
Makers (``RCMMs'') pursuant to Exchange Rule 107A and Competitive
Traders (``CTs'') pursuant to Exchange Rule 110. The text of the
proposed rule change is available on the NYSE's Web site (https://
www.nyse.com), at the NYSE's Office of the Secretary, and at the
Commission's Public Reference Room.
II. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change
In its filing with the Commission, the Exchange included statements
concerning the purpose of, and basis for, the proposed rule change. The
text of these statements may be examined at the places specified in
Item IV below. The Exchange has prepared summaries, set forth in
Sections A, B, and C below, of the most significant aspects of such
statements.
A. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change
1. Purpose
The Exchange proposes to extend for six months the current
moratorium related to the qualification and registration of RCMMs
pursuant to Exchange Rule 107A and CTs pursuant to Exchange Rule 110.
On September 22, 2005, the Exchange filed SR-2005-63 \6\ (``Filing
2005-63'') with the Commission proposing to implement a moratorium on
the qualification and registration of new RCMMS and CTs in order to
allow the Exchange an opportunity to review the viability of RCMMs and
CTs in the NYSE HYBRID MARKETSM (``Hybrid Market'').\7\
---------------------------------------------------------------------------
\6\ See Securities Exchange Act Release No. 52648 (October 21,
2005), 70 FR 62155 (October 28, 2005) (SR-NYSE-2005-63).
\7\ See Securities Exchange Act Release No. 53539 (March 22,
2006), 71 FR 16353 (March 31, 2006) (SR-NYSE-2004-05).
---------------------------------------------------------------------------
Subsequent to the submission of Filing 2005-63, the Exchange filed
SR-NYSE-2006-11 \8\ (``Filing 2006-11'') proposing to modify the
moratorium and grant RCMM firms the ability to replace a RCMM who
relinquishes his or her registration and ceases to conduct business as
a RCMM during the moratorium, with a newly qualified and registered
RCMM. The moratorium does not restrict RCMMs from joining any RCMM firm
or becoming or remaining an independent RCMM. Neither does the
moratorium restrict any RCMM firm from hiring any existing RCMMs.
---------------------------------------------------------------------------
\8\ See Securities Exchange Act Release No. 53549 (March 24,
2006), 71 FR 16388 (March 31, 2006) (SR-NYSE-2006-11).
---------------------------------------------------------------------------
Subsequently, the Exchange extended the moratorium, as amended, in
order to allow the Exchange to continue its review during the phasing
in of the Hybrid Market for an additional six months until on or about
December 31, 2006.\9\
---------------------------------------------------------------------------
\9\ See Securities Exchange Act Release No. 54140 (July 13,
2006), 71 FR 41491 (July 21, 2006) (SR-NYSE-2006-48).
---------------------------------------------------------------------------
The Exchange now proposes to extend the moratorium, as amended, for
an additional six months in order to include in its review, data from
the full operation of the Hybrid Market with respect to RCMMs and CTs
that can only be obtained when the remainder of the third phase and the
fourth phase of the Hybrid Market are implemented in the beginning of
2007. This data will allow the Exchange to make a more informed
decision as to the viability of RCMMs and CTs in the Hybrid Market. As
such, the Exchange believes an additional six-month extension of the
moratorium is necessary.
The Exchange will issue an Information Memo announcing the
extension of the moratorium. The review is currently estimated to be
completed on or about June 29, 2007.
2. Statutory Basis
The Exchange believes that the basis under the Act for this
proposed rule change is the requirement under Section 6(b)(5) \10\ that
an exchange have rules that are designed to promote just and equitable
principles of trade, to remove impediments to and perfect the mechanism
of a free and open market and a national market system and, in general,
to protect investors and the public interest. The moratorium gives the
Exchange time to fully study the future viability of RCMMs and CTs in
order to improve the market. The proposed rule change is a six month
extension of the RCMM and CT moratorium implemented in Filing 2005-63
and modified in Filing 2006-11.
---------------------------------------------------------------------------
\10\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------
B. Self-Regulatory Organization's Statement on Burden on Competition
The Exchange does not believe that the proposed rule change will
impose any burden on competition that is not necessary or appropriate
in furtherance of the purposes of the Act.
C. Self-Regulatory Organization's Statement on Comments on the Proposed
Rule Change Received From Members, Participants, or Others
The Exchange has neither solicited nor received written comments on
the proposed rule change.
III. Date of Effectiveness of the Proposed Rule Change and Timing for
Commission Action
Because the proposed rule change: (i) Does not significantly affect
the protection of investors or the public interest; (ii) does not
impose any significant burden on competition; and (iii) does not become
operative for 30 days after the date of the filing, or such shorter
time as the Commission may designate if consistent with the protection
of investors and the public interest, the proposed rule change has
become effective pursuant to Section 19(b)(3)(A) of the Act \11\ and
Rule 19b-4(f)(6) thereunder.\12\
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\11\ 15 U.S.C. 78s(b)(3)(A).
\12\ 17 CFR 240.19b-4(f)(6). Pursuant to Rule 19b-4(f)(6)(iii)
under the Act, the Exchange is required to give the Commission
written notice of its intent to file the proposed rule change, along
with a brief description and text of the proposed rule change, at
least five business days prior to the date of filing of the proposed
rule change, or such shorter time as designated by the Commission.
The Exchange has requested that the Commission waive the 5-day pre-
filing notice requirement. The Commission has determined to waive
this requirement.
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[[Page 173]]
A proposed rule change filed pursuant to Rule 19b-4(f)(6) under the
Act \13\ normally does not become operative for 30 days after the date
of its filing. However, Rule 19b-4(f)(6)(iii) \14\ permits the
Commission to designate a shorter time if such action is consistent
with the protection of investors and the public interest. The NYSE has
requested that the Commission waive the 30-day operative delay. The
Commission believes that waiving the 30-day operative delay is
consistent with the protection of investors and the public interest
because it will allow the moratorium to continue without interruption
so that the Exchange may have additional time to fully study the future
viability of RCMMs and CTs in the Hybrid Market. For these reasons, the
Commission designates that the proposed rule change become operative
immediately.\15\
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\13\ 17 CFR 240.19b-4(f)(6).
\14\ 17 CFR 240.19b-4(f)(6)(iii).
\15\ 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. 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 may summarily abrogate the rule change if it
appears to the Commission that such action is necessary or appropriate
in the public interest, for the protection of investors, or otherwise
in furtherance of the purposes of the Act.
IV. Solicitation of Comments
Interested persons are invited to submit written data, views and
arguments concerning the foregoing, including whether the proposed rule
change is consistent with the Act. Comments may be submitted by any of
the following methods:
Electronic Comments
Use the Commission's Internet comment form (https://
www.sec.gov/rules/sro.shtml); or
Send an e-mail to rule-comments@sec.gov. Please include
File Number SR-NYSE-2006-113 on the subject line.
Paper Comments
Send paper comments in triplicate to Nancy M. Morris,
Secretary, Securities and Exchange Commission, 100 F Street, NE.,
Washington, DC 20549-1090.
All submissions should refer to File Number SR-NYSE-2006-113. This file
number should be included on the subject line if e-mail is used. To
help the Commission process and review your comments more efficiently,
please use only one method. The Commission will post all comments on
the Commission's Internet Web site (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 Room. 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-NYSE-2006-113 and should be submitted on or before January 24, 2007.
For the Commission, by the Division of Market Regulation,
pursuant to delegated authority.\16\
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\16\ 17 CFR 200.30-3(a)(12).
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Jill M. Peterson,
Assistant Secretary.
[FR Doc. E6-22448 Filed 12-29-06; 8:45 am]
BILLING CODE 8011-01-P
