Self-Regulatory Organizations; The Options Clearing Corporation; Notice of Filing of a Proposed Rule Change Relating to Choice of Law and Forum Selection, 21062-21064 [E7-8054]
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21062
Federal Register / Vol. 72, No. 81 / Friday April 27, 2007 / Notices
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 filings also
will be available for inspection and
copying at the principal office of Nasdaq
and on Nasdaq’s Web site at https://
www.complinet.com/file_store/pdf/
rulebooks/NASDAQ_SR–NASDAQ–
2007–021.pdf. 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–
NASDAQ–2007–021 and should be
submitted on or before May 18, 2007.
For the Commission by the Division of
Market Regulation, pursuant to delegated
authority.14
Florence E. Harmon,
Deputy Secretary.
[FR Doc. E7–8055 Filed 4–26–07; 8:45 am]
BILLING CODE 8010–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–55656; File No. SR–NYSE–
2007–15]
Self-Regulatory Organizations; New
York Stock Exchange LLC; Order
Approving Proposed Rule Change
Regarding the Amendment of NYSE
Rule 300 Relating to Trading Licenses
cprice-sewell on PROD1PC66 with NOTICES
April 23, 2007.
On February 13, 2007, the New York
Stock Exchange LLC (‘‘NYSE’’ or
‘‘Exchange’’) filed with the Securities
and Exchange Commission
(‘‘Commission’’), pursuant to Section
19(b)(1) of the Securities Exchange Act
of 1934 (‘‘Act’’) 1 and Rule 19b–4
thereunder, 2 a proposed rule change to
amend NYSE Rule 300 relating to
trading licenses to charge a premium of
$5,000, for a total annualized rate of
$55,000, for those trading licenses
purchased after the annual application
period. The proposed rule change was
published for comment in the Federal
14 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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Register on March 5, 2007.3 The
Commission received no comments
regarding the proposal.
The Exchange previously required the
payment of a 10% premium to
encourage participation in its ‘‘Dutch’’
auction method of allocating trading
licenses, but recently eliminated this
premium when it adopted a fixed
$50,000 annual fee for each trading
license.4 The Exchange believes that the
10% premium for licenses purchased
after the annual application period will
provide the Exchange with greater
predictability regarding the number of
trading licenses issued. The Exchange
represents that this predictability not
only facilitates business planning and
administration by member organizations
and the NYSE, but also reduces both
business and regulatory systems
changes to reflect fluctuations in trading
licenses issued. The Exchange confirms
that, during the December 2006 trading
license application period, it notified its
members of its intent to submit a rule
filing to apply the proposed premium
for trading licenses purchased after the
application period.5 The Exchange also
confirms that the premium will only be
effective for trading licenses purchased
after the approval of this proposed rule
change.6
The Commission finds that the
proposed rule change is consistent with
the Act, and particularly with Section
6(b)(4) 7 of the Act, which requires that
an exchange have rules that provide for
the equitable allocation of reasonable
dues, fees, and other charges among its
members and issuers and other persons
using its facilities.8 The Commission
believes that the Exchange’s proposed
10% premium for trading licenses
purchased after the annual application
period is reasonable and should help
facilitate the Exchange’s administration
of trading licenses and member
organizations’ business planning with
respect to the issuance of trading
licenses.
It is therefore ordered, pursuant to
Section 19(b)(2) of the Act,9 that the
3 See Securities Exchange Act Release No. 55345
(February 26, 2007), 72 FR 9816.
4 See Securities Exchange Act Release No. 54998
(December 21, 2006), 71 FR 78496 (December 29,
2006) (SR–NYSE–2006–98).
5 E-mail communication between Leah Mesfin,
Special Counsel, Division of Market Regulation,
Commission, and Janet Kissane, Vice President and
Associate General Counsel, NYSE, on April 13,
2007.
6 Id.
7 15 U.S.C. 78f(b)(4).
8 In approving this proposed rule change, the
Commission notes that it has considered the
proposed rule’s impact on efficiency, competition,
and capital formation. See 15 U.S.C. 78c(f).
9 15 U.S.C. 78s(b)(2).
PO 00000
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proposed rule change (SR–NYSE–2007–
15) be, and hereby is, approved.
For the Commission, by the Division of
Market Regulation, pursuant to delegated
authority.10
Florence E. Harmon,
Deputy Secretary.
[FR Doc. E7–8097 Filed 4–26–07; 8:45 am]
BILLING CODE 8010–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–55653; File No. SR–OCC–
2006–09]
Self-Regulatory Organizations; The
Options Clearing Corporation; Notice
of Filing of a Proposed Rule Change
Relating to Choice of Law and Forum
Selection
April 20, 2007.
Pursuant to Section 19(b)(1) of the
Securities Exchange Act of 1934
(‘‘Act’’),1 notice is hereby given that on
May 22, 2006, The Options Clearing
Corporation (‘‘OCC’’) filed with the
Securities and Exchange Commission
(‘‘Commission’’) and on December 12,
2006, amended the proposed rule
change as described in Items I, II, and
III below, which items have been
prepared primarily by OCC. 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
provide for the addition of new general
choice of law and forum selection
provisions to OCC’s By-Laws.
II. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
In its filing with the Commission,
OCC 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. OCC has prepared
summaries, set forth in sections (A), (B),
and (C) below, of the most significant
aspects of such statements.2
10 17 CFR 200.30–3(a)(12); 17 CFR 200.30–
3(a)(44).
1 15 U.S.C. 78s(b)(1).
2 The Commission has modified parts of these
statements.
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cprice-sewell on PROD1PC66 with NOTICES
Federal Register / Vol. 72, No. 81 / Friday April 27, 2007 / Notices
(A) Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
The proposed rule change would add
new general choice of law and forum
selection provisions to OCC’s By-Laws.
The purpose of the proposed rule
change is to ensure there are appropriate
choice of law and forum selection
provisions governing all contractual
relations between OCC and each of its
clearing members. The proposed
provisions should provide greater
clarity, consistency, and predictability
in the application of the law to all
contractual relations between OCC and
each of its clearing members and in the
choice of forum in the event of litigation
on such matters.
OCC’s By-Laws and Rules each
currently contain choice of law
provisions that apply in somewhat
limited circumstances. This approach is
problematic as it could lead to
inconsistencies between the two
provisions or because it may fail to
properly specify a governing law with
respect to certain contractual relations
altogether.
Article VI, Section 9(c) of OCC’s ByLaws provides that Illinois law,
specifically the Illinois Uniform
Commercial Code, is the governing law
with respect to cleared contracts. A
‘‘cleared contract’’ is defined in Article
I, Section 1 of OCC’s By-Laws as ‘‘a
cleared security or commodity future or
futures option that is cleared by [OCC].’’
A ‘‘cleared security’’ is defined as ‘‘an
option contract (other than a futures
option), a security future or a BOUND.’’
However, OCC has interactions and
relationships with clearing members not
directly involving cleared contracts
(e.g., membership and financial
requirements). Accordingly, the choice
of law provisions in Article VI, Section
9(c) are not comprehensive.
OCC Rule 614(m), which clarifies the
limited obligations of OCC in
connection with pledges of cleared
securities, incorporates certain
provisions of Article VI, Section 9 of the
By-Laws by reference and also contains
special provisions applicable in the
event that, notwithstanding the choice
of law provisions of Article VI, Section
9(c), the laws of a jurisdiction that has
not adopted the 1994 revisions to
Article 8 and 9 of the UCC are
applicable to security interests in
pledged securities. However, all 50 U.S.
States, the District of Columbia, the U.S.
Virgin Islands, and Puerto Rico have
now adopted the 1994 revisions to
Article 8 and 9 of the UCC, rendering
the special provisions unnecessary.
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Article V of OCC’s By-Laws (Clearing
Members), Section 3 (Conditions to
Admission), subparagraph (k) provides
that as a condition to admission as a
clearing member, non-U.S. securities
firms must consent to the jurisdiction of
Illinois courts and to the application of
U.S. law in connection with any dispute
with OCC arising from membership.
However, this provision only applies to
the limited context of disputes with
OCC arising from membership.
The proposed rule change would add
a general choice of law provision to
OCC’s By-Laws in order to provide
consistency and predictability in the
application of the law to all relations
between OCC and its clearing members.
This provision would be particularly
useful with respect to collateral posted
by non-U.S. clearing members where a
clear choice of law provision could
provide further assurance that OCC’s
interests in such collateral are properly
perfected. Such a provision would also
decrease the likelihood of an
inadvertent inconsistency among
provisions of the various Articles of the
By-Laws.
Illinois law is the most logical choice
to be the governing law under the
proposed choice of law provision given
OCC’s location and OCC’s familiarity
with Illinois law. Selecting Illinois law,
along with Federal law, as governing
law would also result in the greatest
consistency with current provisions of
OCC’s By-Laws and Rules. In addition,
selection of Illinois as the forum for
resolving any claims or disputes arising
out of or relating to OCC’s By-Laws or
Rules would be most logical in light of
the consistent application of Illinois law
to relations between OCC and its
clearing members.
The following proposed revisions to
OCC’s By-Laws and Rules are necessary
to create a general choice of law
provision:
(1) New Choice of Law Provision: OCC
proposes to add a new Section 10
(General Choice of Law and Forum
Selection) to Article IX (General
Provisions) of its By-Laws. New Section
10 would specify Illinois law as the
governing law with respect to OCC’s ByLaws and Rules as well as any
agreements between OCC and clearing
members. It would also specify that any
lawsuits between clearing members and
OCC be brought in a federal court or in
the absence of federal jurisdiction in a
state court located in Chicago, Illinois.
Existing Sections 10–12 of Article IX
would be renumbered as Sections 11–13
but would otherwise remain unchanged.
(2) Amendments to Other Sections of
the By-Laws: OCC proposes that Article
VI, Section 9(c) of the By-Laws be
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21063
removed in its entirety and replaced
with a reference to the proposed Article
IX, Section 10 of the By-Laws and with
a notice provision that persons desiring
to perfect security interests in cleared
securities seek the advice of counsel.
(3) Amendments to Rules: OCC
proposes to make conforming
amendments to Rule 604(b)(3)(ii) and to
Interpretation and Policy .01 under Rule
614. These amendments are necessary
in light of the adoption of the general
choice of law provision described
above. OCC further proposes that
language in Rule 614(m) providing for a
contingency in the event of the
application of the law of a jurisdiction
that has not adopted the 1994
amendments to Articles 8 and 9 of the
UCC be deleted as no longer necessary.
The proposed rule change is
consistent with Section 17A of the Act
because it is designed to assure the
safeguarding of securities and funds
which are in the custody or control of
the OCC or for which OCC is
responsible, removes impediments to
and perfects the mechanism of a
national system for the prompt and
accurate clearance and settlement of
securities transactions, and in general
protects investors and the public
interest by providing for clarity and
predictability in the application of the
law to all contractual relations between
OCC and its clearing members,
especially with respect to the perfection
of interests in collateral. Other than as
described in footnote 1 to Rule 604, the
proposed rule change is not inconsistent
with any other By-Laws or Rules of
OCC, including those proposed to be
amended.
(B) Self-Regulatory Organization’s
Statement on Burden on Competition
OCC 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
Written comments were not and are
not intended to be solicited with respect
to the proposed rule change, and none
have been received.
III. Date of Effectiveness of the
Proposed Rule Change and Timing for
Commission Action
Within 35 days of the date of
publication of this notice in the Federal
Register or within such longer period (i)
as the Commission may designate up to
90 days of such date if it finds such
longer period to be appropriate and
publishes its reasons for so finding or
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21064
Federal Register / Vol. 72, No. 81 / Friday April 27, 2007 / Notices
(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:
cprice-sewell on PROD1PC66 with NOTICES
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-OCC–2006–09 on the
subject line.
Number SR-OCC–2006–09 and should
be submitted on or before May 18, 2007.
For the Commission by the Division of
Market Regulation, pursuant to delegated
authority.3
Florence E. Harmon,
Deputy Secretary.
[FR Doc. E7–8054 Filed 4–26–07; 8:45 am]
BILLING CODE 8010–01–P
Dated: April 18, 2007.
Marc Susser,
Executive Secretary, Department of State.
[FR Doc. E7–8111 Filed 4–26–07; 8:45 am]
DEPARTMENT OF STATE
[Public Notice 5762]
Advisory Committee on Historical
Diplomatic Documentation Notice of
Meeting
Summary: The Advisory Committee
on Historical Diplomatic Documentation
will meet in the Department of State,
2201 ‘‘C’’ Street, NW., Washington, DC,
June 4–5, 2007, in Conference Room
1107. Prior notification and a valid
government-issued photo ID (such as
driver’s license, passport, U.S.
Paper Comments
government or military ID) are required
• Send paper comments in triplicate
for entrance into the building. Members
to Nancy M. Morris, Secretary,
of the public planning to attend must
Securities and Exchange Commission,
notify Chris Tudda, Office of the
100 F Street, NE., Washington, DC
Historian (202–663–3054) no later than
20549–1090.
May 31, 2007 to provide date of birth,
All submissions should refer to File
valid government-issued photo
Number SR-OCC–2006–09. This file
identification number and type (such as
number should be included on the
driver’s license number/state, passport
subject line if e-mail is used. To help the number/country, or U.S. government ID
Commission process and review your
number/agency or military ID number/
comments more efficiently, please use
branch), and relevant telephone
only one method. The Commission will numbers. If you cannot provide one of
post all comments on the Commission’s the enumerated forms of ID, please
Internet Web site (https://www.sec.gov/
consult with Chris Tudda for acceptable
rules/sro.shtml). Copies of the
alternative forms of picture
submission, all subsequent
identification.
amendments, all written statements
The Committee will meet in open
with respect to the proposed rule
session from 1:30 p.m. through 3 p.m.
change that are filed with the
on Monday, June 4, 2007, in the
Commission, and all written
Department of State, 2201 ‘‘C’’ Street
communications relating to the
NW., Washington, DC, in Conference
proposed rule change between the
Room 1107, to discuss declassification
Commission and any person, other than and transfer of Department of State
those that may be withheld from the
records to the National Archives and
public in accordance with the
Records Administration and the status
provisions of 5 U.S.C. 552, will be
of the Foreign Relations series. The
available for inspection and copying in
remainder of the Committee’s sessions
the Commission’s Public Reference
from 3:15 p.m. until 4:30 p.m. on
Section, 100 F Street, NE., Washington,
Monday, June 4, 2007, and 9 a.m. until
DC 20549. Copies of such filing also will 1 p.m. on Tuesday, June 5, 2007, will be
be available for inspection and copying
closed in accordance with Section 10(d)
at the principal office of OCC and on
of the Federal Advisory Committee Act
OCC’s Web site at https://
(Pub. L. 92–463). The agenda calls for
www.optionsclearing.com.
discussions of agency declassification
All comments received will be posted decisions concerning the Foreign
without change; the Commission does
Relations series and other
not edit personal identifying
declassification issues. These are
information from submissions. You
matters not subject to public disclosure
should submit only information that
under 5 U.S.C. 552b(c)(1) and the public
you wish to make available publicly. All
3 17 CFR 200.30–3(a)(12).
submissions should refer to File
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15:18 Apr 26, 2007
Jkt 211001
PO 00000
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interest requires that such activities be
withheld from disclosure. Questions
concerning the meeting should be
directed to Marc J. Susser, Executive
Secretary, Advisory Committee on
Historical Diplomatic Documentation,
Department of State, Office of the
Historian, Washington, DC 20520,
telephone (202) 663–1123, (e-mail
history@state.gov).
BILLING CODE 4710–11–P
DEPARTMENT OF TRANSPORTATION
Federal Aviation Administration
Fortieth (40th) Meeting, RTCA Special
Committee 186 Automatic Dependent
Surveillance-Broadcast (ADS–B)
Federal Aviation
Administration (FAA), DOT.
ACTION: Notice of RTCA Special
Committee 186 Automatic Dependent
Surveillance-Broadcast (ADS–B)
meeting.
AGENCY:
SUMMARY: The FAA is issuing this notice
to advise the public of a meeting of
RTCA Special Committee 186
Automatic Dependent Surveillance—
Broadcast (ADS–B).
DATES: The meeting will be held May
14–18, 2007, at 9 a.m. (Unless
Otherwise noted).
ADDRESSES: The meeting will be held at
RTCA, Inc., 1828 L Street, NW., Suite
805 Washington, DC 20036.
FOR FURTHER INFORMATION CONTACT: (1)
RTCA Secretariat (Hal Moses), 1828 L
Street, NW., Suite 805, Washington, DC
20036, (202) 833–9339; fax (202) 833–
9434; Web site https://www.rtca.org.
SUPPLEMENTARY INFORMATION: Pursuant
to section 10(a)(2) of the Federal
Advisory Committee Act (Pub. L. 92–
463, 5 U.S.C., Appendix 2), notice is
hereby given for a Special Committee
186 meeting. The agenda will include:
• May 14:
• All Day, CDTI Subgroup, ARINC
Room.
• May 15:
• All Day, ASSAP Subgroup,
MacIntosh-NBAA & Hilton-ATA Rooms.
• All Day, CDTI Subgroup, Colson
Board Room.
• May 16:
• All Day, ASSAP Subgroup,
MacIntosh-NBAA & Hilton-ATA Room.
• All Day, CDTI Subgroup, ARINC
Room.
• May 17:
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]]>Agencies
[Federal Register Volume 72, Number 81 (Friday, April 27, 2007)]
[Notices]
[Pages 21062-21064]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: E7-8054]
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-55653; File No. SR-OCC-2006-09]
Self-Regulatory Organizations; The Options Clearing Corporation;
Notice of Filing of a Proposed Rule Change Relating to Choice of Law
and Forum Selection
April 20, 2007.
Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934
(``Act''),\1\ notice is hereby given that on May 22, 2006, The Options
Clearing Corporation (``OCC'') filed with the Securities and Exchange
Commission (``Commission'') and on December 12, 2006, amended the
proposed rule change as described in Items I, II, and III below, which
items have been prepared primarily by OCC. 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).
---------------------------------------------------------------------------
I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change
The proposed rule change would provide for the addition of new
general choice of law and forum selection provisions to OCC's By-Laws.
II. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change
In its filing with the Commission, OCC 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. OCC has prepared summaries, set forth in sections (A),
(B), and (C) below, of the most significant aspects of such
statements.\2\
---------------------------------------------------------------------------
\2\ The Commission has modified parts of these statements.
---------------------------------------------------------------------------
[[Page 21063]]
(A) Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change
The proposed rule change would add new general choice of law and
forum selection provisions to OCC's By-Laws. The purpose of the
proposed rule change is to ensure there are appropriate choice of law
and forum selection provisions governing all contractual relations
between OCC and each of its clearing members. The proposed provisions
should provide greater clarity, consistency, and predictability in the
application of the law to all contractual relations between OCC and
each of its clearing members and in the choice of forum in the event of
litigation on such matters.
OCC's By-Laws and Rules each currently contain choice of law
provisions that apply in somewhat limited circumstances. This approach
is problematic as it could lead to inconsistencies between the two
provisions or because it may fail to properly specify a governing law
with respect to certain contractual relations altogether.
Article VI, Section 9(c) of OCC's By-Laws provides that Illinois
law, specifically the Illinois Uniform Commercial Code, is the
governing law with respect to cleared contracts. A ``cleared contract''
is defined in Article I, Section 1 of OCC's By-Laws as ``a cleared
security or commodity future or futures option that is cleared by
[OCC].'' A ``cleared security'' is defined as ``an option contract
(other than a futures option), a security future or a BOUND.'' However,
OCC has interactions and relationships with clearing members not
directly involving cleared contracts (e.g., membership and financial
requirements). Accordingly, the choice of law provisions in Article VI,
Section 9(c) are not comprehensive.
OCC Rule 614(m), which clarifies the limited obligations of OCC in
connection with pledges of cleared securities, incorporates certain
provisions of Article VI, Section 9 of the By-Laws by reference and
also contains special provisions applicable in the event that,
notwithstanding the choice of law provisions of Article VI, Section
9(c), the laws of a jurisdiction that has not adopted the 1994
revisions to Article 8 and 9 of the UCC are applicable to security
interests in pledged securities. However, all 50 U.S. States, the
District of Columbia, the U.S. Virgin Islands, and Puerto Rico have now
adopted the 1994 revisions to Article 8 and 9 of the UCC, rendering the
special provisions unnecessary.
Article V of OCC's By-Laws (Clearing Members), Section 3
(Conditions to Admission), subparagraph (k) provides that as a
condition to admission as a clearing member, non-U.S. securities firms
must consent to the jurisdiction of Illinois courts and to the
application of U.S. law in connection with any dispute with OCC arising
from membership. However, this provision only applies to the limited
context of disputes with OCC arising from membership.
The proposed rule change would add a general choice of law
provision to OCC's By-Laws in order to provide consistency and
predictability in the application of the law to all relations between
OCC and its clearing members. This provision would be particularly
useful with respect to collateral posted by non-U.S. clearing members
where a clear choice of law provision could provide further assurance
that OCC's interests in such collateral are properly perfected. Such a
provision would also decrease the likelihood of an inadvertent
inconsistency among provisions of the various Articles of the By-Laws.
Illinois law is the most logical choice to be the governing law
under the proposed choice of law provision given OCC's location and
OCC's familiarity with Illinois law. Selecting Illinois law, along with
Federal law, as governing law would also result in the greatest
consistency with current provisions of OCC's By-Laws and Rules. In
addition, selection of Illinois as the forum for resolving any claims
or disputes arising out of or relating to OCC's By-Laws or Rules would
be most logical in light of the consistent application of Illinois law
to relations between OCC and its clearing members.
The following proposed revisions to OCC's By-Laws and Rules are
necessary to create a general choice of law provision:
(1) New Choice of Law Provision: OCC proposes to add a new Section
10 (General Choice of Law and Forum Selection) to Article IX (General
Provisions) of its By-Laws. New Section 10 would specify Illinois law
as the governing law with respect to OCC's By-Laws and Rules as well as
any agreements between OCC and clearing members. It would also specify
that any lawsuits between clearing members and OCC be brought in a
federal court or in the absence of federal jurisdiction in a state
court located in Chicago, Illinois. Existing Sections 10-12 of Article
IX would be renumbered as Sections 11-13 but would otherwise remain
unchanged.
(2) Amendments to Other Sections of the By-Laws: OCC proposes that
Article VI, Section 9(c) of the By-Laws be removed in its entirety and
replaced with a reference to the proposed Article IX, Section 10 of the
By-Laws and with a notice provision that persons desiring to perfect
security interests in cleared securities seek the advice of counsel.
(3) Amendments to Rules: OCC proposes to make conforming amendments
to Rule 604(b)(3)(ii) and to Interpretation and Policy .01 under Rule
614. These amendments are necessary in light of the adoption of the
general choice of law provision described above. OCC further proposes
that language in Rule 614(m) providing for a contingency in the event
of the application of the law of a jurisdiction that has not adopted
the 1994 amendments to Articles 8 and 9 of the UCC be deleted as no
longer necessary.
The proposed rule change is consistent with Section 17A of the Act
because it is designed to assure the safeguarding of securities and
funds which are in the custody or control of the OCC or for which OCC
is responsible, removes impediments to and perfects the mechanism of a
national system for the prompt and accurate clearance and settlement of
securities transactions, and in general protects investors and the
public interest by providing for clarity and predictability in the
application of the law to all contractual relations between OCC and its
clearing members, especially with respect to the perfection of
interests in collateral. Other than as described in footnote 1 to Rule
604, the proposed rule change is not inconsistent with any other By-
Laws or Rules of OCC, including those proposed to be amended.
(B) Self-Regulatory Organization's Statement on Burden on Competition
OCC 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
Written comments were not and are not intended to be solicited with
respect to the proposed rule change, and none have been received.
III. Date of Effectiveness of the Proposed Rule Change and Timing for
Commission Action
Within 35 days of the date of publication of this notice in the
Federal Register or within such longer period (i) as the Commission may
designate up to 90 days of such date if it finds such longer period to
be appropriate and publishes its reasons for so finding or
[[Page 21064]]
(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-OCC-2006-09 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-OCC-2006-09. 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 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 OCC and on OCC's
Web site at https://www.optionsclearing.com.
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-OCC-2006-09
and should be submitted on or before May 18, 2007.
For the Commission by the Division of Market Regulation,
pursuant to delegated authority.\3\
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\3\ 17 CFR 200.30-3(a)(12).
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Florence E. Harmon,
Deputy Secretary.
[FR Doc. E7-8054 Filed 4-26-07; 8:45 am]
BILLING CODE 8010-01-P
