Self-Regulatory Organizations; New York Stock Exchange LLC; Notice of Filing and Order Granting Accelerated Approval of Proposed Rule Change To Amend Section 703.21 of the Listed Company Manual Relating to Equity-Linked Debt Securities, 30178-30179 [E8-11550]

Download as PDF 30178 Federal Register / Vol. 73, No. 101 / Friday, May 23, 2008 / Notices Electronic Comments • Use the Commission’s Internet comment form (http://www.sec.gov/ rules/sro.shtml); or • Send an e-mail to rulecomments@sec.gov. Please include File Number SR–ISE–2008–39 on the subject line. Paper Comments dwashington3 on PRODPC61 with NOTICES • Send paper comments in triplicate to Nancy M. Morris, Secretary, Securities and Exchange Commission, 100 F Street, NE., Washington, DC 20549–1090. SECURITIES AND EXCHANGE COMMISSION [Release No. 34–57833; File No. SR–NYSE– 2008–35] Self-Regulatory Organizations; New York Stock Exchange LLC; Notice of Filing and Order Granting Accelerated Approval of Proposed Rule Change To Amend Section 703.21 of the Listed Company Manual Relating to EquityLinked Debt Securities May 19, 2008. Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 (the All submissions should refer to File ‘‘Act’’) 1 and Rule 19b–4 thereunder,2 Number SR–ISE–2008–39. This file notice is hereby given that on May 2, number should be included on the 2008, the New York Stock Exchange subject line if e-mail is used. To help the LLC (‘‘NYSE’’ or ‘‘Exchange’’) filed with Commission process and review your the Securities and Exchange comments more efficiently, please use Commission (‘‘Commission’’) the only one method. The Commission will proposed rule change as described in post all comments on the Commission’s Items I and II below, which Items have Internet Web site (http://www.sec.gov/ been prepared substantially by the rules/sro.shtml). Copies of the Exchange. The Commission is submission, all subsequent publishing this notice to solicit amendments, all written statements comments on the proposed rule change with respect to the proposed rule from interested persons and is granting change that are filed with the accelerated approval to the proposed Commission, and all written rule change. communications relating to the I. Self-Regulatory Organization’s proposed rule change between the Commission and any person, other than Statement of the Terms of Substance of the Proposed Rule Change those that may be withheld from the public in accordance with the The Exchange proposes to amend provisions of 5 U.S.C. 552, will be Section 703.21 of the Listed Company available for inspection and copying in Manual (‘‘Manual’’) to clarify the the Commission’s Public Reference application of Rule 19b–4(e) under the Room, 100 F Street, NE., Washington, Act 3 to the listing of equity-linked debt DC 20549, on official business days between the hours of 10 a.m. and 3 p.m. securities (‘‘ELDS’’). The text of the proposed rule change is available at the Copies of such filing also will be Exchange, the Commission’s Public available for inspection and copying at the principal office of the Exchange. All Reference Room, and http:// www.nyse.com. comments received will be posted without change; the Commission does II. Self-Regulatory Organization’s not edit personal identifying Statement of the Purpose of, and information from submissions. You Statutory Basis for, the Proposed Rule should submit only information that Change you wish to make publicly available. All In its filing with the Commission, submissions should refer to File Number SR–ISE–2008–39 and should be NYSE included statements concerning the purpose of, and basis for, the submitted on or before June 13, 2008. proposed rule change. The text of these For the Commission, by the Division of statements may be examined at the Trading and Markets, pursuant to delegated places specified in Item III below. NYSE 17 authority. has prepared summaries, set forth in Florence E. Harmon, Sections A, B, and C below, of the most Deputy Secretary. significant aspects of such statements. [FR Doc. E8–11523 Filed 5–22–08; 8:45 am] BILLING CODE 8010–01–P 1. Purpose Section 703.21 of the Manual provides that the Exchange will consider listing ELDS that meet the criteria of Section 703.21. ELDS are nonconvertible debt of an issuer where the value of the debt is based, at least in part, on the value of another issuer’s common stock, non-convertible preferred stock, common units of a master limited partnership, or any other common equity security of a type classified for trading as stocks by the Exchange. The Exchange proposes to make explicit that Rule 19b–4(e) under the Act applies to the listing of ELDS that meet the criteria of paragraphs (A) through (D) of Section 703.21 of the Manual. The Exchange states that these criteria, therefore, constitute ‘‘generic’’ listing criteria for ELDS, and the Exchange would file an appropriate Form 19b–4(e) with the Commission within five days of listing a series of ELDS under the generic listing criteria. The proposed rule change would also provide that the Exchange may submit a rule filing pursuant to Section 19(b)(2) of the Act 4 to permit the listing and trading of ELDS that do not otherwise meet the standards set forth in paragraphs (A) through (D) of Section 703.21 of the Manual. The Exchange also proposes to amend paragraph (D) of Section 703.21 to refer to the Commission’s Division of Trading and Markets. 2. Statutory Basis The Exchange believes that the proposed rule change is consistent with Section 6(b) 5 of the Act, in general, and furthers the objectives of Section 6(b)(5),6 in particular, in that it is designed to prevent fraudulent and manipulative acts and practices, to promote just and equitable principles of trade, to foster cooperation and coordination with persons engaged in facilitating transactions in securities, and to remove impediments to and perfect the mechanisms of a free and open market and a national market system. The Exchange believes that the proposed rule change clarifies the application of Rule 19b–4(e) under the Act to the listing of ELDS. This facilitates the listing and trading of such securities on the Exchange, thereby 1 15 CFR 200.30–3(a)(12). VerDate Aug<31>2005 15:34 May 22, 2008 Jkt 214001 4 15 2 17 17 17 U.S.C. 78s(b)(1). CFR 240.19b–4. 3 17 CFR 240.19b–4(e). A. Self-Regulatory Organization’s Statement of the Purpose of, and Statutory Basis for, the Proposed Rule Change 5 15 PO 00000 Frm 00139 Fmt 4703 U.S.C. 78s(b)(2). U.S.C. 78f(b). 6 15 U.S.C. 78f(b)(5). Sfmt 4703 E:\FR\FM\23MYN1.SGM 23MYN1 Federal Register / Vol. 73, No. 101 / Friday, May 23, 2008 / Notices B. Self-Regulatory Organization’s Statement on Burden on Competition NYSE 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. between the hours of 10 a.m. and 3 p.m. Copies of the filing also will be available for inspection and copying at the principal office of the Exchange. All comments received will be posted without change; the Commission does not edit personal identifying information from submissions. You should submit only information that you wish to make available publicly. All submissions should refer to File Number SR–NYSE–2008–35 and should be submitted on or before June 13, 2008. IV. Commission’s Findings and Order Granting Accelerated Approval of the Proposed Rule Change dwashington3 on PRODPC61 with NOTICES enhancing competition among market participants, to the benefit of investors and the marketplace. After careful consideration, the Commission finds that the proposed III. Solicitation of Comments rule change is consistent with the Interested persons are invited to requirements of the Act and the rules submit written data, views, and and regulations thereunder applicable to arguments concerning the foregoing, a national securities exchange.7 In including whether the proposed rule particular, the Commission finds that change is consistent with the Act. the proposed rule change is consistent Comments may be submitted by any of with Section 6(b)(5) of the Act,8 which the following methods: requires that the rules of an exchange be designed, among other things, to Electronic Comments prevent fraudulent and manipulative • Use the Commission’s Internet acts and practices, to promote just and comment form (www.sec.gov/rules/ equitable principles of trade, to remove sro.shtml); or impediments to and perfect the • Send an e-mail to rulemechanism of a free and open market comments@sec.gov. Please include File and a national market system, and, in Number SR–NYSE–2008–35 on the general, to protect investors and the subject line. public interest. Paper Comments The Commission finds good cause for • Send paper comments in triplicate approving this proposal before the 30th to Nancy M. Morris, Secretary, day after the publication of notice Securities and Exchange Commission, thereof in the Federal Register. The 100 F Street, NE., Washington, DC proposal seeks to clarify that the 20549–1090. Exchange’s listing and trading of ELDS All submissions should refer to File under Section 703.21 of the Manual is Number SR–NYSE–2008–35. This file subject to Rule 19b–4(e) under the Act. number should be included on the The proposal also clarifies the process subject line if e-mail is used. To help the for listing and trading ELDS that do not Commission process and review your meet the standards of paragraphs (A) comments more efficiently, please use through (D) of Section 703.12 of the only one method. The Commission will Manual. The Commission does not post all comments on the Commission’s believe that these clarifications raise any Internet Web site (http://www.sec.gov/ novel regulatory issues. rules/sro.shtml). Copies of the Therefore, the Commission believes submission, all subsequent that accelerating approval of this amendments, all written statements proposal is appropriate and would with respect to the proposed rule ensure that the Exchange’s rules clearly change that are filed with the reflect the standards for listing and Commission, and all written trading of ELDS and conform the communications relating to the NYSE’s rules to those of other proposed rule change between the Commission and any person, other than exchanges without delay.9 those that may be withheld from the 7 In approving this rule change, the Commission public in accordance with the notes that it has considered the proposed rule’s provisions of 5 U.S.C. 552, will be impact on efficiency, competition, and capital available for inspection and copying in formation. See 15 U.S.C. 78c(f). the Commission’s Public Reference 8 15 U.S.C. 78f(b)(5). Room, 100 F Street, NE., Washington, 9 See e.g., Chicago Board Options Exchange Rule 31.5(I) and NYSE Arca Rule 5.2(j)(2). DC 20549, on official business days VerDate Aug<31>2005 15:34 May 22, 2008 Jkt 214001 PO 00000 Frm 00140 Fmt 4703 Sfmt 4703 30179 V. Conclusion It is therefore ordered, pursuant to Section 19(b)(2) of the Act,10 that the proposed rule change (SR–NYSE–2008– 35), be, and it hereby is, approved on an accelerated basis. For the Commission, by the Division of Trading and Markets, pursuant to delegated authority.11 Florence E. Harmon, Deputy Secretary. [FR Doc. E8–11550 Filed 5–22–08; 8:45 am] BILLING CODE 8010–01–P SECURITIES AND EXCHANGE COMMISSION [Release No. 34–57827; File No. SR– NYSEArca–2008–49] Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing of a Proposed Rule Change Relating to Rule 10.12 (Minor Rule Plan) and Underlying Rules May 15, 2008. 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 May 14, 2008, NYSE Arca, Inc. (‘‘NYSE Arca’’ or the ‘‘Exchange’’) filed with the Securities and Exchange Commission (‘‘Commission’’) the proposed rule change as described in Items I, II, and III below, which Items have been substantially prepared by the Exchange. The Commission is publishing this notice to solicit comments on the proposed rule change from interested persons. I. Self-Regulatory Organization’s Statement of the Terms of Substance of the Proposed Rule Change The Exchange proposes to amend Rule 10.12 (Minor Rule Plan) (‘‘MRP’’) and other related rules that underlie the minor rules violations, including Rules 9.2(c) (Customer Records), 11.1 (Adherence to Law), and 11.18 (Supervision). The text of the proposed rule change is available at NYSE Arca’s principal office, the Commission’s Public Reference Room, and http:// www.nyse.com. 10 15 U.S.C. 78s(b)(2). CFR 200.30–3(a)(12). 1 15 U.S.C. 78s(b)(1). 2 17 CFR 240.19b–4. 11 17 E:\FR\FM\23MYN1.SGM 23MYN1

Agencies

[Federal Register Volume 73, Number 101 (Friday, May 23, 2008)]
[Notices]
[Pages 30178-30179]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: E8-11550]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-57833; File No. SR-NYSE-2008-35]


Self-Regulatory Organizations; New York Stock Exchange LLC; 
Notice of Filing and Order Granting Accelerated Approval of Proposed 
Rule Change To Amend Section 703.21 of the Listed Company Manual 
Relating to Equity-Linked Debt Securities

May 19, 2008.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 
(the ``Act'') \1\ and Rule 19b-4 thereunder,\2\ notice is hereby given 
that on May 2, 2008, 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 prepared substantially by the Exchange. 
The Commission is publishing this notice to solicit comments on the 
proposed rule change from interested persons and is granting 
accelerated approval to the proposed rule change.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    The Exchange proposes to amend Section 703.21 of the Listed Company 
Manual (``Manual'') to clarify the application of Rule 19b-4(e) under 
the Act \3\ to the listing of equity-linked debt securities (``ELDS''). 
The text of the proposed rule change is available at the Exchange, the 
Commission's Public Reference Room, and http://www.nyse.com.
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    \3\ 17 CFR 240.19b-4(e).
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II. Self-Regulatory Organization's Statement of the Purpose of, and 
Statutory Basis for, the Proposed Rule Change

    In its filing with the Commission, NYSE 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 III below. NYSE 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
    Section 703.21 of the Manual provides that the Exchange will 
consider listing ELDS that meet the criteria of Section 703.21. ELDS 
are non-convertible debt of an issuer where the value of the debt is 
based, at least in part, on the value of another issuer's common stock, 
non-convertible preferred stock, common units of a master limited 
partnership, or any other common equity security of a type classified 
for trading as stocks by the Exchange.
    The Exchange proposes to make explicit that Rule 19b-4(e) under the 
Act applies to the listing of ELDS that meet the criteria of paragraphs 
(A) through (D) of Section 703.21 of the Manual. The Exchange states 
that these criteria, therefore, constitute ``generic'' listing criteria 
for ELDS, and the Exchange would file an appropriate Form 19b-4(e) with 
the Commission within five days of listing a series of ELDS under the 
generic listing criteria. The proposed rule change would also provide 
that the Exchange may submit a rule filing pursuant to Section 19(b)(2) 
of the Act \4\ to permit the listing and trading of ELDS that do not 
otherwise meet the standards set forth in paragraphs (A) through (D) of 
Section 703.21 of the Manual.
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    \4\ 15 U.S.C. 78s(b)(2).
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    The Exchange also proposes to amend paragraph (D) of Section 703.21 
to refer to the Commission's Division of Trading and Markets.
2. Statutory Basis
    The Exchange believes that the proposed rule change is consistent 
with Section 6(b) \5\ of the Act, in general, and furthers the 
objectives of Section 6(b)(5),\6\ in particular, in that it is designed 
to prevent fraudulent and manipulative acts and practices, to promote 
just and equitable principles of trade, to foster cooperation and 
coordination with persons engaged in facilitating transactions in 
securities, and to remove impediments to and perfect the mechanisms of 
a free and open market and a national market system. The Exchange 
believes that the proposed rule change clarifies the application of 
Rule 19b-4(e) under the Act to the listing of ELDS. This facilitates 
the listing and trading of such securities on the Exchange, thereby

[[Page 30179]]

enhancing competition among market participants, to the benefit of 
investors and the marketplace.
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    \5\ 15 U.S.C. 78f(b).
    \6\ 15 U.S.C. 78f(b)(5).
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B. Self-Regulatory Organization's Statement on Burden on Competition

    NYSE 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. 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 (www.sec.gov/
rules/sro.shtml); or
     Send an e-mail to rule-comments@sec.gov. Please include 
File Number SR-NYSE-2008-35 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-2008-35. 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 (http://www.sec.gov/rules/
sro.shtml). Copies of the submission, all subsequent amendments, all 
written statements with respect to the proposed rule change that are 
filed with the Commission, and all written communications relating to 
the proposed rule change between the Commission and any person, other 
than those that may be withheld from the public in accordance with the 
provisions of 5 U.S.C. 552, will be available for inspection and 
copying in the Commission's Public Reference Room, 100 F Street, NE., 
Washington, DC 20549, on official business days between the hours of 10 
a.m. and 3 p.m. Copies of the filing also will be available for 
inspection and copying at the principal office of the Exchange. All 
comments received will be posted without change; the Commission does 
not edit personal identifying information from submissions. You should 
submit only information that you wish to make available publicly. All 
submissions should refer to File Number SR-NYSE-2008-35 and should be 
submitted on or before June 13, 2008.

IV. Commission's Findings and Order Granting Accelerated Approval of 
the Proposed Rule Change

    After careful consideration, the Commission finds that the proposed 
rule change is consistent with the requirements of the Act and the 
rules and regulations thereunder applicable to a national securities 
exchange.\7\ In particular, the Commission finds that the proposed rule 
change is consistent with Section 6(b)(5) of the Act,\8\ which requires 
that the rules of an exchange be designed, among other things, to 
prevent fraudulent and manipulative acts and practices, 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.
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    \7\ In approving this 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).
    \8\ 15 U.S.C. 78f(b)(5).
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    The Commission finds good cause for approving this proposal before 
the 30th day after the publication of notice thereof in the Federal 
Register. The proposal seeks to clarify that the Exchange's listing and 
trading of ELDS under Section 703.21 of the Manual is subject to Rule 
19b-4(e) under the Act. The proposal also clarifies the process for 
listing and trading ELDS that do not meet the standards of paragraphs 
(A) through (D) of Section 703.12 of the Manual. The Commission does 
not believe that these clarifications raise any novel regulatory 
issues.
    Therefore, the Commission believes that accelerating approval of 
this proposal is appropriate and would ensure that the Exchange's rules 
clearly reflect the standards for listing and trading of ELDS and 
conform the NYSE's rules to those of other exchanges without delay.\9\
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    \9\ See e.g., Chicago Board Options Exchange Rule 31.5(I) and 
NYSE Arca Rule 5.2(j)(2).
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V. Conclusion

    It is therefore ordered, pursuant to Section 19(b)(2) of the 
Act,\10\ that the proposed rule change (SR-NYSE-2008-35), be, and it 
hereby is, approved on an accelerated basis.
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    \10\ 15 U.S.C. 78s(b)(2).

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\11\
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    \11\ 17 CFR 200.30-3(a)(12).
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Florence E. Harmon,
Deputy Secretary.
 [FR Doc. E8-11550 Filed 5-22-08; 8:45 am]
BILLING CODE 8010-01-P