Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change Amending Rule 7.36 Governing Order Ranking and Display, 29254-29255 [E9-14350]
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Federal Register / Vol. 74, No. 117 / Friday, June 19, 2009 / Notices
between the hours of 10 a.m. and 3 p.m.
Copies of the filing will also be available
for inspection and copying at the
principal office of the self-regulatory
organization. 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–Phlx–
2009–47 and should be submitted on or
before July 10, 2009.
this filing is available on the Exchange’s
Web site at https://www.nyse.com, at the
Exchange’s principal office and at the
Commission’s Public Reference Room.
BILLING CODE 8010–01–P
II. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
In its filing with the Commission, the
self-regulatory organization included
statements concerning the purpose of,
and basis for, the proposed rule change
and discussed any comments it received
on the proposed rule change. The text
of those statements may be examined at
the places specified in Item IV below.
The Exchange has prepared summaries,
set forth in sections A, B, and C below,
of the most significant parts of such
statements.
SECURITIES AND EXCHANGE
COMMISSION
A. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.14
Florence E. Harmon,
Deputy Secretary.
[FR Doc. E9–14353 Filed 6–18–09; 8:45 am]
[Release No. 34–60099; File No. SR–
NYSEArca–2009–51]
Self-Regulatory Organizations; NYSE
Arca, Inc.; Notice of Filing and
Immediate Effectiveness of a Proposed
Rule Change Amending Rule 7.36
Governing Order Ranking and Display
June 11, 2009.
mstockstill on PROD1PC66 with NOTICES
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 June 4,
2009, 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 and II
below, which Items have been prepared
by the self-regulatory organization.
NYSE Arca filed the proposed rule
change as a ‘‘non-controversial’’
proposal pursuant to Section 19(b)(3)(A)
of the Act 3 and Rule 19b–4(f)(6)
thereunder,4 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 Exchange proposes to amend
NYSE Arca Equities Rule 7.36 governing
order ranking and display. A copy of
14 17
CFR 200.30–3(a)(12).
U.S.C. 78s(b)(1).
2 17 CFR 240.19b–4.
3 15 U.S.C. 78s(b)(3)(A).
4 17 CFR 240.19b–4(f)(6).
1 15
VerDate Nov<24>2008
16:25 Jun 18, 2009
Jkt 217001
1. Purpose
The purpose of this rule filing is to
amend NYSE Arca Equities Rule 7.36
governing order ranking and display.
The Exchange proposes to add language
that allows a limit order that has been
modified to retain priority if the
modification to the order involves a
decrease in the size of the order. In the
event that the size of the order has been
increased and/or the price has been
changed, the order will be treated as a
new order and will receive a new time
priority. Currently, any modification to
the size of an order, including a
decrease in the size, is treated as a new
order with a new time priority.
Allowing Users 5 to decrease the size of
an order and retain priority follows
precedent established by other market
centers and will not impact the
Exchange’s disseminated best priced
bid-offer market. This change allows
Users to more effectively account for
portfolio position changes while
retaining priority in the NYSE Arca
book.6
2. Statutory Basis
The proposed rule change is
consistent with Section 6(b) 7 of the
Securities Exchange Act of 1934 (the
‘‘Exchange Act’’), in general, and
furthers the objectives of Section
6(b)(5) 8 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 mechanism of a free and
open market and a national market
system. The proposed rule change
allows Users to decrement the size of an
order while still retaining priority in the
NYSE Arca Book.
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
No written comments were solicited
or received with respect to the proposed
rule change.
III. Date of Effectiveness of the
Proposed Rule Change and Timing for
Commission Action
The Exchange has filed the proposed
rule change pursuant to Section
19(b)(3)(A)(iii) of the Act 9 and Rule
19b–4(f)(6) thereunder.10 Because the
proposed rule change does not: (i)
Significantly affect the protection of
investors or the public interest; (ii)
impose any significant burden on
competition; and (iii) become operative
prior to 30 days from the date on which
it was filed, or such shorter time as the
Commission may designate, if
consistent with the protection of
investors and the public interest, the
proposed rule change has become
effective pursuant to Section 19(b)(3)(A)
of the Act 11 and Rule 19b–4(f)(6)(iii)
thereunder.12
At any time within 60 days of the
filing of the proposed rule change, the
Commission may summarily abrogate
8 15
U.S.C. 78f(b)(5).
U.S.C. 78s(b)(3)(A)(iii).
10 17 CFR 240.19b–4(f)(6).
11 15 U.S.C. 78s(b)(3)(A).
12 17 CFR 240.19b–4(f)(6). In addition, Rule 19b–
4(f)(6)(iii) requires the Exchange to give the
Commission written notice of the Exchange’s intent
to file the proposed rule change along with a brief
description and text of the proposed rule change,
at least five business days prior to the date of filing
of the proposed rule change, or such shorter time
as designated by the Commission. The Exchange
has satisfied the pre-filing requirement.
9 15
5 NYSE Arca Equities Rule 1.1(yy). The term
‘‘User’’ shall mean any ETP Holder or Sponsored
Participant who is authorized to obtain access to the
NYSE Arca Marketplace pursuant to Rule 7.29.
6 NYSE Arca Equities rule 1.1(a). The term ‘‘NYSE
Arca Book’’ shall refer to the NYSE Arca
Marketplace’s electronic file of orders, which
contains all the User’s orders in each of the Directed
Order, Display Order, Working Order and Tracking
Order Processes.
7 15 U.S.C. 78f(b).
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19JNN1
Federal Register / Vol. 74, No. 117 / Friday, June 19, 2009 / Notices
such rule change if it appears to the
Commission that such action is
necessary or appropriate in the public
interest, for the protection of investors,
or otherwise in furtherance of the
purposes of the Act.
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–NYSEArca–2009–51 on the
subject line.
mstockstill on PROD1PC66 with NOTICES
Paper Comments
• Send paper comments in triplicate
to Elizabeth M. Murphy, Secretary,
Securities and Exchange Commission,
100 F Street, NE., Washington, DC
20549–1090.
All submissions should refer to File
Number SR–NYSEArca–2009–51. 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, 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–NYSEArca–2009–51 and
VerDate Nov<24>2008
16:25 Jun 18, 2009
Jkt 217001
should be submitted on or before July
10, 2009.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.13
Florence E. Harmon,
Deputy Secretary.
[FR Doc. E9–14350 Filed 6–18–09; 8:45 am]
BILLING CODE 8010–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–60113; File No. SR–FINRA–
2007–009]
Self-Regulatory Organizations;
Financial Industry Regulatory
Authority, Inc.; Order Approving
Proposed Rule Change, as Modified by
Amendment No. 1 Thereto, To
Modernize and Simplify NASD Rule
2720
June 15, 2009.
I. Introduction
The Financial Industry Regulatory
Authority, Inc. (‘‘FINRA’’) (f/k/a
National Association of Securities
Dealers, Inc. (‘‘NASD’’)) filed with the
Securities and Exchange Commission
(‘‘Commission’’ or ‘‘SEC’’) on September
6, 2007, and amended on May 1, 2009,1
pursuant to Section 19(b)(1) of the
Securities Exchange Act of 1934
(‘‘Exchange Act’’ or ‘‘Act’’) 2 and Rule
19b–4 thereunder,3 a proposal to
modernize and simplify NASD Rule
2720 (Distributions of Securities of
Members and Affiliates—Conflicts of
Interest) (‘‘Rule 2720’’ or ‘‘Rule’’), which
governs public offerings of securities in
which a member with a conflict of
interest participates, and make
corresponding changes to FINRA Rule
5110 (Corporate Financing Rule) (‘‘Rule
5110’’). This proposal was published for
comment in the Federal Register on
May 13, 2009.4 The Commission
received no comments on the proposal.
This order approves the proposed rule
change, as modified by Amendment No.
1.
13 17
CFR 200.30–3(a)(12).
Amendment No. 1 to SR–FINRA–2007–009
replaces and supersedes the original filing
submitted on September 6, 2007, except with regard
to Exhibit 2 (NASD Notice to Members 06–52 and
comments received in response to NASD Notice to
Members 06–52).
2 15 U.S.C. 78s(b)(1).
3 17 CFR 240.19b–4.
4 Exchange Act Release No. 59880 (May 7, 2009),
74 FR 22600 (May 13, 2009) (SR–FINRA–2007–
009).
1 This
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29255
II. Description of the Proposed Rule
Change
Rule 2720 governs public offerings of
securities issued by participating
members or their affiliates, public
offerings in which a member or any of
its associated persons or affiliates has a
conflict of interest, and public offerings
that result in a member becoming a
public company. The Rule regulates the
potential conflicts of interest that exist
with respect to the pricing of such
offerings and the conduct of due
diligence when a member participates
in such offerings.
In September 2006, FINRA published
NASD Notice to Members 06–52
requesting comment on proposed
amendments to Rule 2720 (the ‘‘original
proposal’’). FINRA received two
comment letters that generally
supported the proposal and recognized
the need to modernize the Rule.5
However, in response to the comments
received, FINRA staff made certain
revisions to the original proposal in its
September 6, 2007 filing with the
Commission. In order to address
Commission staff’s comments, FINRA
filed Amendment No. 1 to SR–FINRA–
2007–009 on May 1, 2009.
The proposed rule change would
replace the current Rule in its entirety
with proposed Rule 2720 entitled
‘‘Public Offerings of Securities With
Conflicts of Interest.’’ The proposal
would, among other things: (1) Exempt
from the filing and qualified
independent underwriter (‘‘QIU’’)
requirements public offerings of
investment grade rated securities, public
offerings of securities that have a bona
fide public market, and public offerings
in which the member primarily
responsible for managing the offering
does not have a conflict of interest and
can meet the disciplinary history
requirements for a QIU; (2) Amend the
definition of ‘‘conflict of interest’’ to
include public offerings in which at
least five percent of the offering
proceeds are directed to a participating
member or its affiliates; (3) Modify the
Rule’s disclosure requirements to
provide more prominent disclosure of
conflicts of interest in the offering
documents; and (4) Amend the Rule’s
provisions regarding the use of a QIU to
eliminate the requirement that the QIU
render a pricing opinion. In addition,
the proposed rule change would amend
the QIU qualification requirements to
focus on the experience of the firm
5 Letter from the Securities Industry and
Financial Markets Association, dated November 1,
2006 (the ‘‘SIFMA Letter’’); and Letter from the
American Bar Association, dated December 4, 2006
(the ‘‘ABA Letter’’).
E:\FR\FM\19JNN1.SGM
19JNN1
]]>Agencies
[Federal Register Volume 74, Number 117 (Friday, June 19, 2009)]
[Notices]
[Pages 29254-29255]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: E9-14350]
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-60099; File No. SR-NYSEArca-2009-51]
Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing
and Immediate Effectiveness of a Proposed Rule Change Amending Rule
7.36 Governing Order Ranking and Display
June 11, 2009.
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 June 4, 2009, 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 and II below, which Items
have been prepared by the self-regulatory organization. NYSE Arca filed
the proposed rule change as a ``non-controversial'' proposal pursuant
to Section 19(b)(3)(A) of the Act \3\ and Rule 19b-4(f)(6)
thereunder,\4\ 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\ 15 U.S.C. 78s(b)(3)(A).
\4\ 17 CFR 240.19b-4(f)(6).
---------------------------------------------------------------------------
I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change
The Exchange proposes to amend NYSE Arca Equities Rule 7.36
governing order ranking and display. A copy of this filing is available
on the Exchange's Web site at https://www.nyse.com, at the Exchange's
principal office and at the Commission's Public Reference Room.
II. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change
In its filing with the Commission, the self-regulatory organization
included statements concerning the purpose of, and basis for, the
proposed rule change and discussed any comments it received on the
proposed rule change. The text of those statements may be examined at
the places specified in Item IV below. The Exchange has prepared
summaries, set forth in sections A, B, and C below, of the most
significant parts of such statements.
A. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change
1. Purpose
The purpose of this rule filing is to amend NYSE Arca Equities Rule
7.36 governing order ranking and display. The Exchange proposes to add
language that allows a limit order that has been modified to retain
priority if the modification to the order involves a decrease in the
size of the order. In the event that the size of the order has been
increased and/or the price has been changed, the order will be treated
as a new order and will receive a new time priority. Currently, any
modification to the size of an order, including a decrease in the size,
is treated as a new order with a new time priority. Allowing Users \5\
to decrease the size of an order and retain priority follows precedent
established by other market centers and will not impact the Exchange's
disseminated best priced bid-offer market. This change allows Users to
more effectively account for portfolio position changes while retaining
priority in the NYSE Arca book.\6\
---------------------------------------------------------------------------
\5\ NYSE Arca Equities Rule 1.1(yy). The term ``User'' shall
mean any ETP Holder or Sponsored Participant who is authorized to
obtain access to the NYSE Arca Marketplace pursuant to Rule 7.29.
\6\ NYSE Arca Equities rule 1.1(a). The term ``NYSE Arca Book''
shall refer to the NYSE Arca Marketplace's electronic file of
orders, which contains all the User's orders in each of the Directed
Order, Display Order, Working Order and Tracking Order Processes.
---------------------------------------------------------------------------
2. Statutory Basis
The proposed rule change is consistent with Section 6(b) \7\ of the
Securities Exchange Act of 1934 (the ``Exchange Act''), in general, and
furthers the objectives of Section 6(b)(5) \8\ 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 mechanism of a free and open market and a national market system.
The proposed rule change allows Users to decrement the size of an order
while still retaining priority in the NYSE Arca Book.
---------------------------------------------------------------------------
\7\ 15 U.S.C. 78f(b).
\8\ 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
No written comments were solicited or received with respect to the
proposed rule change.
III. Date of Effectiveness of the Proposed Rule Change and Timing for
Commission Action
The Exchange has filed the proposed rule change pursuant to Section
19(b)(3)(A)(iii) of the Act \9\ and Rule 19b-4(f)(6) thereunder.\10\
Because the proposed rule change does not: (i) Significantly affect the
protection of investors or the public interest; (ii) impose any
significant burden on competition; and (iii) become operative prior to
30 days from the date on which it was filed, or such shorter time as
the Commission may designate, if consistent with the protection of
investors and the public interest, the proposed rule change has become
effective pursuant to Section 19(b)(3)(A) of the Act \11\ and Rule 19b-
4(f)(6)(iii) thereunder.\12\
---------------------------------------------------------------------------
\9\ 15 U.S.C. 78s(b)(3)(A)(iii).
\10\ 17 CFR 240.19b-4(f)(6).
\11\ 15 U.S.C. 78s(b)(3)(A).
\12\ 17 CFR 240.19b-4(f)(6). In addition, Rule 19b-4(f)(6)(iii)
requires the Exchange to give the Commission written notice of the
Exchange's intent to file the proposed rule change along with a
brief description and text of the proposed rule change, at least
five business days prior to the date of filing of the proposed rule
change, or such shorter time as designated by the Commission. The
Exchange has satisfied the pre-filing requirement.
---------------------------------------------------------------------------
At any time within 60 days of the filing of the proposed rule
change, the Commission may summarily abrogate
[[Page 29255]]
such rule change if it appears to the Commission that such action is
necessary or appropriate in the public interest, for the protection of
investors, or otherwise in furtherance of the purposes of the Act.
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-NYSEArca-2009-51 on the subject line.
Paper Comments
Send paper comments in triplicate to Elizabeth M. Murphy,
Secretary, Securities and Exchange Commission, 100 F Street, NE.,
Washington, DC 20549-1090.
All submissions should refer to File Number SR-NYSEArca-2009-51. 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, 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-NYSEArca-2009-51 and should
be submitted on or before July 10, 2009.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\13\
---------------------------------------------------------------------------
\13\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------
Florence E. Harmon,
Deputy Secretary.
[FR Doc. E9-14350 Filed 6-18-09; 8:45 am]
BILLING CODE 8010-01-P
