Notice Regarding the Requirement To Use eXtensible Business Reporting Language Format To Make Publicly Available the Information Required Pursuant to Rule 17g-2(d) of the Exchange Act, 40246-40247 [E9-19125]
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40246
Federal Register / Vol. 74, No. 153 / Tuesday, August 11, 2009 / Notices
The opt out notices are not mandatory
for financial institutions that do not
share nonpublic personal information
with nonaffiliated third parties except
as permitted under an exception to the
statute’s opt out provisions. Regulation
S–P implements the statute’s privacy
notice requirements with respect to
broker-dealers, investment companies,
and registered investment advisers
(‘‘covered entities’’). The Act and
Regulation S–P also contain consumer
reporting requirements. In order for
consumers to opt out, they must
respond to opt out notices. At any time
during their continued relationship,
consumers have the right to change or
update their opt out status. Most
covered entities do not share nonpublic
personal information with nonaffiliated
third parties and therefore are not
required to provide opt out notices to
consumers under Regulation S–P.
Therefore, few consumers are required
to respond to opt out notices under the
rule.
Compliance with Regulation S–P is
necessary for covered entities to achieve
compliance with the consumer financial
privacy notice requirements of Title V of
the GLBA. The required consumer
notices are not submitted to the
Commission. Because the notices do not
involve a collection of information by
the Commission, Regulation S–P does
not involve the collection of
confidential information. Regulation S–
P does not have a record retention
requirement per se, although the notices
to consumers it requires are subject to
the recordkeeping requirements of Rules
17a–3 and 17a–4 (17 CFR 240.17a–3 and
17a–4).
The Commission estimates that
approximately 20,065 covered entities
(approximately 5,326 registered brokerdealers, 4,571 investment companies,
and, out of a total of 11,266 registered
investment advisers, 10,168 registered
investment advisers that are not also
registered broker-dealers) that must
prepare or revise their annual and initial
privacy notices will spend an average of
approximately 12 hours per year
complying with Regulation S–P. Thus,
the total compliance burden is
estimated to be approximately 240,780
burden-hours per year.
An agency may not conduct or
sponsor, and a person is not required to
respond to, a collection of information
unless it displays a currently valid
control number.
Comments should be directed to (1)
the Desk Officer for the SEC, Desk
Officer for the Securities and Exchange
Commission, Office of Information and
Regulatory Affairs, Office of
Management and Budget, Room 10102,
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20:51 Aug 10, 2009
Jkt 217001
New Executive Office Building,
Washington, DC 20503 or by sending an
e-mail to:
shagufta_ahmed@omb.eop.gov; and (ii)
Charles Boucher, Director/Chief
Information Officer, Securities and
Exchange Commission, c/o Shirley
Martinson, 6432 General Green Way,
Alexandria, VA 22312 or send an e-mail
to PRA_Mailbox@sec.gov. Comments
must be submitted within 30 days of
this notice.
Dated: August 5, 2009.
Florence E. Harmon,
Deputy Secretary.
[FR Doc. E9–19121 Filed 8–10–09; 8:45 am]
BILLING CODE 8010–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–60451; August 5, 2009]
Notice Regarding the Requirement To
Use eXtensible Business Reporting
Language Format To Make Publicly
Available the Information Required
Pursuant to Rule 17g–2(d) of the
Exchange Act
AGENCY: Securities and Exchange
Commission (‘‘Commission’’).
ACTION: Notice.
SUMMARY: The Commission today is
providing notice that an NRSRO subject
to the disclosure provisions of
paragraph (d) of Rule 17g–2 can satisfy
the requirement to make publicly
available ratings history information in
an XBRL format by using an XBRL
format or any other machine-readable
format, until such time as the
Commission provides further notice.
DATES: The compliance date for Rule
17g–2(d) is August 10, 2009.
FOR FURTHER INFORMATION CONTACT:
Michael A. Macchiaroli, Associate
Director, at (202) 551–5525; Thomas K.
McGowan, Deputy Associate Director, at
(202) 551–5521; Randall W. Roy,
Assistant Director, at (202) 551–5522;
Joseph I. Levinson, Special Counsel, at
(202) 551–5598; or Rebekah E. Goshorn,
Attorney, at (202), 551–5514; Division of
Trading and Markets, Securities and
Exchange Commission; 100 F Street,
NE., Washington, DC 20549–7010.
SUPPLEMENTARY INFORMATION:
I. Background
The Credit Rating Agency Reform Act
of 2006 (‘‘Rating Agency Act’’) 1 defined
the term ‘‘nationally recognized
statistical rating organization’’
(‘‘NRSRO’’) and provided authority for
1 Public
PO 00000
Law 109–291 (2006).
Frm 00092
Fmt 4703
Sfmt 4703
the Securities and Exchange
Commission (‘‘Commission’’) to
implement registration, recordkeeping,
financial reporting, and oversight rules
with respect to registered credit rating
agencies. The regulations implemented
by the Commission pursuant to this
mandate include Securities Exchange
Act of 1934 (‘‘Exchange Act’’) Rule 17g–
2,2 which requires an NRSRO to make
and retain certain records relating to its
business and to retain certain other
business records made in the normal
course of business operations.
On February 2, 2009, the Commission
adopted amendments to its NRSRO
rules imposing additional requirements
on NRSROs in order to address concerns
about the integrity of their credit rating
procedures and methodologies.3 Among
other things, the rule amendments
added new paragraphs (a)(8) and (d) to
Rule 17g–2. New paragraph (a)(8) of
Rule 17g–2 requires an NRSRO to make
and retain a record for each outstanding
credit rating it maintains showing all
rating actions (initial rating, upgrades,
downgrades, placements on watch for
upgrade or downgrade, and
withdrawals) and the date of such
actions identified by the name of the
security or obligor rated and, if
applicable, the CUSIP for the rated
security or the Central Index Key (CIK)
number for the rated obligor.4 New
paragraph (d) of Rule 17g–2 requires an
NRSRO to make publicly available, on
a six-month delayed basis, the ratings
histories for a random sample of 10% of
the credit ratings paid for by the obligor
being rated or by the issuer,
underwriter, or sponsor of the security
being rated (‘‘issuer-paid credit ratings’’)
pursuant to paragraph (a)(8) of Rule
17g–2 for each class of credit rating for
which the NRSRO is registered and has
issued 500 or more issuer-paid credit
ratings.5
Paragraph (d) of Rule 17g–2 further
requires that this information be made
public on the NRSRO’s corporate
Internet Web site in eXtensible Business
Reporting Language (‘‘XBRL’’) format.6
The rule provides that in preparing the
XBRL disclosure, an NRSRO must use
the List of XBRL Tags for NRSROs as
specified on the Commission’s Web
site.7 The Commission established a
2 17
CFR 240.17g–2.
Amendments to Rules for Nationally
Recognized Statistical Rating Organizations,
Exchange Act Release No. 59342 (February 2, 2009),
74 FR 6456 (‘‘February 2009 Adopting Release’’).
4 17 CFR 240.17g–2(a)(8).
5 17 CFR 240.17g–2(d).
6 Id.
7 Id. The February 2009 Adopting Release
specified a compliance date of 180 days after
publication in the Federal Register.
3 See
E:\FR\FM\11AUN1.SGM
11AUN1
Federal Register / Vol. 74, No. 153 / Tuesday, August 11, 2009 / Notices
sroberts on DSKD5P82C1PROD with NOTICES
compliance date of August 10, 2009 for
this provision.
The Commission today is providing
notice that an NRSRO subject to the
disclosure provisions of paragraph (d) of
Rule 17g–2 can satisfy the requirement
to make publicly available ratings
history information in an XBRL format
by using an XBRL format or any other
machine-readable format, until such
time as the Commission provides
further notice.
II. Discussion
The Commission adopted Rule 17g–2
and the amendments thereto, in part,
under authority to require NRSROs to
make and keep for specified periods
such records as the Commission
prescribes as necessary or appropriate in
the public interest, for the protection of
investors, or otherwise in furtherance of
the purposes of the Exchange Act.8 In
adopting new paragraph (d) to Rule
17g–2, the Commission noted that
although NRSROs generally make their
issuer-paid credit ratings publicly
available for free, it can be difficult to
compile the actions and compare them
across NRSROs.9 The Commission
therefore adopted the new disclosure
requirements of paragraph (d) with the
expectation that making this
information more accessible will
advance the Commission’s goal of
fostering accountability and
comparability among NRSROs with
respect to their issuer-paid credit
ratings.10 Requiring NRSROs to publicly
disclose rating action histories for a
limited percentage of their outstanding
issuer-paid credit ratings will allow
market participants, academics and
others to use the information to perform
analysis comparing how the NRSROs
subject to the disclosure rule perform in
the classes of credit ratings for which
they are registered.11
As noted above, Rule 17g–2(d)
provides that the ratings histories
required under the rule must be made
public on the NRSRO’s corporate
Internet Web site using an XBRL
format.12 Further, the rule requires an
NRSRO to use the List of XBRL Tags for
NRSROs published on the
Commission’s Web page. The List of
XBRL Tags currently is not available.
Therefore, the Commission is providing
notice to NRSROs that they can satisfy
the requirement in Rule 17g–2(d) to
make publicly available ratings history
8 See
Section 17(a)(1) of the Exchange Act (15
U.S.C. 78q(a)(1)).
9 See February 2009 Adopting Release, 74 FR at
6461.
10 Id. at 6460.
11 Id. at 6461.
12 17 CFR 240.17g–2(d).
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20:51 Aug 10, 2009
Jkt 217001
information in an XBRL format by using
an XBRL format or any other machine
readable format, until such time as the
Commission provides further notice.
The Commission has every intention of
providing notice as soon as practicable,
once the List of XBRL Tags for NRSROs
is available, that an XBRL format is the
sole means by which an NRSRO may
satisfy this requirement. Examples of
other types of machine-readable formats
include pipe delimited text data
(‘‘PDTD’’) and eXtensible Markup
Language (‘‘XML’’). Data that is
provided in a machine-readable format
must be easily downloadable into
commercially available spreadsheets or
database programs.
The Commission also notes that the
requirement in Exhibit 1 to Form
NRSRO which states that ‘‘If the
Applicant/NRSRO is required to make
and keep publicly available on its
corporate Internet Web site in an XBRL
(eXtensible Business Reporting
Language) format a sample of ratings
action information pursuant to the
requirements of 17 CFR 240.17g–2(d),
provide in this Exhibit the Web site
address where this information is, or
will be, made publicly available’’ can be
satisfied by providing the Web site
address where the information is made
publicly available in an XBRL format or
any other machine readable format,
until such time as the Commission
provides further notice.
By the Commission.
Elizabeth M. Murphy,
Secretary.
[FR Doc. E9–19125 Filed 8–10–09; 8:45 am]
BILLING CODE 8010–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–60426; File No. SR–NYSE–
2009–74]
Self-Regulatory Organizations; Notice
of Filing and Immediate Effectiveness
of Proposed Rule Change by New York
Stock Exchange LLC Amending NYSE
Rule 103B to Modify the Composition
of the Exchange Selection Panel; and
Prohibit Any Ex Parte Communications
During and Regarding the Selection
Process Between the DMM Units and
the Individuals Serving on the
Exchange Selection Panel
August 4, 2009.
Pursuant to Section 19(b)(1) 1 of the
Securities Exchange Act of 1934
(‘‘Act’’),2 and Rule 19b–4 thereunder,3
1 15
U.S.C. 78s(b)(1).
U.S.C. 78a.
3 17 CFR 240.19b–4.
2 15
PO 00000
Frm 00093
Fmt 4703
Sfmt 4703
40247
notice is hereby given that on July 27,
2009, New York Stock Exchange LLC
(‘‘NYSE’’ or the ‘‘Exchange’’) filed with
the Securities and Exchange
Commission (the ‘‘Commission’’) the
proposed rule change as described in
Items I and II below, which Items have
been prepared by the self-regulatory
organization. The Commission is
publishing this notice to solicit
comments on the proposed rule 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 Rule 103B (‘‘Security Allocation
and Reallocation’’) to: (1) Modify the
composition of the Exchange Selection
Panel; and 2) prohibit any ex parte
communications during and regarding
the selection process between the DMM
units and the individuals serving on the
Exchange Selection Panel. The text of
the proposed rule change is available at
the Exchange, the Commission’s Public
Reference Room, and https://
www.nyse.com.4
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 New York Stock Exchange LLC
(‘‘NYSE’’ or ‘‘Exchange’’) proposes to
amend NYSE Rule 103B (‘‘Security
Allocation and Reallocation’’) to: (1)
Modify the composition of the Exchange
Selection Panel; and (2) prohibit any ex
parte communications during and
regarding the selection process between
4 The Commission notes that the Exchange
inadvertently marked certain portions of the rule
text incorrectly. Specifically, in paragraph (III)(B)(1)
of Rule 103B the Exchange failed to indicate the
deletion of a comma after ‘‘his or her designee’’and
failed to mark ‘‘; (b)’’ as new text. In addition, the
Exchange marked as new text one letter in a
sentence being deleted from paragraph (III)(B)(1) of
Rule 103B.
E:\FR\FM\11AUN1.SGM
11AUN1
]]>Agencies
[Federal Register Volume 74, Number 153 (Tuesday, August 11, 2009)]
[Notices]
[Pages 40246-40247]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: E9-19125]
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-60451; August 5, 2009]
Notice Regarding the Requirement To Use eXtensible Business
Reporting Language Format To Make Publicly Available the Information
Required Pursuant to Rule 17g-2(d) of the Exchange Act
AGENCY: Securities and Exchange Commission (``Commission'').
ACTION: Notice.
-----------------------------------------------------------------------
SUMMARY: The Commission today is providing notice that an NRSRO subject
to the disclosure provisions of paragraph (d) of Rule 17g-2 can satisfy
the requirement to make publicly available ratings history information
in an XBRL format by using an XBRL format or any other machine-readable
format, until such time as the Commission provides further notice.
DATES: The compliance date for Rule 17g-2(d) is August 10, 2009.
FOR FURTHER INFORMATION CONTACT: Michael A. Macchiaroli, Associate
Director, at (202) 551-5525; Thomas K. McGowan, Deputy Associate
Director, at (202) 551-5521; Randall W. Roy, Assistant Director, at
(202) 551-5522; Joseph I. Levinson, Special Counsel, at (202) 551-5598;
or Rebekah E. Goshorn, Attorney, at (202), 551-5514; Division of
Trading and Markets, Securities and Exchange Commission; 100 F Street,
NE., Washington, DC 20549-7010.
SUPPLEMENTARY INFORMATION:
I. Background
The Credit Rating Agency Reform Act of 2006 (``Rating Agency Act'')
\1\ defined the term ``nationally recognized statistical rating
organization'' (``NRSRO'') and provided authority for the Securities
and Exchange Commission (``Commission'') to implement registration,
recordkeeping, financial reporting, and oversight rules with respect to
registered credit rating agencies. The regulations implemented by the
Commission pursuant to this mandate include Securities Exchange Act of
1934 (``Exchange Act'') Rule 17g-2,\2\ which requires an NRSRO to make
and retain certain records relating to its business and to retain
certain other business records made in the normal course of business
operations.
---------------------------------------------------------------------------
\1\ Public Law 109-291 (2006).
\2\ 17 CFR 240.17g-2.
---------------------------------------------------------------------------
On February 2, 2009, the Commission adopted amendments to its NRSRO
rules imposing additional requirements on NRSROs in order to address
concerns about the integrity of their credit rating procedures and
methodologies.\3\ Among other things, the rule amendments added new
paragraphs (a)(8) and (d) to Rule 17g-2. New paragraph (a)(8) of Rule
17g-2 requires an NRSRO to make and retain a record for each
outstanding credit rating it maintains showing all rating actions
(initial rating, upgrades, downgrades, placements on watch for upgrade
or downgrade, and withdrawals) and the date of such actions identified
by the name of the security or obligor rated and, if applicable, the
CUSIP for the rated security or the Central Index Key (CIK) number for
the rated obligor.\4\ New paragraph (d) of Rule 17g-2 requires an NRSRO
to make publicly available, on a six-month delayed basis, the ratings
histories for a random sample of 10% of the credit ratings paid for by
the obligor being rated or by the issuer, underwriter, or sponsor of
the security being rated (``issuer-paid credit ratings'') pursuant to
paragraph (a)(8) of Rule 17g-2 for each class of credit rating for
which the NRSRO is registered and has issued 500 or more issuer-paid
credit ratings.\5\
---------------------------------------------------------------------------
\3\ See Amendments to Rules for Nationally Recognized
Statistical Rating Organizations, Exchange Act Release No. 59342
(February 2, 2009), 74 FR 6456 (``February 2009 Adopting Release'').
\4\ 17 CFR 240.17g-2(a)(8).
\5\ 17 CFR 240.17g-2(d).
---------------------------------------------------------------------------
Paragraph (d) of Rule 17g-2 further requires that this information
be made public on the NRSRO's corporate Internet Web site in eXtensible
Business Reporting Language (``XBRL'') format.\6\ The rule provides
that in preparing the XBRL disclosure, an NRSRO must use the List of
XBRL Tags for NRSROs as specified on the Commission's Web site.\7\ The
Commission established a
[[Page 40247]]
compliance date of August 10, 2009 for this provision.
---------------------------------------------------------------------------
\6\ Id.
\7\ Id. The February 2009 Adopting Release specified a
compliance date of 180 days after publication in the Federal
Register.
---------------------------------------------------------------------------
The Commission today is providing notice that an NRSRO subject to
the disclosure provisions of paragraph (d) of Rule 17g-2 can satisfy
the requirement to make publicly available ratings history information
in an XBRL format by using an XBRL format or any other machine-readable
format, until such time as the Commission provides further notice.
II. Discussion
The Commission adopted Rule 17g-2 and the amendments thereto, in
part, under authority to require NRSROs to make and keep for specified
periods such records as the Commission prescribes as necessary or
appropriate in the public interest, for the protection of investors, or
otherwise in furtherance of the purposes of the Exchange Act.\8\ In
adopting new paragraph (d) to Rule 17g-2, the Commission noted that
although NRSROs generally make their issuer-paid credit ratings
publicly available for free, it can be difficult to compile the actions
and compare them across NRSROs.\9\ The Commission therefore adopted the
new disclosure requirements of paragraph (d) with the expectation that
making this information more accessible will advance the Commission's
goal of fostering accountability and comparability among NRSROs with
respect to their issuer-paid credit ratings.\10\ Requiring NRSROs to
publicly disclose rating action histories for a limited percentage of
their outstanding issuer-paid credit ratings will allow market
participants, academics and others to use the information to perform
analysis comparing how the NRSROs subject to the disclosure rule
perform in the classes of credit ratings for which they are
registered.\11\
---------------------------------------------------------------------------
\8\ See Section 17(a)(1) of the Exchange Act (15 U.S.C.
78q(a)(1)).
\9\ See February 2009 Adopting Release, 74 FR at 6461.
\10\ Id. at 6460.
\11\ Id. at 6461.
---------------------------------------------------------------------------
As noted above, Rule 17g-2(d) provides that the ratings histories
required under the rule must be made public on the NRSRO's corporate
Internet Web site using an XBRL format.\12\ Further, the rule requires
an NRSRO to use the List of XBRL Tags for NRSROs published on the
Commission's Web page. The List of XBRL Tags currently is not
available. Therefore, the Commission is providing notice to NRSROs that
they can satisfy the requirement in Rule 17g-2(d) to make publicly
available ratings history information in an XBRL format by using an
XBRL format or any other machine readable format, until such time as
the Commission provides further notice. The Commission has every
intention of providing notice as soon as practicable, once the List of
XBRL Tags for NRSROs is available, that an XBRL format is the sole
means by which an NRSRO may satisfy this requirement. Examples of other
types of machine-readable formats include pipe delimited text data
(``PDTD'') and eXtensible Markup Language (``XML''). Data that is
provided in a machine-readable format must be easily downloadable into
commercially available spreadsheets or database programs.
---------------------------------------------------------------------------
\12\ 17 CFR 240.17g-2(d).
---------------------------------------------------------------------------
The Commission also notes that the requirement in Exhibit 1 to Form
NRSRO which states that ``If the Applicant/NRSRO is required to make
and keep publicly available on its corporate Internet Web site in an
XBRL (eXtensible Business Reporting Language) format a sample of
ratings action information pursuant to the requirements of 17 CFR
240.17g-2(d), provide in this Exhibit the Web site address where this
information is, or will be, made publicly available'' can be satisfied
by providing the Web site address where the information is made
publicly available in an XBRL format or any other machine readable
format, until such time as the Commission provides further notice.
By the Commission.
Elizabeth M. Murphy,
Secretary.
[FR Doc. E9-19125 Filed 8-10-09; 8:45 am]
BILLING CODE 8010-01-P
