Self-Regulatory Organizations; New York Stock Exchange LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change Extending for an Additional 12 Months the Pilot Program That Provides an Exception to NYSE Rule 2B by Permitting the Exchange's Equity Ownership Interest in BIDS Holdings L.P., 145-147 [2011-33625]
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Federal Register / Vol. 77, No. 1 / Tuesday, January 3, 2012 / Notices
Commissioner Walter, as duty officer,
voted to consider the items listed for the
Closed Meeting in closed session.
The subject matters of the Closed
Meeting scheduled for Thursday,
January 5, 2012 will be:
Institution and settlement of
injunctive actions;
Institution and settlement of
administrative proceedings;
Other matters relating to enforcement
proceedings; and
Adjudicatory matters.
At times, changes in Commission
priorities require alterations in the
scheduling of meeting items.
For further information and to
ascertain what, if any, matters have been
added, deleted or postponed, please
contact:
The Office of the Secretary at (202)
551–5400.
Dated: December 29, 2011.
Kevin M. O’Neill,
Deputy Secretary.
[FR Doc. 2011–33776 Filed 12–29–11; 4:15 pm]
SECURITIES AND EXCHANGE
COMMISSION
Self-Regulatory Organizations; New
York Stock Exchange LLC; Notice of
Filing and Immediate Effectiveness of
Proposed Rule Change Extending for
an Additional 12 Months the Pilot
Program That Provides an Exception
to NYSE Rule 2B by Permitting the
Exchange’s Equity Ownership Interest
in BIDS Holdings L.P.
December 27, 2011.
pmangrum on DSK3VPTVN1PROD with NOTICES
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 December
16, 2011, the 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 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 extend for
an additional 12 months the January 22,
U.S.C. 78s(b)(1).
CFR 240.19b–4.
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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.
1. Purpose
[Release No. 34–66059; File No. SR–NYSE–
2011–67]
2 17
II. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
A. Self-Regulatory Organization’s
Statement of the Purpose of, and the
Statutory Basis for, the Proposed Rule
Change
BILLING CODE 8011–01–P
1 15
2012 expiration date of the pilot
program that provides an exception to
NYSE Rule 2B by permitting the
Exchange’s equity ownership interest in
BIDS Holdings L.P. (‘‘BIDS’’). The text
of the proposed rule change is available
at the Exchange, the Commission’s
Public Reference Room, and https://
www.nyse.com.
On January 22, 2009, the Securities
and Exchange Commission (‘‘SEC’’ or
‘‘Commission’’) approved the
governance structure proposed by the
Exchange with respect to the New York
Block Exchange (‘‘NYBX’’), an
electronic trading facility of the
Exchange for NYSE-listed securities that
was established by means of a joint
venture between the Exchange and
BIDS.3 The governance structure that
was approved is reflected in the Limited
Liability Company Agreement of New
York Block Exchange LLC (the
‘‘Company’’), the entity that owns and
operates NYBX. Under the governance
structure approved by the Commission,
the Exchange and BIDS each own a 50%
economic interest in the Company. In
addition, the Exchange, through its
wholly-owned subsidiary NYSE Market,
Inc., owns less than 10% of the
aggregate limited partnership interest in
BIDS. BIDS is the parent company of
BIDS Trading, L.P. (‘‘BIDS Trading’’),
which became a member of the
Exchange in connection with the
establishment of NYBX.
The foregoing ownership
arrangements would violate NYSE Rule
2B without an exception from the
3 See Securities Exchange Act Release No. 59281
(January 22, 2009), 74 FR 5014 (January 28, 2009)
(order approving SR–NYSE–2008–120) (‘‘Approval
Order’’).
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Fmt 4703
Sfmt 4703
145
Commission.4 First, the Exchange’s
indirect ownership interest in BIDS
Trading violates the prohibition in Rule
2B against the Exchange maintaining an
ownership interest in a member
organization. Second, BIDS Trading is
an affiliate of an affiliate of the
Exchange,5 which violates the
prohibition in Rule 2B against a member
of the Exchange having such status.
Consequently, in the Approval Order,
the Commission permitted an exception
to these two potential violations of
NYSE Rule 2B, subject to a number of
limitations and conditions. One of the
conditions for Commission approval
was that the proposed exception from
NYSE Rule 2B to permit NYSE’s
indirect ownership/interest in BIDS
Trading and BIDS Trading’s affiliation
with the Company (which is an affiliate
of NYSE) would be for a pilot period of
12 months.6
In discussing the pilot basis of the
exception to NYSE Rule 2B, the
Approval Order noted that the pilot
period ‘‘will provide NYSE and the
Commission an opportunity to assess
whether there might be any adverse
consequences of the exception and
whether a permanent exception is
warranted.’’ 7 The original 12-month
pilot period expired on January 22, 2010
and was extended for two additional 12
month periods to January 22, 2012.8
While the Exchange believes that the
experience to date operating under the
exception to Rule 2B fully justifies
making the exception permanent, the
Exchange now seeks to extend the
ending date for the pilot program for
another 12 months to January 22, 2013
4 NYSE Rule 2B provides, in relevant part, that:
‘‘[w]ithout prior SEC approval, the Exchange or any
entity with which it is affiliated shall not, directly
or indirectly, acquire or maintain an ownership
interest in a member organization. In addition, a
member organization shall not be or become an
affiliate of the Exchange, or an affiliate of any
affiliate of the Exchange. * * * The term affiliate
shall have the meaning specified in Rule 12b–2
under the Act.’’
5 Specifically, the Company is an affiliate of the
Exchange, and BIDS Trading is an affiliate of the
Company based on their common control by BIDS.
The affiliation in each case is the result of the 50%
ownership interest in the Company by each of the
Exchange and BIDS.
6 See Approval Order, 74 FR at 5018.
7 Id. at 5019.
8 The original twelve month period was first
extended by a rule filing made by the Exchange on
January 11, 2010 and noticed in a release by the
Commission dated January 22, 2010. See Securities
Exchange Act Release No. 61409 (January 22, 2010),
75 FR 4889 (January 29, 2010) (File No. SR–NYSE–
2010–04). The Exchange filed the proposed rule
change for the second extension with the
Commission on December 9, 2010, which was
noticed in a release by the Commission dated
December 14, 2010. See Securities Exchange Act
Release No. 34–63545 (December 14, 2010), 75 FR
80088 (December 21, 2010) (File No. SR–NYSE–
2010–82).
E:\FR\FM\03JAN1.SGM
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Federal Register / Vol. 77, No. 1 / Tuesday, January 3, 2012 / Notices
to allow additional time, if necessary,
for the Commission to obtain and
review the information it needs in order
to make its determination regarding any
adverse consequences of the exception
and whether a permanent exception is
warranted. During the proposed
extension of the pilot program period,
the Exchange’s current indirect
ownership interest in BIDS Trading 9
and BIDS Trading’s affiliation with the
Company would continue to be
permitted.
If the Commission should determine
prior to the end of the extended pilot
period that a permanent exception to
NYSE Rule 2B is warranted, the
Exchange would have the option of
submitting a proposed rule change to
accomplish this and simultaneously
terminate the pilot program.
pmangrum on DSK3VPTVN1PROD with NOTICES
2. Statutory Basis
The proposed rule change is
consistent with Section 6(b) 10 of the
Act,11 in general, and furthers the
objectives of Section 6(b)(1) 12 of the
Act, which requires a national securities
exchange to be so organized and have
the capacity to carry out the purposes of
the Act and to comply, and to enforce
compliance by its members and persons
associated with its members, with the
provisions of the Act. The proposed rule
change is also consistent with, and
furthers the objectives of, Section
6(b)(5) 13 of the Act, 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, to
remove impediments to and perfect the
mechanisms of a free and open market
and a national market system and, in
general, to protect investors and the
public interest.
In the Approval Order, the
Commission determined that the
proposed exception from NYSE Rule 2B
to permit NYSE’s indirect ownership
interest in BIDS Trading and BIDS
Trading’s affiliation with the Company
9 Another condition for the exception to NYSE
Rule 2B specified in the Approval Order was that
the Exchange’s equity interest in BIDS must remain
less than 9%, absent prior Commission approval of
any increase. See id. at 5018. Subsequently, the
Commission approved a proposal by the Exchange
to slightly increase the ceiling on its equity
ownership in BIDS to less than 10%, and that will
be the applicable limitation during the extension of
the pilot period. See Securities Exchange Act
Release No. 61257 (December 30, 2009), 75 FR 500
(January 5, 2010) (order approving SR–NYSE–2009–
116).
10 15 U.S.C. 78f(b).
11 15 U.S.C. 78.
12 15 U.S.C. 78f(b)(1).
13 15 U.S.C. 78f(b)(5).
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15:13 Dec 30, 2011
Jkt 226001
was consistent with the Act, including
Section 6(b)(5) thereof.14 As the basis for
its determination, the Commission cited
the specific limitations and conditions
listed in the Approval Order to which
its approval of the exception to NYSE
Rule 2B was subject,15 stating: ‘‘These
conditions appear reasonably designed
to mitigate concerns about potential
conflicts of interest and unfair
competitive advantage. * * * These
conditions appear reasonably designed
to promote robust and independent
regulation of BIDS. * * * The
Commission believes that, taken
together, these conditions are
reasonably designed to mitigate
potential conflicts between the
Exchange’s commercial interest in BIDS
and its regulatory responsibilities with
respect to BIDS.’’ 16 Because these same
limitations and conditions will continue
to be applicable during the additional
extension of the pilot period, other than
the ending date of the pilot period and
the aforementioned small increase in
the ceiling on the Exchange’s equity
interest in BIDS, the Exchange believes
that the exception from NYSE Rule 2B
described above will continue to be
consistent with the Act during that
extension.
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 17 and Rule
19b–4(f)(6) thereunder.18 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
14 See
Approval Order, 74 FR at 5018–5019.
at 5018.
16 Id. at 5019.
17 15 U.S.C. 78s(b)(3)(A)(iii).
18 17 CFR 240.19b–4(f)(6).
15 Id.
PO 00000
Frm 00074
Fmt 4703
Sfmt 4703
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 and Rule 19b–4(f)(6)(iii)
thereunder.19
At any time within 60 days of the
filing of such proposed rule change, the
Commission summarily may
temporarily suspend 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 email to rulecomments@sec.gov. Please include File
Number SR–NYSE–2011–67 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–NYSE–2011–67. This file
number should be included on the
subject line if email 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
19 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 this
requirement.
E:\FR\FM\03JAN1.SGM
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Federal Register / Vol. 77, No. 1 / Tuesday, January 3, 2012 / Notices
public in accordance with the
provisions of 5 U.S.C. 552, will be
available for Web site viewing and
printing 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 such 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–
2011–67 and should be submitted on or
before January 24, 2012.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.20
Elizabeth M. Murphy,
Secretary.
[FR Doc. 2011–33625 Filed 12–30–11; 8:45 am]
BILLING CODE 8011–01–P
SOCIAL SECURITY ADMINISTRATION
Agency Information Collection
Activities: Proposed Request and
Comment Request
The Social Security Administration
(SSA) publishes a list of information
collection packages requiring clearance
by the Office of Management and
Budget (OMB) in compliance with
Public Law 104–13, the Paperwork
Reduction Act (PRA) of 1995, effective
October 1, 1995. This notice includes
revisions and one extension of OMBapproved information collections.
SSA is soliciting comments on the
accuracy of the agency’s burden
estimate; the need for the information;
its practical utility; ways to enhance its
quality, utility, and clarity; and ways to
minimize burden on respondents,
including the use of automated
collection techniques or other forms of
information technology. Mail, email, or
fax your comments and
recommendations on the information
collection(s) to the OMB Desk Officer
and SSA Reports Clearance Officer at
the following addresses or fax numbers.
(OMB), Office of Management and
Budget, Attn: Desk Officer for SSA,
Fax: (202) 395–6974, Email address:
OIRA_Submission@omb.eop.gov.
Number of
respondents
Collection method
(SSA), Social Security Administration,
DCRDP, Attn: Reports Clearance
Officer, 1333 Annex Building, 6401
Security Blvd., Baltimore, MD 21235,
Fax: (410) 965–6400, Email address:
OPLM.RCO@ssa.gov.
I. The information collections below
are pending at SSA. SSA will submit
them to OMB within 60 days from the
date of this notice. To be sure we
consider your comments, we must
receive them no later than March 5,
2012. Individuals can obtain copies of
the collection instruments by calling the
SSA Reports Clearance Officer at (410)
965–8783 or by writing to the above
email address.
1. Application for Parent’s Insurance
Benefits—20 CFR 404.370–404.374, 20
CFR 404.601–404.603—0960–0012.
Section 202(h) of the Social Security Act
establishes the conditions of eligibility a
claimant must meet to receive monthly
benefits as a parent of a deceased
worker. SSA uses information from form
SSA–7–F6 to determine whether the
claimant meets the eligibility and
application criteria. The respondents are
applicants for, and recipients of, Social
Security Old Age, Survivors, and
Disability Insurance benefits.
Type of Request: Revision of an OMBapproved information collection.
Frequency of
response
Average
burden per
response
(minutes)
Estimated total
annual burden
(hours)
Modernized Claims System (MCS) .................................................................
MCS/Signature Proxy ......................................................................................
Paper SSA–7–F6 .............................................................................................
153
158
4
1
1
1
15
14
15
38
37
1
Total ..........................................................................................................
315
........................
........................
76
2. Statement of Living Arrangements,
In-Kind Support and Maintenance—20
CFR 416.1130–416.1148—0960–0174. A
recipient’s need is the basis for
determining Supplemental Security
Income (SSI) payment amounts. Need is
measured, in part, by the amount of
income an individual receives. Income
includes in-kind support and
maintenance in the form of food and
shelter provided by other persons. SSA
uses information from form SSA–8006–
F4 to determine if in-kind support and
maintenance exists for SSI applicants
and recipients. This information also
assists SSA in determining the income
value of in-kind support and
maintenance SSI applicants and
recipients receive. The respondents are
individuals who apply for SSI, or who
complete an SSI eligibility
redetermination.
Type of Request: Revision of an OMBapproved information collection.
Number of
respondents
Frequency
of response
Average
burden per
response
(minutes)
Estimated total
annual burden
(hours)
SSA–8006–F4 ..................................................................................................
pmangrum on DSK3VPTVN1PROD with NOTICES
Collection method
173,380
1
7
20,228
3. Application for Supplemental
Security Income—20 CFR 416.305–
416.335, Subpart C—0960–0444. SSA
collects information on the SSA–8001–
20 17
BK to determine an applicant’s
eligibility for SSI and the SSI payment
amounts. SSA employees also collect
this information during interviews with
members of the public who wish to file
for SSI. SSA uses the information for
two purposes: (1) To formally deny SSI
for non-medical reasons when
CFR 200.30–3(a)(12).
VerDate Mar<15>2010
15:13 Dec 30, 2011
Jkt 226001
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03JAN1
]]>Agencies
[Federal Register Volume 77, Number 1 (Tuesday, January 3, 2012)]
[Notices]
[Pages 145-147]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: 2011-33625]
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-66059; File No. SR-NYSE-2011-67]
Self-Regulatory Organizations; New York Stock Exchange LLC;
Notice of Filing and Immediate Effectiveness of Proposed Rule Change
Extending for an Additional 12 Months the Pilot Program That Provides
an Exception to NYSE Rule 2B by Permitting the Exchange's Equity
Ownership Interest in BIDS Holdings L.P.
December 27, 2011.
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 December 16, 2011, the 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 Exchange. 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.
---------------------------------------------------------------------------
I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change
The Exchange proposes to extend for an additional 12 months the
January 22, 2012 expiration date of the pilot program that provides an
exception to NYSE Rule 2B by permitting the Exchange's equity ownership
interest in BIDS Holdings L.P. (``BIDS''). The text of the proposed
rule change is available at the Exchange, the Commission's Public
Reference Room, and https://www.nyse.com.
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 the
Statutory Basis for, the Proposed Rule Change
1. Purpose
On January 22, 2009, the Securities and Exchange Commission
(``SEC'' or ``Commission'') approved the governance structure proposed
by the Exchange with respect to the New York Block Exchange (``NYBX''),
an electronic trading facility of the Exchange for NYSE-listed
securities that was established by means of a joint venture between the
Exchange and BIDS.\3\ The governance structure that was approved is
reflected in the Limited Liability Company Agreement of New York Block
Exchange LLC (the ``Company''), the entity that owns and operates NYBX.
Under the governance structure approved by the Commission, the Exchange
and BIDS each own a 50% economic interest in the Company. In addition,
the Exchange, through its wholly-owned subsidiary NYSE Market, Inc.,
owns less than 10% of the aggregate limited partnership interest in
BIDS. BIDS is the parent company of BIDS Trading, L.P. (``BIDS
Trading''), which became a member of the Exchange in connection with
the establishment of NYBX.
---------------------------------------------------------------------------
\3\ See Securities Exchange Act Release No. 59281 (January 22,
2009), 74 FR 5014 (January 28, 2009) (order approving SR-NYSE-2008-
120) (``Approval Order'').
---------------------------------------------------------------------------
The foregoing ownership arrangements would violate NYSE Rule 2B
without an exception from the Commission.\4\ First, the Exchange's
indirect ownership interest in BIDS Trading violates the prohibition in
Rule 2B against the Exchange maintaining an ownership interest in a
member organization. Second, BIDS Trading is an affiliate of an
affiliate of the Exchange,\5\ which violates the prohibition in Rule 2B
against a member of the Exchange having such status. Consequently, in
the Approval Order, the Commission permitted an exception to these two
potential violations of NYSE Rule 2B, subject to a number of
limitations and conditions. One of the conditions for Commission
approval was that the proposed exception from NYSE Rule 2B to permit
NYSE's indirect ownership/interest in BIDS Trading and BIDS Trading's
affiliation with the Company (which is an affiliate of NYSE) would be
for a pilot period of 12 months.\6\
---------------------------------------------------------------------------
\4\ NYSE Rule 2B provides, in relevant part, that: ``[w]ithout
prior SEC approval, the Exchange or any entity with which it is
affiliated shall not, directly or indirectly, acquire or maintain an
ownership interest in a member organization. In addition, a member
organization shall not be or become an affiliate of the Exchange, or
an affiliate of any affiliate of the Exchange. * * * The term
affiliate shall have the meaning specified in Rule 12b-2 under the
Act.''
\5\ Specifically, the Company is an affiliate of the Exchange,
and BIDS Trading is an affiliate of the Company based on their
common control by BIDS. The affiliation in each case is the result
of the 50% ownership interest in the Company by each of the Exchange
and BIDS.
\6\ See Approval Order, 74 FR at 5018.
---------------------------------------------------------------------------
In discussing the pilot basis of the exception to NYSE Rule 2B, the
Approval Order noted that the pilot period ``will provide NYSE and the
Commission an opportunity to assess whether there might be any adverse
consequences of the exception and whether a permanent exception is
warranted.'' \7\ The original 12-month pilot period expired on January
22, 2010 and was extended for two additional 12 month periods to
January 22, 2012.\8\ While the Exchange believes that the experience to
date operating under the exception to Rule 2B fully justifies making
the exception permanent, the Exchange now seeks to extend the ending
date for the pilot program for another 12 months to January 22, 2013
[[Page 146]]
to allow additional time, if necessary, for the Commission to obtain
and review the information it needs in order to make its determination
regarding any adverse consequences of the exception and whether a
permanent exception is warranted. During the proposed extension of the
pilot program period, the Exchange's current indirect ownership
interest in BIDS Trading \9\ and BIDS Trading's affiliation with the
Company would continue to be permitted.
---------------------------------------------------------------------------
\7\ Id. at 5019.
\8\ The original twelve month period was first extended by a
rule filing made by the Exchange on January 11, 2010 and noticed in
a release by the Commission dated January 22, 2010. See Securities
Exchange Act Release No. 61409 (January 22, 2010), 75 FR 4889
(January 29, 2010) (File No. SR-NYSE-2010-04). The Exchange filed
the proposed rule change for the second extension with the
Commission on December 9, 2010, which was noticed in a release by
the Commission dated December 14, 2010. See Securities Exchange Act
Release No. 34-63545 (December 14, 2010), 75 FR 80088 (December 21,
2010) (File No. SR-NYSE-2010-82).
\9\ Another condition for the exception to NYSE Rule 2B
specified in the Approval Order was that the Exchange's equity
interest in BIDS must remain less than 9%, absent prior Commission
approval of any increase. See id. at 5018. Subsequently, the
Commission approved a proposal by the Exchange to slightly increase
the ceiling on its equity ownership in BIDS to less than 10%, and
that will be the applicable limitation during the extension of the
pilot period. See Securities Exchange Act Release No. 61257
(December 30, 2009), 75 FR 500 (January 5, 2010) (order approving
SR-NYSE-2009-116).
---------------------------------------------------------------------------
If the Commission should determine prior to the end of the extended
pilot period that a permanent exception to NYSE Rule 2B is warranted,
the Exchange would have the option of submitting a proposed rule change
to accomplish this and simultaneously terminate the pilot program.
2. Statutory Basis
The proposed rule change is consistent with Section 6(b) \10\ of
the Act,\11\ in general, and furthers the objectives of Section 6(b)(1)
\12\ of the Act, which requires a national securities exchange to be so
organized and have the capacity to carry out the purposes of the Act
and to comply, and to enforce compliance by its members and persons
associated with its members, with the provisions of the Act. The
proposed rule change is also consistent with, and furthers the
objectives of, Section 6(b)(5) \13\ of the Act, 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, to remove impediments to and perfect the mechanisms 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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\10\ 15 U.S.C. 78f(b).
\11\ 15 U.S.C. 78.
\12\ 15 U.S.C. 78f(b)(1).
\13\ 15 U.S.C. 78f(b)(5).
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In the Approval Order, the Commission determined that the proposed
exception from NYSE Rule 2B to permit NYSE's indirect ownership
interest in BIDS Trading and BIDS Trading's affiliation with the
Company was consistent with the Act, including Section 6(b)(5)
thereof.\14\ As the basis for its determination, the Commission cited
the specific limitations and conditions listed in the Approval Order to
which its approval of the exception to NYSE Rule 2B was subject,\15\
stating: ``These conditions appear reasonably designed to mitigate
concerns about potential conflicts of interest and unfair competitive
advantage. * * * These conditions appear reasonably designed to promote
robust and independent regulation of BIDS. * * * The Commission
believes that, taken together, these conditions are reasonably designed
to mitigate potential conflicts between the Exchange's commercial
interest in BIDS and its regulatory responsibilities with respect to
BIDS.'' \16\ Because these same limitations and conditions will
continue to be applicable during the additional extension of the pilot
period, other than the ending date of the pilot period and the
aforementioned small increase in the ceiling on the Exchange's equity
interest in BIDS, the Exchange believes that the exception from NYSE
Rule 2B described above will continue to be consistent with the Act
during that extension.
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\14\ See Approval Order, 74 FR at 5018-5019.
\15\ Id. at 5018.
\16\ Id. at 5019.
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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 \17\ and Rule 19b-4(f)(6) thereunder.\18\
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 and Rule 19b-
4(f)(6)(iii) thereunder.\19\
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\17\ 15 U.S.C. 78s(b)(3)(A)(iii).
\18\ 17 CFR 240.19b-4(f)(6).
\19\ 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 this
requirement.
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At any time within 60 days of the filing of such proposed rule
change, the Commission summarily may temporarily suspend 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 email to rule-comments@sec.gov. Please include
File Number SR-NYSE-2011-67 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-NYSE-2011-67. This file
number should be included on the subject line if email 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
[[Page 147]]
public in accordance with the provisions of 5 U.S.C. 552, will be
available for Web site viewing and printing 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 such
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-2011-67 and should be submitted on or before
January 24, 2012.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\20\
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\20\ 17 CFR 200.30-3(a)(12).
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Elizabeth M. Murphy,
Secretary.
[FR Doc. 2011-33625 Filed 12-30-11; 8:45 am]
BILLING CODE 8011-01-P
