Self-Regulatory Organizations; NYSE MKT LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change Amending Section 102(a) of the NYSE MKT Company Guide To Eliminate an Erroneous Reference, 75462-75464 [2012-30688]
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75462
Federal Register / Vol. 77, No. 245 / Thursday, December 20, 2012 / Notices
from one or both sides would
participate in the auction. In addition,
the Exchange believes that the proposed
changes will provide greater
transparency and certainty in Exchange
Auctions by helping to reduce the
possibility that an auction would occur
at a price that would qualify as clearly
erroneous under Rule 11.17(c)(1) and
that may result in cancelled executions.
Further, the Exchange believes that the
proposed change will provide greater
transparency and certainty in Exchange
Auctions by helping to limit the
volatility in auction prices by narrowing
the Collar Price Range. The Exchange
also believes that the proposed changes
will help prevent fraudulent and
manipulative acts and practices along
with, in general, protecting investors
and the public interest by changing the
auction information messages
disseminated by the Exchange during
IPO and Halt Auctions to include only
the lesser of the Reference Buy Shares
and the Reference Sell Shares, which
will more help to prevent the possibility
of gaming in the auctions, as described
above. Lastly, the Exchange believes
that the proposed changes will provide
greater clarity and transparency by
making clear that any portion of a
Market RHO Auction Order will be
cancelled immediately following any
auction in which it is not executed,
behavior that is consistent with the
behavior of all other market orders
entered on the Exchange.
(B) Self-Regulatory Organization’s
Statement on Burden on Competition
The Exchange does not believe that
the proposed rule change imposes any
burden on competition.
tkelley on DSK3SPTVN1PROD with
(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. Date of Effectiveness of the
Proposed Rule Change and Timing for
Commission Action
Within 45 days of the date of
publication of this notice in the Federal
Register or within such longer period (i)
as the Commission may designate up to
90 days of such date if it finds such
longer period to be appropriate and
publishes its reasons for so finding or
(ii) as to which the Exchange consents,
the Commission will: (a) By order
approve or disapprove such proposed
rule change, or (b) institute proceedings
to determine whether the proposed rule
change should be disapproved.
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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 Exchange
Act. Comments may be submitted by
any of the following methods:
• 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–BATS–2012–046 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–BATS–2012–046. 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
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
10:00 a.m. and 3:00 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–BATS–
2012–046 and should be submitted on
or before January 10, 2013.
Frm 00057
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[FR Doc. 2012–30687 Filed 12–19–12; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
Electronic Comments
PO 00000
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.12
Kevin M. O’Neill,
Deputy Secretary.
Sfmt 4703
[Release No. 34–68444; File No. SR–
NYSEMKT–2012–78]
Self-Regulatory Organizations; NYSE
MKT LLC; Notice of Filing and
Immediate Effectiveness of Proposed
Rule Change Amending Section 102(a)
of the NYSE MKT Company Guide To
Eliminate an Erroneous Reference
December 14, 2012.
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 December
4, 2012, NYSE MKT LLC (‘‘Exchange’’
or ‘‘NYSE MKT’’) 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. 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
Section 102(a) of the NYSE MKT
Company Guide (the ‘‘Company Guide’’)
to eliminate an erroneous reference. The
text of the proposed rule change is
available on the Exchange’s Web site at
www.nyse.com, at the principal office
of the Exchange, 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,
12 17
CFR 200.30–3(a)(12).
U.S.C. 78s(b)(1).
2 17 CFR 240.19b–4.
1 15
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Federal Register / Vol. 77, No. 245 / Thursday, December 20, 2012 / Notices
of the most significant parts of such
statements.
B. Self-Regulatory Organization’s
Statement on Burden on Competition
A. Self-Regulatory Organization’s
Statement of the Purpose of, and the
Statutory Basis for, the Proposed Rule
Change
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.
1. Purpose
The Exchange proposes to amend
Section 102(a) of the Company Guide (to
eliminate an erroneous reference.
Section 102(a) of the Company Guide
provides that a company listing its
equity securities on the Exchange must
have a minimum public distribution of
500,000 shares, together with a
minimum of 800 public shareholders or
minimum public distribution of
1,000,000 shares together with a
minimum of 400 public shareholders.
This provision contains an exception
which ostensibly exempts from the
distribution requirements in Section
102(a) applicants seeking to qualify for
listing pursuant to Section 101(g).
Section 101(g) is the Exchange’s closedend fund listing standard and it has
always been the Exchange’s policy to
apply the general distribution standard
of Section 102(a) to closed-end funds.
As such, the reference to an exception
for closed-end funds is erroneous and
the Exchange proposes to delete it. The
erroneous cross-reference was originally
intended to be applicable to companies
listing under the Exchange’s Alternative
Listing Standards for equity securities,
which were eliminated in 2008.3
2. Statutory Basis
tkelley on DSK3SPTVN1PROD with
The Exchange believes that the
proposed rule change is consistent with
Section 6(b) 4 of the Securities Exchange
Act of 1934 (the ‘‘Act’’),5 in general, and
furthers the objectives of Section 6(b)(5)
of the Act,6 in particular in that it is
designed to promote just and equitable
principles of trade, to foster cooperation
and coordination with persons engaged
in regulating, clearing, settling,
processing information with respect to,
and facilitating transactions in
securities, 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. The
Exchange believes that the proposed
rule change is consistent with Section
6(b)(5) of the Act in that it simply
corrects a non-substantive error in the
text of Section 102(a).
3 See [sic] 34–59050 (December 3, 2008); 73 CFR
75144 (December 10, 2008) (SR–Amex–2008–70).
4 15 U.S.C. 78f(b).
5 15 U.S.C. 78a.
6 15 U.S.C. 78f(b)(5).
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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 foregoing rule change has become
effective pursuant to Section 19(b)(3)(A)
of the Act 7 and Rule 19b–4(f)(6) 8
thereunder because the proposal does
not: (i) Significantly affect the
protection of investors or the public
interest; (ii) impose any significant
burden on competition; and (iii) by its
terms, become operative for 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, provided that the Exchange has
given the Commission notice of its
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.9
A proposed rule change filed under
Rule 19b–4(f)(6) normally may not
become operative prior to 30 days after
the date of filing. However, Rule 19b–
4(f)(6)(iii) 10 permits the Commission to
designate a shorter time if such action
is consistent with the protection of
investors and the public interest. The
Exchange has requested that the
Commission waive the 30-day operative
delay period. The Commission believes
that waiver of the 30-day operative
delay period is consistent with the
protection of investors and the public
interest because it would immediately
eliminate confusion for issuers resulting
7 15
U.S.C. 78s(b)(3)(A).
CFR 240.19b–4(f)(6).
9 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.
10 17 CFR 240.19b–4(f)(6)(iii).
8 17
PO 00000
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75463
from the erroneous reference in the
Company Guide and clarify the
distribution requirement applicability.
For these reasons, the Commission
believes that waiving the 30-day
operative delay is consistent with the
protection of investors and the public
interest, and therefore, it designates the
proposed rule change to be operative
upon filing with the Commission.11
At any time within 60 days of the
filing of the 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.12
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–NYSEMKT–2012–78 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–NYSEMKT–2012–78. 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
11 For purposes only of waiving the operative
delay for this proposal, the Commission has
considered the proposed rule’s impact on
efficiency, competition, and capital formation. See
15 U.S.C. 78c(f).
12 15 U.S.C. 78s(b)(3)(C).
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Federal Register / Vol. 77, No. 245 / Thursday, December 20, 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
10:00 a.m. and 3:00 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–
NYSEMKT–2012–78 and should be
submitted on or before January 10, 2013.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.13
Kevin M. O’Neill,
Deputy Secretary.
[FR Doc. 2012–30688 Filed 12–19–12; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–68439; File No. TP 11–10]
Order Granting Limited Exemptions
From Exchange Act Rules 101 and 102
of Regulation M to Shares of JPM XF
Physical Copper Trust Pursuant to
Exchange Act Rules 101(d) and 102(e)
December 14, 2012.
By letter dated December 14, 2012
(the ‘‘Letter’’),1 as supplemented by
conversations with the staff of the
Division of Trading and Markets,
counsel for J.P. Morgan Commodity ETF
Services LLC (‘‘Sponsor’’) on behalf of
the Sponsor, JPM XF Physical Copper
Trust (‘‘Trust’’), and persons or entities
engaging in transaction in the shares of
the Trust requested that the Securities
and Exchange Commission
(‘‘Commission’’) issue an exemption
from Rules 101 and 102 of Regulation M
in connection with secondary market
transactions in the shares of the Trust,
and the creation or redemption of shares
of the Trust.2
13 17
CFR 200.30–3(a)(12).
Letter from John Crowley to Josephine Tao
(December 14, 2012), re: Request of J.P. Morgan
Commodity ETF Services LLC for Relief from
Certain Provisions of Regulation M, available at:
https://www.sec.gov/divisions/marketreg/mrnoaction.shtml.
2 For additional information regarding the Trust
please see the Order Approving a Proposed Rule
Change to List and Trade Shares of the JPM XF
Physical Copper Trust Pursuant to NYSE Arca
Equities Rule 8.201, Securities Exchange Act
Release No. 68440;llFRll(‘‘Approval Order’’).
tkelley on DSK3SPTVN1PROD with
1 See
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16:07 Dec 19, 2012
Jkt 229001
According to the Trust’s registration
statement, the Trust was formed as a
Delaware statutory trust on October 15,
2010. The Trust, based on
representations in the Letter, is a
passive, unmanaged investment vehicle
and will have no directors, officers, or
employees. Additionally, the Letter
represents that the Trust is an exchangetraded investment vehicle that will hold
only Grade A Copper in physical form.
The Letter also states that each share of
the Trust represents a fractional
undivided interest in the net assets of
the Trust (‘‘Share’’). The Trust’s
investment objective, according to the
Letter, is for the value of the Shares to
reflect, at any given time, the value of
copper owned by the Trust less the
Trust’s expenses and liabilities at that
time.
The Letter contains the following
representations:
• Shares of the Trust will trade on a
national securities exchange.3
• Shares will be issued and redeemed
in basket-size aggregations (‘‘Creation
Units’’) to registered broker-dealers or
certain other persons that have entered
into a participation agreement with the
Trust and the Sponsor (‘‘Authorized
Participants’’).
• Creation Units will be issued and
redeemed daily in exchange for a
specified amount of physical metal that
represents a pro rata share of the metal
then held in the Trust.
• The Sponsor does not expect the
difference in price based on the
locational premia to be significant.4
• The Sponsor believes that the
copper selection protocol,5 the
3 See
also Approval Order, supra, note 1.
to the Letter, the copper will be held
in one or more warehouses in locations throughout
the world. The value of copper depends in part on
its location, i.e., copper stored in a location that is
low in supply and high in demand carries a higher
premium than copper that is stored in a location
where supply is high and demand is low. To assist
in valuing the Trust’s copper, by 9:00 a.m. EST, an
independent valuation agent will provide the
administrative agent (the administrative agent,
which initially will by J.P. Morgan Treasury
Securities Services, will administer various daily
functions of the Trust (‘‘Administrative Agent’’)) the
locational premia for the locations at which the
Trust is permitted to hold copper. The locational
premium for a warehouse location for a business
day will be calculated as an amount expressed in
U.S. dollars that is equal to the average value of
copper per metric ton in such location minus the
LME Settlement Price of copper on such business
day. See Securities Exchange Act Release No. 66816
(April 16, 2012); 77 FR 23772, 23779 (‘‘Notice’’).
5 According to the Letter, the selection protocol
is intended to provide a consistent and transparent
method of selecting lots to satisfy redemption
orders and calculating and paying expenses, by
requiring the Administrative Agent to select lots in
the following manner: (1) Lots will be selected first
from the warehouse where it holds available copper
that has the lowest locational premium at a
particular time (i.e., the ‘‘cheapest-to-deliver
4 According
PO 00000
Frm 00059
Fmt 4703
Sfmt 4703
independent third-party valuation
agent,6 and information transparency
measures 7 will cause the price of Shares
in the secondary market to closely track
the net asset value per Share of the
Trust.
• The Trust will continuously redeem
baskets of Shares at net asset value
expressed as a pro rata portion of the
weight of copper held by the Trust.
• The Sponsor states that it believes
that, because Authorized Participants
have full, transparent information about
the Trust’s copper, including the
locational premium and the brand for
each lot of copper held by the Trust and
whether the brand of any such lot is or
has ceased to be an Acceptable Delivery
Brand,8 factors such as locational
premia and de-registering of copper will
not impair the price alignment process
or the arbitrage mechanism.9
• NYSE Arca will calculate and
disseminate, approximately every 15
seconds during the Exchange’s core
location’’), and then from other warehouse locations
successively based on a ranking of their respective
locational premia from lowest to highest; (2) if there
are multiple lots in the same warehouse location
specified by the first step, lots in such warehouse
location will be selected based on the date such lots
were first delivered to the relevant account, with
the earliest delivered lot being selected first; and (3)
if there are multiple lots in the same warehouse
location that were first delivered to the relevant
account on the same date, lots will be selected
based on the actual weight of the lot, with the lot
having the lowest actual weight being selected first.
For additional information, see Notice, supra, note
3, 77 FR at 23781–82.
6 According to the Letter, the valuation agent,
which is independent from and unaffiliated with
the Sponsor, is responsible for providing the
locational premium for each permitted warehouse
location, which is used to calculate the Trust’s net
asset value, determine the cheapest-to-deliver
location, and make other determinations for the
Trust.
7 According to the Letter, the Administrative
Agent will provide full transparency on its Web site
of the Trust’s assets. The Sponsor anticipates that,
through a combination of the use of the selection
protocol and transparency of information, each
Authorized Participant will be able to assess which
lots of copper are likely to be delivered in
connection with a redemption order by the
Authorized Participant. Additionally, the Exchange
will publish two intraday indicative values
throughout the course of the day. These two
intraday indicative values, discussed in subsequent
bullets below, will provide Authorized Participants
with an indication of the underlying value of the
Trust’s Shares during the trading day, on any day
the Exchange is open for business.
8 According to the Letter, the LME oversees the
registration process for each refinery seeking to
register its brand of copper as an acceptable
delivery brand for LME registered transactions
(‘‘Acceptable Delivery Brand’’). Any copper that is
delivered to the Trust by an Authorized Participant
must, at the time of delivery, be of an Acceptable
Delivery Brand. If the LME de-registers a brand of
copper that is held by the Trust, the Trust will use
the de-branded copper to satisfy redemptions before
using any other lots of copper, even if the debranded copper is not held in the cheapest-todeliver location.
9 See supra notes 4 and 9.
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]]>Agencies
[Federal Register Volume 77, Number 245 (Thursday, December 20, 2012)]
[Notices]
[Pages 75462-75464]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: 2012-30688]
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-68444; File No. SR-NYSEMKT-2012-78]
Self-Regulatory Organizations; NYSE MKT LLC; Notice of Filing and
Immediate Effectiveness of Proposed Rule Change Amending Section 102(a)
of the NYSE MKT Company Guide To Eliminate an Erroneous Reference
December 14, 2012.
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 December 4, 2012, NYSE MKT LLC (``Exchange'' or ``NYSE MKT'') 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. 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 amend Section 102(a) of the NYSE MKT
Company Guide (the ``Company Guide'') to eliminate an erroneous
reference. The text of the proposed rule change is available on the
Exchange's Web site at www.nyse.com, at the principal office of the
Exchange, 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,
[[Page 75463]]
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
The Exchange proposes to amend Section 102(a) of the Company Guide
(to eliminate an erroneous reference.
Section 102(a) of the Company Guide provides that a company listing
its equity securities on the Exchange must have a minimum public
distribution of 500,000 shares, together with a minimum of 800 public
shareholders or minimum public distribution of 1,000,000 shares
together with a minimum of 400 public shareholders. This provision
contains an exception which ostensibly exempts from the distribution
requirements in Section 102(a) applicants seeking to qualify for
listing pursuant to Section 101(g). Section 101(g) is the Exchange's
closed-end fund listing standard and it has always been the Exchange's
policy to apply the general distribution standard of Section 102(a) to
closed-end funds. As such, the reference to an exception for closed-end
funds is erroneous and the Exchange proposes to delete it. The
erroneous cross-reference was originally intended to be applicable to
companies listing under the Exchange's Alternative Listing Standards
for equity securities, which were eliminated in 2008.\3\
---------------------------------------------------------------------------
\3\ See [sic] 34-59050 (December 3, 2008); 73 CFR 75144
(December 10, 2008) (SR-Amex-2008-70).
---------------------------------------------------------------------------
2. Statutory Basis
The Exchange believes that the proposed rule change is consistent
with Section 6(b) \4\ of the Securities Exchange Act of 1934 (the
``Act''),\5\ in general, and furthers the objectives of Section 6(b)(5)
of the Act,\6\ in particular in that it is designed to promote just and
equitable principles of trade, to foster cooperation and coordination
with persons engaged in regulating, clearing, settling, processing
information with respect to, and facilitating transactions in
securities, 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. The Exchange believes that
the proposed rule change is consistent with Section 6(b)(5) of the Act
in that it simply corrects a non-substantive error in the text of
Section 102(a).
---------------------------------------------------------------------------
\4\ 15 U.S.C. 78f(b).
\5\ 15 U.S.C. 78a.
\6\ 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 foregoing rule change has become effective pursuant to Section
19(b)(3)(A) of the Act \7\ and Rule 19b-4(f)(6) \8\ thereunder because
the proposal does not: (i) Significantly affect the protection of
investors or the public interest; (ii) impose any significant burden on
competition; and (iii) by its terms, become operative for 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, provided that the Exchange has given the Commission
notice of its 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.\9\
---------------------------------------------------------------------------
\7\ 15 U.S.C. 78s(b)(3)(A).
\8\ 17 CFR 240.19b-4(f)(6).
\9\ 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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A proposed rule change filed under Rule 19b-4(f)(6) normally may
not become operative prior to 30 days after the date of filing.
However, Rule 19b-4(f)(6)(iii) \10\ permits the Commission to designate
a shorter time if such action is consistent with the protection of
investors and the public interest. The Exchange has requested that the
Commission waive the 30-day operative delay period. The Commission
believes that waiver of the 30-day operative delay period is consistent
with the protection of investors and the public interest because it
would immediately eliminate confusion for issuers resulting from the
erroneous reference in the Company Guide and clarify the distribution
requirement applicability. For these reasons, the Commission believes
that waiving the 30-day operative delay is consistent with the
protection of investors and the public interest, and therefore, it
designates the proposed rule change to be operative upon filing with
the Commission.\11\
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\10\ 17 CFR 240.19b-4(f)(6)(iii).
\11\ For purposes only of waiving the operative delay for this
proposal, the Commission has considered the proposed rule's impact
on efficiency, competition, and capital formation. See 15 U.S.C.
78c(f).
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At any time within 60 days of the filing of the 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.\12\
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\12\ 15 U.S.C. 78s(b)(3)(C).
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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-NYSEMKT-2012-78 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-NYSEMKT-2012-78. 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 75464]]
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 10:00 a.m. and 3:00 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-NYSEMKT-2012-78 and should be submitted on or before
January 10, 2013.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\13\
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\13\ 17 CFR 200.30-3(a)(12).
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Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2012-30688 Filed 12-19-12; 8:45 am]
BILLING CODE 8011-01-P
