Self-Regulatory Organizations; The Depository Trust Company; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Revise Its Fees Related to Certain Corporate Action Events, 30382-30384 [2013-12167]
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30382
Federal Register / Vol. 78, No. 99 / Wednesday, May 22, 2013 / Notices
the pilot program will better facilitate
the closing of options positions that are
worthless or not actively trading,
especially in Penny Pilot issues where
cabinet trades are not otherwise
permitted. The Exchange believes the
extension is of sufficient length to allow
the Commission to assess the impact of
the Exchange’s authority to allow
transactions to take place in open outcry
at a price of at least $0 but less than $1
per option in accordance with its
attendant obligations and conditions.
B. Self-Regulatory Organization’s
Statement on Burden on Competition
The Exchange does not believe that
the proposed rule change will result in
any burden on competition that is not
necessary or appropriate in furtherance
of the purposes of the Act, as amended.
The proposal does not raise any issues
of intra-market competition because it
applies to all options participants in the
same manner.
C. Self-Regulatory Organization’s
Statement on Comments on the
Proposed Rule Change Received From
Members, Participants, or Others
No written comments were either
solicited or received.
III. Date of Effectiveness of the
Proposed Rule Change and Timing for
Commission Action
Because the foregoing 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 for 30 days from the date on
which it was filed, or such shorter time
as the Commission may designate, it has
become effective pursuant to Section
19(b)(3)(A)(ii) of the Act 14 and
subparagraph (f)(6) of Rule 19b–4
thereunder.15
A proposed rule change filed under
Rule 19b–4(f)(6) 16 normally does not
become operative prior to 30 days after
the date of the filing. However, pursuant
to Rule 19b–4(f)(6)(iii),17 the
Commission may 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
operative delay so that the pilot program
TKELLEY on DSK3SPTVN1PROD with NOTICES
14 15
U.S.C. 78s(b)(3)(a)(ii).
CFR 240.19b–4(f)(6). In addition, Rule 19b–
4(f)(6) requires a self-regulatory organization to give
the Commission written notice of its intent to file
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.
16 17 CFR 240.19b–4(f)(6).
17 17 CFR 240.19b–4(f)(6)(iii).
15 17
VerDate Mar<15>2010
16:59 May 21, 2013
Jkt 229001
can continue without interruption. The
Commission notes that the proposed
rule change does not present any new,
unique or substantive issues, but rather
is merely extending an existing pilot
program and that waiver of the 30-day
operative delay will prevent confusion
about whether the pilot program
continues to be available. Therefore, the
Commission believes that waiving the
30-day operative delay is consistent
with the protection of investors and the
public interest and designates the
proposed rule change as operative
effective June 1, 2013.18
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: (i) Necessary or appropriate in
the public interest; (ii) for the protection
of investors; or (iii) otherwise in
furtherance of the purposes of the Act.
If the Commission takes such action, the
Commission shall institute proceedings
to determine whether the proposed rule
should be approved or disapproved.
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–Phlx–2013–53 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–Phlx–2013–53. 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
18 For
purposes only of waiving the 30-day
operative delay, the Commission has considered the
proposed rule’s impact on efficiency, competition,
and capital formation. See 15 U.S.C. 78c(f).
PO 00000
Frm 00116
Fmt 4703
Sfmt 4703
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–Phlx–
2013–53 and should be submitted on or
before June 12, 2013.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.19
Kevin M O’Neill,
Deputy Secretary.
[FR Doc. 2013–12189 Filed 5–21–13; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–69597; File No. SR–DTC–
2013–06]
Self-Regulatory Organizations; The
Depository Trust Company; Notice of
Filing and Immediate Effectiveness of
Proposed Rule Change To Revise Its
Fees Related to Certain Corporate
Action Events
May 16, 2013.
Pursuant to Section 19(b)(1) of the
Securities Exchange Act of 1934
(‘‘Act’’) 1 and Rule 19b–4 thereunder,2
notice is hereby given that on May 3,
2013, The Depository Trust Company
(‘‘DTC’’) filed with the Securities and
Exchange Commission (‘‘Commission’’)
the proposed rule change as described
in Items I, II and III below, which Items
have been prepared primarily by DTC.
DTC filed the proposed rule change
pursuant to Section 19(b)(3)(A)(ii) 3 of
the Act and Rule 19b–4(f)(2) 4
thereunder, so that the proposed rule
19 17
CFR 200.30–3(a)(12).
U.S.C. 78s(b)(1).
2 17 CFR 240.19b–4.
3 15 U.S.C. 78s(b)(3)(A)(ii).
4 17 CFR 240.19b–4(f)(2).
1 15
E:\FR\FM\22MYN1.SGM
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Federal Register / Vol. 78, No. 99 / Wednesday, May 22, 2013 / Notices
change was effective upon filing with
the Commission. The Commission is
publishing this notice to solicit
comments on the proposed rule change
from interested persons.
I. Clearing Agency’s Statement of the
Terms of Substance of the Proposed
Rule Change
As more fully discussed below, the
proposed rule change is to modify
DTC’s Fee Schedule, to include revising,
consolidating, and adding certain fees
associated with corporate action
events.5
II. Clearing Agency’s Statement of the
Purpose of, and Statutory Basis for, the
Proposed Rule Change
In its filing with the Commission,
DTC 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 these statements
may be examined at the places specified
in Item IV below. DTC has prepared
summaries, set forth in sections (A), (B),
and (C) below, of the most significant
aspects of such statements.6
(A) Clearing Agency’s Statement of the
Purpose of, and Statutory Basis for, the
Proposed Rule Change
1. Purpose
TKELLEY on DSK3SPTVN1PROD with NOTICES
The purpose of this proposed rule
change is for DTC to revise its Fee
Schedule 7 related to certain services it
provides associated with corporate
action events, as discussed below.
Currently, DTC charges its
Participants fees for different event
types and processes associated with
corporate actions. DTC’s Fee Schedule
includes 60 different fees related to
corporate actions.8
Pursuant to the proposed rule change,
DTC is reducing the number of fees
associated with corporate actions and
grouping such fees into five categories
based on transaction type: Allocations,
Elections, Voluntary Corporate Action
Event Handling, Treasury Shares
Adjustments, and Coupon Processing.
As such, the total number of fees
relating to corporate actions is reduced
from 60 to16.
5 A schedule of the fee changes that are the
subject of this notice is included in Exhibit 5 of the
proposed rule change filing, available on the
Commission’s Web site under File No. SR–DTC–
2013–06, Additional Materials, at https://sec.gov/
rules/sro/dtc.shtml.
6 The Commission has modified the text of the
summaries prepared by DTC.
7 See Guide to the 2013 DTC Fee Schedule,
https://dtcc.com/products/documentation/
dtcfeeguide.pdf.
8 Id.
VerDate Mar<15>2010
16:59 May 21, 2013
Jkt 229001
Additionally, DTC states that it is
modifying the fee structure associated
with the processing of corporate action
events to align the fee with the
appropriate level of risk and operational
cost associated with the event. For
example, DTC is reducing fees related to
events with more automation and less
complexity, since such events present
less risk in processing. Examples of
such events include those that require
payments for principal and interest,
redemptions, and cash and stock
dividends.
Similarly, DTC is increasing fees for
events that it believes present more risk
and require manual intervention, such
as mandatory and voluntary corporate
events. DTC believes those events are
considered riskier because they have
greater complexity, and they require
enhanced due diligence by DTC to
ascertain exact event details, client
entitlements, and payment calculations.
DTC is also introducing a new fee
related to consent-only processing of
reorganization events.9 Currently, DTC
Participants mail instructions on
Consent-Only Events 10 directly to the
balloting agents, which are traditionally
delivered via a hard-copy letter of
transmittal. However, recently, balloting
agents and Participants have requested
that DTC provide Participants with the
ability to submit their elections on
Consent-Only Events through PTOP. In
an effort to streamline the process
associated with Consent-Only Events,
DTC agreed to allow Participants to
submit such elections through PTOP.
Accordingly, DTC will now charge
balloting agents a processing fee for
such submissions.
DTC is also implementing a new late
notification of corporate events fee in
the event that an agent does not comply
with certain operational arrangements
that require the agent to notify DTC no
fewer than 10 days in advance of
expiration of a corporate action event.11
9 DTC collects reorganization activity information
through its Participant Tender Offer Program
(‘‘PTOP’’) function. Examples of reorganization
activity that DTC processes through PTOP include
voluntary corporate actions, tenders and exchanges,
and cash conversions. See Release No. 34–62119
(May 18, 2010), 75 FR 29374 (May 25, 2010) (for
more information regarding events that DTC
processes through PTOP).
10 Increasingly, there are reorganization events
that only require DTC Participants to make an
election with respect to the event without
surrendering securities (‘‘Consent-Only Events’’).
Examples of Consent-Only Events include changes
in the board of directors of an issuer and interest
rate modifications to indentures.
11 A late notification shortens the window of time
for DTC Participants to contact their clients to make
an election on an event. A late notification also
requires additional DTC resources to review and
announce both the event at issue and the other
events that must be reprioritized accordingly.
PO 00000
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Fmt 4703
Sfmt 4703
30383
Additionally, DTC is eliminating
announcement-related fees and
introducing a voluntary event handling
fee.12 Voluntary corporate actions will
carry a handling fee because of the effort
involved in DTC reviewing offering
materials, confirming terms with issuers
and agents, and then processing the
event in DTC’s system.
DTC is also increasing fees associated
with the proxy record date meeting, in
order to align the fees with the
operational cost of handling those
events.
DTC believes that the fee revisions
discussed above are consistent with
DTC’s overall service pricing
philosophy—to align service fees with
the underlying costs and to discourage
manual and exception processing.
Implementation Timeframe
The effective date for fee changes
contained in the proposed rule change,
as outlined above, is July 1, 2013.
2. Statutory Basis
DTC believes that the proposed rule
change is consistent with the
requirements of the Act, as amended,
specifically Section 17A(b)(3)(D),13 and
the rules and regulations thereunder
applicable to DTC because the change
clarifies and updates DTC’s Fee
Schedule to align fees with the costs of
services provided, thus providing for
the equitable allocation of reasonable
fees among DTC’s Members.
(B) Clearing Agency’s Statement on
Burden on Competition
DTC does not believe that the
proposed rule change will have any
impact, or impose any burden, on
competition.
(C) Clearing Agency’s Statement on
Comments on the Proposed Rule
Change Received From Members,
Participants, or Others
Written comments relating to the
proposed rule change have not yet been
solicited or received. DTC will notify
the Commission of any written
comments received by DTC.
III. Date of Effectiveness of the
Proposed Rule Change and Timing for
Commission Action
The forgoing rule change has become
effective pursuant to Section
19(b)(3)(A)(ii) of the Act 14 and Rule
12 Under this revised corporate actions fee
structure, DTC intends to charge a fee relating to the
allocation required by the effectiveness of an event,
rather than its announcement.
13 15 U.S.C. 78q–1(b)(3)(D).
14 15 U.S.C. 78s(b)(3)(A)(ii).
E:\FR\FM\22MYN1.SGM
22MYN1
30384
Federal Register / Vol. 78, No. 99 / Wednesday, May 22, 2013 / Notices
19b–4(f)(2) 15 thereunder. 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.
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
No. SR–DTC–2013–06 on the subject
line.
TKELLEY on DSK3SPTVN1PROD with NOTICES
Paper Comments
• Send 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
No. SR–DTC–2013–06. 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 such
filings will also be available for
inspection and copying at the principal
office of DTC and on DTC’s Web site at
https://dtcc.com/legal/rule_filings/dtc/
2013.php.
15 17
CFR 240.19b–4(f)(2).
VerDate Mar<15>2010
16:59 May 21, 2013
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 No.
SR–DTC–2013–06 and should be
submitted on or before June 12, 2013.
(202) 205–6178 and fax (202) 481–2707,
email: Jose.mendez@sba.gov.
Additionally, if you need
accommodations because of a disability
or require additional information, please
´ ´
contact Jose Mendez as well.
For more information on the Office of
the National Ombudsman, see our Web
site at www.sba.gov/ombudsman.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.16
Kevin M. O’Neill,
Deputy Secretary.
Dated: May 16, 2013.
Dan Jones,
SBA Committee Management Officer.
BILLING CODE 8025–01–P
[FR Doc. 2013–12167 Filed 5–21–13; 8:45 am]
BILLING CODE 8011–01–P
SMALL BUSINESS ADMINISTRATION
SMALL BUSINESS ADMINISTRATION
Federal Regulatory Enforcement
Fairness Hearing; Region X Regulatory
Fairness Board
U.S. Small Business
Administration (SBA).
ACTION: Notice of open meeting of the
Regional (Region X) Small Business
Regulatory Fairness Board.
AGENCY:
SUMMARY: The (SBA) Office of the
National Ombudsman is issuing this
notice to announce the location, date
and time of the Regional Small Business
Regulatory Fairness hearing. This
meeting is open to the public.
DATES: The hearing will be held on
Thursday, June 6, 2013 from 9:00 a.m.
to 11:30 a.m. (PST).
ADDRESSES: The meeting will be at The
Rainer Club, 820—4th Avenue, Seattle,
WA 98104–1653.
SUPPLEMENTARY INFORMATION: Pursuant
to the Small Business Regulatory
Enforcement Fairness Act (Pub. L. 104–
121), Sec. 222, SBA announces the
meeting for Business Organizations,
Trade Associations, Chambers of
Commerce and related organizations
serving small business concerns to
report experiences regarding unfair or
excessive Federal regulatory
enforcement issues affecting their
members.
FOR FURTHER INFORMATION CONTACT: The
meeting is open to the public; however,
advance notice of attendance is
requested. Anyone wishing to attend
and/or make a presentation to the
Region X Regulatory Fairness Board
´ ´
must contact Jose Mendez by May 30,
2013 in writing, by fax or email in order
´
to be placed on the agenda. Jose
´
Mendez, Case Management Specialist,
SBA, Headquarters, 409 3rd Street SW.,
Suite 7125, Washington, DC, phone
16 17
Jkt 229001
[FR Doc. 2013–12106 Filed 5–21–13; 8:45 am]
PO 00000
CFR 200.30–3(a)(12).
Frm 00118
Fmt 4703
Sfmt 4703
Small Business Size Standards:
Waiver of the Nonmanufacturer Rule
U.S. Small Business
Administration.
ACTION: Notice of intent to waive the
Nonmanufacturer Rule for commercialtype ovens, gas ranges, and ranges.
AGENCY:
SUMMARY: The U.S. Small Business
Administration (SBA) is considering
granting a class waiver of the
Nonmanufacturer Rule for commercialtype ovens, gas ranges, and ranges,
under Product Service Code (PSC) 7310
(Food Cooking, Baking, and Serving
Equipment), under the North American
Industry Classification System (NAICS)
code 333318 (Other Commercial and
Service Industry Machinery
Manufacturing). According to the
waiver request, no small business
manufacturers supply this class of
products to the Federal government.
Thus, SBA is seeking information on
whether there are small business
manufacturers of these items. If granted,
the waiver would allow otherwise
qualified small businesses to supply the
product of any manufacturer on a
Federal contract set aside for small
businesses, Service-Disabled VeteranOwned (SDVO) small businesses,
Participants in the SBA’s 8(a) Business
Development (BD) program, or WomenOwned Small Businesses (WOSBs).
DATES: Comments and source
information must be submitted July 8,
2013.
You may submit comments
and source information, identified by
docket number SBA–2013–0005, by any
of the following methods:
(1) Federal eRulemaking Portal:
www.regulations.gov, following the
instructions for submitting comments;
or
(2) Mail/Hand Delivery/Courier:
Edward Halstead, Procurement Analyst,
Small Business Administration, Office
ADDRESSES:
E:\FR\FM\22MYN1.SGM
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]]>Agencies
[Federal Register Volume 78, Number 99 (Wednesday, May 22, 2013)]
[Notices]
[Pages 30382-30384]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: 2013-12167]
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-69597; File No. SR-DTC-2013-06]
Self-Regulatory Organizations; The Depository Trust Company;
Notice of Filing and Immediate Effectiveness of Proposed Rule Change To
Revise Its Fees Related to Certain Corporate Action Events
May 16, 2013.
Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934
(``Act'') \1\ and Rule 19b-4 thereunder,\2\ notice is hereby given that
on May 3, 2013, The Depository Trust Company (``DTC'') filed with the
Securities and Exchange Commission (``Commission'') the proposed rule
change as described in Items I, II and III below, which Items have been
prepared primarily by DTC. DTC filed the proposed rule change pursuant
to Section 19(b)(3)(A)(ii) \3\ of the Act and Rule 19b-4(f)(2) \4\
thereunder, so that the proposed rule
[[Page 30383]]
change was effective upon filing with the Commission. The Commission is
publishing this notice to solicit comments on the proposed rule change
from interested persons.
---------------------------------------------------------------------------
\1\ 15 U.S.C. 78s(b)(1).
\2\ 17 CFR 240.19b-4.
\3\ 15 U.S.C. 78s(b)(3)(A)(ii).
\4\ 17 CFR 240.19b-4(f)(2).
---------------------------------------------------------------------------
I. Clearing Agency's Statement of the Terms of Substance of the
Proposed Rule Change
As more fully discussed below, the proposed rule change is to
modify DTC's Fee Schedule, to include revising, consolidating, and
adding certain fees associated with corporate action events.\5\
---------------------------------------------------------------------------
\5\ A schedule of the fee changes that are the subject of this
notice is included in Exhibit 5 of the proposed rule change filing,
available on the Commission's Web site under File No. SR-DTC-2013-
06, Additional Materials, at https://sec.gov/rules/sro/dtc.shtml.
---------------------------------------------------------------------------
II. Clearing Agency's Statement of the Purpose of, and Statutory Basis
for, the Proposed Rule Change
In its filing with the Commission, DTC 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 these statements may be examined at the places specified in
Item IV below. DTC has prepared summaries, set forth in sections (A),
(B), and (C) below, of the most significant aspects of such
statements.\6\
---------------------------------------------------------------------------
\6\ The Commission has modified the text of the summaries
prepared by DTC.
---------------------------------------------------------------------------
(A) Clearing Agency's Statement of the Purpose of, and Statutory Basis
for, the Proposed Rule Change
1. Purpose
The purpose of this proposed rule change is for DTC to revise its
Fee Schedule \7\ related to certain services it provides associated
with corporate action events, as discussed below.
---------------------------------------------------------------------------
\7\ See Guide to the 2013 DTC Fee Schedule, https://dtcc.com/products/documentation/dtcfeeguide.pdf.
---------------------------------------------------------------------------
Currently, DTC charges its Participants fees for different event
types and processes associated with corporate actions. DTC's Fee
Schedule includes 60 different fees related to corporate actions.\8\
---------------------------------------------------------------------------
\8\ Id.
---------------------------------------------------------------------------
Pursuant to the proposed rule change, DTC is reducing the number of
fees associated with corporate actions and grouping such fees into five
categories based on transaction type: Allocations, Elections, Voluntary
Corporate Action Event Handling, Treasury Shares Adjustments, and
Coupon Processing. As such, the total number of fees relating to
corporate actions is reduced from 60 to16.
Additionally, DTC states that it is modifying the fee structure
associated with the processing of corporate action events to align the
fee with the appropriate level of risk and operational cost associated
with the event. For example, DTC is reducing fees related to events
with more automation and less complexity, since such events present
less risk in processing. Examples of such events include those that
require payments for principal and interest, redemptions, and cash and
stock dividends.
Similarly, DTC is increasing fees for events that it believes
present more risk and require manual intervention, such as mandatory
and voluntary corporate events. DTC believes those events are
considered riskier because they have greater complexity, and they
require enhanced due diligence by DTC to ascertain exact event details,
client entitlements, and payment calculations.
DTC is also introducing a new fee related to consent-only
processing of reorganization events.\9\ Currently, DTC Participants
mail instructions on Consent-Only Events \10\ directly to the balloting
agents, which are traditionally delivered via a hard-copy letter of
transmittal. However, recently, balloting agents and Participants have
requested that DTC provide Participants with the ability to submit
their elections on Consent-Only Events through PTOP. In an effort to
streamline the process associated with Consent-Only Events, DTC agreed
to allow Participants to submit such elections through PTOP.
Accordingly, DTC will now charge balloting agents a processing fee for
such submissions.
---------------------------------------------------------------------------
\9\ DTC collects reorganization activity information through its
Participant Tender Offer Program (``PTOP'') function. Examples of
reorganization activity that DTC processes through PTOP include
voluntary corporate actions, tenders and exchanges, and cash
conversions. See Release No. 34-62119 (May 18, 2010), 75 FR 29374
(May 25, 2010) (for more information regarding events that DTC
processes through PTOP).
\10\ Increasingly, there are reorganization events that only
require DTC Participants to make an election with respect to the
event without surrendering securities (``Consent-Only Events'').
Examples of Consent-Only Events include changes in the board of
directors of an issuer and interest rate modifications to
indentures.
---------------------------------------------------------------------------
DTC is also implementing a new late notification of corporate
events fee in the event that an agent does not comply with certain
operational arrangements that require the agent to notify DTC no fewer
than 10 days in advance of expiration of a corporate action event.\11\
---------------------------------------------------------------------------
\11\ A late notification shortens the window of time for DTC
Participants to contact their clients to make an election on an
event. A late notification also requires additional DTC resources to
review and announce both the event at issue and the other events
that must be reprioritized accordingly.
---------------------------------------------------------------------------
Additionally, DTC is eliminating announcement-related fees and
introducing a voluntary event handling fee.\12\ Voluntary corporate
actions will carry a handling fee because of the effort involved in DTC
reviewing offering materials, confirming terms with issuers and agents,
and then processing the event in DTC's system.
---------------------------------------------------------------------------
\12\ Under this revised corporate actions fee structure, DTC
intends to charge a fee relating to the allocation required by the
effectiveness of an event, rather than its announcement.
---------------------------------------------------------------------------
DTC is also increasing fees associated with the proxy record date
meeting, in order to align the fees with the operational cost of
handling those events.
DTC believes that the fee revisions discussed above are consistent
with DTC's overall service pricing philosophy--to align service fees
with the underlying costs and to discourage manual and exception
processing.
Implementation Timeframe
The effective date for fee changes contained in the proposed rule
change, as outlined above, is July 1, 2013.
2. Statutory Basis
DTC believes that the proposed rule change is consistent with the
requirements of the Act, as amended, specifically Section
17A(b)(3)(D),\13\ and the rules and regulations thereunder applicable
to DTC because the change clarifies and updates DTC's Fee Schedule to
align fees with the costs of services provided, thus providing for the
equitable allocation of reasonable fees among DTC's Members.
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\13\ 15 U.S.C. 78q-1(b)(3)(D).
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(B) Clearing Agency's Statement on Burden on Competition
DTC does not believe that the proposed rule change will have any
impact, or impose any burden, on competition.
(C) Clearing Agency's Statement on Comments on the Proposed Rule Change
Received From Members, Participants, or Others
Written comments relating to the proposed rule change have not yet
been solicited or received. DTC will notify the Commission of any
written comments received by DTC.
III. Date of Effectiveness of the Proposed Rule Change and Timing for
Commission Action
The forgoing rule change has become effective pursuant to Section
19(b)(3)(A)(ii) of the Act \14\ and Rule
[[Page 30384]]
19b-4(f)(2) \15\ thereunder. 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.
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\14\ 15 U.S.C. 78s(b)(3)(A)(ii).
\15\ 17 CFR 240.19b-4(f)(2).
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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 No. SR-DTC-2013-06 on the subject line.
Paper Comments
Send 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 No. SR-DTC-2013-06. 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 such filings will also be available
for inspection and copying at the principal office of DTC and on DTC's
Web site at https://dtcc.com/legal/rule_filings/dtc/2013.php.
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 No. SR-DTC-2013-06 and
should be submitted on or before June 12, 2013.
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\16\ 17 CFR 200.30-3(a)(12).
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\16\
Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2013-12167 Filed 5-21-13; 8:45 am]
BILLING CODE 8011-01-P
