Self-Regulatory Organizations; EDGX Exchange, Inc.; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Amend EDGX Rule 3.5 (Advertising Practices) and To Repeal Rule 3.20 (Initial or Partial Payments) To Conform with the Rules of the Financial Industry Regulatory Authority, Inc., 68897-68901 [2013-27320]

Agencies

• SECURITIES AND EXCHANGE COMMISSION

[Federal Register Volume 78, Number 221 (Friday, November 15, 2013)]
[Notices]
[Pages 68897-68901]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: 2013-27320]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-70836; File No. SR-EDGX-2013-40]


Self-Regulatory Organizations; EDGX Exchange, Inc.; Notice of 
Filing and Immediate Effectiveness of Proposed Rule Change To Amend 
EDGX Rule 3.5 (Advertising Practices) and To Repeal Rule 3.20 (Initial 
or Partial Payments) To Conform with the Rules of the Financial 
Industry Regulatory Authority, Inc.

November 8, 2013.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 
(``Exchange Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby 
given that on October 28, 2013, EDGX Exchange, Inc. (``Exchange'' or 
``EDGX'') filed with the Securities and Exchange Commission 
(``Commission'') the proposed rule change as described in Items I and 
II below, which items have been substantially prepared by the Exchange. 
The Exchange has designated the proposed rule change as constituting a 
``non-controversial'' rule change under Exchange Act Rule 19b-4(f)(6), 
which renders the proposal effective upon receipt of this filing by the 
Commission.\3\ The Commission is publishing this notice to solicit 
comments on the proposed rule change from interested persons.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
    \3\ 17 CFR 240.19b-4(f)(6).
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I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    The Exchange proposes to amend EDGX Rule 3.5 (Advertising 
Practices) and repeal EDGX Rule 3.20 (Initial or Partial Payments) to 
conform with the rules of the Financial Industry Regulatory Authority, 
Inc. (``FINRA'') for purposes of an agreement between the Exchange and 
FINRA pursuant to Exchange Act Rule 17d-2.\4\ The text of the proposed 
rule change is available on the Exchange's Web site at https://www.directedge.com, at the Exchange's principal office, and at the 
Commission's Public Reference Room.
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    \4\ 17 CFR 240.17d-2.
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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 Exchange 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. The Exchange has prepared summaries, set forth in 
sections A, B and C below, of the most significant aspects of such 
statements.

A. Self-Regulatory Organization's Statement of the Purpose of, and the 
Statutory Basis for, the Proposed Rule Change

1. Purpose
    Pursuant to Exchange Act Rule 17d-2,\5\ the Exchange and FINRA 
entered into an agreement to allocate regulatory responsibility for 
common rules (``17d-2 Agreement''). The 17d-2 Agreement covers common 
members of the Exchange and FINRA (``Common Members'') and allocates to 
FINRA regulatory responsibility, with respect to Common Members, for 
the following: (i) Examination of Common Members for compliance with 
federal securities laws,

[[Page 68898]]

rules and regulations and rules of the Exchange that the Exchange has 
certified as identical or substantially similar to FINRA rules; (ii) 
investigation of Common Members for violations of federal securities 
laws, rules and regulations, and the rules of the Exchange that the 
Exchange has certified as identical or substantially identical to FINRA 
rules; and (iii) enforcement of compliance by Common Members with the 
federal securities laws, rules and regulations, and the rules of the 
Exchange that the Exchange has certified as identical or substantially 
similar to FINRA rules.
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    \5\ Id.
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    The 17d-2 Agreement included a certification by the Exchange that 
states that the requirements contained in certain Exchange rules are 
identical to, or substantially similar to, certain FINRA rules that 
have been identified as comparable. To conform with comparable FINRA 
rules for purposes of the 17d-2 Agreement, the Exchange proposes to: 
(i) amend EDGX Rule 3.5 (Advertising Practices) and (ii) repeal EDGX 
Rule 3.20 (Initial or Partial Payments).
EDGX Rule 3.5 (Advertising Practices)
    The Exchange proposes to delete the current text of Rule 3.5 and 
adopt text that would require Exchange members to comply with FINRA 
Rule 2210 as if such Rule were part of the Exchange's rules and to 
rename the rule ``Communications with the Public.'' \6\ The proposed 
rule text is substantially the same as Rule 2210(a) of the Nasdaq Stock 
Market LLC (``Nasdaq''), which was approved by the Commission.\7\
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    \6\ The Exchange does not propose to require that its members 
comply with subparagraph (c) of FINRA Rule 2210. FINRA Rule 2210(c) 
generally requires that FINRA members file certain communications 
with FINRA. The Exchange believes that it is inappropriate for its 
rules to require its members to file certain communications with 
FINRA as such filing requirements under FINRA rules are between 
FINRA and its members.
    \7\ See Exchange Act Release No. 58069 (Jun. 30, 2008), 73 FR 
39360 (Jul. 9, 2008) (Notice of Filing and Immediate Effectiveness).
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    Currently, Exchange Rule 3.5(d) and (f) are excluded from the 17d-2 
Agreement because they are not are identical to, or substantially 
similar to, certain FINRA rules. First, Exchange Rule 3.5(d) requires 
that advertising and sales literature be pre-approved and signed or 
initialed by a supervisor while FINRA Rule 2210(b) only requires 
supervisory pre-approval for retail communication, and imposes 
different supervisory review standards for institutional communication, 
and correspondence. Second, Rule 3.5(f) and FINRA Rule 2210(d)(6) 
contain different content requirements for testimonials. Exchange Rule 
3.5(d) and (f) were, therefore, excluded from the 17d-2 Agreement 
because their requirements were not identical or substantially similar 
to those required under FINRA Rule 2210(b) and (d)(6) respectively. To 
harmonize its rules with FINRA, the Exchange proposes to delete the 
current text of Rule 3.5 and adopt text that would require its members 
to comply with FINRA Rule 2210 as if it was part of the Exchange's 
rules so that Rule 3.5 can be incorporated into the 17d-2 Agreement in 
its entirety.
    The Exchange believes that these changes would help to avoid 
confusion among its members that are also FINRA members by further 
aligning the Exchange Rule 3.5 with FINRA Rule 2210. The proposed 
changes to Rule 3.5 are designed to enable the Exchange to incorporate 
Rule 3.5 into the 17d-2 Agreement, further reducing duplicative 
regulation of Exchange members that are also FINRA members.
Summary of FINRA Rule 2210
    FINRA Rule 2210 generally sets forth the content, filing, 
supervisory review, and record retention for FINRA members' 
communications with the public. A summary of FINRA Rule 2210 is below. 
A complete description of FINRA Rule 2210 is provided in FINRA's 
Regulatory Notice 12-29.\8\
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    \8\ See FINRA Regulatory Notice 12-29 (June 2012) available at 
https://finra.complinet.com/net_file_store/new_rulebooks/f/i/FINRANotice12_29.pdf.
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    FINRA Rule 2210 divides a member's communications with the public 
into the following three categories:
     Institutional communication. FINRA Rule 2210(a)(3) defines 
``institutional communication'' as ``any written (including electronic) 
communication that is distributed or made available only to 
institutional investors, but does not include a member's internal 
communications.''
     Retail communication. FINRA Rule 2210(a)(5) defines 
``retail communication'' as ``any written (including electronic) 
communication that is distributed or made available to more than 25 
retail investors within any 30-day calendar period.'' ``Retail 
investor'' includes any person other than an institutional investor, 
regardless of whether the person has an account with the firm. 
Communications that are considered advertisements and sales literature 
fall under the definition of ``retail communication.''
     Correspondence. FINRA Rule 2210(a)(2) defines 
``correspondence'' as ``any written (including electronic) 
communication that is distributed or made available to fewer than 25 
retail investors within any 30-day calendar period.''
    Supervisory Review. To comply with FINRA Rules 2210(b)'s 
supervisory requirements, Common Members must obtain supervisory pre-
approval of all retail communications, while institutional 
communications and correspondence would be subject to supervisory 
review, but not pre-approval.
    Under FINRA Rule 2210(b)(1), all retail communications must be 
approved by a supervisor prior to their first use or filing with FINRA 
under FINRA Rule 2210(c). FINRA's Rule 2210(b)(1)'s supervisory 
requirements do not apply to a retail communication if, at the time 
that a member intends to publish or distribute it: (i) Another member 
has filed it with FINRA and has received a letter from FINRA stating 
that it appears to be consistent with applicable standards; and (ii) 
the member has not materially altered it and will not use it in a 
manner that is inconsistent with the conditions of FINRA's letter. The 
rule's supervisory review requirements also do not apply to the 
following retail communications, provided that the member supervises 
and reviews such communications in the same manner as required for 
supervising and reviewing correspondence pursuant to NASD Rule 3010(d): 
(i) Any retail communication that is excepted from the definition of 
``research report'' pursuant to NASD Rule 2711(a)(9)(A), unless the 
communication makes any financial or investment recommendation; (ii) 
any retail communication that is posted on an online interactive 
electronic forum; and (iii) any retail communication that does not make 
any financial or investment recommendation or otherwise promote a 
product or service of the member.
    For institutional communications, FINRA Rule 2210(b)(3) requires a 
member to establish written procedures that are appropriate to its 
business, size, structure, and customers for the review by an 
appropriately qualified registered principal of institutional 
communications used by the member and its associated persons. Such 
procedures must be reasonably designed to ensure that institutional 
communications comply with applicable standards. When such procedures 
do not require review of all institutional communications prior to 
their first use or distribution, they must include provisions for: (i) 
The education and training of associated persons as to the firm's 
procedures governing institutional communications; (ii) the 
documentation of such education and

[[Page 68899]]

training; and (iii) surveillance and follow-up to ensure that such 
procedures are implemented and adhered to. A member must maintain and 
make available to FINRA upon request evidence that these supervisory 
procedures have been implemented and carried out.
    FINRA Rule 2210(b)(2) states that correspondence is subject to the 
supervision and review requirements of NASD Rule 3010(d). Under NASD 
Rule 3010(d)(2), each member shall develop written procedures that are 
appropriate to its business, size, structure, and customers for the 
review of incoming and outgoing written (i.e., non-electronic) and 
electronic correspondence with the public relating to its investment 
banking or securities business. These written procedures should include 
procedures: (i) To review incoming, written correspondence directed to 
registered representatives and related to the member's investment 
banking or securities business; (ii) to properly identify and handle 
customer complaints; and (iii) to ensure that customer funds and 
securities are handled in accordance with firm procedures. When such 
procedures do not require review of all correspondence prior to their 
first use or distribution, they must include provisions for: (i) The 
education and training of associated persons as to the firm's 
procedures governing correspondence; (ii) the documentation of such 
education and training; and (iii) surveillance and follow-up to ensure 
that such procedures are implemented and adhered to.
    Record Retention. Under FINRA Rule 2210(b)(4)(A), members must 
maintain all retail communications and institutional communications for 
the retention period required by Exchange Act Rule 17a-4(b) and in a 
format and media that comply with Exchange Act Rule 17a-4. The records 
must include:
     A copy of the communication and the dates of first and (if 
applicable) last use of such communication;
     the name of any registered principal who approved the 
communication and the date that approval was given;
     in the case of a retail communication or an institutional 
communication that is not approved prior to first use by a registered 
principal, the name of the person who prepared or distributed the 
communication;
     information concerning the source of any statistical 
table, chart, graph or other illustration used in the communication; 
and
     for any retail communication for which principal approval 
is not required pursuant to FINRA Rule 2210(b)(1)(C), the name of the 
member that filed the retail communication with the Department, and a 
copy of the corresponding review letter from the Department.
    Filing Requirements. Like Nasdaq Rule 2210(a), Exchange Rule 3.5 
would expressly state that Exchange members would not be required to 
comply with FINRA Rule 2210(c). FINRA Rule 2210(c) generally requires 
FINRA members to file certain retail communications with FINRA prior to 
their first use. Exchange members who are also FINRA members would 
continue to be subject to FINRA Rule 2210(c).
    Content Standards. FINRA Rule 2210(d) sets forth general content 
standards for all communications. More specifically, all member 
communications must be based on principles of fair dealing and good 
faith, must be fair and balanced, and must provide a sound basis for 
evaluating the facts in regard to any particular security or type of 
security, industry, or service. No member may omit any material fact or 
qualification if the omission, in light of the context of the material 
presented, would cause the communication to be misleading. No member 
may make any false, exaggerated, unwarranted, promissory or misleading 
statement or claim in any communication. No member may publish, 
circulate or distribute any communication that the member knows or has 
reason to know contains any untrue statement of a material fact or is 
otherwise false or misleading. Information may be placed in a legend or 
footnote only in the event that such placement would not inhibit an 
investor's understanding of the communication. Members must ensure that 
statements are clear and not misleading within the context in which 
they are made, and that they provide balanced treatment of risks and 
potential benefits. Communications must be consistent with the risks of 
fluctuating prices and the uncertainty of dividends, rates of return 
and yield inherent to investments. Members must consider the nature of 
the audience to which the communication will be directed and must 
provide details and explanations appropriate to the audience.
    Communications may also not predict or project performance, imply 
that past performance will recur or make any exaggerated or unwarranted 
claim, opinion or forecast; provided, however, communications may 
include: (i) A hypothetical illustration of mathematical principles, 
provided that it does not predict or project the performance of an 
investment or investment strategy; (ii) an investment analysis tool, or 
a written report produced by an investment analysis tool, that meets 
the requirements of FINRA Rule 2214; and (iii) a price target contained 
in a research report on debt or equity securities, provided that the 
price target has a reasonable basis, the report discloses the valuation 
methods used to determine the price target, and the price target is 
accompanied by disclosure concerning the risks that may impede 
achievement of the price target.
    Testimonials. FINRA Rule 2210(d)(6) requires that: (i) If a 
testimonial in a communication includes a technical aspect of 
investing, the person making the testimonial must have the knowledge 
and expertise to form a valid opinion; and (ii) retail communications 
or correspondence providing any testimonial concerning the investment 
advice or investment performance of a member or its products must also 
prominently disclose that the testimonial: (a) may not be 
representative of the experience of other customers; (b) is no 
guarantee of future performance or success; and (c) is a paid 
testimonial, if more than $100 in value has been paid.
    Recommendations. FINRA Rule 2210(d)(7)(A) requires that retail 
communications that include a recommendation of securities must have a 
reasonable basis for the recommendation and must disclose, if 
applicable, the following: (i) That at the time the communication was 
published or distributed, the member was making a market in the 
security being recommended, or in the underlying security if the 
recommended security is an option or security future, or that the 
member or associated persons will sell to or buy from customers on a 
principal basis; (ii) that the member or any associated person that is 
directly and materially involved in the preparation of the content of 
the communication has a financial interest in any of the securities of 
the issuer whose securities are recommended, and the nature of the 
financial interest (including, without limitation, whether it consists 
of any option, right, warrant, future, long or short position), unless 
the extent of the financial interest is nominal; and (iii) that the 
member was manager or co-manager of a public offering of any securities 
of the issuer whose securities are recommended within the past 12 
months. Members must provide, or offer to furnish upon request, 
available investment information supporting the recommendation. When a 
member

[[Page 68900]]

recommends a corporate equity security, the member must provide the 
price at the time the recommendation is made.
    Retail communication or correspondence may not refer, directly or 
indirectly, to past specific recommendations of the member that were or 
would have been profitable to any person; provided, however, that a 
retail communication or correspondence may set out or offer to furnish 
a list of all recommendations as to the same type, kind, grade or 
classification of securities made by the member within the immediately 
preceding period of not less than one year, if the communication or 
list: (i) States the name of each such security recommended, the date 
and nature of each such recommendation (e.g., whether to buy, sell or 
hold), the market price at that time, the price at which the 
recommendation was to be acted upon, and the market price of each such 
security as of the most recent practicable date; and (ii) contains the 
following cautionary legend, which must appear prominently within the 
communication or list: ``it should not be assumed that recommendations 
made in the future will be profitable or will equal the performance of 
the securities in this list.''
Rule 3.20 (Initial or Partial Payments)
    The Exchange also proposes to delete Exchange Rule 3.20. In January 
2010, FINRA repealed NASD Rule 2450 (Initial or Partial Payments) and 
does not currently include a comparable rule in its rulebook.\9\ Like 
NASD Rule 2450, Exchange Rule 3.20 prohibits any arrangement whereby 
the customer of an Exchange member submits partial or installment 
payments for the purchase of a security with the following exceptions: 
(i) If a member is acting as agent or broker in such transaction, it 
must immediately make an actual purchase of the security for the 
account of the customer, and immediately take possession or control of 
the security and maintain possession or control of the security as long 
as the member is under the obligation to deliver the security to the 
customer; (ii) if a member is acting as principal in such transaction, 
it must, at the time of the transaction, own such security and maintain 
possession or control of the security as long as the member is under 
the obligation to deliver the security to the customer; and (iii) if 
applicable to the member, the provisions of Regulation T \10\ of the 
Federal Reserve Board are satisfied. Rule 3.20 also prohibits a member, 
whether acting as principal or agent, in connection with any 
installment or partial sales transaction, from making any agreement 
with a customer whereby the member would be allowed to pledge or 
hypothecate any security involved in such transaction for any amount in 
excess of the indebtedness of the customer to such member.
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    \9\ See Exchange Act Release No. 61542 (Feb. 18, 2010), 75 FR 
8768 (Feb. 25, 2010) (Order approving proposal to repeal NASD Rule 
2450).
    \10\ Federal Reserve Board, Regulation T (Credit by Brokers and 
Dealers), 12 CFR 220 et seq.
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    The Exchange proposes to repeal Exchange Rule 3.20 in light of the 
explicit provisions in Regulation T requiring the deposit of sufficient 
funds within the specified payment period. Specifically, Section 220.8 
of Regulation T permits the purchase of a security in the cash account 
predicated on either: (i) There being sufficient funds in the account; 
or (ii) the member accepts in good faith the customer's agreement that 
full cash payment will be made.\11\ The rule further stipulates that 
payment must be made within a specified payment period.\12\ Regulation 
T also allows the purchase of a security in a margin account, whereby a 
customer must deposit an initial requirement, based upon the amount of 
the transaction, within the specified payment period.
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    \11\ See Section 220.8(a)(1) of Regulation T.
    \12\ According to Section 220.2 of Regulation T, payment period 
means the number of business days in the standard securities 
settlement cycle in the United States, as defined in Exchange Act 
Rule 15c6-1(a) (17 CFR 240.15c6-1(a)), plus two business days.
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    The Exchange also believes the hypothecation prohibition in 
Exchange Rule 3.20 would no longer be relevant because it is predicated 
on a partial or installment payment under the rule. The Exchange notes 
that, notwithstanding the repeal of Rule 3.20, members would still be 
required to comply with all applicable federal securities laws, 
including Regulation T.
2. Statutory Basis
    The Exchange believes that the proposed rule change is consistent 
with Exchange Act Section 6(b)(5),\13\ which requires, among other 
things, that the Exchange's rules be designed to prevent fraudulent and 
manipulative acts and practices, to promote just and equitable 
principles of trade, to foster cooperation and coordination with 
persons engaged in facilitating transactions in securities, and to 
remove impediments to and perfect the mechanism of a free and open 
market and a national market system. The Exchange believes that the 
proposed rule change would further these requirements by eliminating 
duplicative and unnecessary rules and advancing the development of a 
more efficient and effective Exchange rulebook. The Exchange believes 
that the proposed rule change would provide greater harmonization 
between the Exchange and FINRA rules of similar purpose, resulting in 
greater uniformity and less burdensome and more efficient regulatory 
compliance. As such, the proposed rule change would foster cooperation 
and coordination with persons engaged in facilitating transactions in 
securities and would remove impediments to and perfect the mechanism of 
a free and open market and a national market system.
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    \13\ 15 U.S.C. 78f(b)(5).
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B. Self-Regulatory Organization's Statement on Burden on Competition

    The Exchange does not believe that the proposed rule change would 
impose any burden on competition that is not necessary or appropriate 
in furtherance of the purposes of the Exchange Act. The Exchange 
believes that the proposed rule change is not designed to address any 
competitive issues but rather to provide greater harmonization among 
similar Exchange and FINRA rules, resulting in less burdensome and more 
efficient regulatory compliance for Common Members and facilitating 
FINRA's performance of its regulatory functions under the 17d-2 
Agreement.

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

    The Exchange filed the proposed rule change pursuant to Exchange 
Act Section 19(b)(3)(A) \14\ and Rule 19b-4(f)(6) \15\ thereunder. 
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 for 30 
days after the date of the filing, 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 Exchange Act Section 19(b)(3)(A) and Rule 19b-4(f)(6) 
thereunder.\16\
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    \14\ 15 U.S.C. 78s(b)(3)(A).
    \15\ See supra note 3.
    \16\ Exchange Act Rule 19b-4(f)(6) also requires the Exchange to 
give the Commission written 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. The Exchange satisfied this 
requirement.

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[[Page 68901]]

    A proposed rule change filed under Rule 19b-4(f)(6) normally does 
not become operative for 30 days after the date of filing. Pursuant to 
Rule 19b-4(f)(6)(iii), however, the Commission may designate a shorter 
time if such action is consistent with the protection of investors and 
the public interest.\17\ The Exchange has asked the Commission to waive 
the 30-day operative delay so that the proposal may become operative 
immediately upon filing.
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    \17\ 17 CFR 240.19b-4(f)(6)(iii).
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    The Commission believes that waiving the 30-day operative delay is 
consistent with the protection of investors and the public interest 
because it will allow the Exchange to immediately conform its rules to 
corresponding FINRA rules. This will ensure that such EDGX rules will 
continue to be covered by the existing 17d-2 Agreement between the 
Exchange and FINRA. As noted by the Exchange, amending EDGX Rule 3.5 
would harmonize Exchange and FINRA rules of similar purpose reducing 
duplicative regulation of Common Members. In addition, the Commission 
believes that the repeal of Rule 3.20 would eliminate an unnecessary 
rule from the Exchange's rulebook. Accordingly, the Commission hereby 
grants the Exchange's request and waives the 30-day operative 
delay.\18\
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    \18\ For purposes 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).
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    At any time within sixty (60) days of the filing of such proposed 
rule change, the Commission may summarily 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 Exchange 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 Exchange 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-EDGX-2013-40 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-EDGX-2013-40. 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 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-EDGX-2013-40 and should be 
submitted on or before December 6, 2013.
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    \19\ 17 CFR 200.30-3(a)(12).

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\19\
Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2013-27320 Filed 11-14-13; 8:45 am]
BILLING CODE 8011-01-P