Self-Regulatory Organizations; NYSE MKT LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Add to the Rules of the Exchange the Eleventh Amended and Restated Operating Agreement of the New York Stock Exchange LLC, 78873-78875 [2016-27025]
Download as PDF
Federal Register / Vol. 81, No. 217 / Wednesday, November 9, 2016 / Notices
Paper Comments
subject to the MSRB’s regulation and
oversight and to provide for their
representation in the decision-making
processes of the Board.
• Send paper comments in triplicate
to Secretary, Securities and Exchange
Commission, 100 F Street NE.,
Washington, DC 20549.
B. Self-Regulatory Organization’s
Statement on Burden on Competition
Section 15B(b)(2)(C) of the Act 13
requires that MSRB rules not be
designed to impose any burden on
competition not necessary or
appropriate in furtherance of the
purposes of the Act. The MSRB believes
that the proposed rule change does not
impose any burden on competition not
necessary or appropriate in furtherance
of the purposes of the Act, in that the
proposed rule change simply amends
the quorum requirements applicable to
the MSRB Board, and does not affect or
impose a burden on competition.
C. Self-Regulatory Organization’s
Statement on Comments on the
Proposed Rule Change Received From
Members, Participants, or Others
Written comments were neither
solicited nor received on the proposed
rule change.
III. Date of Effectiveness of the
Proposed Rule Change and Timing for
Commission Action
The foregoing proposed rule change
has become effective pursuant to
Section 19(b)(3)(A) of the Act 14 and
paragraph (f) of Rule 19b–4
thereunder.15 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:
All submissions should refer to File
Number SR–MSRB–2016–13. 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 MSRB. 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–MSRB–
2016–13 and should be submitted on or
before November 30, 2016.
For the Commission, pursuant to delegated
authority.16
Brent J. Fields,
Secretary.
[FR Doc. 2016–27021 Filed 11–8–16; 8:45 am]
BILLING CODE 8011–01–P
sradovich on DSK3GMQ082PROD with NOTICES
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–
MSRB–2016–13 on the subject line.
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–79232; File No. SR–
NYSEMKT–2016–96]
Self-Regulatory Organizations; NYSE
MKT LLC; Notice of Filing and
Immediate Effectiveness of Proposed
Rule Change To Add to the Rules of
the Exchange the Eleventh Amended
and Restated Operating Agreement of
the New York Stock Exchange LLC
November 3, 2016.
Pursuant to Section 19(b)(1) 1 of the
Securities Exchange Act of 1934 (the
‘‘Act’’) 2 and Rule 19b–4 thereunder,3
notice is hereby given that on October
24, 2016, NYSE MKT LLC (the
‘‘Exchange’’ or ‘‘NYSE MKT’’) filed with
the Securities and Exchange
Commission (the ‘‘Commission’’) the
proposed rule change as described in
Items I and II below, which Items have
been prepared by the self-regulatory
organization. The Commission is
publishing this notice to solicit
comments on the proposed rule change
from interested persons.
I. Self-Regulatory Organization’s
Statement of the Terms of the Substance
of the Proposed Rule Change
The Exchange proposes to add to the
rules of the Exchange the Eleventh
Amended and Restated Operating
Agreement of the New York Stock
Exchange LLC (‘‘NYSE LLC’’). 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,
of the most significant parts of such
statements.
13 15
1 15
14 15
2 15
U.S.C. 78o–4(b)(2)(C).
U.S.C. 78s(b)(3)(A).
15 17 CFR 240.19b–4(f).
VerDate Sep<11>2014
16:29 Nov 08, 2016
16 17
Jkt 241001
PO 00000
CFR 200.30–3(a)(12).
Frm 00102
Fmt 4703
Sfmt 4703
78873
U.S.C. 78s(b)(1).
U.S.C. 78a.
3 17 CFR 240.19b–4.
E:\FR\FM\09NON1.SGM
09NON1
78874
Federal Register / Vol. 81, No. 217 / Wednesday, November 9, 2016 / Notices
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 add to the
rules of the Exchange the Eleventh
Amended and Restated Operating
Agreement of NYSE LLC (the ‘‘Eleventh
NYSE Operating Agreement’’).
In September 2015, the Exchange filed
the Eighth Amended and Restated
Operating Agreement of NYSE LLC (the
‘‘Eighth NYSE Operating Agreement’’)
as a ‘‘rule of the exchange’’ under
Section 3(a)(27) of the Act because
NYSE LLC has a wholly-owned
subsidiary, NYSE Market (DE), Inc.,
which owns a majority interest in NYSE
Amex Options LLC (‘‘NYSE Amex
Options’’), a facility of the Exchange.4
The Exchange subsequently removed
the obsolete Eighth NYSE Operating
Agreement and replaced it with the
Ninth Amended and Restated Operating
Agreement of NYSE LLC as a ‘‘rule of
the exchange’’ under Section 3(a)(27) of
the Act.5 In turn, when the Ninth
Amended and Restated Operating
Agreement of NYSE LLC was amended,
the Exchange removed it and replaced it
with the Tenth Amended and Restated
Operating Agreement of NYSE LLC (the
‘‘Tenth NYSE Operating Agreement’’) as
a ‘‘rule of the exchange’’ under Section
3(a)(27) of the Act.6
On October 6, 2016, NYSE LLC filed
on an immediately effective basis to
amend Section 4.05 of the Tenth NYSE
Operating Agreement regarding the use
of regulatory assets, fees, fines and
penalties, and to make additional, nonsubstantive edits.7 On October 18, 2016,
NYSE LLC’s rule filing amending the
Tenth NYSE Operating Agreement was
noticed.8 Such rule change will become
operative 30 days from the date on
which it was filed, or such shorter time
as the Commission may designate.9
The Exchange is accordingly filing to
remove the obsolete Tenth NYSE
Operating Agreement as a ‘‘rule of the
exchange’’ under Section 3(a)(27) of the
sradovich on DSK3GMQ082PROD with NOTICES
4 See
15 U.S.C. 78c(a)(27); Securities Exchange
Act Release No. 75984 (September 25, 2015), 80 FR
59213, 59214 (October 1, 2015) (SR–NYSEMKT–
2015–71).
5 See 15 U.S.C. 78c(a)(27); Securities Exchange
Act Release No. 76637 (December 14, 2015), 80 FR
79124 (December 18, 2015) (SR–NYSEMKT–2015–
102).
6 See Securities Exchange Act Release No. 78436
(July 28, 2016), 81 FR 51249 (August 3, 2016) (SR–
NYSE–2016–51).
7 See Securities Exchange Act Release No. 79115
(October 18, 2016), 81 FR 73187 (October 24, 2016)
(SR–NYSE–2016–66).
8 Id.
9 Id. at 73189.
VerDate Sep<11>2014
16:29 Nov 08, 2016
Jkt 241001
Act, and replace it with the Eleventh
NYSE Operating Agreement as a ‘‘rule of
the exchange’’ under Section 3(a)(27) of
the Act.10 The Exchange proposes that
the rule change become effective on the
date that the rule change amending the
Tenth NYSE Operating Agreement
becomes operative.
2. Statutory Basis
The Exchange believes that the
proposed rule change is consistent with
Section 6(b) of the Exchange Act 11 in
general, and with Section 6(b)(1) 12 in
particular, in that it enables the
Exchange to be so organized as to have
the capacity to be able to carry out the
purposes of the Exchange Act and to
comply, and to enforce compliance by
its exchange members and persons
associated with its exchange members,
with the provisions of the Exchange Act,
the rules and regulations thereunder,
and the rules of the Exchange.
The Exchange believes that the
proposed rule change would contribute
to the orderly operation of the Exchange
and would enable the Exchange to be so
organized as to have the capacity to
carry out the purposes of the Act and
comply and enforce compliance by its
members and persons associated with
its members, with the provisions of the
Act because, by removing the obsolete
Tenth NYSE Operating Agreement and
making the Eleventh NYSE Operating
Agreement a rule of the Exchange, the
Exchange would be ensuring that its
rules remain consistent with the NYSE
LLC operating agreement in effect.
The Exchange notes that, as with the
Tenth NYSE Operating Agreement, it
would be required to file any changes to
the Eleventh NYSE Operating
Agreement with the Commission as a
proposed rule change.13 In addition, the
Exchange believes that the proposed
changes are consistent with and will
facilitate an ownership structure of the
Exchange’s facility NYSE Amex Options
that will provide the Commission with
appropriate oversight tools to ensure
that the Commission will have the
ability to enforce the Act with respect to
NYSE Amex Options and its direct and
indirect parent entities.
The Exchange also believes that this
filing furthers the objectives of Section
6(b)(5) of the Act 14 because the
proposed rule change would be
consistent with and facilitate a
10 See
15 U.S.C. 78c(a)(27).
U.S.C. 78f(b).
12 15 U.S.C. 78f(b)(1).
13 The Exchange notes that any amendment to the
NYSE LLC Operating Agreement would also require
that NYSE LLC file a proposed rule change with the
Commission.
14 15 U.S.C. 78f(b)(5).
11 15
PO 00000
Frm 00103
Fmt 4703
Sfmt 4703
governance and regulatory structure that
is designed to prevent fraudulent and
manipulative acts and practices, to
promote just and equitable principles of
trade, to foster cooperation and
coordination with persons engaged in
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 removing the obsolete Tenth NYSE
Operating Agreement and making the
Eleventh NYSE Operating Agreement a
rule of the Exchange will remove
impediments to the operation of the
Exchange by ensuring that its rules
remain consistent with the NYSE LLC
operating agreement in effect. The
Exchange notes that, as with the Tenth
NYSE Operating Agreement, no
amendment to the Eleventh NYSE
Operating Agreement could be made
without the Exchange filing a proposed
rule change with the Commission. For
the same reasons, the proposed rule
change is also designed to protect
investors as well as the public interest.
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 Exchange Act.
The proposed rule change is not
intended to address competitive issues
but rather is concerned solely with
ensuring that the Commission will have
the ability to enforce the Act with
respect to NYSE Amex Options and its
direct and indirect parent entities.
C. Self-Regulatory Organization’s
Statement on Comments on the
Proposed Rule Change Received From
Members, Participants, or Others
No written comments were solicited
or received with respect to the proposed
rule change.
III. Date of Effectiveness of the
Proposed Rule Change and Timing for
Commission Action
The Exchange has filed the proposed
rule change pursuant to Section
19(b)(3)(A)(iii) of the Act 15 and Rule
19b–4(f)(6) thereunder.16 Because the
proposed rule change does not: (i)
Significantly affect the protection of
investors or the public interest; (ii)
impose any significant burden on
15 15
16 17
E:\FR\FM\09NON1.SGM
U.S.C. 78s(b)(3)(A)(iii).
CFR 240.19b–4(f)(6).
09NON1
Federal Register / Vol. 81, No. 217 / Wednesday, November 9, 2016 / Notices
sradovich on DSK3GMQ082PROD with NOTICES
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, the
proposed rule change has become
effective pursuant to Section 19(b)(3)(A)
of the Act and Rule 19b–4(f)(6)(iii)
thereunder.17
A proposed rule change filed under
Rule 19b–4(f)(6) 18 normally does not
become operative prior to 30 days after
the date of the filing. However, Rule
19b–4(f)(6)(iii) 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 asked the Commission to
waive the 30-day operative delay so that
the proposal may become operative on
November 5, 2016, the same date that
the proposed rule change to amend the
Tenth NYSE Operating Agreement and
to renumber it as the Eleventh NYSE
Operating Agreement becomes
operative.19 The Commission believes
that waiver of the 30-day operative
delay is appropriate because it would
permit the Eleventh NYSE Operating
Agreement to become ‘‘rules of an
exchange’’ of NYSE MKT without
delay.20 Based on the foregoing, the
Commission believes that the waiver of
the operative delay is consistent with
the protection of investors and the
public interest.21 The Commission
hereby grants the waiver and designates
the proposal operative upon November
5, 2016, the same date that the rule
change amending the Tenth NYSE
Operating Agreement and renumbering
it as the Eleventh NYSE Operating
Agreement becomes operative.22
At any time within 60 days of the
filing of such proposed rule change, the
Commission summarily may
temporarily suspend such rule change if
it appears to the Commission that such
action is necessary or appropriate in the
public interest, for the protection of
investors, or otherwise in furtherance of
the purposes of the Act. If the
Commission takes such action, the
Commission shall institute proceedings
17 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.
18 17 CFR 240.19b–4(f)(6).
19 See supra note 7.
20 See 15 U.S.C. 78c(a)(27).
21 For purposes only of waiving the 30-day
operative delay, the Commission has also
considered the proposed rule’s impact on
efficiency, competition, and capital formation. See
15 U.S.C. 78c(f).
22 See supra note 7.
VerDate Sep<11>2014
16:29 Nov 08, 2016
Jkt 241001
under Section 19(b)(2)(B) 23 of the Act to
determine whether the proposed rule
change 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 rule-comments@
sec.gov. Please include File Number SR–
NYSEMKT–2016–96 on the subject line.
Paper Comments
• Send paper comments in triplicate
to Brent J. Fields, Secretary, Securities
and Exchange Commission, 100 F Street
NE., Washington, DC 20549–1090.
All submissions should refer to File
Number SR–NYSEMKT–2016–96. 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 20549–1090, 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–
NYSEMKT–2016–96 and should be
submitted on or before November 30,
2016.
23 15
PO 00000
U.S.C. 78s(b)(2)(B).
Frm 00104
Fmt 4703
Sfmt 4703
78875
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.24
Brent J. Fields,
Secretary.
[FR Doc. 2016–27025 Filed 11–8–16; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–79229; File No. SR–
BatsBZX–2016–67]
Self-Regulatory Organizations; Bats
BZX Exchange, Inc.; Notice of Filing
and Immediate Effectiveness of a
Proposed Rule Change to Amend BZX
Rule 2.5, Restrictions, Regarding
Members and Associated Persons of
Members Who Are or Become Subject
to a Statutory Disqualification
November 3, 2016.
Pursuant to Section 19(b)(1) of the
Securities Exchange Act of 1934 (the
‘‘Act’’),1 and Rule 19b–4 thereunder,2
notice is hereby given that on October
24, 2016, Bats BZX Exchange, Inc. (the
‘‘Exchange’’ or ‘‘BZX’’) 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 Exchange. The Exchange has
designated this proposal as a ‘‘noncontroversial’’ proposed rule change
pursuant to Section 19(b)(3)(A) of the
Act 3 and Rule 19b–4(f)(6)(iii)
thereunder,4 which renders it effective
upon filing with the Commission. 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 filed a proposal to
amend BZX Rules regarding Members
and associated persons of Members who
are or become subject to a statutory
disqualification.
The text of the proposed rule change
is available at the Exchange’s Web site
at www.batstrading.com, at the
principal office of the Exchange, and at
the Commission’s Public Reference
Room.
24 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).
4 17 CFR 240.19b–4(f)(6)(iii).
1 15
E:\FR\FM\09NON1.SGM
09NON1
Agencies
[Federal Register Volume 81, Number 217 (Wednesday, November 9, 2016)]
[Notices]
[Pages 78873-78875]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2016-27025]
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-79232; File No. SR-NYSEMKT-2016-96]
Self-Regulatory Organizations; NYSE MKT LLC; Notice of Filing and
Immediate Effectiveness of Proposed Rule Change To Add to the Rules of
the Exchange the Eleventh Amended and Restated Operating Agreement of
the New York Stock Exchange LLC
November 3, 2016.
Pursuant to Section 19(b)(1) \1\ of the Securities Exchange Act of
1934 (the ``Act'') \2\ and Rule 19b-4 thereunder,\3\ notice is hereby
given that on October 24, 2016, NYSE MKT LLC (the ``Exchange'' or
``NYSE MKT'') filed with the Securities and Exchange Commission (the
``Commission'') the proposed rule change as described in Items I and II
below, which Items have been prepared by the self-regulatory
organization. The Commission is publishing this notice to solicit
comments on the proposed rule change from interested persons.
---------------------------------------------------------------------------
\1\ 15 U.S.C. 78s(b)(1).
\2\ 15 U.S.C. 78a.
\3\ 17 CFR 240.19b-4.
---------------------------------------------------------------------------
I. Self-Regulatory Organization's Statement of the Terms of the
Substance of the Proposed Rule Change
The Exchange proposes to add to the rules of the Exchange the
Eleventh Amended and Restated Operating Agreement of the New York Stock
Exchange LLC (``NYSE LLC''). 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, of the most
significant parts of such statements.
[[Page 78874]]
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 add to the rules of the Exchange the
Eleventh Amended and Restated Operating Agreement of NYSE LLC (the
``Eleventh NYSE Operating Agreement'').
In September 2015, the Exchange filed the Eighth Amended and
Restated Operating Agreement of NYSE LLC (the ``Eighth NYSE Operating
Agreement'') as a ``rule of the exchange'' under Section 3(a)(27) of
the Act because NYSE LLC has a wholly-owned subsidiary, NYSE Market
(DE), Inc., which owns a majority interest in NYSE Amex Options LLC
(``NYSE Amex Options''), a facility of the Exchange.\4\ The Exchange
subsequently removed the obsolete Eighth NYSE Operating Agreement and
replaced it with the Ninth Amended and Restated Operating Agreement of
NYSE LLC as a ``rule of the exchange'' under Section 3(a)(27) of the
Act.\5\ In turn, when the Ninth Amended and Restated Operating
Agreement of NYSE LLC was amended, the Exchange removed it and replaced
it with the Tenth Amended and Restated Operating Agreement of NYSE LLC
(the ``Tenth NYSE Operating Agreement'') as a ``rule of the exchange''
under Section 3(a)(27) of the Act.\6\
---------------------------------------------------------------------------
\4\ See 15 U.S.C. 78c(a)(27); Securities Exchange Act Release
No. 75984 (September 25, 2015), 80 FR 59213, 59214 (October 1, 2015)
(SR-NYSEMKT-2015-71).
\5\ See 15 U.S.C. 78c(a)(27); Securities Exchange Act Release
No. 76637 (December 14, 2015), 80 FR 79124 (December 18, 2015) (SR-
NYSEMKT-2015-102).
\6\ See Securities Exchange Act Release No. 78436 (July 28,
2016), 81 FR 51249 (August 3, 2016) (SR-NYSE-2016-51).
---------------------------------------------------------------------------
On October 6, 2016, NYSE LLC filed on an immediately effective
basis to amend Section 4.05 of the Tenth NYSE Operating Agreement
regarding the use of regulatory assets, fees, fines and penalties, and
to make additional, non-substantive edits.\7\ On October 18, 2016, NYSE
LLC's rule filing amending the Tenth NYSE Operating Agreement was
noticed.\8\ Such rule change will become operative 30 days from the
date on which it was filed, or such shorter time as the Commission may
designate.\9\
---------------------------------------------------------------------------
\7\ See Securities Exchange Act Release No. 79115 (October 18,
2016), 81 FR 73187 (October 24, 2016) (SR-NYSE-2016-66).
\8\ Id.
\9\ Id. at 73189.
---------------------------------------------------------------------------
The Exchange is accordingly filing to remove the obsolete Tenth
NYSE Operating Agreement as a ``rule of the exchange'' under Section
3(a)(27) of the Act, and replace it with the Eleventh NYSE Operating
Agreement as a ``rule of the exchange'' under Section 3(a)(27) of the
Act.\10\ The Exchange proposes that the rule change become effective on
the date that the rule change amending the Tenth NYSE Operating
Agreement becomes operative.
---------------------------------------------------------------------------
\10\ See 15 U.S.C. 78c(a)(27).
---------------------------------------------------------------------------
2. Statutory Basis
The Exchange believes that the proposed rule change is consistent
with Section 6(b) of the Exchange Act \11\ in general, and with Section
6(b)(1) \12\ in particular, in that it enables the Exchange to be so
organized as to have the capacity to be able to carry out the purposes
of the Exchange Act and to comply, and to enforce compliance by its
exchange members and persons associated with its exchange members, with
the provisions of the Exchange Act, the rules and regulations
thereunder, and the rules of the Exchange.
---------------------------------------------------------------------------
\11\ 15 U.S.C. 78f(b).
\12\ 15 U.S.C. 78f(b)(1).
---------------------------------------------------------------------------
The Exchange believes that the proposed rule change would
contribute to the orderly operation of the Exchange and would enable
the Exchange to be so organized as to have the capacity to carry out
the purposes of the Act and comply and enforce compliance by its
members and persons associated with its members, with the provisions of
the Act because, by removing the obsolete Tenth NYSE Operating
Agreement and making the Eleventh NYSE Operating Agreement a rule of
the Exchange, the Exchange would be ensuring that its rules remain
consistent with the NYSE LLC operating agreement in effect.
The Exchange notes that, as with the Tenth NYSE Operating
Agreement, it would be required to file any changes to the Eleventh
NYSE Operating Agreement with the Commission as a proposed rule
change.\13\ In addition, the Exchange believes that the proposed
changes are consistent with and will facilitate an ownership structure
of the Exchange's facility NYSE Amex Options that will provide the
Commission with appropriate oversight tools to ensure that the
Commission will have the ability to enforce the Act with respect to
NYSE Amex Options and its direct and indirect parent entities.
---------------------------------------------------------------------------
\13\ The Exchange notes that any amendment to the NYSE LLC
Operating Agreement would also require that NYSE LLC file a proposed
rule change with the Commission.
---------------------------------------------------------------------------
The Exchange also believes that this filing furthers the objectives
of Section 6(b)(5) of the Act \14\ because the proposed rule change
would be consistent with and facilitate a governance and regulatory
structure that is designed to prevent fraudulent and manipulative acts
and practices, to promote just and equitable principles of trade, to
foster cooperation and coordination with persons engaged in 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 removing the obsolete Tenth NYSE Operating
Agreement and making the Eleventh NYSE Operating Agreement a rule of
the Exchange will remove impediments to the operation of the Exchange
by ensuring that its rules remain consistent with the NYSE LLC
operating agreement in effect. The Exchange notes that, as with the
Tenth NYSE Operating Agreement, no amendment to the Eleventh NYSE
Operating Agreement could be made without the Exchange filing a
proposed rule change with the Commission. For the same reasons, the
proposed rule change is also designed to protect investors as well as
the public interest.
---------------------------------------------------------------------------
\14\ 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 Exchange Act. The proposed rule
change is not intended to address competitive issues but rather is
concerned solely with ensuring that the Commission will have the
ability to enforce the Act with respect to NYSE Amex Options and its
direct and indirect parent entities.
C. Self-Regulatory Organization's Statement on Comments on the Proposed
Rule Change Received From Members, Participants, or Others
No written comments were solicited or received with respect to the
proposed rule change.
III. Date of Effectiveness of the Proposed Rule Change and Timing for
Commission Action
The Exchange has filed the proposed rule change pursuant to Section
19(b)(3)(A)(iii) of the Act \15\ and Rule 19b-4(f)(6) thereunder.\16\
Because the proposed rule change does not: (i) Significantly affect the
protection of investors or the public interest; (ii) impose any
significant burden on
[[Page 78875]]
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, the proposed rule change has become effective pursuant to
Section 19(b)(3)(A) of the Act and Rule 19b-4(f)(6)(iii)
thereunder.\17\
---------------------------------------------------------------------------
\15\ 15 U.S.C. 78s(b)(3)(A)(iii).
\16\ 17 CFR 240.19b-4(f)(6).
\17\ 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.
---------------------------------------------------------------------------
A proposed rule change filed under Rule 19b-4(f)(6) \18\ normally
does not become operative prior to 30 days after the date of the
filing. However, Rule 19b-4(f)(6)(iii) 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 asked
the Commission to waive the 30-day operative delay so that the proposal
may become operative on November 5, 2016, the same date that the
proposed rule change to amend the Tenth NYSE Operating Agreement and to
renumber it as the Eleventh NYSE Operating Agreement becomes
operative.\19\ The Commission believes that waiver of the 30-day
operative delay is appropriate because it would permit the Eleventh
NYSE Operating Agreement to become ``rules of an exchange'' of NYSE MKT
without delay.\20\ Based on the foregoing, the Commission believes that
the waiver of the operative delay is consistent with the protection of
investors and the public interest.\21\ The Commission hereby grants the
waiver and designates the proposal operative upon November 5, 2016, the
same date that the rule change amending the Tenth NYSE Operating
Agreement and renumbering it as the Eleventh NYSE Operating Agreement
becomes operative.\22\
---------------------------------------------------------------------------
\18\ 17 CFR 240.19b-4(f)(6).
\19\ See supra note 7.
\20\ See 15 U.S.C. 78c(a)(27).
\21\ For purposes only of waiving the 30-day operative delay,
the Commission has also considered the proposed rule's impact on
efficiency, competition, and capital formation. See 15 U.S.C.
78c(f).
\22\ See supra note 7.
---------------------------------------------------------------------------
At any time within 60 days of the filing of such proposed rule
change, the Commission summarily may temporarily suspend such rule
change if it appears to the Commission that such action is necessary or
appropriate in the public interest, for the protection of investors, or
otherwise in furtherance of the purposes of the Act. If the Commission
takes such action, the Commission shall institute proceedings under
Section 19(b)(2)(B) \23\ of the Act to determine whether the proposed
rule change should be approved or disapproved.
---------------------------------------------------------------------------
\23\ 15 U.S.C. 78s(b)(2)(B).
---------------------------------------------------------------------------
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-2016-96 on the subject line.
Paper Comments
Send paper comments in triplicate to Brent J. Fields,
Secretary, Securities and Exchange Commission, 100 F Street NE.,
Washington, DC 20549-1090.
All submissions should refer to File Number SR-NYSEMKT-2016-96. 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 20549-1090, 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-NYSEMKT-2016-96 and should
be submitted on or before November 30, 2016.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\24\
---------------------------------------------------------------------------
\24\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------
Brent J. Fields,
Secretary.
[FR Doc. 2016-27025 Filed 11-8-16; 8:45 am]
BILLING CODE 8011-01-P