Self-Regulatory Organizations; NYSE MKT LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change Amending Certain of the Initial and Annual Listing Fee Provisions Included in the NYSE MKT Company Guide, 18189-18191 [2017-07639]
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Federal Register / Vol. 82, No. 72 / Monday, April 17, 2017 / Notices
23, 2013. Of those 19,908 respondents,
we estimate that 220 respondents with
disqualifying events will spend ten
hours to prepare a disclosure statement
describing the matters that would have
triggered disqualification under
506(d)(1) of Regulation D, except that
these disqualifying events occurred
before September 23, 2013, the effective
date of the Rule 506 amendments. An
estimated 2,200 burden hours are
attributed to the 220 respondents with
disqualifying events in addition to the
19,908 burden hours associated with the
one-hour factual inquiry. In sum, the
total annual increase in paperwork
burden for all affected respondents to
comply with the Rule 506(e) disclosure
statement is estimated to be
approximately 22,108 hours of company
personnel time.
Written comments are invited on: (a)
Whether this proposed collection of
information is necessary for the proper
performance of the functions of the
agency, including whether the
information will have practical utility;
(b) the accuracy of the agency’s estimate
of the burden imposed by the collection
of information; (c) ways to enhance the
quality, utility, and clarity of the
information collected; and (d) ways to
minimize the burden of the collection of
information on respondents, including
through the use of automated collection
techniques or other forms of information
technology. Consideration will be given
to comments and suggestions submitted
in writing within 60 days of this
publication.
An agency may not conduct or
sponsor, and a person is not required to
respond to, a collection of information
unless it displays a currently valid
control number.
Please direct your written comment to
Pamela Dyson, Director/Chief
Information Officer, Securities and
Exchange Commission, c/o Remi PavlikSimon, 100 F Street NE., Washington,
DC 20549 or send an email to: PRA_
Mailbox@sec.gov.
Dated: April 11, 2017.
Eduardo A. Aleman,
Assistant Secretary.
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[FR Doc. 2017–07655 Filed 4–14–17; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–80433; File No. SR–
NYSEMKT–2017–19]
Self-Regulatory Organizations; NYSE
MKT LLC; Notice of Filing and
Immediate Effectiveness of Proposed
Rule Change Amending Certain of the
Initial and Annual Listing Fee
Provisions Included in the NYSE MKT
Company Guide
April 11, 2017.
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 March
31, 2017, 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, II, and III below, which Items
have been prepared by the selfregulatory organization. The
Commission is publishing this notice to
solicit comments on the proposed rule
change from interested persons.
I. Self-Regulatory Organization’s
Statement of the Terms of Substance of
the Proposed Rule Change
The Exchange proposes to amend
certain of the initial and annual listing
fee provisions included in the NYSE
MKT Company Guide (the ‘‘Company
Guide’’). The proposed 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.
1 15
U.S.C. 78s(b)(1).
U.S.C. 78a.
3 17 CFR 240.19b–4.
2 15
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18189
A. Self-Regulatory Organization’s
Statement of the Purpose of, and the
Statutory Basis for, the Proposed Rule
Change
1. Purpose
The Exchange proposes to amend
certain of the initial and annual listing
fee provisions included in the Company
Guide.
The Exchange proposes to amend
Section 140 to provide an exemption
from the initial listing fees for any
company listing within 36 months of
emergence from bankruptcy and that
has not had a security listed on a
national securities exchange during
such period. The Exchange believes that
it is reasonable to waive the initial
listing fees for an issuer listing within
36 months following emergence from
bankruptcy, so long as such issuer has
not had a security listed on a national
securities exchange during such period,
because this will incentivize such
issuers to list their security on the
Exchange, which will result in
increased transparency and liquidity
with respect to the issuer’s security,
thereby benefiting investors. In this
regard, the Exchange notes that the
issuer, like all other listing applicants,
would be required to satisfy the
Exchange’s listings standards as well as
the other governance requirements and
standards that the Exchange requires of
issuers listed on the Exchange. The
Exchange believes that limiting the
waiver to 36 months following
emergence from bankruptcy is
reasonable because, in the Exchange’s
opinion, it is a period of time that is
sufficient for the issuer to proceed with
its reorganization and meet the
Exchange’s qualifications for listing.
The Exchange proposes to amend
Section 141 to provide a waiver of
annual fees in relation to the first part
year of a company’s listing if the
company is transferring its listing from
another national securities exchange.
The Exchange notes that companies
transferring in mid-year will already
have paid listing fees for that year to the
exchange on which they were
previously listed and that the double
payment the Exchange’s prorated
annual fee imposes on them imposes a
significant financial burden and acts as
a disincentive to transferring.
The Exchange does not expect the
financial impact of these two proposed
amendments to be material in terms of
the level of listing fees collected from
issuers on the Exchange. Specifically,
the Exchange anticipates that only a
very limited number of issuers will be
qualified and seek to list on the
Exchange that are eligible to qualify for
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the waivers. Accordingly, the Exchange
believes that the proposed rule change
will not impact the Exchange’s resource
commitment to its regulatory oversight
of the listing process or its regulatory
programs.
2. Statutory Basis
The Exchange believes that each of
the proposed amendments is consistent
with Section 6(b) of the Exchange Act,4
in general, and furthers the objectives of
Sections 6(b)(4) 5 of the Exchange Act,
in particular, in that they are designed
to provide for the equitable allocation of
reasonable dues, fees, and other charges
and is not designed to permit unfair
discrimination among its members and
issuers and other persons using its
facilities. The Exchange also believes
that each of the proposed amendments
is consistent with Section 6(b)(5) of the
Exchange Act, in particular in that each
of them is designed to promote just and
equitable principles of trade, to foster
cooperation and coordination with
persons engaged in regulating, clearing,
settling, processing information with
respect to, and facilitating transactions
in securities, to remove impediments to
and perfect the mechanism of a free and
open market and a national market
system, and, in general, to protect
investors and the public interest.
The Exchange believes that it is
reasonable to waive the initial listing
fees for an issuer within 36 months
following emergence from bankruptcy,
so long as such issuer has not had a
security listed on a national securities
exchange during such period, because
this will incentivize such issuers to list
their security on the Exchange, which
will result in increased transparency
and liquidity with respect to the issuer’s
security, thereby benefiting investors. In
this regard, the Exchange notes that the
issuer, like all other listing applicants,
would be required to satisfy the
Exchange’s listings standards as well as
the other governance requirements and
standards that the Exchange requires of
issuers listed on the Exchange.
Accordingly, the Exchange believes that
it is in the public’s interest, and the
interest of the issuer, to provide an
opportunity for the increased
transparency and liquidity that is
attendant with listing on the Exchange
and therefore that it is reasonable to
waive the Listing Fees for such issuers.
The Exchange believes that the number
of additional issuers that will qualify for
this waiver, as proposed, will be
limited. The Exchange also believes that
limiting the waiver to 36 months
4 15
5 15
U.S.C. 78f(b).
U.S.C. 78f(b)(4).
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following emergence from bankruptcy is
reasonable because, in the Exchange’s
opinion, it is a period of time that is
sufficient for the issuer to proceed with
its reorganization and meet the
Exchange’s qualifications for listing.
The Exchange also believes that it is
reasonable to limit the waiver to issuers
that have emerged from bankruptcy but
have not yet had a security listed on a
national securities exchange during
such period because, if an issuer has
already listed its security postemergence, it has already exposed itself
to the requirements and transparency
associated with listing on a national
securities exchange, which is what the
Exchange is incentivizing by waiving
the initial listing fees. The Exchange
also believes that this is equitable and
not unfairly discriminatory because the
goal of the waiver is to incentivize
listing, and the transparency and public
benefits (e.g., increased liquidity) that is
attendant therewith. Accordingly, these
goals would already be achieved for an
issuer that has already listed on another
national securities exchange postemergence, and to waive the initial
listing fees would therefore be
inconsistent with the waiver’s purpose.
The Exchange believes that the
proposed waiver of the annual fees for
the first partial year of listing for a
company transferring from another
exchange is consistent with Sections
6(b)(4) and 6(b)(5) of the Exchange Act
in that it represents an equitable
allocation of fees and does not unfairly
discriminate among listed companies.
The Exchange believes that the
proposed waiver is not unfairly
discriminatory with respect to
companies that are already listed or
companies that are not transferring from
another exchange at the time of initial
listing, because it is narrowly designed
to address the fact that companies
transferring from other markets have
already paid annual listing fees at their
predecessor market and would
otherwise have an unusually large
aggregate listing fee burden in their first
partial year of listing. The Exchange also
expects the effect of the proposed
waiver to be small, as it is limited to the
first part year of a transfer company’s
listing and a relatively small number of
companies transfer to the Exchange in
any year.
Overall, the Exchange believes that
instances of these waivers being granted
to issuers that apply to list on the
Exchange will be relatively rare.
Accordingly, the Exchange does not
anticipate that it will experience any
meaningful diminution in revenue as a
result of the proposed waivers and
therefore does not believe that the
PO 00000
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proposed waivers would in any way
negatively affect its ability to continue
to adequately fund its regulatory
program or the services the Exchange
provides to issuers.
B. Self-Regulatory Organization’s
Statement on Burden on Competition
The Exchange does not believe that
either of the proposed amendments will
impose any burden on competition that
is not necessary or appropriate in
furtherance of the purposes of the
Exchange Act. The proposed
amendment to Section 140 is designed
to encourage companies emerging from
bankruptcy to list as soon as possible,
providing investors with a transparent
and liquid market in which to trade
those companies’ stocks. The proposed
amendment to Section 141 is designed
to enable all companies transferring
from any other national securities
exchange to benefit from a waiver with
respect to annual fees for their first
partial year of listing to offset the annual
fees they will already have paid for that
year on their predecessor exchange. The
market for listings is extremely
competitive. Each listing exchange has a
different fee schedule that applies to
issuers seeking to list securities on its
exchange. Issuers have the option to list
their securities on these alternative
venues based on the fees charged and
the value provided by each listing.
Because issuers have a choice to list
their securities on a different national
securities exchange, the Exchange does
not believe that the proposed fee change
imposes a burden on competition.
C. Self-Regulatory Organization’s
Statement on Comments on the
Proposed Rule Change Received From
Members, Participants, or Others
No written comments were solicited
or received with respect to the proposed
rule change.
III. Date of Effectiveness of the
Proposed Rule Change and Timing for
Commission Action
The foregoing rule change is effective
upon filing pursuant to Section
19(b)(3)(A) 6 of the Act and
subparagraph (f)(2) of Rule 19b–4 7
thereunder, because it establishes a due,
fee, or other charge imposed by the
Exchange.
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
6 15
7 17
E:\FR\FM\17APN1.SGM
U.S.C. 78s(b)(3)(A).
CFR 240.19b–4(f)(2).
17APN1
Federal Register / Vol. 82, No. 72 / Monday, April 17, 2017 / Notices
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) 8 of the Act to
determine whether the proposed rule
change should be approved or
disapproved.
available publicly. All submissions
should refer to File Number SR–
NYSEMKT–2017–19, and should be
submitted on or before May 8, 2017.
comment letters on the proposed rule
change. This order approves the
proposed rule change, as modified by
Amendment No. 1.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.9
Eduardo A. Aleman,
Assistant Secretary.
II. Discussion and Commission
Findings
[FR Doc. 2017–07639 Filed 4–14–17; 8:45 am]
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–2017–19 on the subject line.
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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:
Self-Regulatory Organizations; Nasdaq
ISE, LLC; Order Approving Proposed
Rule Change, as Modified by
Amendment No. 1, To Amend Various
Rules in Connection With a System
Migration to Nasdaq INET Technology
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–2017–19. 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
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
I. Introduction
On February 8, 2017, the International
Securities Exchange, LLC (now known
as Nasdaq ISE, LLC (‘‘ISE’’ or
‘‘Exchange’’)) 1 filed with the Securities
and Exchange Commission
(‘‘Commission’’), pursuant to Section
19(b)(1) of the Securities Exchange Act
of 1934 (‘‘Act’’),2 and Rule 19b–4
thereunder,3 a proposed rule change to
amend various Exchange rules in
connection with a system migration to
Nasdaq, Inc. (‘‘Nasdaq’’) supported
technology. The proposed rule change
was published for comment in the
Federal Register on February 27, 2017.4
On March 30, 2017, the Exchange filed
Amendment No. 1 to the proposed rule
change.5 The Commission received no
8 15
U.S.C. 78s(b)(2)(B).
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2017–03]
April 11, 2017.
9 17
CFR 200.30–3(a)(12).
was renamed Nasdaq ISE, LLC in a rule
change that became operative on April 3, 2017. See
Securities Exchange Act Release No. 80325 (March
29, 2017), 82 FR 16445 (April 4, 2017) (SR–ISE–
2017–25).
2 15 U.S.C. 78s(b)(1).
3 17 CFR 240.19b–4.
4 See Securities Exchange Act Release No. 80075
(February 21, 2017), 82 FR 11975 (‘‘Notice’’).
5 In Amendment No. 1, the Exchange clarified the
proposed handling of complex orders during Limit
Up-Limit Down states, proposed that All-Or-None
Orders may only be entered with a time-in-force
designation of Immediate-Or-Cancel, proposed to
memorialize the handling of Cancel and Replace
Orders, and removed a proposed rule change
regarding delaying the implementation of Directed
Orders. The Exchange also clarified the reason Price
Level Protection would be applied to complex
orders and made other clarifying changes. Because
Amendment No. 1 does not materially alter the
substance of the proposed rule change or raise
unique or novel regulatory issues, it is not subject
to notice and comment. The amendment is
available at: https://www.sec.gov/comments/sr-ise2017-03/ise201703-1677882-149321.pdf.
1 ISE
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After careful review, the Commission
finds that the proposed rule change, as
modified by Amendment No. 1, is
consistent with the requirements of the
Act and the rules and regulations
thereunder applicable to a national
securities exchange.6 In particular, the
Commission finds that the proposed
rule change is consistent with Section
6(b)(5) of the Act,7 which requires,
among other things, that the rules of a
national securities exchange 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, 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. As noted above, the
Commission received no comment
letters regarding the proposed rule
change.
The Exchange proposes to amend
various Exchange rules to reflect the ISE
system migration to a Nasdaq INET
technology.8 In connection this system
migration, as discussed below, the
Exchange intends to adopt certain
trading functionality currently utilized
on Nasdaq Exchanges.9
6 In approving this proposed rule change, the
Commission has considered the proposed rule’s
impact on efficiency, competition, and capital
formation. See 15 U.S.C. 78c(f).
7 15 U.S.C. 78f(b)(5).
8 INET is utilized across Nasdaq’s markets,
including The NASDAQ Options Market LLC
(‘‘NOM’’), NASDAQ PHLX LLC (‘‘Phlx’’), and
NASDAQ BX, Inc. (collectively, the ‘‘Nasdaq
Exchanges’’). See Notice, supra note 4, at 11975.
The Commission also recently approved Nasdaq
GEMX, LLC’s (formerly ISE Gemini, LLC) migration
to INET. See Securities Exchange Act Release Nos.
80011 (February 10, 2017), 82 FR 10927 (February
16, 2017) (SR–ISEGemini–2016–17); 80014
(February 10, 2017), 82 FR 10952 (February 16,
2017) (SR–ISEGemini–2016–18).
9 See Notice, supra note 4, at 11975. The
Exchange anticipates that it will begin
implementation of the proposed rule changes in the
second quarter of 2017. See Notice, supra note 4,
at 11975. According to the Exchange, the system
migration will be on a symbol by symbol basis. The
Exchange will issue an alert to members in the form
of an Options Trader Alert to provide notification
of the symbols that will migrate and the relevant
dates. See id. Further, the Commission has
approved a separately filed companion proposed
rule change to amend the Exchange’s opening
process in connection with the system migration to
INET technology. See Securities Exchange Act
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]]>Agencies
[Federal Register Volume 82, Number 72 (Monday, April 17, 2017)]
[Notices]
[Pages 18189-18191]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2017-07639]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-80433; File No. SR-NYSEMKT-2017-19]
Self-Regulatory Organizations; NYSE MKT LLC; Notice of Filing and
Immediate Effectiveness of Proposed Rule Change Amending Certain of the
Initial and Annual Listing Fee Provisions Included in the NYSE MKT
Company Guide
April 11, 2017.
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 March 31, 2017, 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, II,
and III 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 Substance
of the Proposed Rule Change
The Exchange proposes to amend certain of the initial and annual
listing fee provisions included in the NYSE MKT Company Guide (the
``Company Guide''). The proposed 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.
A. Self-Regulatory Organization's Statement of the Purpose of, and the
Statutory Basis for, the Proposed Rule Change
1. Purpose
The Exchange proposes to amend certain of the initial and annual
listing fee provisions included in the Company Guide.
The Exchange proposes to amend Section 140 to provide an exemption
from the initial listing fees for any company listing within 36 months
of emergence from bankruptcy and that has not had a security listed on
a national securities exchange during such period. The Exchange
believes that it is reasonable to waive the initial listing fees for an
issuer listing within 36 months following emergence from bankruptcy, so
long as such issuer has not had a security listed on a national
securities exchange during such period, because this will incentivize
such issuers to list their security on the Exchange, which will result
in increased transparency and liquidity with respect to the issuer's
security, thereby benefiting investors. In this regard, the Exchange
notes that the issuer, like all other listing applicants, would be
required to satisfy the Exchange's listings standards as well as the
other governance requirements and standards that the Exchange requires
of issuers listed on the Exchange. The Exchange believes that limiting
the waiver to 36 months following emergence from bankruptcy is
reasonable because, in the Exchange's opinion, it is a period of time
that is sufficient for the issuer to proceed with its reorganization
and meet the Exchange's qualifications for listing.
The Exchange proposes to amend Section 141 to provide a waiver of
annual fees in relation to the first part year of a company's listing
if the company is transferring its listing from another national
securities exchange. The Exchange notes that companies transferring in
mid-year will already have paid listing fees for that year to the
exchange on which they were previously listed and that the double
payment the Exchange's prorated annual fee imposes on them imposes a
significant financial burden and acts as a disincentive to
transferring.
The Exchange does not expect the financial impact of these two
proposed amendments to be material in terms of the level of listing
fees collected from issuers on the Exchange. Specifically, the Exchange
anticipates that only a very limited number of issuers will be
qualified and seek to list on the Exchange that are eligible to qualify
for
[[Page 18190]]
the waivers. Accordingly, the Exchange believes that the proposed rule
change will not impact the Exchange's resource commitment to its
regulatory oversight of the listing process or its regulatory programs.
2. Statutory Basis
The Exchange believes that each of the proposed amendments is
consistent with Section 6(b) of the Exchange Act,\4\ in general, and
furthers the objectives of Sections 6(b)(4) \5\ of the Exchange Act, in
particular, in that they are designed to provide for the equitable
allocation of reasonable dues, fees, and other charges and is not
designed to permit unfair discrimination among its members and issuers
and other persons using its facilities. The Exchange also believes that
each of the proposed amendments is consistent with Section 6(b)(5) of
the Exchange Act, in particular in that each of them is designed to
promote just and equitable principles of trade, to foster cooperation
and coordination with persons engaged in regulating, clearing,
settling, processing information with respect to, and facilitating
transactions in securities, to remove impediments to and perfect the
mechanism of a free and open market and a national market system, and,
in general, to protect investors and the public interest.
---------------------------------------------------------------------------
\4\ 15 U.S.C. 78f(b).
\5\ 15 U.S.C. 78f(b)(4).
---------------------------------------------------------------------------
The Exchange believes that it is reasonable to waive the initial
listing fees for an issuer within 36 months following emergence from
bankruptcy, so long as such issuer has not had a security listed on a
national securities exchange during such period, because this will
incentivize such issuers to list their security on the Exchange, which
will result in increased transparency and liquidity with respect to the
issuer's security, thereby benefiting investors. In this regard, the
Exchange notes that the issuer, like all other listing applicants,
would be required to satisfy the Exchange's listings standards as well
as the other governance requirements and standards that the Exchange
requires of issuers listed on the Exchange. Accordingly, the Exchange
believes that it is in the public's interest, and the interest of the
issuer, to provide an opportunity for the increased transparency and
liquidity that is attendant with listing on the Exchange and therefore
that it is reasonable to waive the Listing Fees for such issuers. The
Exchange believes that the number of additional issuers that will
qualify for this waiver, as proposed, will be limited. The Exchange
also believes that limiting the waiver to 36 months following emergence
from bankruptcy is reasonable because, in the Exchange's opinion, it is
a period of time that is sufficient for the issuer to proceed with its
reorganization and meet the Exchange's qualifications for listing.
The Exchange also believes that it is reasonable to limit the
waiver to issuers that have emerged from bankruptcy but have not yet
had a security listed on a national securities exchange during such
period because, if an issuer has already listed its security post-
emergence, it has already exposed itself to the requirements and
transparency associated with listing on a national securities exchange,
which is what the Exchange is incentivizing by waiving the initial
listing fees. The Exchange also believes that this is equitable and not
unfairly discriminatory because the goal of the waiver is to
incentivize listing, and the transparency and public benefits (e.g.,
increased liquidity) that is attendant therewith. Accordingly, these
goals would already be achieved for an issuer that has already listed
on another national securities exchange post-emergence, and to waive
the initial listing fees would therefore be inconsistent with the
waiver's purpose.
The Exchange believes that the proposed waiver of the annual fees
for the first partial year of listing for a company transferring from
another exchange is consistent with Sections 6(b)(4) and 6(b)(5) of the
Exchange Act in that it represents an equitable allocation of fees and
does not unfairly discriminate among listed companies. The Exchange
believes that the proposed waiver is not unfairly discriminatory with
respect to companies that are already listed or companies that are not
transferring from another exchange at the time of initial listing,
because it is narrowly designed to address the fact that companies
transferring from other markets have already paid annual listing fees
at their predecessor market and would otherwise have an unusually large
aggregate listing fee burden in their first partial year of listing.
The Exchange also expects the effect of the proposed waiver to be
small, as it is limited to the first part year of a transfer company's
listing and a relatively small number of companies transfer to the
Exchange in any year.
Overall, the Exchange believes that instances of these waivers
being granted to issuers that apply to list on the Exchange will be
relatively rare. Accordingly, the Exchange does not anticipate that it
will experience any meaningful diminution in revenue as a result of the
proposed waivers and therefore does not believe that the proposed
waivers would in any way negatively affect its ability to continue to
adequately fund its regulatory program or the services the Exchange
provides to issuers.
B. Self-Regulatory Organization's Statement on Burden on Competition
The Exchange does not believe that either of the proposed
amendments will impose any burden on competition that is not necessary
or appropriate in furtherance of the purposes of the Exchange Act. The
proposed amendment to Section 140 is designed to encourage companies
emerging from bankruptcy to list as soon as possible, providing
investors with a transparent and liquid market in which to trade those
companies' stocks. The proposed amendment to Section 141 is designed to
enable all companies transferring from any other national securities
exchange to benefit from a waiver with respect to annual fees for their
first partial year of listing to offset the annual fees they will
already have paid for that year on their predecessor exchange. The
market for listings is extremely competitive. Each listing exchange has
a different fee schedule that applies to issuers seeking to list
securities on its exchange. Issuers have the option to list their
securities on these alternative venues based on the fees charged and
the value provided by each listing. Because issuers have a choice to
list their securities on a different national securities exchange, the
Exchange does not believe that the proposed fee change imposes a burden
on competition.
C. Self-Regulatory Organization's Statement on Comments on the Proposed
Rule Change Received From Members, Participants, or Others
No written comments were solicited or received with respect to the
proposed rule change.
III. Date of Effectiveness of the Proposed Rule Change and Timing for
Commission Action
The foregoing rule change is effective upon filing pursuant to
Section 19(b)(3)(A) \6\ of the Act and subparagraph (f)(2) of Rule 19b-
4 \7\ thereunder, because it establishes a due, fee, or other charge
imposed by the Exchange.
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\6\ 15 U.S.C. 78s(b)(3)(A).
\7\ 17 CFR 240.19b-4(f)(2).
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At any time within 60 days of the filing of such proposed rule
change, the Commission summarily may temporarily suspend such rule
change if it appears to the Commission that such action is necessary or
appropriate in the
[[Page 18191]]
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) \8\ of the Act to determine whether the proposed rule
change should be approved or disapproved.
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\8\ 15 U.S.C. 78s(b)(2)(B).
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IV. Solicitation of Comments
Interested persons are invited to submit written data, views, and
arguments concerning the foregoing, including whether the proposed rule
change is consistent with the Act. Comments may be submitted by any of
the following methods:
Electronic Comments
Use the Commission's Internet comment form (https://www.sec.gov/rules/sro.shtml); or
Send an email to rule-comments@sec.gov. Please include
File Number SR-NYSEMKT-2017-19 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-2017-19. 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 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-2017-19, and should
be submitted on or before May 8, 2017.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\9\
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\9\ 17 CFR 200.30-3(a)(12).
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Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2017-07639 Filed 4-14-17; 8:45 am]
BILLING CODE 8011-01-P
