Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Amend Certain of the Governing/Documents of Its Intermediate Parent Companies, 6072-6074 [2018-02722]
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Federal Register / Vol. 83, No. 29 / Monday, February 12, 2018 / Notices
Register on December 28, 2017.3 On
January 31, 2018, the Exchange filed
Amendment No. 1 to the proposed rule
change.4 The Commission has received
no comment letters on the proposed rule
change.
Section 19(b)(2) of the Act 5 provides
that within 45 days of the publication of
notice of the filing of a proposed rule
change, or within such longer period up
to 90 days as the Commission may
designate if it finds such longer period
to be appropriate and publishes its
reasons for so finding or as to which the
self-regulatory organization consents,
the Commission shall either approve the
proposed rule change, disapprove the
proposed rule change, or institute
proceedings to determine whether the
proposed rule change should be
disapproved. The Commission is
extending this 45-day time period. The
Commission finds that it is appropriate
to designate a longer period within
which to take action on the proposed
rule change so that it has sufficient time
to consider the proposed rule change.
Accordingly, the Commission,
pursuant to Section 19(b)(2) of the Act,6
designates March 28, 2018, as the date
by which the Commission shall either
approve or disapprove, or institute
proceedings to determine whether to
disapprove, the proposed rule change
(File No. SR–CboeBZX–2017–012), as
modified by Amendment No. 1.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.7
Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2018–02726 Filed 2–9–18; 8:45 am]
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BILLING CODE 8011–01–P
3 See Securities Exchange Act Release No. 82379
(Dec. 21, 2017), 82 FR 61608.
4 In Amendment No. 1, which amended and
replaced the proposed rule change in its entirety,
the Exchange: (a) Supplemented the description of
the Fund’s relative exposures to the U.S. equity and
S&P 500 futures markets; (b) made conforming
informational and rule reference corrections to
maintain internal consistency; (c) updated the
status of the registration statement for the Fund; (d)
clarified the use of certain defined terms; and (e)
made other technical and non-substantive changes.
Amendment No. 1 to the proposed rule change is
available on the Commission’s website at: https://
www.sec.gov/comments/sr-cboebzx-2017-012/
cboebzx2017012.htm.
5 15 U.S.C. 78s(b)(2).
6 Id.
7 17 CFR 200.30–3(a)(31).
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SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–82638; File No. SR–
NYSEArca–2018–09]
Self-Regulatory Organizations; NYSE
Arca, Inc.; Notice of Filing and
Immediate Effectiveness of Proposed
Rule Change To Amend Certain of the
Governing/Documents of Its
Intermediate Parent Companies
February 6, 2018.
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 January
29, 2018, NYSE Arca, Inc. (the
‘‘Exchange’’ or ‘‘NYSE Arca’’) 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 governing documents of
its intermediate parent companies
Intercontinental Exchange Holdings,
Inc. (‘‘ICE Holdings’’), NYSE Holdings
LLC (‘‘NYSE Holdings’’) and NYSE
Group, Inc. (‘‘NYSE Group’’) to make a
technical change updating the registered
office and registered agent in the state
of Delaware. The proposed rule change
is available on the Exchange’s website 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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Fmt 4703
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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 governing documents of
its intermediate parent companies ICE
Holdings, NYSE Holdings, and NYSE
Group to make a technical change
updating the registered office and
registered agent in the state of
Delaware.4
ICE Holdings and NYSE Group are
corporations and NYSE Holdings is a
limited liability corporation, all
organized under the laws of the State of
Delaware. As such, they are required to
have and maintain a registered office
and registered agent in Delaware.5 The
Exchange proposes to amend certain of
their governing documents to change
the registered office and registered
agent.
More specifically, the Exchange
proposes to amend the following
provisions in the listed documents
(collectively, the ‘‘Governing
Documents’’): 6
• Article II (Registered Office) of the
Ninth Amended and Restated Certificate
of Incorporation of ICE Holdings;
• Article II, Sections 2.4 (Registered
Office) and 2.5 (Registered Agent) of the
Ninth Amended and Restated Limited
Liability Company Agreement of NYSE
Holdings;
• the Certificate of Formation of
NYSE Holdings; 7
• Article II (Registered Office) of the
Sixth Amended and Restated Certificate
of Incorporation of NYSE Group; and
• Article I, Section 1.1 (Registered
Office) of the Fourth Amended and
Restated Bylaws of NYSE Group.
The listed provisions identify The
Corporation Trust Company as the
4 Intercontinental Exchange Inc., the ultimate
parent of the Exchange, owns 100% of the equity
interest in ICE Holdings, which in turn owns 100%
of the equity interest in NYSE Holdings. NYSE
Holdings owns 100% of the equity interest of NYSE
Group, which in turn directly owns 100% of the
equity interest of the Exchange and its national
securities exchange affiliates, New York Stock
Exchange LLC (‘‘NYSE’’), NYSE American LLC and
NYSE National, Inc. ICE is a publicly traded
company listed on the NYSE.
5 See Del. Code tit 6, § 18–104, and Del. Code tit
8, §§ 131 and 132.
6 Some of the Governing Documents were
recently amended. See Securities Exchange Act
Release No. 82083 (November 15, 2017), 82 FR
55453 (November 21, 2017) (SR–NYSEArca–2017–
125).
7 The Certificate of Formation of NYSE Holdings
is amended by filing a ‘‘State of Delaware Certificate
of Amendment Changing Only the Registered Office
or Registered Agent of a Limited Liability
Company,’’ as set forth in Exhibit 5C of the
proposed rule change.
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Federal Register / Vol. 83, No. 29 / Monday, February 12, 2018 / Notices
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registered agent, and provide that the
address of the registered office in
Wilmington, Delaware is Corporation
Trust Center, 1209 Orange Street. The
Exchange proposes to amend such
provisions to identify United Agent
Group Inc. as the registered agent, and
to provide that the address of the
registered office is 3411 Silverside Road,
Tatnall Building No. 104, Wilmington,
County of New Castle, Delaware 19810.
In addition, conforming changes
would be made to the title [sic], recitals,
dates and signature lines, as applicable,
of the Governing Documents.
The change is a non-substantive
technical administrative change.
2. Statutory Basis
The Exchange believes that the
proposed rule change is consistent with
Section 6(b) of the Exchange Act 8 in
general, and with Section 6(b)(1) 9 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 proposed rule change is a nonsubstantive administrative change that
does not impact the governance or
ownership of the Exchange. The
Exchange believes that the proposed
rule change would enable the Exchange
to continue to be so organized as to have
the capacity to carry out the purposes of
the Exchange Act and comply and
enforce compliance with the provisions
of the Exchange Act by its members and
persons associated with its members,
because ensuring that the Governing
Documents rules identify the registered
agent and registered office in Delaware
would contribute to the orderly
operation of the Exchange by adding
clarity and transparency to its rules.
Similarly, the proposed conforming
changes to the title [sic], recitals, date
and signature line, as applicable, of the
Governing Documents would contribute
to the orderly operation of the Exchange
by adding clarity and transparency to its
rules.
For similar reasons, the Exchange also
believes that the proposed rule change
is consistent with Section 6(b)(5) of the
Act,10 in that it is designed to prevent
fraudulent and manipulative acts and
practices, to promote just and equitable
principles of trade, to foster cooperation
U.S.C. 78f(b).
U.S.C. 78f(b)(1).
10 15 U.S.C. 78f(b)(5).
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.
The Exchange believes that the
proposed rule change would remove
impediments to and perfect the
mechanism of a free and open market
and a national market system by
ensuring that market participants can
more easily navigate, understand and
comply with its rules. The Exchange
believes that, by ensuring that such
rules accurately identify the registered
agent and registered office in Delaware,
and by making conforming changes to
the title [sic], recitals, date and signature
line, as applicable, of the Governing
Documents, the proposed rule change
would reduce potential investor or
market participant confusion.
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
designed to address any competitive
issue but rather is concerned solely with
making a technical change updating the
registered office and registered agent of
each Intermediate Holding Company.
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 proposed rule change has become
effective pursuant to Section 19(b)(3)(A)
of the Act 11 and Rule 19b–4(f)(3) 12
thereunder in that the proposed rule
change is concerned solely with the
administration of the Exchange.
At any time within 60 days of the
filing of the proposed rule change, the
Commission summarily may 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
8 15
9 15
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11 15
12 17
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U.S.C. 78s(b)(3)(A).
CFR 240.19b–4(f)(3).
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6073
institute proceedings under Section
19(b)(2)(B) 13 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–
NYSEArca–2018–09 on the subject line.
Paper Comments
• Send paper comments in triplicate
to Secretary, Securities and Exchange
Commission, 100 F Street NE,
Washington, DC 20549–1090.
All submissions should refer to File
Number SR–NYSEArca–2018–09. 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 website (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 website 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.
Persons submitting comments are
cautioned that we do not redact or edit
personal identifying information from
comment submissions. You should
submit only information that you wish
to make available publicly. All
submissions should refer to File
Number SR–NYSEArca–2018–09, and
13 15
E:\FR\FM\12FEN1.SGM
U.S.C. 78s(b)(2)(B).
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6074
Federal Register / Vol. 83, No. 29 / Monday, February 12, 2018 / Notices
should be submitted on or before March
5, 2018.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.14
Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2018–02722 Filed 2–9–18; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–82642; File No. SR–
CboeBZX–2018–007]
Self-Regulatory Organizations; Cboe
BZX Exchange, Inc.; Notice of Filing
and Immediate Effectiveness of a
Proposed Rule Change Related to Fees
for Use on Cboe BZX Exchange, Inc.
February 6, 2018.
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 January
31, 2018, Cboe BZX Exchange, Inc. (the
‘‘Exchange’’ or ‘‘BZX’’) filed with the
Securities and Exchange Commission
(‘‘Commission’’) the proposed rule
change as described in Items I, II and III
below, which Items have been prepared
by the Exchange. The Exchange has
designated the proposed rule change as
one establishing or changing a member
due, fee, or other charge imposed by the
Exchange under Section 19(b)(3)(A)(ii)
of the Act 3 and Rule 19b–4(f)(2)
thereunder,4 which renders the
proposed rule change 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
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The Exchange filed a proposal to
amend the fee schedule applicable to
Members 5 and non-Members of the
Exchange pursuant to BZX Rules 15.1(a)
and (c).
The text of the proposed rule change
is available at the Exchange’s website at
www.markets.cboe.com, at the principal
office of the Exchange, and at the
Commission’s Public Reference Room.
14 17
CFR 200.30–3(a)(12).
U.S.C. 78s(b)(1).
2 17 CFR 240.19b–4.
3 15 U.S.C. 78s(b)(3)(A)(ii).
4 17 CFR 240.19b–4(f)(2).
5 The term ‘‘Member’’ is defined as ‘‘any
registered broker or dealer that has been admitted
to membership in the Exchange.’’ See Exchange
Rule 1.5(n).
1 15
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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 parts of such
statements.
(A) Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
1. Purpose
The Exchange proposes to amend its
fee schedule applicable to its equities
trading platform (‘‘BZX Equities’’) to
amend the criteria necessary to qualify
for the enhanced rebate provided by the
Single MPID Investor Tier 1 under
footnote 4. The Exchange currently
offers two Single MPID Investor Tiers
under footnote 4, which provide an
enhanced rebate of $0.0031 or $0.0027
per share for qualifying orders which
yield fee codes B,6 V,7or Y.8 The
distinction between the tiers under
footnote 4 and other tiers offered by the
Exchange, is that the volume measured
to determine whether a Member
qualifies is performed on an Member
Participant Identifier (‘‘MPID’’) by MPID
basis. The Exchange proposes to modify
the criteria necessary to achieve the Tier
1 under footnote 4 as described below.
Currently, under Tier 1 a Member may
receive an enhanced rebate of $0.0031
per share where their MPID has: (i) An
ADAV 9 as a percentage of TCV 10
≥0.35%; and (ii) an ADAV as a
6 Fee code B is appended to displayed orders
which add liquidity to Tape B and is provided a
rebate of $0.0025 per share.
7 Fee code V is appended to displayed orders
which add liquidity to Tape A and is provided a
rebate of $0.0020 per share.
8 Fee code Y is appended to displayed orders
which add liquidity to Tape C and is provided a
rebate of $0.0020 per share.
9 ‘‘ADAV’’ means average daily added volume
calculated as the number of shares added per day
and ‘‘ADV’’ means average daily volume calculated
as the number of shares added or removed,
combined, per day. ADAV and ADV are calculated
on a monthly basis. See the BZX Equities fee
schedule available at https://markets.cboe.com/us/
equities/membership/fee_schedule/bzx/.
10 ‘‘TCV’’ means total consolidated volume
calculated as the volume reported by all exchanges
and trade reporting facilities to a consolidated
transaction reporting plan for the month for which
the fees apply. Id.
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percentage of ADV 11 ≥90%. The
Exchange proposes to ease the first
prong of the tier’s criteria to now require
that the Member’s MPID an ADAV as a
percentage of TCV ≥0.30%, rather than
0.35%. The Exchange does not proposes
to amend their tier’s enhanced rebate or
the second prong of the tier’s required
criteria.
The Exchange proposes to implement
the above change to its fee schedule on
February 1, 2018.
2. Statutory Basis
The Exchange believes that the
proposed rule changes are consistent
with the objectives of Section 6 of the
Act,12 in general, and furthers the
objectives of Section 6(b)(4),13 in
particular, as it is designed to provide
for the equitable allocation of reasonable
dues, fees and other charges among its
Members and other persons using its
facilities. The Exchange also notes that
it operates in a highly-competitive
market in which market participants can
readily direct order flow to competing
venues if they deem fee levels at a
particular venue to be excessive or
incentives to be insufficient.
Furthermore, the Exchange notes that
routing through the Exchange’s affiliate,
Bats Trading, is voluntary.
The Exchange believes that the
proposed modification to the tiered
pricing structure is reasonable, fair and
equitable, and non-discriminatory. The
Exchange operates in a highly
competitive market in which market
participants may readily send order
flow to many competing venues if they
deem fees at the Exchange to be
excessive or incentives provided to be
insufficient. The proposed structure
remains intended to attract order flow to
the Exchange by offering market
participants a competitive pricing
structure. The Exchange believes it is
reasonable to offer and incrementally
modify incentives intended to help to
contribute to the growth of the
Exchange.
Volume-based pricing such as that
proposed herein have been widely
adopted by exchanges, including the
Exchange, and are equitable because
they are open to all Members on an
equal basis and provide additional
benefits or discounts that are reasonably
related to: (i) The value to an exchange’s
market quality; (ii) associated higher
levels of market activity, such as higher
levels of liquidity provisions and/or
growth patterns; and (iii) introduction of
11 See
supra note 9.
U.S.C. 78f.
13 15 U.S.C. 78f(b)(4).
12 15
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]]>Agencies
[Federal Register Volume 83, Number 29 (Monday, February 12, 2018)]
[Notices]
[Pages 6072-6074]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2018-02722]
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-82638; File No. SR-NYSEArca-2018-09]
Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing
and Immediate Effectiveness of Proposed Rule Change To Amend Certain of
the Governing/Documents of Its Intermediate Parent Companies
February 6, 2018.
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 January 29, 2018, NYSE Arca, Inc. (the ``Exchange'' or
``NYSE Arca'') 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 governing documents
of its intermediate parent companies Intercontinental Exchange
Holdings, Inc. (``ICE Holdings''), NYSE Holdings LLC (``NYSE
Holdings'') and NYSE Group, Inc. (``NYSE Group'') to make a technical
change updating the registered office and registered agent in the state
of Delaware. The proposed rule change is available on the Exchange's
website 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 governing documents
of its intermediate parent companies ICE Holdings, NYSE Holdings, and
NYSE Group to make a technical change updating the registered office
and registered agent in the state of Delaware.\4\
---------------------------------------------------------------------------
\4\ Intercontinental Exchange Inc., the ultimate parent of the
Exchange, owns 100% of the equity interest in ICE Holdings, which in
turn owns 100% of the equity interest in NYSE Holdings. NYSE
Holdings owns 100% of the equity interest of NYSE Group, which in
turn directly owns 100% of the equity interest of the Exchange and
its national securities exchange affiliates, New York Stock Exchange
LLC (``NYSE''), NYSE American LLC and NYSE National, Inc. ICE is a
publicly traded company listed on the NYSE.
---------------------------------------------------------------------------
ICE Holdings and NYSE Group are corporations and NYSE Holdings is a
limited liability corporation, all organized under the laws of the
State of Delaware. As such, they are required to have and maintain a
registered office and registered agent in Delaware.\5\ The Exchange
proposes to amend certain of their governing documents to change the
registered office and registered agent.
---------------------------------------------------------------------------
\5\ See Del. Code tit 6, Sec. 18-104, and Del. Code tit 8,
Sec. Sec. 131 and 132.
---------------------------------------------------------------------------
More specifically, the Exchange proposes to amend the following
provisions in the listed documents (collectively, the ``Governing
Documents''): \6\
---------------------------------------------------------------------------
\6\ Some of the Governing Documents were recently amended. See
Securities Exchange Act Release No. 82083 (November 15, 2017), 82 FR
55453 (November 21, 2017) (SR-NYSEArca-2017-125).
---------------------------------------------------------------------------
Article II (Registered Office) of the Ninth Amended and
Restated Certificate of Incorporation of ICE Holdings;
Article II, Sections 2.4 (Registered Office) and 2.5
(Registered Agent) of the Ninth Amended and Restated Limited Liability
Company Agreement of NYSE Holdings;
the Certificate of Formation of NYSE Holdings; \7\
---------------------------------------------------------------------------
\7\ The Certificate of Formation of NYSE Holdings is amended by
filing a ``State of Delaware Certificate of Amendment Changing Only
the Registered Office or Registered Agent of a Limited Liability
Company,'' as set forth in Exhibit 5C of the proposed rule change.
---------------------------------------------------------------------------
Article II (Registered Office) of the Sixth Amended and
Restated Certificate of Incorporation of NYSE Group; and
Article I, Section 1.1 (Registered Office) of the Fourth
Amended and Restated Bylaws of NYSE Group.
The listed provisions identify The Corporation Trust Company as the
[[Page 6073]]
registered agent, and provide that the address of the registered office
in Wilmington, Delaware is Corporation Trust Center, 1209 Orange
Street. The Exchange proposes to amend such provisions to identify
United Agent Group Inc. as the registered agent, and to provide that
the address of the registered office is 3411 Silverside Road, Tatnall
Building No. 104, Wilmington, County of New Castle, Delaware 19810.
In addition, conforming changes would be made to the title [sic],
recitals, dates and signature lines, as applicable, of the Governing
Documents.
The change is a non-substantive technical administrative change.
2. Statutory Basis
The Exchange believes that the proposed rule change is consistent
with Section 6(b) of the Exchange Act \8\ in general, and with Section
6(b)(1) \9\ 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.
---------------------------------------------------------------------------
\8\ 15 U.S.C. 78f(b).
\9\ 15 U.S.C. 78f(b)(1).
---------------------------------------------------------------------------
The proposed rule change is a non-substantive administrative change
that does not impact the governance or ownership of the Exchange. The
Exchange believes that the proposed rule change would enable the
Exchange to continue to be so organized as to have the capacity to
carry out the purposes of the Exchange Act and comply and enforce
compliance with the provisions of the Exchange Act by its members and
persons associated with its members, because ensuring that the
Governing Documents rules identify the registered agent and registered
office in Delaware would contribute to the orderly operation of the
Exchange by adding clarity and transparency to its rules. Similarly,
the proposed conforming changes to the title [sic], recitals, date and
signature line, as applicable, of the Governing Documents would
contribute to the orderly operation of the Exchange by adding clarity
and transparency to its rules.
For similar reasons, the Exchange also believes that the proposed
rule change is consistent with Section 6(b)(5) of the Act,\10\ in that
it 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 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.
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\10\ 15 U.S.C. 78f(b)(5).
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The Exchange believes that the proposed rule change would remove
impediments to and perfect the mechanism of a free and open market and
a national market system by ensuring that market participants can more
easily navigate, understand and comply with its rules. The Exchange
believes that, by ensuring that such rules accurately identify the
registered agent and registered office in Delaware, and by making
conforming changes to the title [sic], recitals, date and signature
line, as applicable, of the Governing Documents, the proposed rule
change would reduce potential investor or market participant confusion.
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 designed to address any competitive issue but rather is
concerned solely with making a technical change updating the registered
office and registered agent of each Intermediate Holding Company.
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 proposed rule change has become effective pursuant to Section
19(b)(3)(A) of the Act \11\ and Rule 19b-4(f)(3) \12\ thereunder in
that the proposed rule change is concerned solely with the
administration of the Exchange.
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\11\ 15 U.S.C. 78s(b)(3)(A).
\12\ 17 CFR 240.19b-4(f)(3).
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At any time within 60 days of the filing of the proposed rule
change, the Commission summarily may 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) \13\ of the Act to determine whether the proposed rule
change should be approved or disapproved.
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\13\ 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 [email protected]. Please include
File Number SR-NYSEArca-2018-09 on the subject line.
Paper Comments
Send paper comments in triplicate to Secretary, Securities
and Exchange Commission, 100 F Street NE, Washington, DC 20549-1090.
All submissions should refer to File Number SR-NYSEArca-2018-09. 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 website (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 website 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. Persons submitting comments are
cautioned that we do not redact or edit personal identifying
information from comment submissions. You should submit only
information that you wish to make available publicly. All submissions
should refer to File Number SR-NYSEArca-2018-09, and
[[Page 6074]]
should be submitted on or before March 5, 2018.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\14\
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\14\ 17 CFR 200.30-3(a)(12).
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Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2018-02722 Filed 2-9-18; 8:45 am]
BILLING CODE 8011-01-P
