Self-Regulatory Organizations; Nasdaq MRX, LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Incorporate by Reference The Nasdaq Stock Market LLC's Consolidated Audit Trail Rules Into the Rules of Nasdaq MRX, 18364-18366 [2018-08733]
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Federal Register / Vol. 83, No. 81 / Thursday, April 26, 2018 / Notices
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–ISE–2018–35. 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–ISE–2018–35 and should be
submitted on or before May 17, 2018.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.13
Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2018–08728 Filed 4–25–18; 8:45 am]
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BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–83085; File No. SR–MRX–
2018–12]
Self-Regulatory Organizations; Nasdaq
MRX, LLC; Notice of Filing and
Immediate Effectiveness of Proposed
Rule Change To Incorporate by
Reference The Nasdaq Stock Market
LLC’s Consolidated Audit Trail Rules
Into the Rules of Nasdaq MRX
April 20, 2018.
Pursuant to Section 19(b)(1) of the
Securities Exchange Act of 1934
(‘‘Act’’),1 and Rule 19b–4 thereunder,2
notice is hereby given that on April 10,
2018, Nasdaq MRX, LLC (‘‘MRX’’ or
‘‘Exchange’’) 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 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 incorporate
by reference The Nasdaq Stock Market
LLC’s (‘‘Nasdaq’’) rule at General 7,
entitled ‘‘Consolidated Audit Trail
Compliance’’ into MRX’s General 7.
The text of the proposed rule change
is available on the Exchange’s website at
https://nasdaqmrx.cchwallstreet.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
Exchange included statements
concerning the purpose of and basis for
the proposed rule change and discussed
any comments it received on the
proposed rule change. The text of these
statements may be examined at the
places specified in Item IV below. The
Exchange has prepared summaries, set
forth in sections A, B, and C below, of
the most significant aspects of such
statements.
1 15
13 17
CFR 200.30–3(a)(12).
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2 17
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U.S.C. 78s(b)(1).
CFR 240.19b–4.
Frm 00103
Fmt 4703
Sfmt 4703
A. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
1. Purpose
The Exchange proposes to incorporate
by reference Nasdaq’s rule at General 7,
entitled ‘‘Consolidated Audit Trail
Compliance’’ into MRX’s General 7. The
rule sets are identical.3 MRX proposes
to remove the current rule text from
General 7 and replace that rule text with
the following text: 4
The rules contained in The Nasdaq Stock
Market LLC General 7, as such rules may be
in effect from time to time (the ‘‘General 7
Rules’’), are hereby incorporated by reference
into this Nasdaq MRX General 7, and are thus
Nasdaq MRX Rules and thereby applicable to
Nasdaq MRX Members. Nasdaq MRX
Members shall comply with the General 7
Rules as though such rules were fully set
forth herein. All defined terms, including any
variations thereof, contained in the General
7 Rules shall be read to refer to the Nasdaq
MRX related meaning of such term. Solely by
way of example, and not in limitation or in
exhaustion: the defined term ‘‘Exchange’’ in
the General 7 Rules shall be read to refer to
the Nasdaq MRX Exchange; the defined term
‘‘Rule’’ in the General 7 Rules shall be read
to refer to the Nasdaq MRX Rule.
Should any rules which impact
trading behavior be added to the
Consolidated Audit Trail Compliance
Rules in Nasdaq General 7 in the future,
those rules shall not become subject to
the incorporation by reference and shall
be placed elsewhere within MRX’s
Rulebook. The incorporations by
reference of Nasdaq General 7 into
MRX’s General 7 Rule are regulatory in
nature.5 The Exchange notes that as a
condition of an exemption, which the
Exchange will request and will need to
be approved by the Commission,6 MRX
3 See Securities Exchange Act Release Nos. 82601
(January 30, 2018), 83 FR 4949 (February 2, 2018)
(SR–Phlx–2018–11); 82604 (January 30, 2018), 83
FR 5154 (February 5, 2018) (SR–NASDAQ–2018–
007); 82597 (January 30, 2018), 83 FR 4942
(February 2, 2018) (SR–BX–2018–007); 82599
(January 30, 2017), 83 FR 4947 (February 2, 2018)
(SR–ISE–2018–09); 82598 (January 30, 2018), 83 FR
4936 (February 2, 2018) (SR–GEMX–2018–02); and
82600 (January 30, 2018), 83 FR 4934 (February 2,
2018) (SR–MRX–2018–03).
4 MRX shall include a hyperlink to Nasdaq’s
General 7 for ease of reference.
5 The General 7 Rules are categories of rules that
are not trading rules. See 17 CFR 200.30–3(a)(76)
(contemplating such requests). In addition, several
other SROs incorporate by reference certain
regulatory rules of another SRO and have received
from the Commission similar exemptions from
Section 19(b) of the Exchange Act. See e.g.,
Securities Exchange Act Release Nos. 57478 (March
12, 2008), 73 FR 14521 (March 18, 2008), 53128
(January 13, 2006), 71 FR 3550 (January 23, 2006);
49260 (February 17, 2004), 69 FR 8500 (February
24, 2004).
6 The Exchange will request an exemption
pursuant to its authority under Section 36 of the
E:\FR\FM\26APN1.SGM
26APN1
Federal Register / Vol. 83, No. 81 / Thursday, April 26, 2018 / Notices
agrees to provide written notice to its
members whenever Nasdaq proposes a
change to its General 7 Rule.7 Such
notice will alert MRX members to the
proposed Nasdaq rule change and give
them an opportunity to comment on the
proposal. MRX will similarly inform its
members in writing when the SEC
approves any such proposed change.
is not changing and MRX members will
be required to continue to comply with
the General 7 Rules as though such rules
are fully set forth in MRX’s Rulebook.
The Exchange desires to conform its
rules and locate those rules within the
same location in each Rulebook to
provide Members the ability to quickly
locate rules.
Implementation
B. Self-Regulatory Organization’s
Statement on Burden on Competition
The Exchange proposes that this rule
change become operative at such time as
it receives approval for an exemption
from the Securities and Exchange
Commission, pursuant to its authority
under Section 36 of the Exchange Act of
1934 (‘‘Act’’) and Rule 0–12 8
thereunder, from the Section 19(b) rule
filing requirements to separately file a
proposed rule change to amend MRX
General 7.
2. Statutory Basis
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The Exchange believes that its
proposal is consistent with Section 6(b)
of the Act,9 in general, and furthers the
objectives of Section 6(b)(5) of the Act,10
in particular, in that it is designed to
promote just and equitable principles of
trade, 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, by
consolidating its rules into a single rule
set. The Exchange intends to also file
similar proposed rule changes for the
Nasdaq PHLX LLC; Nasdaq GEMX, LLC;
Nasdaq ISE, LLC; and Nasdaq MRX, LLC
markets so that the General 7 Rules
which govern Consolidated Audit Trail
Compliance are conformed.
Incorporating by reference the Nasdaq
General 7 Rules into the MRX General
7 Rules will provide an easy reference
for Members seeking to comply with
Consolidated Audit Trail on multiple
markets. As noted, the Exchange intends
to file similar proposed rule changes for
other affiliated markets so that Nasdaq
General 7 is the source document for all
Nasdaq Consolidated Audit Trail rules.
The Exchange notes that the current rule
Exchange Act of 1934 (‘‘Act’’) and Rule 0–126
thereunder, from the Section 19(b) rule filing
requirements to separately file a proposed rule
change to amend MRX General 7.
7 MRX will provide such notice via a posting on
the same website location where MRX posts its own
rule filings pursuant to Rule 19b–4 within the
timeframe require by such Rule. The website
posting will include a link to the location on the
Nasdaq website where the applicable proposed rule
change is posted.
8 See 17 CFR 240.0–12; Exchange Act Release No.
39624 (February 5, 1998), 63 FR 8101 (February 18,
1998).
9 15 U.S.C. 78f(b).
10 15 U.S.C. 78f(b)(5).
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The Exchange does not believe that
the proposed rule change will impose
any burden on competition not
necessary or appropriate in furtherance
of the purposes of the Act. The
Exchange believes that this rule change
does not impose an undue burden on
competition because MRX is merely
incorporating by reference the rules of
Nasdaq’s General 7 into its own
Rulebook. The current General 7 is not
being amended and therefore no
Member is impacted.
C. Self-Regulatory Organization’s
Statement on Comments on the
Proposed Rule Change Received From
Members, Participants, or Others
No written comments were either
solicited or received.
III. Date of Effectiveness of the
Proposed Rule Change and Timing for
Commission Action
Because the foregoing proposed rule
change does not: (i) Significantly affect
the protection of investors or the public
interest; (ii) impose any significant
burden on competition; and (iii) become
operative for 30 days from the date on
which it was filed, or such shorter time
as the Commission may designate, it has
become effective pursuant to Section
19(b)(3)(A)(iii) of the Act 11 and
subparagraph (f)(6) of Rule 19b–4
thereunder.12
At any time within 60 days of the
filing of the proposed rule change, the
Commission summarily may
temporarily suspend such rule change if
it appears to the Commission that such
action is: (i) Necessary or appropriate in
the public interest; (ii) for the protection
of investors; or (iii) otherwise in
furtherance of the purposes of the Act.
If the Commission takes such action, the
Commission shall institute proceedings
11 15
U.S.C. 78s(b)(3)(A)(iii).
CFR 240.19b–4(f)(6). 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.
12 17
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18365
to determine whether the proposed rule
should be approved or disapproved.
IV. Solicitation of Comments
Interested persons are invited to
submit written data, views, and
arguments concerning the foregoing,
including whether the proposed rule
change is consistent with the Act.
Comments may be submitted by any of
the following methods:
Electronic Comments
• Use the Commission’s internet
comment form (https://www.sec.gov/
rules/sro.shtml); or
• Send an email to rule-comments@
sec.gov. Please include File Number SR–
MRX–2018–12 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–MRX–2018–12. 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–MRX–2018–12 and should
be submitted on or before May 17, 2018.
E:\FR\FM\26APN1.SGM
26APN1
18366
Federal Register / Vol. 83, No. 81 / Thursday, April 26, 2018 / Notices
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.13
Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2018–08733 Filed 4–25–18; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–83075; File No. SR–IEX–
2018–08]
Self-Regulatory Organizations;
Investors Exchange LLC; Notice of
Filing and Immediate Effectiveness of
Proposed Rule Change To Amend Rule
11.350 To Clarify When a New IEXListed Security Will Be Eligible To
Begin Trading With an IPO Auction
April 20, 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 April 17,
2018, the Investors Exchange LLC
(‘‘IEX’’ or the ‘‘Exchange’’) 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 Substance of
the Proposed Rule Change
Pursuant to the provisions of Section
19(b)(1) under the Securities Exchange
Act of 1934 (‘‘Act’’),4 and Rule 19b–4
thereunder,5 IEX is filing with the
Commission a proposed rule change to
amend Rules 11.350(e) and (a) to clarify
that a new IEX-listed security that is not
the subject of an initial public offering
(‘‘IPO’’) 6 or otherwise being priced
pursuant to Rule 11.280(h)(9) will be
eligible to begin trading in the PreMarket Session 7 and have an Opening
Auction 8 on IEX at the start of Regular
Market Hours,9 rather than an IPO
Auction,10 and to make corresponding
13 17
CFR 200.30–3(a)(12).
U.S.C.78s(b)(1).
2 15 U.S.C. 78a.
3 17 CFR 240.19b–4.
4 15 U.S.C. 78s(b)(1).
5 17 CFR 240.19b–4.
6 The term IPO refers to the initial public offering
of securities registered under Section 6 of the
Securities Act of 1933.
7 See Rule 1.160(z).
8 See Rule 11.350(c).
9 See Rule 1.160(gg).
10 See Rule 11.350(e).
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changes to certain definitions governing
IPO and Opening Auctions. The
Exchange has designated this rule
change as ‘‘non-controversial’’ under
Section 19(b)(3)(A) of the Act 11 and
provided the Commission with the
notice required by Rule 19b–4(f)(6)
thereunder.12
The text of the proposed rule change
is available at the Exchange’s website at
www.iextrading.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 these statement [sic] may be
examined at the places specified in Item
IV below. The self-regulatory
organization has prepared summaries,
set forth in Sections A, B, and C below,
of the most significant aspects of such
statements.
A. Self-Regulatory Organization’s
Statement of the Purpose of, and the
Statutory Basis for, the Proposed Rule
Change
1. Purpose
Overview
On August 4, 2017, the Commission
approved a proposed rule change filed
by the Exchange to adopt rules
governing auctions in IEX-listed
securities (‘‘IEX Auctions’’), including
provisions governing the initial public
offering (‘‘IPO’’) of IEX-listed
securities.13 The Exchange intends to
launch a listings program for corporate
issuers in 2018. The purpose of this
proposed rule change is to amend
paragraphs (e) and (a) of Rule 11.350,
and adopt new Supplemental Material
.01 and .02 to Rule 11.350(e) to clarify
that a new IEX-listed security that is not
the subject of an initial public offering
or otherwise being priced pursuant to
Rule 11.280(h)(9) will be eligible to
begin trading in the Pre-Market Session
and have an Opening Auction on IEX at
the start of Regular Market Hours, rather
than an IPO Auction, and to make
corresponding changes to certain
11 15
U.S.C. 78s(b)(3)(A).
CFR 240.19b–4.
13 See Securities Exchange Act Release No. 81316
(August 4, 2017), 82 FR 37474 (August 10, 2017).
See also Rule 11.350(e).
12 17
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Fmt 4703
Sfmt 4703
definitions governing IPO and Opening
Auctions.
Pursuant to Rule 11.350(e), the
Exchange will conduct an IPO Auction
for securities that are the subject of an
initial public offering on the first day of
listing.14 In addition, as proposed, the
Exchange will also conduct an IPO
Auction on the first day of listing for a
new issue that is not an initial public
offering, provided that a broker-dealer
serving in the role of financial advisor
to the issuer of the securities being
listed is willing to perform the functions
that are performed by an underwriter
with respect to an initial public offering
as specified in Rule 11.280(h)(9)
(‘‘specified underwriter functions’’).15
For securities that are not the subject of
an initial public offering or other new
issues where a broker-dealer is
unwilling to perform the specified
underwriter functions, the security will
be eligible to begin trading in the PreMarket Session and have an Opening
Auction on IEX at the start of Regular
Market Hours, instead of conducting an
IPO Auction on the first day of listing.16
As an example, if an issuer with a class
of common stock listed on IEX offers
and lists a class of preferred stock on
IEX, the offering of the preferred stock
would not constitute an initial public
offering and if there is no broker-dealer
serving in the role of financial advisor
to the issuer of the preferred stock that
is willing to perform the specified
underwriter functions, the security will
be eligible to begin trading in the PreMarket Session and have an Opening
Auction on IEX at the start of Regular
14 Pursuant to section 12(f)(1)(G)(i)–(ii) of the
Securities and Exchange Act, a security is the
subject of an initial public offering if the offering
of the subject security is registered under the
Securities Act of 1933, the issuer of the security,
immediately prior to filing the registration
statement with respect to the offering, was not
subject to the reporting requirements of the Act, and
the initial public offering of such security
commences at the opening of trading on the day on
which such security commences trading on the
national securities exchange with which such
security is registered. See 15 U.S.C. 78l(f)(1)(G). See
also proposed Supplemental Material .01 to Rule
11.350(e).
15 Pursuant to Rule 11.280(h)(9), the process for
halting and initial pricing of a security that is the
subject of an IPO shall also be available for the
initial pricing of any other security that has not
been listed on a national securities exchange or
traded in the over-the-counter market pursuant to
FINRA Form 211 immediately prior to the initial
pricing, provided that a broker-dealer serving in the
role of financial advisor to the issuer of the
securities being listed is willing to perform the
functions under IEX Rule 11.280(h)(8) that are
performed by an underwriter with respect to an
initial public offering. See also proposed
Supplemental Material .01 to Rule 11.350(e).
16 See proposed Supplemental Material .02 to
Rule 11.350(e) and Rule 11.350(c).
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]]>Agencies
[Federal Register Volume 83, Number 81 (Thursday, April 26, 2018)]
[Notices]
[Pages 18364-18366]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2018-08733]
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-83085; File No. SR-MRX-2018-12]
Self-Regulatory Organizations; Nasdaq MRX, LLC; Notice of Filing
and Immediate Effectiveness of Proposed Rule Change To Incorporate by
Reference The Nasdaq Stock Market LLC's Consolidated Audit Trail Rules
Into the Rules of Nasdaq MRX
April 20, 2018.
Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934
(``Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby given that
on April 10, 2018, Nasdaq MRX, LLC (``MRX'' or ``Exchange'') 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 Commission is publishing this notice to
solicit comments on the proposed rule change from interested persons.
---------------------------------------------------------------------------
\1\ 15 U.S.C. 78s(b)(1).
\2\ 17 CFR 240.19b-4.
---------------------------------------------------------------------------
I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change
The Exchange proposes to incorporate by reference The Nasdaq Stock
Market LLC's (``Nasdaq'') rule at General 7, entitled ``Consolidated
Audit Trail Compliance'' into MRX's General 7.
The text of the proposed rule change is available on the Exchange's
website at https://nasdaqmrx.cchwallstreet.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 Exchange included statements
concerning the purpose of and basis for the proposed rule change and
discussed any comments it received on the proposed rule change. The
text of these statements may be examined at the places specified in
Item IV below. The Exchange has prepared summaries, set forth in
sections A, B, and C below, of the most significant aspects of such
statements.
A. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change
1. Purpose
The Exchange proposes to incorporate by reference Nasdaq's rule at
General 7, entitled ``Consolidated Audit Trail Compliance'' into MRX's
General 7. The rule sets are identical.\3\ MRX proposes to remove the
current rule text from General 7 and replace that rule text with the
following text: \4\
---------------------------------------------------------------------------
\3\ See Securities Exchange Act Release Nos. 82601 (January 30,
2018), 83 FR 4949 (February 2, 2018) (SR-Phlx-2018-11); 82604
(January 30, 2018), 83 FR 5154 (February 5, 2018) (SR-NASDAQ-2018-
007); 82597 (January 30, 2018), 83 FR 4942 (February 2, 2018) (SR-
BX-2018-007); 82599 (January 30, 2017), 83 FR 4947 (February 2,
2018) (SR-ISE-2018-09); 82598 (January 30, 2018), 83 FR 4936
(February 2, 2018) (SR-GEMX-2018-02); and 82600 (January 30, 2018),
83 FR 4934 (February 2, 2018) (SR-MRX-2018-03).
\4\ MRX shall include a hyperlink to Nasdaq's General 7 for ease
of reference.
The rules contained in The Nasdaq Stock Market LLC General 7, as
such rules may be in effect from time to time (the ``General 7
Rules''), are hereby incorporated by reference into this Nasdaq MRX
General 7, and are thus Nasdaq MRX Rules and thereby applicable to
Nasdaq MRX Members. Nasdaq MRX Members shall comply with the General
7 Rules as though such rules were fully set forth herein. All
defined terms, including any variations thereof, contained in the
General 7 Rules shall be read to refer to the Nasdaq MRX related
meaning of such term. Solely by way of example, and not in
limitation or in exhaustion: the defined term ``Exchange'' in the
General 7 Rules shall be read to refer to the Nasdaq MRX Exchange;
the defined term ``Rule'' in the General 7 Rules shall be read to
---------------------------------------------------------------------------
refer to the Nasdaq MRX Rule.
Should any rules which impact trading behavior be added to the
Consolidated Audit Trail Compliance Rules in Nasdaq General 7 in the
future, those rules shall not become subject to the incorporation by
reference and shall be placed elsewhere within MRX's Rulebook. The
incorporations by reference of Nasdaq General 7 into MRX's General 7
Rule are regulatory in nature.\5\ The Exchange notes that as a
condition of an exemption, which the Exchange will request and will
need to be approved by the Commission,\6\ MRX
[[Page 18365]]
agrees to provide written notice to its members whenever Nasdaq
proposes a change to its General 7 Rule.\7\ Such notice will alert MRX
members to the proposed Nasdaq rule change and give them an opportunity
to comment on the proposal. MRX will similarly inform its members in
writing when the SEC approves any such proposed change.
---------------------------------------------------------------------------
\5\ The General 7 Rules are categories of rules that are not
trading rules. See 17 CFR 200.30-3(a)(76) (contemplating such
requests). In addition, several other SROs incorporate by reference
certain regulatory rules of another SRO and have received from the
Commission similar exemptions from Section 19(b) of the Exchange
Act. See e.g., Securities Exchange Act Release Nos. 57478 (March 12,
2008), 73 FR 14521 (March 18, 2008), 53128 (January 13, 2006), 71 FR
3550 (January 23, 2006); 49260 (February 17, 2004), 69 FR 8500
(February 24, 2004).
\6\ The Exchange will request an exemption pursuant to its
authority under Section 36 of the Exchange Act of 1934 (``Act'') and
Rule 0-12\6\ thereunder, from the Section 19(b) rule filing
requirements to separately file a proposed rule change to amend MRX
General 7.
\7\ MRX will provide such notice via a posting on the same
website location where MRX posts its own rule filings pursuant to
Rule 19b-4 within the timeframe require by such Rule. The website
posting will include a link to the location on the Nasdaq website
where the applicable proposed rule change is posted.
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Implementation
The Exchange proposes that this rule change become operative at
such time as it receives approval for an exemption from the Securities
and Exchange Commission, pursuant to its authority under Section 36 of
the Exchange Act of 1934 (``Act'') and Rule 0-12 \8\ thereunder, from
the Section 19(b) rule filing requirements to separately file a
proposed rule change to amend MRX General 7.
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\8\ See 17 CFR 240.0-12; Exchange Act Release No. 39624
(February 5, 1998), 63 FR 8101 (February 18, 1998).
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2. Statutory Basis
The Exchange believes that its proposal is consistent with Section
6(b) of the Act,\9\ in general, and furthers the objectives of Section
6(b)(5) of the Act,\10\ in particular, in that it is designed to
promote just and equitable principles of trade, 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, by consolidating its rules into a single rule set. The
Exchange intends to also file similar proposed rule changes for the
Nasdaq PHLX LLC; Nasdaq GEMX, LLC; Nasdaq ISE, LLC; and Nasdaq MRX, LLC
markets so that the General 7 Rules which govern Consolidated Audit
Trail Compliance are conformed.
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\9\ 15 U.S.C. 78f(b).
\10\ 15 U.S.C. 78f(b)(5).
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Incorporating by reference the Nasdaq General 7 Rules into the MRX
General 7 Rules will provide an easy reference for Members seeking to
comply with Consolidated Audit Trail on multiple markets. As noted, the
Exchange intends to file similar proposed rule changes for other
affiliated markets so that Nasdaq General 7 is the source document for
all Nasdaq Consolidated Audit Trail rules. The Exchange notes that the
current rule is not changing and MRX members will be required to
continue to comply with the General 7 Rules as though such rules are
fully set forth in MRX's Rulebook. The Exchange desires to conform its
rules and locate those rules within the same location in each Rulebook
to provide Members the ability to quickly locate rules.
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 not necessary or appropriate in
furtherance of the purposes of the Act. The Exchange believes that this
rule change does not impose an undue burden on competition because MRX
is merely incorporating by reference the rules of Nasdaq's General 7
into its own Rulebook. The current General 7 is not being amended and
therefore no Member is impacted.
C. Self-Regulatory Organization's Statement on Comments on the Proposed
Rule Change Received From Members, Participants, or Others
No written comments were either solicited or received.
III. Date of Effectiveness of the Proposed Rule Change and Timing for
Commission Action
Because the foregoing proposed rule change does not: (i)
Significantly affect the protection of investors or the public
interest; (ii) impose any significant burden on competition; and (iii)
become operative for 30 days from the date on which it was filed, or
such shorter time as the Commission may designate, it has become
effective pursuant to Section 19(b)(3)(A)(iii) of the Act \11\ and
subparagraph (f)(6) of Rule 19b-4 thereunder.\12\
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\11\ 15 U.S.C. 78s(b)(3)(A)(iii).
\12\ 17 CFR 240.19b-4(f)(6). 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.
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At any time within 60 days of the filing of the proposed rule
change, the Commission summarily may temporarily suspend such rule
change if it appears to the Commission that such action is: (i)
Necessary or appropriate in the public interest; (ii) for the
protection of investors; or (iii) otherwise in furtherance of the
purposes of the Act. If the Commission takes such action, the
Commission shall institute proceedings to determine whether the
proposed rule should be approved or disapproved.
IV. Solicitation of Comments
Interested persons are invited to submit written data, views, and
arguments concerning the foregoing, including whether the proposed rule
change is consistent with the Act. Comments may be submitted by any of
the following methods:
Electronic Comments
Use the Commission's internet comment form (https://www.sec.gov/rules/sro.shtml); or
Send an email to [email protected]. Please include
File Number SR-MRX-2018-12 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-MRX-2018-12. 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-MRX-2018-12 and should be submitted on
or before May 17, 2018.
[[Page 18366]]
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\13\
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\13\ 17 CFR 200.30-3(a)(12).
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Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2018-08733 Filed 4-25-18; 8:45 am]
BILLING CODE 8011-01-P
