Program for Allocation of Regulatory Responsibilities Pursuant to Rule 17d-2; Notice of Filing of Proposed Plan for the Allocation of Regulatory Responsibilities Between the Financial Industry Regulatory Authority, Inc. and the Long-Term Stock Exchange, Inc., 34225-34230 [2019-15144]
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Federal Register / Vol. 84, No. 137 / Wednesday, July 17, 2019 / Notices
publicly. All submissions should refer
to File Number SR–ICC–2019–007 and
should be submitted on or before
August 7, 2019.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.16
Eduardo A. Aleman,
Deputy Secretary.
[FR Doc. 2019–15136 Filed 7–16–19; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–86356; File No. 4–747]
Program for Allocation of Regulatory
Responsibilities Pursuant to Rule 17d–
2; Notice of Filing of Proposed Plan for
the Allocation of Regulatory
Responsibilities Between the Financial
Industry Regulatory Authority, Inc. and
the Long-Term Stock Exchange, Inc.
July 11, 2019.
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Pursuant to Section 17(d) of the
Securities Exchange Act of 1934
(‘‘Act’’),1 and Rule 17d–2 thereunder,2
notice is hereby given that on July 11,
2019, the Financial Industry Regulatory
Authority, Inc. (‘‘FINRA’’) and the LongTerm Stock Exchange, Inc. (‘‘LTSE’’)
(together with FINRA, the ‘‘Parties’’)
filed with the Securities and Exchange
Commission (‘‘Commission’’ or ‘‘SEC’’)
a plan for the allocation of regulatory
responsibilities, dated July 11, 2019
(‘‘17d–2 Plan’’ or the ‘‘Plan’’). The
Commission is publishing this notice to
solicit comments on the 17d–2 Plan
from interested persons.
I. Introduction
Section 19(g)(1) of the Act,3 among
other things, requires every selfregulatory organization (‘‘SRO’’)
registered as either a national securities
exchange or national securities
association to examine for, and enforce
compliance by, its members and persons
associated with its members with the
Act, the rules and regulations
thereunder, and the SRO’s own rules,
unless the SRO is relieved of this
responsibility pursuant to Section 17(d)
or Section 19(g)(2) of the Act.4 Without
this relief, the statutory obligation of
each individual SRO could result in a
pattern of multiple examinations of
broker-dealers that maintain
memberships in more than one SRO
16 17
CFR 200.30–3(a)(12).
U.S.C. 78q(d).
2 17 CFR 240.17d–2.
3 15 U.S.C. 78s(g)(1).
4 15 U.S.C. 78q(d) and 15 U.S.C. 78s(g)(2),
respectively.
1 15
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(‘‘common members’’). Such regulatory
duplication would add unnecessary
expenses for common members and
their SROs.
Section 17(d)(1) of the Act 5 was
intended, in part, to eliminate
unnecessary multiple examinations and
regulatory duplication.6 With respect to
a common member, Section 17(d)(1)
authorizes the Commission, by rule or
order, to relieve an SRO of the
responsibility to receive regulatory
reports, to examine for and enforce
compliance with applicable statutes,
rules, and regulations, or to perform
other specified regulatory functions.
To implement Section 17(d)(1), the
Commission adopted two rules: Rule
17d–1 and Rule 17d–2 under the Act.7
Rule 17d–1 authorizes the Commission
to name a single SRO as the designated
examining authority (‘‘DEA’’) to
examine common members for
compliance with the financial
responsibility requirements imposed by
the Act, or by Commission or SRO
rules.8 When an SRO has been named as
a common member’s DEA, all other
SROs to which the common member
belongs are relieved of the responsibility
to examine the firm for compliance with
the applicable financial responsibility
rules. On its face, Rule 17d–1 deals only
with an SRO’s obligations to enforce
member compliance with financial
responsibility requirements. Rule 17d–1
does not relieve an SRO from its
obligation to examine a common
member for compliance with its own
rules and provisions of the federal
securities laws governing matters other
than financial responsibility, including
sales practices and trading activities and
practices.
To address regulatory duplication in
these and other areas, the Commission
adopted Rule 17d–2 under the Act.9
Rule 17d–2 permits SROs to propose
joint plans for the allocation of
regulatory responsibilities with respect
to their common members. Under
paragraph (c) of Rule 17d–2, the
Commission may declare such a plan
effective if, after providing for
appropriate notice and comment, it
determines that the plan is necessary or
appropriate in the public interest and
for the protection of investors; to foster
U.S.C. 78q(d)(1).
Securities Act Amendments of 1975, Report
of the Senate Committee on Banking, Housing, and
Urban Affairs to Accompany S. 249, S. Rep. No. 94–
75, 94th Cong., 1st Session 32 (1975).
7 17 CFR 240.17d–1 and 17 CFR 240.17d–2,
respectively.
8 See Securities Exchange Act Release No. 12352
(April 20, 1976), 41 FR 18808 (May 7, 1976).
9 See Securities Exchange Act Release No. 12935
(October 28, 1976), 41 FR 49091 (November 8,
1976).
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5 15
6 See
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34225
cooperation and coordination among the
SROs; to remove impediments to, and
foster the development of, a national
market system and a national clearance
and settlement system; and is in
conformity with the factors set forth in
Section 17(d) of the Act. Commission
approval of a plan filed pursuant to Rule
17d–2 relieves an SRO of those
regulatory responsibilities allocated by
the plan to another SRO.
II. Proposed Plan
The proposed 17d–2 Plan is intended
to reduce regulatory duplication for
firms that are common members of both
LTSE and FINRA.10 Pursuant to the
proposed 17d–2 Plan, FINRA would
assume certain examination and
enforcement responsibilities for
common members with respect to
certain applicable laws, rules, and
regulations.
The text of the Plan delineates the
proposed regulatory responsibilities
with respect to the Parties. Included in
the proposed Plan is an exhibit (the
‘‘LTSE Certification of Common Rules,’’
referred to herein as the ‘‘Certification’’)
that lists every LTSE rule, and select
federal securities laws, rules, and
regulations, for which FINRA would
bear responsibility under the Plan for
overseeing and enforcing with respect to
LTSE members that are also members of
FINRA and the associated persons
therewith (‘‘Dual Members’’).
Specifically, under the 17d–2 Plan,
FINRA would assume examination and
enforcement responsibility relating to
compliance by Dual Members with the
rules of LTSE that are substantially
similar to the applicable rules of
FINRA,11 as well as any provisions of
the federal securities laws and the rules
and regulations thereunder delineated
in the Certification (‘‘Common Rules’’).
In the event that a Dual Member is the
subject of an investigation relating to a
transaction on LTSE, the plan
acknowledges that LTSE may, in its
discretion, exercise concurrent
jurisdiction and responsibility for such
matter.12
Under the Plan, LTSE would retain
full responsibility for surveillance and
10 The proposed 17d–2 Plan refers to these
common members as ‘‘Dual Members.’’ See
Paragraph 1(c) of the proposed 17d–2 Plan.
11 See paragraph 1(b) of the proposed 17d–2 Plan
(defining Common Rules). See also paragraph 1(f)
of the proposed 17d–2 Plan (defining Regulatory
Responsibilities). Paragraph 2 of the Plan provides
that annually, or more frequently as required by
changes in either LTSE rules or FINRA rules, the
parties shall review and update, if necessary, the
list of Common Rules. Further, paragraph 3 of the
Plan provides that LTSE shall furnish FINRA with
a list of Dual Members, and shall update the list no
less frequently than once each calendar quarter.
12 See paragraph 6 of the proposed 17d–2 Plan.
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Federal Register / Vol. 84, No. 137 / Wednesday, July 17, 2019 / Notices
enforcement with respect to trading
activities or practices involving LTSE’s
own marketplace, including, without
limitation, registration pursuant to its
applicable rules of associated persons
(i.e., registration rules that are not
Common Rules); its duties as a DEA
pursuant to Rule 17d–1 under the Act;
and any LTSE rules that are not
Common Rules.13
The text of the proposed 17d–2 Plan
is as follows:
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Agreement Between Financial Industry
Regulatory Authority, Inc. and LongTerm Stock Exchange, Inc. Pursuant to
Rule 17d–2 Under the Securities
Exchange Act of 1934
This Agreement, by and between the
Financial Industry Regulatory
Authority, Inc. (‘‘FINRA’’) and LongTerm Stock Exchange, Inc. (‘‘LTSE’’), is
made this 11th day of July, 2019 (the
‘‘Agreement’’), pursuant to Section 17(d)
of the Securities Exchange Act of 1934
(the ‘‘Exchange Act’’) and Rule 17d–2
thereunder, which permits agreements
between self-regulatory organizations to
allocate regulatory responsibility to
eliminate regulatory duplication. FINRA
and LTSE may be referred to
individually as a ‘‘party’’ and together
as the ‘‘parties.’’
Whereas, FINRA and LTSE desire to
reduce duplication in the examination
and surveillance of their Dual Members
(as defined herein) and in the filing and
processing of certain registration and
membership records; and
Whereas, FINRA and LTSE desire to
execute an agreement covering such
subjects pursuant to the provisions of
Rule 17d–2 under the Exchange Act and
to file such agreement with the
Securities and Exchange Commission
(the ‘‘SEC’’ or ‘‘Commission’’) for its
approval.
Now, therefore, in consideration of
the mutual covenants contained
hereinafter, FINRA and LTSE hereby
agree as follows:
1. Definitions. Unless otherwise
defined in this Agreement or the context
otherwise requires, the terms used in
this Agreement shall have the same
meaning as they have under the
Exchange Act and the rules and
regulations thereunder. As used in this
Agreement, the following terms shall
have the following meanings:
(a) ‘‘LTSE Rules’’ or ‘‘FINRA Rules’’
shall mean: (i) The rules of LTSE, or (ii)
the rules of FINRA, respectively, as the
rules of an exchange or association are
defined in Exchange Act Section
3(a)(27).
13 See
paragraph 2 of the proposed 17d–2 Plan.
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(b) ‘‘Common Rules’’ shall mean LTSE
Rules that are substantially similar to
the applicable FINRA Rules and certain
provisions of the Exchange Act and SEC
rules set forth on Exhibit 1 in that
examination or surveillance for
compliance with such provisions and
rules would not require FINRA to
develop one or more new examination
or surveillance standards, modules,
procedures, or criteria in order to
analyze the application of the provision
or rule, or a Dual Member’s activity,
conduct, or output in relation to such
provision or rule; provided, however,
Common Rules shall not include the
application of the SEC, LTSE or FINRA
rules as they pertain to violations of
insider trading activities, which is
covered by a separate 17d–2 Agreement
by and among Cboe BZX Exchange, Inc.,
Cboe BYX Exchange, Inc., Chicago Stock
Exchange, Inc., Cboe EDGA Exchange,
Inc., Cboe EDGX Exchange, Inc.,
Financial Industry Regulatory
Authority, Inc., Nasdaq BX, Inc., Nasdaq
PHLX LLC, The Nasdaq Stock Market
LLC, NYSE National, Inc., New York
Stock Exchange LLC, NYSE American
LLC, NYSE Arca Inc., and Investors’
Exchange LLC effective October 10,
2018, as may be amended from time to
time. Common Rules shall not include
any provisions regarding (i) notice,
reporting or any other filings made
directly to or from LTSE, (ii)
incorporation by reference of LTSE
Rules that are not Common Rules, (iii)
exercise of discretion in a manner that
differs from FINRA’s exercise of
discretion including, but not limited to
exercise of exemptive authority, by
LTSE, (iv) prior written approval of
LTSE and (v) payment of fees or fines
to LTSE.
(c) ‘‘Dual Members’’ shall mean those
LTSE members that are also members of
FINRA and the associated persons
therewith.
(d) ‘‘Effective Date’’ shall be the date
this Agreement is approved by the
Commission.
(e) ‘‘Enforcement Responsibilities’’
shall mean the conduct of appropriate
proceedings, in accordance with
FINRA’s Code of Procedure (the Rule
9000 Series) and other applicable
FINRA procedural rules, to determine
whether violations of Common Rules
have occurred, and if such violations are
deemed to have occurred, the
imposition of appropriate sanctions as
specified under FINRA’s Code of
Procedure and sanctions guidelines.
(f) ‘‘Regulatory Responsibilities’’ shall
mean the examination responsibilities,
surveillance responsibilities and
Enforcement Responsibilities relating to
compliance by the Dual Members with
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the Common Rules and the provisions
of the Exchange Act and the rules and
regulations thereunder, and other
applicable laws, rules and regulations,
each as set forth on Exhibit 1 attached
hereto.
2. Regulatory and Enforcement
Responsibilities. FINRA shall assume
Regulatory Responsibilities and
Enforcement Responsibilities for Dual
Members. Attached as Exhibit 1 to this
Agreement and made part hereof, LTSE
furnished FINRA with a current list of
Common Rules and certified to FINRA
that such rules that are LTSE Rules are
substantially similar to the
corresponding FINRA Rules (the
‘‘Certification’’). FINRA hereby agrees
that the rules listed in the Certification
are Common Rules as defined in this
Agreement. Each year following the
Effective Date of this Agreement, or
more frequently if required by changes
in either the rules of LTSE or FINRA,
LTSE shall submit an updated list of
Common Rules to FINRA for review
which shall add LTSE Rules not
included in the current list of Common
Rules that qualify as Common Rules as
defined in this Agreement; delete LTSE
Rules included in the current list of
Common Rules that no longer qualify as
Common Rules as defined in this
Agreement; and confirm that the
remaining rules on the current list of
Common Rules continue to be LTSE
Rules that qualify as Common Rules as
defined in this Agreement. Within 30
days of receipt of such updated list,
FINRA shall confirm in writing whether
the rules listed in any updated list are
Common Rules as defined in this
Agreement. Notwithstanding anything
herein to the contrary, it is explicitly
understood that the term ‘‘Regulatory
Responsibilities’’ does not include, and
LTSE shall retain full responsibility for
(unless otherwise addressed by separate
agreement or rule) (collectively, the
‘‘Retained Responsibilities’’) the
following:
(a) Surveillance, examination,
investigation and enforcement with
respect to trading activities or practices
involving LTSE’s own marketplace for
rules that are not Common Rules;
(b) registration pursuant to its
applicable rules of associated persons
(i.e., registration rules that are not
Common Rules);
(c) discharge of its duties and
obligations as a Designated Examining
Authority pursuant to Rule 17d–1 under
the Exchange Act; and
(d) any LTSE Rules that are not
Common Rules.
3. Dual Members. Prior to the
Effective Date, LTSE shall furnish
FINRA with a current list of Dual
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17JYN1
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Members, which shall be updated no
less frequently than once each quarter.
4. No Charge. There shall be no
charge to LTSE by FINRA for
performing the Regulatory
Responsibilities and Enforcement
Responsibilities under this Agreement
except as otherwise agreed by the
parties, either herein or in a separate
agreement.
5. Applicability of Certain Laws,
Rules, Regulations or Orders.
Notwithstanding any provision hereof,
this Agreement shall be subject to any
statute, or any rule or order of the
Commission. To the extent such statute,
rule or order is inconsistent with this
Agreement, the statute, rule or order
shall supersede the provision(s) hereof
to the extent necessary for them to be
properly effectuated and the
provision(s) hereof in that respect shall
be null and void.
6. Notification of Violations.
(a) In the event that FINRA becomes
aware of apparent violations of any
LTSE Rules, which are not listed as
Common Rules, discovered pursuant to
the performance of the Regulatory
Responsibilities assumed hereunder,
FINRA shall notify LTSE of those
apparent violations for such response as
LTSE deems appropriate.
(b) In the event that LTSE becomes
aware of apparent violations of any
Common Rules, discovered pursuant to
the performance of the Retained
Responsibilities, LTSE shall notify
FINRA of those apparent violations and
such matters shall be handled by FINRA
as provided in this Agreement.
(c) Apparent violations of Common
Rules shall be processed by, and
enforcement proceedings in respect
thereto shall be conducted by FINRA as
provided hereinbefore; provided,
however, that in the event a Dual
Member is the subject of an
investigation relating to a transaction on
LTSE, LTSE may in its discretion
assume concurrent jurisdiction and
responsibility.
(d) Each party agrees to make
available promptly all files, records and
witnesses necessary to assist the other
in its investigation or proceedings.
7. Continued Assistance.
(a) FINRA shall make available to
LTSE all information obtained by
FINRA in the performance by it of the
Regulatory Responsibilities hereunder
with respect to the Dual Members
subject to this Agreement. In particular,
and not in limitation of the foregoing,
FINRA shall furnish LTSE any
information it obtains about Dual
Members which reflects adversely on
their financial condition. LTSE shall
make available to FINRA any
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information coming to its attention that
reflects adversely on the financial
condition of Dual Members or indicates
possible violations of applicable laws,
rules or regulations by such firms.
(b) The parties agree that documents
or information shared shall be held in
confidence, and used only for the
purposes of carrying out their respective
regulatory obligations. Neither party
shall assert regulatory or other
privileges as against the other with
respect to documents or information
that is required to be shared pursuant to
this Agreement.
(c) The sharing of documents or
information between the parties
pursuant to this Agreement shall not be
deemed a waiver as against third parties
of regulatory or other privileges relating
to the discovery of documents or
information.
8. Statutory Disqualifications. When
FINRA becomes aware of a statutory
disqualification as defined in the
Exchange Act with respect to a Dual
Member, FINRA shall determine
pursuant to Sections 15A(g) and/or
Section 6(c) of the Exchange Act the
acceptability or continued applicability
of the person to whom such
disqualification applies and keep LTSE
advised of its actions in this regard for
such subsequent proceedings as LTSE
may initiate.
9. Customer Complaints. LTSE shall
forward to FINRA copies of all customer
complaints involving Dual Members
received by LTSE relating to FINRA’s
Regulatory Responsibilities under this
Agreement. It shall be FINRA’s
responsibility to review and take
appropriate action in respect to such
complaints.
10. Advertising. FINRA shall assume
responsibility to review the advertising
of Dual Members subject to the
Agreement, provided that such material
is filed with FINRA in accordance with
FINRA’s filing procedures and is
accompanied with any applicable filing
fees set forth in FINRA Rules.
11. No Restrictions on Regulatory
Action. Nothing contained in this
Agreement shall restrict or in any way
encumber the right of either party to
conduct its own independent or
concurrent investigation, examination
or enforcement proceeding of or against
Dual Members, as either party, in its
sole discretion, shall deem appropriate
or necessary.
12. Termination. This Agreement may
be terminated by LTSE or FINRA at any
time upon the approval of the
Commission after six (6) month’s
written notice to the other party.
13. Arbitration. In the event of a
dispute between the parties as to the
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34227
operation of this Agreement, LTSE and
FINRA hereby agree that any such
dispute shall be settled by arbitration in
Washington, DC in accordance with the
rules of the American Arbitration
Association then in effect, or such other
procedures as the parties may mutually
agree upon. Judgment on the award
rendered by the arbitrator(s) may be
entered in any court having jurisdiction.
Each party acknowledges that the timely
and complete performance of its
obligations pursuant to this Agreement
is critical to the business and operations
of the other party. In the event of a
dispute between the parties, the parties
shall continue to perform their
respective obligations under this
Agreement in good faith during the
resolution of such dispute unless and
until this Agreement is terminated in
accordance with its provisions. Nothing
in this Section 13 shall interfere with a
party’s right to terminate this Agreement
as set forth herein.
14. Notification of Members. LTSE
and FINRA shall notify Dual Members
of this Agreement after the Effective
Date by means of a uniform joint notice.
15. Amendment. This Agreement may
be amended in writing duly approved
by each party. All such amendments
must be filed with and approved by the
Commission before they become
effective.
16. Limitation of Liability. Neither
FINRA nor LTSE nor any of their
respective directors, governors, officers
or employees shall be liable to the other
party to this Agreement for any liability,
loss or damage resulting from or
claimed to have resulted from any
delays, inaccuracies, errors or omissions
with respect to the provision of
Regulatory Responsibilities as provided
hereby or for the failure to provide any
such responsibility, except with respect
to such liability, loss or damages as
shall have been suffered by one or the
other of FINRA or LTSE and caused by
the willful misconduct of the other
party or their respective directors,
governors, officers or employees. No
warranties, express or implied, are made
by FINRA or LTSE with respect to any
of the responsibilities to be performed
by each of them hereunder.
17. Relief from Responsibility.
Pursuant to Sections 17(d)(1)(A) and
19(g) of the Exchange Act and Rule 17d–
2 thereunder, FINRA and LTSE join in
requesting the Commission, upon its
approval of this Agreement or any part
thereof, to relieve LTSE of any and all
responsibilities with respect to matters
allocated to FINRA pursuant to this
Agreement; provided, however, that this
Agreement shall not be effective until
the Effective Date.
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18. Severability. Any term or
provision of this Agreement that is
invalid or unenforceable in any
jurisdiction shall, as to such
jurisdiction, be ineffective to the extent
of such invalidity or unenforceability
without rendering invalid or
unenforceable the remaining terms and
provisions of this Agreement or
affecting the validity or enforceability of
any of the terms or provisions of this
Agreement in any other jurisdiction.
19. Counterparts. This Agreement
may be executed in one or more
counterparts, each of which shall be
deemed an original, and such
counterparts together shall constitute
one and the same instrument.
*
*
*
*
*
LTSE Certification of Common Rules
LTSE hereby certifies that the
requirements contained in the rules
listed below for LTSE are identical to,
or substantially similar to, the
comparable FINRA (NASD) Rules,
Exchange Act provision or SEC rule
identified (‘‘Common Rules’’).
LTSE Rule
FINRA (NASD) Rule, Exchange Act Provision, SEC Rule
Rule 2.140 Prohibited Conditions Relating to Expungement of Customer Dispute.
Rule 2.160(p) Registration Requirements and Restrictions on Membership—Continuing Education Requirements #.
Rule 2.240 Fidelity Bonds # ......................................................................
Rule 3.110 Business Conduct of Members ∧ ...........................................
FINRA Rule 2081 Prohibited Conditions Relating to Expungement of
Customer Dispute.
FINRA Rule 1240(a)(1)–(4), (6)–(7) and (b) Continuing Education Requirements.
FINRA Rule 4360 Fidelity Bonds.
FINRA Rule 2010 Standards of Commercial Honor and Principles of
Trade.∧
FINRA Rule 2010 Standards of Commercial Honor and Principles of
Trade ∧ and FINRA Rule 3110 Supervision.
FINRA Rule 2020 Use of Manipulative, Deceptive or Other Fraudulent
Devices.∧
FINRA Rule 2090 Know Your Customer.
FINRA Rule 2020 Use of Manipulative, Deceptive or Other Fraudulent
Device, ∧ FINRA Rule 2010 Standards of Commercial Honor and
Principles of Trade,∧ FINRA Rule 2111(a) and SM .06 Suitability,
FINRA Rule 2150(a) Improper Use of Customers’ Securities or
Funds; Prohibition Against Guarantees and Sharing in Accounts, and
FINRA Rule 3240(a) Borrowing From or Lending to Customers.
FINRA Rule 2111 Suitability.
FINRA Rule 11860 COD Orders.
SEA Regulation SHO.
FINRA Rule 2122 Charges for Services Performed.
FINRA Rule 2060 Use of Information Obtained in Fiduciary Capacity.
FINRA Rule 5210 Publication of Transactions and Quotations.
FINRA Rule 5220 Offers at Stated Prices.
FINRA Rule 5230 Payments Involving Publications that Influence the
Market Price of a Security.
FINRA Rule 2232(a) Customer Confirmations and SEC Rule 10b–10
Confirmation of Transactions.
FINRA Rule 2262 Disclosure of Control Relationship with Issuer.
NASD Rule 2510 Discretionary Accounts.
FINRA Rule 2150(a)–(c) and SM .03 Improper Use of Customers’ Securities or Funds; Prohibition Against Guarantees and Sharing in Accounts.
FINRA Rule 2210 Communications with the Public.
FINRA Rule 2265 Extended Hours Trading Risk Disclosure.
FINRA Rule 3220 Influencing or Rewarding Employees of Others.
FINRA Rule 3230 Telemarketing.
FINRA Rule 4560 Short Interest Reporting.#
FINRA Rule 4511 General Requirements.
FINRA Rule 4512 Customer Account Information.
FINRA Rule 4513 Record of Written Customer Complaints.
FINRA Rule 2261 Disclosure of Financial Condition.
FINRA Rule 3110 Supervision.
FINRA Rule 3120 Supervisory Control System.
FINRA Rule 3130 Annual Certification of Compliance and Supervisory
Processes.
FINRA Rule 3310 Anti-Money Laundering Compliance Program.
FINRA Rule 3210 Accounts At Other Broker-Dealers and Financial Institutions.
Regulation SHO Rules 200 and 203.
FINRA Rule 2251 Forwarding of Proxy and Other Issuer-Related Materials.
FINRA Rule 6140 Other Trading Practices.
FINRA Rule 5210 Publication of Transactions and Quotations, FINRA
Rule 2020 Use of Manipulative, Deceptive or Other Fraudulent Devices, FINRA Rule 2010 Standards of Commercial Honor and Principles of Trade, and FINRA Rule 6140(a) Other Trading Practices.
FINRA Rule 6140 Other Trading Practices and FINRA Rule 5210 Supplementary Material .02 Self-Trades.
FINRA Rule 6140(c) Other Trading Practices.
FINRA Rule 6140 Other Trading Practices.
Rule 3.120 Violations Prohibited 1 ∧ # ........................................................
Rule 3.130 Use of Fraudulent Devices ∧ ..................................................
Rule 3.150 Know Your Customer ............................................................
Rule 3.160 Fair Dealing with Customers .................................................
Rule 3.170 Suitability ................................................................................
Rule 3.180(a) The Prompt Receipt and Delivery of Securities ................
Rule 3.180(b) The Prompt Receipt and Delivery of Securities ................
Rule 3.190 Charges for Services Performed ...........................................
Rule 3.200 Use of Information Obtained in a Fiduciary Capacity ...........
Rule 3.210 Publication of Transactions and Quotations ..........................
Rule 3.220 Offers at Stated Prices ..........................................................
Rule 3.230 Payments Involving Publications that Influence the Market
Price of a Security.
Rule 3.240 Customer Confirmations ........................................................
Rule 3.250 Disclosure of Control Relationship with Issuer ......................
Rule 3.260 Discretionary Accounts ..........................................................
Rule 3.270 Improper Use of Customers’ Securities or Funds; Prohibition Against Guarantees and Sharing in Accounts.
Rule 3.280 Communications with Customers and the Public ..................
Rule 3.290 Customer Disclosures ............................................................
Rule 3.291 Influencing or Rewarding Employees of Others; Gratuities ..
Rule 3.292 Telemarketing ........................................................................
Rule 3.293 Short-Interest Reporting ........................................................
Rule 4.511 General Requirements ...........................................................
Rule 4.512 Customer Account Information ..............................................
Rule 4.513 Record of Written Customer Complaints ...............................
Rule 4.550 Disclosure of Financial Condition ..........................................
Rule 5.110 Supervision # ..........................................................................
Rule 5.120 Supervisory Control System # ................................................
Rule 5.130 Annual Certification of Compliance and Supervisory Processes #.
Rule 5.160 Anti-Money Laundering Compliance Program # ....................
Rule 5.170 Transactions for or by Associated Persons ..........................
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Exhibit 1
Rule 6.120 Failure to Deliver and Failure to Receive ..............................
Rule 6.130(a), (b), (d) and (e) Forwarding of Proxy and Other IssuerRelated Materials; Proxy Voting.
Rule 10.110(a) Market Manipulation ........................................................
Rule 10.110(b) Market Manipulation ........................................................
Rule 10.120 Fictitious Transactions .........................................................
Rule 10.130 Excessive Sales By A Member ...........................................
Rule 10.140 Manipulative Transactions ...................................................
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Federal Register / Vol. 84, No. 137 / Wednesday, July 17, 2019 / Notices
34229
LTSE Rule
FINRA (NASD) Rule, Exchange Act Provision, SEC Rule
Rule 10.150 Dissemination of False Information .....................................
Rule 10.160 Prohibition Against Trading Ahead of Customer Orders # **
FINRA Rule 6140(e) Other Trading Practices.
FINRA Rule 5320 Prohibition Against Trading Ahead of Customer Orders.**
FINRA Rule 6140(a) Other Trading Practices and FINRA Rule 5210
Publication of Transactions and Quotations.
FINRA Rule 5290 Order Entry and Execution Practices.
FINRA Rule 5310 Best Execution and Interpositioning.**
FINRA Rule 5280 Trading Ahead of Research Reports.**
FINRA Rule 5270 Front Running of Block Transactions.**
FINRA Rule 6190(a)(1) & (2) Compliance with Regulation NMS Plan to
Address Extraordinary Market Volatility.
Rule 10.180 Influencing the Consolidated Tape ......................................
Rule 10.190 Trade Shredding ..................................................................
Rule 10.220 Best Execution and Interpositioning ** .................................
Rule 10.240 Trading Ahead of Research Reports ** ...............................
Rule 10.260 Front Running of Block Transactions ..................................
Rule 11.280(e)(3) & (4) Limit Up-Limit Down Plan and Trading Halts—
Limit Up-Limited Down Mechanism.
jbell on DSK3GLQ082PROD with NOTICES
# Common Rules shall not include any provisions regarding (i) notice, reporting or any other filings made directly to or from LTSE, (ii) incorporation by reference of LTSE Rules that are not Common Rules, (iii) exercise of discretion in a manner that differs from FINRA’s exercise of discretion including, but not limited to exercise of exemptive authority, by LTSE, (iv) prior written approval of LTSE and (v) payment of fees or fines
to LTSE.
1 FINRA shall only have Regulatory Responsibilities for Rule 3.120(a) regarding conduct in violation of the Act, or the rules or regulations
thereunder.
∧ FINRA shall not have any Regulatory Responsibilities for these rules as they pertain to violations of insider trading activities, which is covered
by a separate 17d–2 Agreement by and among Cboe BZX Exchange, Inc., Cboe BYX Exchange, Inc., Chicago Stock Exchange, Inc., Cboe
EDGA Exchange Inc., Cboe EDGX Exchange Inc., Financial Industry Regulatory Authority, Inc., Nasdaq BX, Inc., Nasdaq PHLX LLC, The
Nasdaq Stock Market LLC, NYSE National, Inc., New York Stock Exchange, LLC, NYSE American LLC, NYSE Arca Inc., and Investors’ Exchange LLC effective October 10, 2018, as may be amended from time to time.
** FINRA shall perform the surveillance responsibilities for the double star rules. These rules may be cited by FINRA in both the context of this
Agreement and the Regulatory Services Agreement.
In addition, the following provisions
shall be part of this 17d–2 Agreement:
SEA Rules:
• SEA Rule 200 of Regulation SHO—
Definition of Short Sales and
Marking Requirements **
• SEA Rule 201 of Regulation SHO—
Circuit Breaker **
• SEA Rule 203 of Regulation SHO—
Borrowing and Delivery
Requirements **
• SEA Rule 204 of Regulation SHO—
Close-Out Requirement **
• SEA Rule 101 of Regulation M—
Activities by Distribution
Participants **
• SEA Rule 102 of Regulation M—
Activities by Issuers and Selling
Security Holders During a
Distribution **
• SEA Rule 103 of Regulation M—
Nasdaq Passive Market Making **
• SEA Rule 104 of Regulation M—
Stabilizing and Other Activities in
Connection with an Offering **
• SEA Rule 105 of Regulation M—
Short Selling in Connection With a
Public Offering **
• SEA Rule 604 of Regulation NMS—
Display of Customer Limit
Orders **
• SEA Rule 606 of Regulation NMS—
Disclosure of Routing
Information **
• SEA Rule 610(d) of Regulation
NMS—Locking or Crossing
Quotations **
• SEA Rule 611 of Regulation NMS—
Order Protection Rule **
• SEA Rule 10b–5 Employment of
Manipulative and Deceptive
Devices ∧
• SEA Rule 17a–3/17a–4—Records to
Be Made by Certain Exchange
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Members, Brokers, and Dealers/
Records to Be Preserved by Certain
Exchange Members, Brokers, and
Dealers ∧
III. Date of Effectiveness of the
Proposed Plan and Timing for
Commission Action
Pursuant to Section 17(d)(1) of the
Act 14 and Rule 17d–2 thereunder,15
after August 1, 2019, the Commission
may, by written notice, declare the plan
submitted by LTSE and FINRA, File No.
4–747, to be effective if the Commission
finds that the plan is necessary or
appropriate in the public interest and
for the protection of investors, to foster
cooperation and coordination among
self-regulatory organizations, or to
remove impediments to and foster the
development of the national market
system and a national system for the
clearance and settlement of securities
transactions and in conformity with the
factors set forth in Section 17(d) of the
Act.
IV. Solicitation of Comments
In order to assist the Commission in
determining whether to approve the
proposed 17d–2 Plan and to relieve
LTSE of the responsibilities which
would be assigned to FINRA, interested
persons are invited to submit written
data, views, and arguments concerning
the foregoing. Comments may be
submitted by any of the following
methods:
PO 00000
14 15
15 17
U.S.C. 78q(d)(1).
CFR 240.17d–2.
Frm 00114
Fmt 4703
Sfmt 4703
Electronic Comments
• Use the Commission’s internet
comment form (https://www.sec.gov/
rules/other.shtml); or
• Send an email to rule-comments@
sec.gov. Please include File Number 4–
747 on the subject line.
Paper Comments
• Send paper comments in triplicate
to Secretary, Securities and Exchange
Commission, Station Place, 100 F Street
NE, Washington, DC 20549–1090.
All submissions should refer to File
Number 4–747. 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/
other.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
plan also will be available for inspection
and copying at the principal offices of
LTSE and FINRA. All comments
received will be posted without change.
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34230
Federal Register / Vol. 84, No. 137 / Wednesday, July 17, 2019 / Notices
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 4–747 and should be submitted
on or before August 1, 2019.
The text of the proposed rule change is
provided in Exhibit 5.
The text of the proposed rule change
is also available on the Exchange’s
website (https://markets.cboe.com/us/
options/regulation/rule_filings/edgx/),
at the Exchange’s Office of the
Secretary, and at the Commission’s
Public Reference Room.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.16
Eduardo A. Aleman,
Deputy Secretary.
II. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
[FR Doc. 2019–15144 Filed 7–16–19; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–86353; File No. SR–
CboeEDGX–2019–039]
Self-Regulatory Organizations; Cboe
EDGX Exchange, Inc.; Notice of Filing
and Immediate Effectiveness of a
Proposed Rule Change To Add StockOption Order Functionality and
Complex Qualified Contingent Cross
(‘‘QCC’’) Order With Stock
Functionality, and To Make Other
Changes to its Rules
July 11, 2019.
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 June 27,
2019, Cboe EDGX Exchange, Inc. (the
‘‘Exchange’’ or ‘‘EDGX’’) 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 filed the proposed rule change
pursuant to Section 19(b)(3)(A)(iii) of
the Act 3 and Rule 19b–4(f)(6)
thereunder.4 The Commission is
publishing this notice to solicit
comments on the proposed rule change
from interested persons.
jbell on DSK3GLQ082PROD with NOTICES
I. Self-Regulatory Organization’s
Statement of the Terms of Substance of
the Proposed Rule Change
Cboe EDGX Exchange, Inc. (the
‘‘Exchange’’ or ‘‘EDGX’’) proposes to
add stock-option order functionality and
complex qualified contingent cross
(‘‘QCC’’) order with stock functionality,
and to make other changes to its Rules.
16 17
CFR 200.30–3(a)(34).
U.S.C. 78s(b)(1).
2 17 CFR 240.19b–4.
3 15 U.S.C. 78s(b)(3)(A)(iii).
4 17 CFR 240.19b–4(f)(6).
1 15
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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
In 2016, the Exchange’s parent
company, Cboe Global Markets, Inc.
(‘‘Cboe Global’’), which is the parent
company of Cboe Exchange, Inc. (‘‘Cboe
Options’’) and Cboe C2 Exchange, Inc.
(‘‘C2’’), acquired the Exchange, Cboe
EDGA Exchange, Inc. (‘‘EDGA’’), Cboe
BZX Exchange, Inc. (‘‘BZX or BZX
Options’’), and Cboe BYX Exchange,
Inc. (‘‘BYX’’ and, together with C2, Cboe
Options, the Exchange, EDGA, and BZX,
the ‘‘Cboe Affiliated Exchanges’’). The
Cboe Affiliated Exchanges are working
to align certain system functionality,
retaining only intended differences
between the Cboe Affiliated Exchanges,
in the context of a technology migration.
Cboe Options intends to migrate its
technology to the same trading platform
used by the Exchange, C2, and BZX
Options in the fourth quarter of 2019.
The proposal set forth below is intended
to add certain functionality to the
Exchange’s System that is available on
Cboe Options in order to ultimately
provide a consistent technology offering
for market participants who interact
with the Cboe Affiliated Exchanges.
Although the Exchange intentionally
offers certain features that differ from
those offered by its affiliates and will
continue to do so, the Exchange believes
that offering similar functionality to the
extent practicable will reduce potential
confusion for Users.
PO 00000
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The Exchange proposes to adopt
stock-option order functionality.5 Stockoption orders facilitate the execution of
the stock component of qualified
contingent trades (‘‘QCTs’’). The
proposed rule change defines a stockoption order as the purchase or sale of
a stated number of units of an
underlying stock or a security
convertible into the underlying stock
(‘‘convertible security’’) coupled with
the purchase or sale of an option
contract(s) 6 on the opposite side of the
market representing either (1) the same
number of units of the underlying stock
or convertible security or (2) the number
of units of the underlying stock
necessary to create a delta neutral
position, but in no case in a ratio greater
than eight-to-one (8.00), where the ratio
represents the total number of units of
the underlying stock or convertible
security in the option leg(s) to the total
number of units of the underlying stock
or convertible security in the stock leg.
Only those stock-option orders in the
classes designated by the Exchange 7
with no more than the applicable
number of legs are eligible for
processing.8 Stock-option orders
execute in the same manner as other
complex orders, except as otherwise
provided in Rule 21.20 as proposed.
Currently, to execute a QCT, a User
would need to submit an option order
to the Exchange and separately submit
the stock order to a stock execution
venue.9 The option order represents one
component of a QCT and must be paired
5 See
proposed Rule 21.20(b).
proposed definition permits stock-option
orders to have one or more option leg [sic], all of
which will be handled in the same manner.
7 Pursuant to Rule 16.3, the Exchange announces
all determinations it makes pursuant to the Rules
via specifications, Notices, or Regulatory Circulars
with appropriate advanced notice, which will be
posted on the Exchange’s website, or as otherwise
provided in the Rules; electronic message; or other
communication method as provided in the Rules.
All determinations the Exchange makes pursuant to
Rule 21.20 will be made in accordance with Rule
16.3.
8 See proposed Rule 21.20(b). This definition is
virtually identical to the Cboe Options definition,
except the proposed definition does not provide the
Exchange with flexibility to lower the permissible
ratio of stock-option orders like the Cboe Options
definition, as the Exchange does not believe it
needs this flexibility. See Cboe Options Rule
6.53C(a)(1). The proposed definition is also
substantially the same as the definition of stockoption order of other options exchanges. See, e.g.,
Miami International Securities Exchange, LLC
(‘‘MIAX’’) Rule 518(a)(5); and NASDAQ ISE, LLC
(‘‘ISE’’) Options 3, Section 14(a)(2) and (3). The
definition is also consistent with the definition of
a Complex Trade in the linkage rules in Rule
27.1(a)(4).
9 The Exchange currently permits the submission
of qualified contingent cross (‘‘QCC’’) orders with
stock, which is a specific type of stock-option order.
See current Rule 21.20(c)(7) (proposed Rule
21.20(l)(3)).
6 This
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]]>Agencies
[Federal Register Volume 84, Number 137 (Wednesday, July 17, 2019)]
[Notices]
[Pages 34225-34230]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2019-15144]
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-86356; File No. 4-747]
Program for Allocation of Regulatory Responsibilities Pursuant to
Rule 17d-2; Notice of Filing of Proposed Plan for the Allocation of
Regulatory Responsibilities Between the Financial Industry Regulatory
Authority, Inc. and the Long-Term Stock Exchange, Inc.
July 11, 2019.
Pursuant to Section 17(d) of the Securities Exchange Act of 1934
(``Act''),\1\ and Rule 17d-2 thereunder,\2\ notice is hereby given that
on July 11, 2019, the Financial Industry Regulatory Authority, Inc.
(``FINRA'') and the Long-Term Stock Exchange, Inc. (``LTSE'') (together
with FINRA, the ``Parties'') filed with the Securities and Exchange
Commission (``Commission'' or ``SEC'') a plan for the allocation of
regulatory responsibilities, dated July 11, 2019 (``17d-2 Plan'' or the
``Plan''). The Commission is publishing this notice to solicit comments
on the 17d-2 Plan from interested persons.
---------------------------------------------------------------------------
\1\ 15 U.S.C. 78q(d).
\2\ 17 CFR 240.17d-2.
---------------------------------------------------------------------------
I. Introduction
Section 19(g)(1) of the Act,\3\ among other things, requires every
self-regulatory organization (``SRO'') registered as either a national
securities exchange or national securities association to examine for,
and enforce compliance by, its members and persons associated with its
members with the Act, the rules and regulations thereunder, and the
SRO's own rules, unless the SRO is relieved of this responsibility
pursuant to Section 17(d) or Section 19(g)(2) of the Act.\4\ Without
this relief, the statutory obligation of each individual SRO could
result in a pattern of multiple examinations of broker-dealers that
maintain memberships in more than one SRO (``common members''). Such
regulatory duplication would add unnecessary expenses for common
members and their SROs.
---------------------------------------------------------------------------
\3\ 15 U.S.C. 78s(g)(1).
\4\ 15 U.S.C. 78q(d) and 15 U.S.C. 78s(g)(2), respectively.
---------------------------------------------------------------------------
Section 17(d)(1) of the Act \5\ was intended, in part, to eliminate
unnecessary multiple examinations and regulatory duplication.\6\ With
respect to a common member, Section 17(d)(1) authorizes the Commission,
by rule or order, to relieve an SRO of the responsibility to receive
regulatory reports, to examine for and enforce compliance with
applicable statutes, rules, and regulations, or to perform other
specified regulatory functions.
---------------------------------------------------------------------------
\5\ 15 U.S.C. 78q(d)(1).
\6\ See Securities Act Amendments of 1975, Report of the Senate
Committee on Banking, Housing, and Urban Affairs to Accompany S.
249, S. Rep. No. 94-75, 94th Cong., 1st Session 32 (1975).
---------------------------------------------------------------------------
To implement Section 17(d)(1), the Commission adopted two rules:
Rule 17d-1 and Rule 17d-2 under the Act.\7\ Rule 17d-1 authorizes the
Commission to name a single SRO as the designated examining authority
(``DEA'') to examine common members for compliance with the financial
responsibility requirements imposed by the Act, or by Commission or SRO
rules.\8\ When an SRO has been named as a common member's DEA, all
other SROs to which the common member belongs are relieved of the
responsibility to examine the firm for compliance with the applicable
financial responsibility rules. On its face, Rule 17d-1 deals only with
an SRO's obligations to enforce member compliance with financial
responsibility requirements. Rule 17d-1 does not relieve an SRO from
its obligation to examine a common member for compliance with its own
rules and provisions of the federal securities laws governing matters
other than financial responsibility, including sales practices and
trading activities and practices.
---------------------------------------------------------------------------
\7\ 17 CFR 240.17d-1 and 17 CFR 240.17d-2, respectively.
\8\ See Securities Exchange Act Release No. 12352 (April 20,
1976), 41 FR 18808 (May 7, 1976).
---------------------------------------------------------------------------
To address regulatory duplication in these and other areas, the
Commission adopted Rule 17d-2 under the Act.\9\ Rule 17d-2 permits SROs
to propose joint plans for the allocation of regulatory
responsibilities with respect to their common members. Under paragraph
(c) of Rule 17d-2, the Commission may declare such a plan effective if,
after providing for appropriate notice and comment, it determines that
the plan is necessary or appropriate in the public interest and for the
protection of investors; to foster cooperation and coordination among
the SROs; to remove impediments to, and foster the development of, a
national market system and a national clearance and settlement system;
and is in conformity with the factors set forth in Section 17(d) of the
Act. Commission approval of a plan filed pursuant to Rule 17d-2
relieves an SRO of those regulatory responsibilities allocated by the
plan to another SRO.
---------------------------------------------------------------------------
\9\ See Securities Exchange Act Release No. 12935 (October 28,
1976), 41 FR 49091 (November 8, 1976).
---------------------------------------------------------------------------
II. Proposed Plan
The proposed 17d-2 Plan is intended to reduce regulatory
duplication for firms that are common members of both LTSE and
FINRA.\10\ Pursuant to the proposed 17d-2 Plan, FINRA would assume
certain examination and enforcement responsibilities for common members
with respect to certain applicable laws, rules, and regulations.
---------------------------------------------------------------------------
\10\ The proposed 17d-2 Plan refers to these common members as
``Dual Members.'' See Paragraph 1(c) of the proposed 17d-2 Plan.
---------------------------------------------------------------------------
The text of the Plan delineates the proposed regulatory
responsibilities with respect to the Parties. Included in the proposed
Plan is an exhibit (the ``LTSE Certification of Common Rules,''
referred to herein as the ``Certification'') that lists every LTSE
rule, and select federal securities laws, rules, and regulations, for
which FINRA would bear responsibility under the Plan for overseeing and
enforcing with respect to LTSE members that are also members of FINRA
and the associated persons therewith (``Dual Members'').
Specifically, under the 17d-2 Plan, FINRA would assume examination
and enforcement responsibility relating to compliance by Dual Members
with the rules of LTSE that are substantially similar to the applicable
rules of FINRA,\11\ as well as any provisions of the federal securities
laws and the rules and regulations thereunder delineated in the
Certification (``Common Rules''). In the event that a Dual Member is
the subject of an investigation relating to a transaction on LTSE, the
plan acknowledges that LTSE may, in its discretion, exercise concurrent
jurisdiction and responsibility for such matter.\12\
---------------------------------------------------------------------------
\11\ See paragraph 1(b) of the proposed 17d-2 Plan (defining
Common Rules). See also paragraph 1(f) of the proposed 17d-2 Plan
(defining Regulatory Responsibilities). Paragraph 2 of the Plan
provides that annually, or more frequently as required by changes in
either LTSE rules or FINRA rules, the parties shall review and
update, if necessary, the list of Common Rules. Further, paragraph 3
of the Plan provides that LTSE shall furnish FINRA with a list of
Dual Members, and shall update the list no less frequently than once
each calendar quarter.
\12\ See paragraph 6 of the proposed 17d-2 Plan.
---------------------------------------------------------------------------
Under the Plan, LTSE would retain full responsibility for
surveillance and
[[Page 34226]]
enforcement with respect to trading activities or practices involving
LTSE's own marketplace, including, without limitation, registration
pursuant to its applicable rules of associated persons (i.e.,
registration rules that are not Common Rules); its duties as a DEA
pursuant to Rule 17d-1 under the Act; and any LTSE rules that are not
Common Rules.\13\
---------------------------------------------------------------------------
\13\ See paragraph 2 of the proposed 17d-2 Plan.
---------------------------------------------------------------------------
The text of the proposed 17d-2 Plan is as follows:
Agreement Between Financial Industry Regulatory Authority, Inc. and
Long-Term Stock Exchange, Inc. Pursuant to Rule 17d-2 Under the
Securities Exchange Act of 1934
This Agreement, by and between the Financial Industry Regulatory
Authority, Inc. (``FINRA'') and Long-Term Stock Exchange, Inc.
(``LTSE''), is made this 11th day of July, 2019 (the ``Agreement''),
pursuant to Section 17(d) of the Securities Exchange Act of 1934 (the
``Exchange Act'') and Rule 17d-2 thereunder, which permits agreements
between self-regulatory organizations to allocate regulatory
responsibility to eliminate regulatory duplication. FINRA and LTSE may
be referred to individually as a ``party'' and together as the
``parties.''
Whereas, FINRA and LTSE desire to reduce duplication in the
examination and surveillance of their Dual Members (as defined herein)
and in the filing and processing of certain registration and membership
records; and
Whereas, FINRA and LTSE desire to execute an agreement covering
such subjects pursuant to the provisions of Rule 17d-2 under the
Exchange Act and to file such agreement with the Securities and
Exchange Commission (the ``SEC'' or ``Commission'') for its approval.
Now, therefore, in consideration of the mutual covenants contained
hereinafter, FINRA and LTSE hereby agree as follows:
1. Definitions. Unless otherwise defined in this Agreement or the
context otherwise requires, the terms used in this Agreement shall have
the same meaning as they have under the Exchange Act and the rules and
regulations thereunder. As used in this Agreement, the following terms
shall have the following meanings:
(a) ``LTSE Rules'' or ``FINRA Rules'' shall mean: (i) The rules of
LTSE, or (ii) the rules of FINRA, respectively, as the rules of an
exchange or association are defined in Exchange Act Section 3(a)(27).
(b) ``Common Rules'' shall mean LTSE Rules that are substantially
similar to the applicable FINRA Rules and certain provisions of the
Exchange Act and SEC rules set forth on Exhibit 1 in that examination
or surveillance for compliance with such provisions and rules would not
require FINRA to develop one or more new examination or surveillance
standards, modules, procedures, or criteria in order to analyze the
application of the provision or rule, or a Dual Member's activity,
conduct, or output in relation to such provision or rule; provided,
however, Common Rules shall not include the application of the SEC,
LTSE or FINRA rules as they pertain to violations of insider trading
activities, which is covered by a separate 17d-2 Agreement by and among
Cboe BZX Exchange, Inc., Cboe BYX Exchange, Inc., Chicago Stock
Exchange, Inc., Cboe EDGA Exchange, Inc., Cboe EDGX Exchange, Inc.,
Financial Industry Regulatory Authority, Inc., Nasdaq BX, Inc., Nasdaq
PHLX LLC, The Nasdaq Stock Market LLC, NYSE National, Inc., New York
Stock Exchange LLC, NYSE American LLC, NYSE Arca Inc., and Investors'
Exchange LLC effective October 10, 2018, as may be amended from time to
time. Common Rules shall not include any provisions regarding (i)
notice, reporting or any other filings made directly to or from LTSE,
(ii) incorporation by reference of LTSE Rules that are not Common
Rules, (iii) exercise of discretion in a manner that differs from
FINRA's exercise of discretion including, but not limited to exercise
of exemptive authority, by LTSE, (iv) prior written approval of LTSE
and (v) payment of fees or fines to LTSE.
(c) ``Dual Members'' shall mean those LTSE members that are also
members of FINRA and the associated persons therewith.
(d) ``Effective Date'' shall be the date this Agreement is approved
by the Commission.
(e) ``Enforcement Responsibilities'' shall mean the conduct of
appropriate proceedings, in accordance with FINRA's Code of Procedure
(the Rule 9000 Series) and other applicable FINRA procedural rules, to
determine whether violations of Common Rules have occurred, and if such
violations are deemed to have occurred, the imposition of appropriate
sanctions as specified under FINRA's Code of Procedure and sanctions
guidelines.
(f) ``Regulatory Responsibilities'' shall mean the examination
responsibilities, surveillance responsibilities and Enforcement
Responsibilities relating to compliance by the Dual Members with the
Common Rules and the provisions of the Exchange Act and the rules and
regulations thereunder, and other applicable laws, rules and
regulations, each as set forth on Exhibit 1 attached hereto.
2. Regulatory and Enforcement Responsibilities. FINRA shall assume
Regulatory Responsibilities and Enforcement Responsibilities for Dual
Members. Attached as Exhibit 1 to this Agreement and made part hereof,
LTSE furnished FINRA with a current list of Common Rules and certified
to FINRA that such rules that are LTSE Rules are substantially similar
to the corresponding FINRA Rules (the ``Certification''). FINRA hereby
agrees that the rules listed in the Certification are Common Rules as
defined in this Agreement. Each year following the Effective Date of
this Agreement, or more frequently if required by changes in either the
rules of LTSE or FINRA, LTSE shall submit an updated list of Common
Rules to FINRA for review which shall add LTSE Rules not included in
the current list of Common Rules that qualify as Common Rules as
defined in this Agreement; delete LTSE Rules included in the current
list of Common Rules that no longer qualify as Common Rules as defined
in this Agreement; and confirm that the remaining rules on the current
list of Common Rules continue to be LTSE Rules that qualify as Common
Rules as defined in this Agreement. Within 30 days of receipt of such
updated list, FINRA shall confirm in writing whether the rules listed
in any updated list are Common Rules as defined in this Agreement.
Notwithstanding anything herein to the contrary, it is explicitly
understood that the term ``Regulatory Responsibilities'' does not
include, and LTSE shall retain full responsibility for (unless
otherwise addressed by separate agreement or rule) (collectively, the
``Retained Responsibilities'') the following:
(a) Surveillance, examination, investigation and enforcement with
respect to trading activities or practices involving LTSE's own
marketplace for rules that are not Common Rules;
(b) registration pursuant to its applicable rules of associated
persons (i.e., registration rules that are not Common Rules);
(c) discharge of its duties and obligations as a Designated
Examining Authority pursuant to Rule 17d-1 under the Exchange Act; and
(d) any LTSE Rules that are not Common Rules.
3. Dual Members. Prior to the Effective Date, LTSE shall furnish
FINRA with a current list of Dual
[[Page 34227]]
Members, which shall be updated no less frequently than once each
quarter.
4. No Charge. There shall be no charge to LTSE by FINRA for
performing the Regulatory Responsibilities and Enforcement
Responsibilities under this Agreement except as otherwise agreed by the
parties, either herein or in a separate agreement.
5. Applicability of Certain Laws, Rules, Regulations or Orders.
Notwithstanding any provision hereof, this Agreement shall be subject
to any statute, or any rule or order of the Commission. To the extent
such statute, rule or order is inconsistent with this Agreement, the
statute, rule or order shall supersede the provision(s) hereof to the
extent necessary for them to be properly effectuated and the
provision(s) hereof in that respect shall be null and void.
6. Notification of Violations.
(a) In the event that FINRA becomes aware of apparent violations of
any LTSE Rules, which are not listed as Common Rules, discovered
pursuant to the performance of the Regulatory Responsibilities assumed
hereunder, FINRA shall notify LTSE of those apparent violations for
such response as LTSE deems appropriate.
(b) In the event that LTSE becomes aware of apparent violations of
any Common Rules, discovered pursuant to the performance of the
Retained Responsibilities, LTSE shall notify FINRA of those apparent
violations and such matters shall be handled by FINRA as provided in
this Agreement.
(c) Apparent violations of Common Rules shall be processed by, and
enforcement proceedings in respect thereto shall be conducted by FINRA
as provided hereinbefore; provided, however, that in the event a Dual
Member is the subject of an investigation relating to a transaction on
LTSE, LTSE may in its discretion assume concurrent jurisdiction and
responsibility.
(d) Each party agrees to make available promptly all files, records
and witnesses necessary to assist the other in its investigation or
proceedings.
7. Continued Assistance.
(a) FINRA shall make available to LTSE all information obtained by
FINRA in the performance by it of the Regulatory Responsibilities
hereunder with respect to the Dual Members subject to this Agreement.
In particular, and not in limitation of the foregoing, FINRA shall
furnish LTSE any information it obtains about Dual Members which
reflects adversely on their financial condition. LTSE shall make
available to FINRA any information coming to its attention that
reflects adversely on the financial condition of Dual Members or
indicates possible violations of applicable laws, rules or regulations
by such firms.
(b) The parties agree that documents or information shared shall be
held in confidence, and used only for the purposes of carrying out
their respective regulatory obligations. Neither party shall assert
regulatory or other privileges as against the other with respect to
documents or information that is required to be shared pursuant to this
Agreement.
(c) The sharing of documents or information between the parties
pursuant to this Agreement shall not be deemed a waiver as against
third parties of regulatory or other privileges relating to the
discovery of documents or information.
8. Statutory Disqualifications. When FINRA becomes aware of a
statutory disqualification as defined in the Exchange Act with respect
to a Dual Member, FINRA shall determine pursuant to Sections 15A(g)
and/or Section 6(c) of the Exchange Act the acceptability or continued
applicability of the person to whom such disqualification applies and
keep LTSE advised of its actions in this regard for such subsequent
proceedings as LTSE may initiate.
9. Customer Complaints. LTSE shall forward to FINRA copies of all
customer complaints involving Dual Members received by LTSE relating to
FINRA's Regulatory Responsibilities under this Agreement. It shall be
FINRA's responsibility to review and take appropriate action in respect
to such complaints.
10. Advertising. FINRA shall assume responsibility to review the
advertising of Dual Members subject to the Agreement, provided that
such material is filed with FINRA in accordance with FINRA's filing
procedures and is accompanied with any applicable filing fees set forth
in FINRA Rules.
11. No Restrictions on Regulatory Action. Nothing contained in this
Agreement shall restrict or in any way encumber the right of either
party to conduct its own independent or concurrent investigation,
examination or enforcement proceeding of or against Dual Members, as
either party, in its sole discretion, shall deem appropriate or
necessary.
12. Termination. This Agreement may be terminated by LTSE or FINRA
at any time upon the approval of the Commission after six (6) month's
written notice to the other party.
13. Arbitration. In the event of a dispute between the parties as
to the operation of this Agreement, LTSE and FINRA hereby agree that
any such dispute shall be settled by arbitration in Washington, DC in
accordance with the rules of the American Arbitration Association then
in effect, or such other procedures as the parties may mutually agree
upon. Judgment on the award rendered by the arbitrator(s) may be
entered in any court having jurisdiction. Each party acknowledges that
the timely and complete performance of its obligations pursuant to this
Agreement is critical to the business and operations of the other
party. In the event of a dispute between the parties, the parties shall
continue to perform their respective obligations under this Agreement
in good faith during the resolution of such dispute unless and until
this Agreement is terminated in accordance with its provisions. Nothing
in this Section 13 shall interfere with a party's right to terminate
this Agreement as set forth herein.
14. Notification of Members. LTSE and FINRA shall notify Dual
Members of this Agreement after the Effective Date by means of a
uniform joint notice.
15. Amendment. This Agreement may be amended in writing duly
approved by each party. All such amendments must be filed with and
approved by the Commission before they become effective.
16. Limitation of Liability. Neither FINRA nor LTSE nor any of
their respective directors, governors, officers or employees shall be
liable to the other party to this Agreement for any liability, loss or
damage resulting from or claimed to have resulted from any delays,
inaccuracies, errors or omissions with respect to the provision of
Regulatory Responsibilities as provided hereby or for the failure to
provide any such responsibility, except with respect to such liability,
loss or damages as shall have been suffered by one or the other of
FINRA or LTSE and caused by the willful misconduct of the other party
or their respective directors, governors, officers or employees. No
warranties, express or implied, are made by FINRA or LTSE with respect
to any of the responsibilities to be performed by each of them
hereunder.
17. Relief from Responsibility. Pursuant to Sections 17(d)(1)(A)
and 19(g) of the Exchange Act and Rule 17d-2 thereunder, FINRA and LTSE
join in requesting the Commission, upon its approval of this Agreement
or any part thereof, to relieve LTSE of any and all responsibilities
with respect to matters allocated to FINRA pursuant to this Agreement;
provided, however, that this Agreement shall not be effective until the
Effective Date.
[[Page 34228]]
18. Severability. Any term or provision of this Agreement that is
invalid or unenforceable in any jurisdiction shall, as to such
jurisdiction, be ineffective to the extent of such invalidity or
unenforceability without rendering invalid or unenforceable the
remaining terms and provisions of this Agreement or affecting the
validity or enforceability of any of the terms or provisions of this
Agreement in any other jurisdiction.
19. Counterparts. This Agreement may be executed in one or more
counterparts, each of which shall be deemed an original, and such
counterparts together shall constitute one and the same instrument.
* * * * *
Exhibit 1
LTSE Certification of Common Rules
LTSE hereby certifies that the requirements contained in the rules
listed below for LTSE are identical to, or substantially similar to,
the comparable FINRA (NASD) Rules, Exchange Act provision or SEC rule
identified (``Common Rules'').
------------------------------------------------------------------------
FINRA (NASD) Rule, Exchange Act
LTSE Rule Provision, SEC Rule
------------------------------------------------------------------------
Rule 2.140 Prohibited Conditions FINRA Rule 2081 Prohibited
Relating to Expungement of Customer Conditions Relating to
Dispute. Expungement of Customer
Dispute.
Rule 2.160(p) Registration Requirements FINRA Rule 1240(a)(1)-(4), (6)-
and Restrictions on Membership-- (7) and (b) Continuing
Continuing Education Requirements . Education Requirements.
Rule 2.240 Fidelity Bonds ............ FINRA Rule 4360 Fidelity Bonds.
Rule 3.110 Business Conduct of Members FINRA Rule 2010 Standards of
[supcaret]. Commercial Honor and
Principles of Trade.[supcaret]
Rule 3.120 Violations Prohibited 1 FINRA Rule 2010 Standards of
[supcaret] . Commercial Honor and
Principles of Trade [supcaret]
and FINRA Rule 3110
Supervision.
Rule 3.130 Use of Fraudulent Devices FINRA Rule 2020 Use of
[supcaret]. Manipulative, Deceptive or
Other Fraudulent
Devices.[supcaret]
Rule 3.150 Know Your Customer.......... FINRA Rule 2090 Know Your
Customer.
Rule 3.160 Fair Dealing with Customers. FINRA Rule 2020 Use of
Manipulative, Deceptive or
Other Fraudulent Device,
[supcaret] FINRA Rule 2010
Standards of Commercial Honor
and Principles of
Trade,[supcaret] FINRA Rule
2111(a) and SM .06
Suitability, FINRA Rule
2150(a) Improper Use of
Customers' Securities or
Funds; Prohibition Against
Guarantees and Sharing in
Accounts, and FINRA Rule
3240(a) Borrowing From or
Lending to Customers.
Rule 3.170 Suitability................. FINRA Rule 2111 Suitability.
Rule 3.180(a) The Prompt Receipt and FINRA Rule 11860 COD Orders.
Delivery of Securities.
Rule 3.180(b) The Prompt Receipt and SEA Regulation SHO.
Delivery of Securities.
Rule 3.190 Charges for Services FINRA Rule 2122 Charges for
Performed. Services Performed.
Rule 3.200 Use of Information Obtained FINRA Rule 2060 Use of
in a Fiduciary Capacity. Information Obtained in
Fiduciary Capacity.
Rule 3.210 Publication of Transactions FINRA Rule 5210 Publication of
and Quotations. Transactions and Quotations.
Rule 3.220 Offers at Stated Prices..... FINRA Rule 5220 Offers at
Stated Prices.
Rule 3.230 Payments Involving FINRA Rule 5230 Payments
Publications that Influence the Market Involving Publications that
Price of a Security. Influence the Market Price of
a Security.
Rule 3.240 Customer Confirmations...... FINRA Rule 2232(a) Customer
Confirmations and SEC Rule 10b-
10 Confirmation of
Transactions.
Rule 3.250 Disclosure of Control FINRA Rule 2262 Disclosure of
Relationship with Issuer. Control Relationship with
Issuer.
Rule 3.260 Discretionary Accounts...... NASD Rule 2510 Discretionary
Accounts.
Rule 3.270 Improper Use of Customers' FINRA Rule 2150(a)-(c) and SM
Securities or Funds; Prohibition .03 Improper Use of Customers'
Against Guarantees and Sharing in Securities or Funds;
Accounts. Prohibition Against Guarantees
and Sharing in Accounts.
Rule 3.280 Communications with FINRA Rule 2210 Communications
Customers and the Public. with the Public.
Rule 3.290 Customer Disclosures........ FINRA Rule 2265 Extended Hours
Trading Risk Disclosure.
Rule 3.291 Influencing or Rewarding FINRA Rule 3220 Influencing or
Employees of Others; Gratuities. Rewarding Employees of Others.
Rule 3.292 Telemarketing............... FINRA Rule 3230 Telemarketing.
Rule 3.293 Short-Interest Reporting.... FINRA Rule 4560 Short Interest
Reporting.
Rule 4.511 General Requirements........ FINRA Rule 4511 General
Requirements.
Rule 4.512 Customer Account Information FINRA Rule 4512 Customer
Account Information.
Rule 4.513 Record of Written Customer FINRA Rule 4513 Record of
Complaints. Written Customer Complaints.
Rule 4.550 Disclosure of Financial FINRA Rule 2261 Disclosure of
Condition. Financial Condition.
Rule 5.110 Supervision ............... FINRA Rule 3110 Supervision.
Rule 5.120 Supervisory Control System FINRA Rule 3120 Supervisory
Control System.
Rule 5.130 Annual Certification of FINRA Rule 3130 Annual
Compliance and Supervisory Processes . Certification of Compliance
and Supervisory Processes.
Rule 5.160 Anti-Money Laundering FINRA Rule 3310 Anti-Money
Compliance Program . Laundering Compliance Program.
Rule 5.170 Transactions for or by FINRA Rule 3210 Accounts At
Associated Persons. Other Broker-Dealers and
Financial Institutions.
Rule 6.120 Failure to Deliver and Regulation SHO Rules 200 and
Failure to Receive. 203.
Rule 6.130(a), (b), (d) and (e) FINRA Rule 2251 Forwarding of
Forwarding of Proxy and Other Issuer- Proxy and Other Issuer-Related
Related Materials; Proxy Voting. Materials.
Rule 10.110(a) Market Manipulation..... FINRA Rule 6140 Other Trading
Practices.
Rule 10.110(b) Market Manipulation..... FINRA Rule 5210 Publication of
Transactions and Quotations,
FINRA Rule 2020 Use of
Manipulative, Deceptive or
Other Fraudulent Devices,
FINRA Rule 2010 Standards of
Commercial Honor and
Principles of Trade, and FINRA
Rule 6140(a) Other Trading
Practices.
Rule 10.120 Fictitious Transactions.... FINRA Rule 6140 Other Trading
Practices and FINRA Rule 5210
Supplementary Material .02
Self-Trades.
Rule 10.130 Excessive Sales By A Member FINRA Rule 6140(c) Other
Trading Practices.
Rule 10.140 Manipulative Transactions.. FINRA Rule 6140 Other Trading
Practices.
[[Page 34229]]
Rule 10.150 Dissemination of False FINRA Rule 6140(e) Other
Information. Trading Practices.
Rule 10.160 Prohibition Against Trading FINRA Rule 5320 Prohibition
Ahead of Customer Orders **. Against Trading Ahead of
Customer Orders.**
Rule 10.180 Influencing the FINRA Rule 6140(a) Other
Consolidated Tape. Trading Practices and FINRA
Rule 5210 Publication of
Transactions and Quotations.
Rule 10.190 Trade Shredding............ FINRA Rule 5290 Order Entry and
Execution Practices.
Rule 10.220 Best Execution and FINRA Rule 5310 Best Execution
Interpositioning **. and Interpositioning.**
Rule 10.240 Trading Ahead of Research FINRA Rule 5280 Trading Ahead
Reports **. of Research Reports.**
Rule 10.260 Front Running of Block FINRA Rule 5270 Front Running
Transactions. of Block Transactions.**
Rule 11.280(e)(3) & (4) Limit Up-Limit FINRA Rule 6190(a)(1) & (2)
Down Plan and Trading Halts--Limit Up- Compliance with Regulation NMS
Limited Down Mechanism. Plan to Address Extraordinary
Market Volatility.
------------------------------------------------------------------------
Common Rules shall not include any provisions regarding (i) notice,
reporting or any other filings made directly to or from LTSE, (ii)
incorporation by reference of LTSE Rules that are not Common Rules,
(iii) exercise of discretion in a manner that differs from FINRA's
exercise of discretion including, but not limited to exercise of
exemptive authority, by LTSE, (iv) prior written approval of LTSE and
(v) payment of fees or fines to LTSE.
\1\ FINRA shall only have Regulatory Responsibilities for Rule 3.120(a)
regarding conduct in violation of the Act, or the rules or regulations
thereunder.
[supcaret] FINRA shall not have any Regulatory Responsibilities for
these rules as they pertain to violations of insider trading
activities, which is covered by a separate 17d-2 Agreement by and
among Cboe BZX Exchange, Inc., Cboe BYX Exchange, Inc., Chicago Stock
Exchange, Inc., Cboe EDGA Exchange Inc., Cboe EDGX Exchange Inc.,
Financial Industry Regulatory Authority, Inc., Nasdaq BX, Inc., Nasdaq
PHLX LLC, The Nasdaq Stock Market LLC, NYSE National, Inc., New York
Stock Exchange, LLC, NYSE American LLC, NYSE Arca Inc., and Investors'
Exchange LLC effective October 10, 2018, as may be amended from time
to time.
** FINRA shall perform the surveillance responsibilities for the double
star rules. These rules may be cited by FINRA in both the context of
this Agreement and the Regulatory Services Agreement.
In addition, the following provisions shall be part of this 17d-2
Agreement:
SEA Rules:
SEA Rule 200 of Regulation SHO--Definition of Short Sales
and Marking Requirements **
SEA Rule 201 of Regulation SHO--Circuit Breaker **
SEA Rule 203 of Regulation SHO--Borrowing and Delivery
Requirements **
SEA Rule 204 of Regulation SHO--Close-Out Requirement **
SEA Rule 101 of Regulation M--Activities by Distribution
Participants **
SEA Rule 102 of Regulation M--Activities by Issuers and
Selling Security Holders During a Distribution **
SEA Rule 103 of Regulation M--Nasdaq Passive Market Making
**
SEA Rule 104 of Regulation M--Stabilizing and Other
Activities in Connection with an Offering **
SEA Rule 105 of Regulation M--Short Selling in Connection
With a Public Offering **
SEA Rule 604 of Regulation NMS--Display of Customer Limit
Orders **
SEA Rule 606 of Regulation NMS--Disclosure of Routing
Information **
SEA Rule 610(d) of Regulation NMS--Locking or Crossing
Quotations **
SEA Rule 611 of Regulation NMS--Order Protection Rule **
SEA Rule 10b-5 Employment of Manipulative and Deceptive
Devices [supcaret]
SEA Rule 17a-3/17a-4--Records to Be Made by Certain
Exchange Members, Brokers, and Dealers/Records to Be Preserved by
Certain Exchange Members, Brokers, and Dealers [supcaret]
III. Date of Effectiveness of the Proposed Plan and Timing for
Commission Action
Pursuant to Section 17(d)(1) of the Act \14\ and Rule 17d-2
thereunder,\15\ after August 1, 2019, the Commission may, by written
notice, declare the plan submitted by LTSE and FINRA, File No. 4-747,
to be effective if the Commission finds that the plan is necessary or
appropriate in the public interest and for the protection of investors,
to foster cooperation and coordination among self-regulatory
organizations, or to remove impediments to and foster the development
of the national market system and a national system for the clearance
and settlement of securities transactions and in conformity with the
factors set forth in Section 17(d) of the Act.
---------------------------------------------------------------------------
\14\ 15 U.S.C. 78q(d)(1).
\15\ 17 CFR 240.17d-2.
---------------------------------------------------------------------------
IV. Solicitation of Comments
In order to assist the Commission in determining whether to approve
the proposed 17d-2 Plan and to relieve LTSE of the responsibilities
which would be assigned to FINRA, interested persons are invited to
submit written data, views, and arguments concerning the foregoing.
Comments may be submitted by any of the following methods:
Electronic Comments
Use the Commission's internet comment form (https://www.sec.gov/rules/other.shtml); or
Send an email to [email protected]. Please include
File Number 4-747 on the subject line.
Paper Comments
Send paper comments in triplicate to Secretary, Securities
and Exchange Commission, Station Place, 100 F Street NE, Washington, DC
20549-1090.
All submissions should refer to File Number 4-747. 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/other.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 plan also will be available for inspection and
copying at the principal offices of LTSE and FINRA. All comments
received will be posted without change.
[[Page 34230]]
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 4-747 and should be submitted
on or before August 1, 2019.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\16\
---------------------------------------------------------------------------
\16\ 17 CFR 200.30-3(a)(34).
---------------------------------------------------------------------------
Eduardo A. Aleman,
Deputy Secretary.
[FR Doc. 2019-15144 Filed 7-16-19; 8:45 am]
BILLING CODE 8011-01-P
