Self-Regulatory Organizations; Municipal Securities Rulemaking Board; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change To Reduce the Rates of Assessment for Certain Underwriting, Transaction, and Technology Fees Under MSRB Rule A-13, 13593-13598 [2021-04793]
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Federal Register / Vol. 86, No. 44 / Tuesday, March 9, 2021 / Notices
above, the program has not incented
Market Makers to increase participation
in manual executions on the Exchange.
In addition, because only those Market
Makers that increased their Manual
volume by specified amounts were
eligible for discounted rates under the
Step-Up Program, the proposed
elimination of the program would
remove a potential burden on
competition in that it would level the
playing field for all Market Makers
operating on the Exchange.
The Exchange operates in a highly
competitive market in which market
participants can readily favor one of the
16 competing option exchanges. In such
an environment, the Exchange must
continually adjust its fees and rebates to
remain competitive with other
exchanges and to attract order flow to
the Exchange. The Exchange believes
that the proposed rule change reflects
this competitive environment because it
removes an unutilized program that did
not achieve its intended purpose of
attracting order flow.
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C. Self-Regulatory Organization’s
Statement on Comments on the
Proposed Rule Change Received From
Members, Participants, or Others
No written comments were solicited
or received with respect to the proposed
rule change.
III. Date of Effectiveness of the
Proposed Rule Change and Timing for
Commission Action
The foregoing rule change is effective
upon filing pursuant to Section
19(b)(3)(A) 10 of the Act and
subparagraph (f)(2) of Rule 19b–4 11
thereunder, because it establishes a due,
fee, or other charge imposed by the
Exchange.
At any time within 60 days of the
filing of such proposed rule change, the
Commission summarily may
temporarily suspend such rule change if
it appears to the Commission that such
action is necessary or appropriate in the
public interest, for the protection of
investors, or otherwise in furtherance of
the purposes of the Act. If the
Commission takes such action, the
Commission shall institute proceedings
under Section 19(b)(2)(B) 12 of the Act to
determine whether the proposed rule
change should be approved or
disapproved.
IV. Solicitation of Comments
Interested persons are invited to
submit written data, views, and
arguments concerning the foregoing,
including whether the proposed rule
change is consistent with the Act.
Comments may be submitted by any of
the following methods:
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.13
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2021–04792 Filed 3–8–21; 8:45 am]
Electronic Comments
BILLING CODE 8011–01–P
• 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–
NYSEAMER–2021–12 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–NYSEAMER–2021–12. 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–NYSEAMER–2021–12, and
should be submitted on or before March
30, 2021.
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–91247; File No. SR–MSRB–
2021–02]
Self-Regulatory Organizations;
Municipal Securities Rulemaking
Board; Notice of Filing and Immediate
Effectiveness of a Proposed Rule
Change To Reduce the Rates of
Assessment for Certain Underwriting,
Transaction, and Technology Fees
Under MSRB Rule A–13
March 3, 2021.
Pursuant to Section 19(b)(1) of the
Securities Exchange Act of 1934 (‘‘Act’’
or ‘‘Exchange Act’’) 1 and Rule 19b–4
thereunder,2 notice is hereby given that
on March 1, 2021 the Municipal
Securities Rulemaking Board (‘‘MSRB’’)
filed with the Securities and Exchange
Commission (‘‘SEC’’ or ‘‘Commission’’)
the proposed rule change as described
in Items I, II, and III below, which Items
have been prepared by the MSRB. 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 MSRB filed with the Commission
a proposed rule change to amend MSRB
Rule A–13, on underwriting and
transaction assessments for brokers,
dealers, and municipal securities
dealers (collectively, ‘‘dealers’’), to
temporarily reduce the rate of
assessment for certain underwriting,
transaction, and technology fees
(collectively, ‘‘market activity fees’’) on
dealers with respect to assessable
activity that occurs on April 1, 2021
through September 30, 2022 (the
‘‘proposed rule change’’). The MSRB has
designated the proposed rule change as
‘‘establishing or changing a due, fee, or
other charge’’ under Section
19(b)(3)(A)(ii) 3 of the Act and Rule 19b–
4(f)(2) 4 thereunder, which renders the
proposed rule change effective upon
filing with the Commission. The
13 17
CFR 200.30–3(a)(12).
U.S.C. 78s(b)(1).
2 17 CFR 240.19b–4.
3 15 U.S.C. 78s(b)(3)(A)(ii).
4 17 CFR 240.19b–4(f)(2).
1 15
10 15
U.S.C. 78s(b)(3)(A).
CFR 240.19b–4(f)(2).
12 15 U.S.C. 78s(b)(2)(B).
11 17
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Federal Register / Vol. 86, No. 44 / Tuesday, March 9, 2021 / Notices
implementation date for the proposed
rule change’s temporary fee reduction is
April 1, 2021.
The text of the proposed rule change
is available on the MSRB’s website at
www.msrb.org/Rules-andInterpretations/SEC-Filings/2021Filings.aspx, at the MSRB’s principal
office, 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
MSRB 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 MSRB 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
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1. Purpose
The purpose of the proposed rule
change is to temporarily reduce the rate
of assessment for the Board’s
underwriting, transaction, and
technology fees under MSRB Rule A–13
with respect to assessable activity that
occurs on April 1, 2021 through
September 30, 2022.5 The proposed rule
change is designed to promote the
collection of reasonable fees and charges
as are necessary or appropriate to defray
the costs and expenses of operating and
administering the Board. The Board
believes that the proposed rule change
achieves such reasonable fees and
charges because it will rightsize the
Board’s reserves position, in
conformance with a prudently
established and reasonable target, by
forgoing a portion of market activity fees
over an eighteenth month period. In
effect, the Board intends to utilize its
excess reserves to offset the forgone
revenue resulting from the temporary
fee reduction and, thereby, reasonably
reduce the fees of the class of MSRB
regulated entities 6 whose prior fee
payments directly contributed to the
5 For the reasons discussed herein, underwriting
assessments charged pursuant to Rule A–13(c)(ii) to
certain dealers acting as underwriters of municipal
fund securities are not included in the temporary
fee reduction.
6 The term ‘‘regulated entities’’ is used here as
defined below in the first full sentence of the
following paragraph (i.e., dealers and municipal
advisors).
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MSRB being in excess of its reserves
target.
Background on MSRB Fee Structure
The Board discharges its statutory
mandate under the Exchange Act by
establishing rules for dealers and
municipal advisors (together with
dealers, ‘‘regulated entities’’), collecting
and disseminating market information,
coordinating with other regulatory
authorities, and conducting outreach to
external stakeholders.7 The Board
assesses fees on regulated entities to
generate funds for these activities. The
current fees assessed on regulated
entities are the:
1. Municipal Advisor Professional Fee
(MSRB Rule A–11): A fee of $1,000 for
each person associated with the
municipal advisor who is qualified as a
municipal advisor representative in
accordance with MSRB Rule G–3 and
for whom the municipal advisor has on
file with the SEC a Form MA–I as of
January 31 of each year;
2. Initial Registration Fee (MSRB Rule
A–12): A $1,000 one-time registration
fee to be paid by each dealer to register
with the MSRB before engaging in
municipal securities activities and by
each municipal advisor to register with
the MSRB before engaging in municipal
advisory activities;
3. Annual Registration Fee (MSRB
Rule A–12): A $1,000 annual fee to be
paid by each dealer and municipal
advisor registered with the MSRB;
4. Late Fee (MSRB Rule A–11 and
MSRB Rule A–12): A $25 monthly late
fee and a late fee on the overdue balance
(computed according to the prime rate)
until paid on balances not paid within
30 days of the invoice date by the dealer
or municipal advisor;
5. Underwriting Fee (MSRB Rule A–
13): A fee amount of $.0275 per $1,000
of the par value paid by a dealer, on all
municipal securities purchased from an
issuer by or through such dealer,
whether acting as principal or agent as
part of a primary offering;
6. Municipal Funds Underwriting Fee
(MSRB Rule A–13): A fee amount of
$.005 per $1,000 of the total aggregate
assets for the reporting period (i.e., the
529 savings plan fee on underwriters),
in the case of an underwriter (as defined
in MSRB Rule G–45) of a primary
offering of certain municipal fund
securities; 8
7. Transaction Fee (MSRB Rule A–13):
A fee amount of .001% ($.01 per $1,000)
of the total par value to be paid by a
7 See Section 15B(b) of the Exchange Act (15
U.S.C. 78o–4(b)).
8 See note 5 supra (clarifying that such fees are
not included in the temporary fee reduction).
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dealer, except in limited circumstances,
for inter-dealer sales and customer sales
reported to the MSRB pursuant to MSRB
Rule G–14(b), on transaction reporting
requirements;
8. Technology Fee (MSRB Rule A–13):
A fee of $1.00 paid per transaction by
a dealer for each inter-dealer sale and
for each sale to customers reported to
the MSRB pursuant to MSRB Rule G–
14(b); and
9. Examination Fee (MSRB Rule A–
16): A $150 test development fee
assessed per candidate for each MSRB
examination.
The Board also receives revenues
from certain other sources, such as
regulatory fine-sharing 9 and MSRB data
subscription fees.10 These revenue
sources contribute a smaller portion to
the overall MSRB funding.11
Historically, the vast majority of the
MSRB’s revenue has been derived from
fees on regulated entities, in particular
dealers who pay market activity fees
pursuant to MSRB Rule A–13(c)(i) and
(d), as discussed in more detail below.12
Overview of MSRB Budget and Reserves
As a self-funded regulatory
organization, MSRB revenue comes
primarily from its regulated entities, and
the MSRB does not receive any taxpayer
dollars. The Board is responsible for
independently managing and
monitoring the MSRB’s financial
position on an ongoing basis and
ensuring that the MSRB has sufficient
reserves to maintain the MSRB’s
operations without interruption, even in
9 Fine revenue became a new revenue source as
first provided in 2010 under the Dodd-Frank Wall
Street Reform and Consumer Protection Act (the
‘‘Dodd-Frank Act’’). See 15 U.S.C. 78o–4(c)(9).
10 The MSRB charges data subscription service
fees for subscribers, including dealers, municipal
advisors, and non-regulated entities, seeking direct
electronic delivery of municipal trade data and
disclosure documents associated with municipal
bond issues. Notably, however, this information is
available without direct electronic delivery on the
EMMA website without charge.
11 For example, fine-sharing revenue amounted to
approximately 3.3 percent of the MSRB’s overall
revenue in Fiscal Year 2020 (∼$1.5 million) and 0.4
percent in Fiscal Year 2019 (∼$150,000). See MSRB
2020 Annual Report, available at https://msrb.org/∼/
media/Files/Resources/MSRB-2020-AnnualReport.ashx?la=en.
12 With the extension of the MSRB’s jurisdiction
to regulate municipal advisors in the Dodd-Frank
Act, this class of regulated entity began contributing
to the cost of MSRB regulation in 2014. See Release
No. 34–72019 (Apr. 25, 2014), 79 FR 24798 (May
1, 2014) (File No. SR–MSRB–2014–03). See also
Release No. 34–81841 (Oct. 10, 2017), 82 FR 48135,
48138 (Oct. 16, 2017) (File No. SR–MSRB–2017–07)
(increasing the municipal advisor professional fee
from $300 to $500) and Release No. 34–87075 (Sept.
24, 2019), 82 FR 51698 (Sept. 30, 2019) (File No.
SR–MSRB–2019–11) (increasing the municipal
advisor professional fee from $500 to $1,000 over
the course of two years).
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economic downturns and other
unforeseen disruptions.13
Establishing the Reserves Target. The
Board establishes a reserves target to
ensure that the organization maintains a
prudent level of liquid funds to fund
operations and ensure the long-term
financial sustainability of the
organization, taking into consideration a
range of reasonably foreseeable market
conditions and expected expenditures
over a three-year time horizon. The
reserves target is determined after
conducting a detailed and
comprehensive analysis of the liquidity
needs in four categories: (1) Working
capital, (2) risk reserves, (3) strategic
investment reserves, and (4) regulatory
reserves.14 The Board refines the
reserves target on an annual basis, being
vigilant of the dynamic impact of
market activity on the MSRB’s financial
position and cognizant of the variability
of such future market activity.15
Monitoring and Management of
Reserves. The Board monitors the actual
reserves balance on an ongoing basis,
and MSRB staff actively manages the
financial position of the organization in
accordance with the Board-approved
target. As necessary or appropriate, the
Board is prepared to approve the use of
reserves to mitigate unforeseen revenue
fluctuations and otherwise maintain
funding for services essential to the
efficiency of the municipal market.16
Conversely, when actual revenue
exceeds expenses, the MSRB generates
additional reserves. In the
circumstances of such an operating
surplus, the Board balances the need to
13 See MSRB Funding Policy, available at https://
msrb.org/About-MSRB/Financial-and-OtherInformation/Financial-Policies/
Funding%20Policy.aspx. The MSRB publishes its
annual audited financial statements, annual fiscal
year budgets, and key financial policies on its
website. The Board believes that this transparency
provides municipal market participants and other
stakeholders insight into, and a clearer
understanding of, how the Board utilizes its
resources in fulfillment of the MSRB’s statutory
mandate.
14 Id (these four categories are identified in the
discussion under ‘‘Reserves Considerations’’).
15 See MSRB Fiscal Year 2021 Budget for a further
discussion of the MSRB’s budget and reserves,
available at https://msrb.org/∼/media/Files/
Resources/MSRB-FY-2021-BudgetSummary.ashx?la=en.
16 For example, in 2010, after several years of
heavy investment in the technological
infrastructure needed to launch the MSRB’s
Electronic Municipal Market Access (EMMA®)
website, the MSRB’s financial reserves levels had
dropped below the then reserves target that the
MSRB had previously established. As a result,
replenishing the MSRB’s reserves became a priority.
The following year, the MSRB increased the
transaction fee under Rule A–13 and began
assessing a new technology fee for dealers under the
same rule. See Release No. 34–63621 (Dec. 29,
2010), 76 FR 604 (Jan. 5, 2011) (File No. SR–MSRB–
2010–10).
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maintain sufficient reserves in relation
to ongoing funding demands, while also
examining the fair and equitable balance
of its fee structure and opportunities for
strategic organizational investments in
furtherance of the MSRB’s statutory
mandate.17
Market Activity in Fiscal Year 2020 and
Effects on Reserves
The MSRB began Fiscal Year 2020
with reserves above target.18 The Board
anticipated funding a budgeted
operating deficit for Fiscal Year 2020, an
investment to migrate MSRB market
transparency systems to the cloud, and
projected deficits in out-year pro forma
budgets using these excess reserves.
However, the market activity occurring
during MSRB Fiscal Year 2020 exceeded
the budget established by the Board, due
in large part to the COVID–19 pandemic
driving increased market volatility and
high levels of primary market issuance.
While the Board intended its Fiscal Year
2020 budget to result in a deficit and
thereby spend excess reserves, the
market activity resulting from the
pandemic drove unexpected revenues in
the collection of market activity fees. All
in all, market activity fees paid by
dealers exceeded the MSRB’s budget by
$4.9 million in Fiscal Year 2020. Over
the same period, the MSRB’s financial
results also benefited from expense
savings, including savings associated
with operating remotely during the
pandemic, and, consequently, the
MSRB’s excess reserves continued to
grow beyond their target instead of
being reduced as planned.
Board Determination on the Need to
Rightsize Reserves
The additional market activity fee
revenue generated in Fiscal Year 2020
built upon the Board’s existing excess
17 For
example, the Board has designated excess
reserves for one-time investments to fund major
technological initiatives to benefit the market,
including migrating all MSRB market transparency
systems to the cloud, which was completed in
Fiscal Year 2020. Also, in Fiscal Year 2020, the
Board designated $10 million of reserves for a
multi-year strategic investment to modernize its
market transparency systems to leverage the power
of the cloud. See, e.g., MSRB Holds Final Quarterly
Board Meeting of FY 2019 (July 29, 2019), available
at https://msrb.org/News-and-Events/Press-Releases/
2019/MSRB-Holds-Final-Quarterly-Board-Meetingof-FY-2019.aspx; and see also MSRB FY 2021
Budget Reflects Priorities of Modernizing EMMA®
and Reducing Compliance Burdens (Oct. 1, 2020),
available at https://msrb.org/News-and-Events/PressReleases/2020/MSRB%20FY%202021
%20Budget%20Priorities.aspx.
18 See MSRB 2020 Annual Report (link at note 11
supra). See also discussion of the MSRB’s ‘‘Sources
and Uses of Funding,’’ available at https://msrb.org/
About-MSRB/Financial-and-Other-Information/
Sources-and-Uses-of-Funding.aspx (outlining
organizational reserves as compared to the Boardapproved target over multiple years).
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13595
reserves position.19 As a result, the
Board prioritized the evaluation of
organizational reserves levels at the
beginning of Fiscal Year 2021. Based on
this evaluation, the Board has
determined that it is necessary and
appropriate to temporarily reduce
certain fees with the objective of
rightsizing its reserves to the target level
over an eighteen-month period. The
MSRB projects that the proposed rule
change will result in approximately
$18.8 million of forgone revenue and
serve to reduce the MSRB’s reserves to
the target level over the eighteen-month
period of the temporary fee reduction,
which the Board has determined is
appropriate and consistent with prudent
fiscal management.20
The Board desires to address its
excess reserves by providing a
temporary fee reduction to the class of
regulated entities that directly
contributed to the excess reserves
position. During the eighteen-month
temporary fee reduction period, the
Board will evaluate the organization’s
fee structure with a view towards the
MSRB’s long-term financial positioning
in relation to its fee structure.21 For this
reason, the Board believes it is
reasonable and appropriate to utilize the
temporary fee reduction mechanism
already established and effectively used
in Fiscal Year 2019 while it proceeds
with a broader review of its fee
structure.22
Board Determination to Temporarily
Reduce Market Activity Fees
While all regulated entities contribute
to the MSRB’s revenue base, market
activity fees constitute the vast majority
of budgeted revenue, a total of
approximately 77 percent in Fiscal Year
19 Id.
20 See MSRB Fiscal Year 2021 Budget for a further
discussion of the MSRB’s reserves (link at note 15
supra).
21 While it is premature to presume any particular
outcome of the Board’s review, the Board’s
objectives will include maintaining a fair and
equitable balance of fees among regulated entities,
evaluating whether the impact of market-based fees,
and their inherent volatility, as a contributor to the
growth of excess reserves can be mitigated, and
ensuring funding is sufficient to address expected
structural operating deficits projected in future
years under the current fee structure. The Board is
cognizant of the temporary fee reductions it has
adopted as a mechanism to address excess reserves
in recent years and has developed these objectives
for its review considering the factors that led to the
use of such temporary fee reductions.
22 The Board filed a proposed rule change
amending Rule A–13 to temporarily reduce market
activity fees for Fiscal Year 2019. See Release No.
34–83713 (July 26, 2018), 83 FR 37538 (Aug. 1,
2018) (File No. SR–MSRB–2018–06); see also
Release No. 34–85400 (Mar. 22, 2019), 84 FR 11841
(Mar. 28, 2019) (File No. SR–MSRB–2019–06)
(providing for an additional temporary fee
reduction in Fiscal Year 2019).
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2021.23 Market activity fees are driven
by market dynamics and are inherently
unpredictable. Because of this
unpredictability, the amount of market
activity fees collected by the MSRB
historically has exceeded the amount
budgeted.24 Therefore, the Board has
determined that market activity fees
paid by dealers have uniquely and
directly contributed to the MSRB’s
excess reserves position while other fees
collected from regulated entities have
not. Specifically, the other fees collected
by the MSRB have provided a relatively
smaller portion of the MSRB’s actual
revenue, in comparison to market
activity fees, and, at the same time, the
other fees have not exceeded their
respective budgeted amounts as
consistently and to the same degree as
market activity fees, if at all.25 Thus,
unlike market activity fees, the Board
has determined that these other fees on
regulated entities have not contributed
to the MSRB’s excess reserves
position.26
As the Board has considered and
revisited the reasonable fees and charges
necessary or appropriate to defray the
costs and expenses of operating and
administering the MSRB, the Board has
continually strived to have a fair and
equitable balance of fees among
regulated entities.27 Accordingly, the
Board has determined that the market
activity fees that directly contributed to
the excess reserves position should be
the fees that are targeted for a temporary
reduction, and so market activity fees
paid by dealers are the subject of the
proposed rule change.
The Board continually seeks to strike
the right balance in fee assessments to
maintain sufficient reserves to ensure
fiscal sustainability, while providing
relief to regulated entities that have
contributed to the excess reserves
position. The temporary eighteen-month
fee reduction for certain market activity
23 See MSRB Fiscal Year 2021 Budget (link at note
15 supra). Notably, this amount is generally
consistent with recent prior fiscal years.
24 Although the organization’s revenue sources
have become modestly more diversified since the
initial enactment of the Dodd-Frank Act—when
market activity fees accounted for 90 percent or
more of the Board’s annual revenue in certain fiscal
years—market activity fees paid by dealers still
accounted for approximately 80 percent of actual
revenue in Fiscal Year 2018 (∼$33.5 million), 72
percent in Fiscal Year 2019 (∼$24.4 million), and 77
percent in Fiscal Year 2020 (∼$36.6 million). The
MSRB’s Financial Statements for these years are
available at https://msrb.org/About-MSRB/Financialand-Other-Information/Annual-Reports.aspx.
25 Id.
26 Id.
27 See, e.g., MSRB Regulatory Notice 2017–20
(Sept. 29, 2017) (‘‘The MSRB will continue to
review and evaluate its fees over time to ensure that
fees are allocated fairly and equitably across all
regulated entities.’’)
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fees assessed on dealers would continue
these ongoing efforts, allowing the
Board to take timely action to provide
relief and reduce reserves to target
levels while undertaking a longer-term
effort to assess and potentially develop
a revised fee structure to be
implemented at the conclusion of the
temporary fee reduction period.28
Proposed Rule Change
The proposed rule change would
enact a temporary fee reduction on
market activity fees by amending
section MSRB Rule A–13(h) to reduce
by 40 percent the fees for assessable
activity that occurs on April 1, 2021
through September 30, 2022.29
• Amended MSRB Rule A–13(h)(i)
would provide that the underwriting
assessment for certain primary offerings
during this period would be .00165% of
the par value ($0.0165 per $1,000), a
reduction of 40 percent from .00275% of
the par value ($.0275 per $1,000)
assessed under MSRB Rule A–13(c)(i).
• Amended MSRB Rule A–13(h)(ii)
would provide that the transaction
assessment during this period would be
.0006% of the par value ($0.006 per
$1,000), a reduction of 40 percent from
.001% ($.01 per $1,000) assessed under
MSRB Rule A–13(d)(i) and MSRB Rule
A–13(d)(ii).
• Amended MSRB Rule A–13(h)(iii)
would provide that the technology
assessment during this period would be
$0.60 per transaction, a reduction of 40
percent from $1.00 per transaction
assessed under MSRB Rule A–13(d)(iv).
The temporarily reduced rates would be
for assessable activity that occurs during
this eighteen-month period, inclusive of
activity occurring on the beginning date
of April 1, 2021 and the end date of
September 30, 2022.30 Effective October
1, 2022, the rates of assessment for these
market activity fees would revert to
current levels on assessable activity
occurring on and after that date.
2. Statutory Basis
The MSRB believes that the proposed
rule change is consistent with Section
28 As noted, and for the reasons otherwise
discussed herein, underwriting assessments
charged pursuant to Rule A–13(c)(ii) to dealers
acting as underwriters of municipal fund securities
are not included in the temporary fee reduction.
29 The 40 percent is relative to the existing market
activity fees respectively specified in MSRB Rule
A–13(c)(i) and MSRB Rule A–13(d). Note, however,
that the proposed rule change would amend the
temporary fee reduction language of MSRB Rule A–
13(h) and would not change the text of MSRB Rule
A–13(c)(i) or MSRB Rule A–13(d).
30 Dealers are typically billed for these fees after
the relevant month end. Specifically, the
underwriting fee is billed immediately after the
respective month end, while the transaction and
technology fees are billed thirty days in arrears.
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15B(b)(2)(J) of the Act,31 which states
that the MSRB’s rules shall:
. . . provide that each municipal securities
broker, municipal securities dealer, and
municipal advisor shall pay to the Board
such reasonable fees and charges as may be
necessary or appropriate to defray the costs
and expenses of operating and administering
the Board. Such rules shall specify the
amount of such fees and charges, which may
include charges for failure to submit to the
Board, or to any information system operated
by the Board, within the prescribed
timeframes, any items of information or
documents required to be submitted under
any rule issued by the Board.
The MSRB believes that its rules
provide for reasonable dues, fees, and
other charges among regulated entities.
The MSRB believes that the proposed
rule change is necessary and
appropriate to fund the operation and
administration of the Board and satisfies
the requirements of Section
15B(b)(2)(J),32 achieving a more
reasonable fee structure, a more
equitable balance of fees among
regulated entities, and a fairer allocation
of the expenses of the MSRB.
As described above, the MSRB’s
reserves position currently exceeds its
target. This surplus has continued
despite prior efforts undertaken by the
Board to address the MSRB’s financial
position, such as budgeting operating
deficits, providing for prior fee
reductions,33 and making strategically
significant investments in market
transparency systems.34 Accordingly,
the Board has determined to seek this
additional temporary fee reduction for
market activity fees after considerable
analysis and deliberation, particularly
regarding the advantages, disadvantages,
and outcomes of its prior activities. Both
in light of the impact of the COVID–19
pandemic on the MSRB’s Fiscal Year
2020 financial results and also when
considered in conjunction with its
planned broader examination of the
MSRB’s fee structure, the Board believes
that the proposed rule change resulting
in the temporary fee reductions is
preferable at this time to address the
excess reserves position instead of, for
example, funding anticipated future
operating deficits over a number of
years until excess reserves are depleted.
In this way, the Board’s determination
to seek the proposed rule change’s
31 15
U.S.C. 78o–4(b)(2)(J).
32 Id.
33 See note 22 supra and related discussion
regarding prior temporary fee reductions in Fiscal
Year 2019. See also Release No. 34–75751 (Aug. 24,
2015), 80 FR 52352 (Aug. 28, 2015) (File No. SR–
MSRB–2015–08) (amending the underwriting fee,
among other amendments).
34 See note 17 supra and related discussion
(identifying examples of such investments).
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temporary fee reduction is informed by
the MSRB’s prior experience in
attempting to address its excess reserves
position. For example, the Board
continues to believe that a temporary
reduction of market activity fees is a
reasonable and appropriate mechanism
for reducing its excess reserves position
because, as a matter of fairness and
equity among regulated entities who pay
MSRB fees, it would temporarily
decrease fees for those regulated entities
that financially contributed to the
excess reserves position.
At the same time, the Board believes
that the temporary fee reduction—
which would be assessed over a
relatively extended period of eighteenth
months—is more prudent and equitable
than other alternatives. Specifically, the
Board believes that one of the
advantages of extending the temporary
fee reduction over the course of eighteen
months, as opposed to a shorter period,
is that the proposed rule change will
capture a larger, and likely more
representative, segment of market
activity than if the fee reduction was for
a shorter duration.35
Additionally, stretching the duration
of the fee reduction to eighteen months
will allow the MSRB to progress toward
its reserves target at a more measured
pace of net-deficit spending than if, for
example, the total percentage amount of
the fee reduction was more aggressive.
In addition, and as previously noted
above, the Board believes that the
eighteen-month duration of the
temporary fee reduction is reasonable
and appropriate because it will provide
the Board requisite time to evaluate the
organization’s fee structure thoughtfully
and thoroughly and arrive at longer term
conclusions about the MSRB’s financial
positioning.36
Lastly, the Board believes that the
mechanism of a temporary fee reduction
is preferable to a rebate or similar return
mechanisms that would more directly
reimburse the regulated entities who
paid the market activity fees that
contributed to the excess reserves
position. The MSRB understands that
such direct fee rebates based on past fee
payments may pose operational
challenges to dealer firms.37 In contrast,
35 As a general illustration of this point, the
MSRB believes that a dealer firm that only
occasionally engages in underwriting business is
more likely to receive a benefit from a fee reduction
occurring over an eighteenth-month period than, for
example, a fee reduction occurring over a six-month
period.
36 See note 21 supra.
37 The MSRB also understands that dealer firms
receiving ‘‘rebates’’ and similar after-the-fact
reimbursements for prior payments and historical
activity may have difficulty in accurately
calculating and appropriately redistributing money
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the proposed rule change’s temporary
fee reduction has the advantage of
granting firms notice and time to
operationalize the reduced fees into
their business processes.
For all the reasons discussed herein,
the MSRB believes that the proposed
rule change satisfies the applicable
requirements of the Act and the Board
has developed a reasonable and
appropriate mechanism for addressing
the excess reserves position generated
by the MSRB’s current fee structure.
B. Self-Regulatory Organization’s
Statement on Burden on Competition
Section 15B(b)(2)(C) of the Act 38
requires that MSRB rules not be
designed to impose any burden on
competition not necessary or
appropriate in furtherance of the
purposes of the Act. The MSRB believes
that the proposed rule change does not
impose any burden on competition not
necessary or appropriate in furtherance
of the purposes of the act because the
proposed rule change proportionately
applies to each dealer firm that may pay
market activity fees and, thereby,
equitably benefits this class of regulated
entity. Consequently, the MSRB believes
that the proposed rule change will not
impact competition in this regard.
The Board’s policy on the use of
economic analysis is not applicable to
those rules for which the Board seeks
immediate effectiveness.39 However, an
internal analysis may still be conducted
to gauge the economic impact, with an
emphasis on the burden on competition
involving regulated entities. In this
regard, the Board believes the proposed
rule change is necessary and
appropriate to achieve the goal of
reducing the MSRB’s reserves. Because
the market activity fees that are the
subject of the proposed rule change
comprised a majority of MSRB’s
revenue and contributed to the excess
reserves, the Board believes that it is
through or across organizations, particularly for
underwriting syndicate participants.
38 15 U.S.C. 78o–4(b)(2)(C).
39 The scope of the Board’s policy on the use of
economic analysis in rulemaking provides that:
[t]his Policy addresses rulemaking activities of
the MSRB that culminate, or are expected to
culminate, in a filing of a proposed rule change
with the SEC under Section 19(b) of the Exchange
Act, other than a proposed rule change that the
MSRB reasonably believes would qualify for
immediate effectiveness under Section 19(b)(3)(A)
of the Exchange Act if filed as such or as otherwise
provided under the exception process of this Policy.
Policy on the Use of Economic Analysis in MSRB
Rulemaking, available at https://msrb.org/Rules-andInterpretations/Economic-Analysis-Policy.aspx. For
those rule changes which the MSRB seeks
immediate effectiveness, the MSRB usually focuses
exclusively its examination on the burden of
competition on regulated entities.
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13597
reasonable and appropriate to
temporarily reduce these fees for the
designated period to achieve this
objective. Additionally, the MSRB
believes that the duration of the
proposed rule change’s temporary fee
reduction is reasonable and appropriate
in light of the MSRB’s excess reserves
position and the Board’s ongoing review
of the MSRB’s overall fee structure and
goal of arriving at longer-term
conclusions about the MSRB’s financial
positioning.
The MSRB does not believe that the
proposed rule change would result in
any burden on competition that is not
necessary or appropriate in furtherance
of the purposes of the Act, as it would
temporarily decrease the market activity
fees by the same percentage for all
dealers subject to these fees.
Consequently, the equal application of
the fee reduction will not result in an
impact on market competition. The
proposed fee reduction utilizes the
temporary fee reduction mechanism
already established and effectively used
in Fiscal Year 2019 while the MSRB
proceeds with a broader review of its fee
structure. Notably, this time the length
of the reduction time period is eighteen
months versus nine months in Fiscal
Year 2019 and the rate of reduction is
now 40 percent versus 33 percent in
Fiscal Year 2019. Based on the current
level of MSRB’s reserves and the
Board’s target level, the Fiscal Year 2021
budget and pro forma for Fiscal Year
2022 (projected budget numbers
between April 2021 and September
2022), a 40 percent reduction of the fees
assessed under Rule A–13(c)(i) and (d)
would forgo revenue of, and thus reduce
reserves by, an estimated $18.8
million.40
The MSRB believes that the proposed
rule change would not impose an
unnecessary or inappropriate regulatory
burden on dealers, as dealers with
different levels of underwriting and
trading activities would all benefit from
the temporary fee reduction
proportionately during the relevant
period. For dealers engaging in primary
market activity, a temporary 40 percent
reduction in the underwriting
assessment of the par value will benefit
all dealers and the reduction amount
will be proportionate to each dealer’s
total underwriting par amount.
Additionally, all dealers engaging in
secondary market activity will be
impacted by a 40 percent reduction of
the transaction assessment on the par
40 In round numbers, the proposed fee reduction
would reduce an estimated $6 million fee for
underwriting, $9 million fee for transaction, and $4
million fee for technology.
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Federal Register / Vol. 86, No. 44 / Tuesday, March 9, 2021 / Notices
value traded by each dealer and a 40
percent reduction in the technology fee
based on the number of trades
conducted by each dealer. In summary,
no firm would be unduly burdened as
compared to another firm. Nor would a
firm engaging in both underwriting and
trading activities be unduly burdened as
compared to singularly focused firms, as
the proposed rule change would provide
for a 40 percent reduction to each of the
market activity fees.
C. Self-Regulatory Organization’s
Statement on Comments on the
Proposed Rule Change Received From
Members, Participants, or Others
The Board did not solicit comment on
the proposed rule change. Therefore,
there are no comments on the proposed
rule change received from members,
participants or others.
III. Date of Effectiveness of the
Proposed Rule Change and Timing for
Commission Action
The foregoing rule change has become
effective pursuant to Section 19(b)(3)(A)
of the Act 41 and paragraph (f) of Rule
19b–4 42 thereunder. At any time within
60 days of the filing of the proposed rule
change, the Commission summarily may
temporarily suspend such rule change if
it appears to the Commission that such
action is necessary or appropriate in the
public interest, for the protection of
investors, or otherwise in furtherance of
the purposes of the Act.
IV. Solicitation of Comments
Interested persons are invited to
submit written data, views, and
arguments concerning the foregoing,
including whether the proposed rule
change is consistent with the Act.
Comments may be submitted by any of
the following methods:
khammond on DSKJM1Z7X2PROD with NOTICES
Electronic Comments
• Use the Commission’s internet
comment form (https://www.sec.gov/
rules/sro.shtml); or
• Send an email to rule-comments@
sec.gov. Please include File Number SR–
MSRB–2021–02 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–MSRB–2021–02. 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 MSRB. 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–MSRB–2021–02 and should
be submitted on or before March 30,
2021.
For the Commission, pursuant to delegated
authority.43
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2021–04793 Filed 3–8–21; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–91252; File No. SR–CBOE–
2021–012]
Self-Regulatory Organizations; Cboe
Exchange, Inc.; Notice of Filing and
Immediate Effectiveness of a Proposed
Rule Change To Amend Its Fees
Schedule
March 3, 2021.
Pursuant to Section 19(b)(1) of the
Securities Exchange Act of 1934 (the
‘‘Act’’),1 and Rule 19b-4 thereunder,2
notice is hereby given that on February
22, 2021, Cboe Exchange, Inc. (the
‘‘Exchange’’ or ‘‘Cboe Options’’) filed
with the Securities and Exchange
Commission (the ‘‘Commission’’) the
proposed rule change as described in
43 17
CFR 200.30–3(a)(12).
U.S.C. 78s(b)(1).
2 17 CFR 240.19b–4.
41 15
U.S.C. 78s(b)(3)(A).
42 17 CFR 240.19b–4(f).
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17:03 Mar 08, 2021
1 15
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Items I, II, and III 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
Cboe Exchange, Inc. (the ‘‘Exchange’’
or ‘‘Cboe Options’’) proposes to amend
its Fees Schedule. 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://www.cboe.com/
AboutCBOE/
CBOELegalRegulatoryHome.aspx), at
the Exchange’s Office of the Secretary,
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 amend its
Fees Schedule to adopt surcharges in
connection with the Exchange’s plan to
activate the Automated Improvement
Mechanism (‘‘AIM’’) Auction 3 for S&P
500 Index (‘‘SPX’’) and SPX Weekly
(‘‘SPXW’’) options while the Exchange
is operating in its normal hybrid
environment, effective February 22,
2021.
By way of background, AIM includes
functionality in which a Trading Permit
Holder (‘‘TPH’’) (an ‘‘Initiating TPH’’)
may electronically submit for execution
an order it represents as agent on behalf
of a customer,4 broker dealer, or any
3 The Exchange notes that this includes Complex
AIM (‘‘C–AIM’’), as set forth in proposed footnote
26.
4 The term ‘‘customer’’ means a Public Customer
or a broker-dealer. The term ‘‘Public Customer’’
means a person that is not a broker-dealer. See Rule
1.1.
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]]>Agencies
[Federal Register Volume 86, Number 44 (Tuesday, March 9, 2021)]
[Notices]
[Pages 13593-13598]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2021-04793]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-91247; File No. SR-MSRB-2021-02]
Self-Regulatory Organizations; Municipal Securities Rulemaking
Board; Notice of Filing and Immediate Effectiveness of a Proposed Rule
Change To Reduce the Rates of Assessment for Certain Underwriting,
Transaction, and Technology Fees Under MSRB Rule A-13
March 3, 2021.
Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934
(``Act'' or ``Exchange Act'') \1\ and Rule 19b-4 thereunder,\2\ notice
is hereby given that on March 1, 2021 the Municipal Securities
Rulemaking Board (``MSRB'') filed with the Securities and Exchange
Commission (``SEC'' or ``Commission'') the proposed rule change as
described in Items I, II, and III below, which Items have been prepared
by the MSRB. 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 MSRB filed with the Commission a proposed rule change to amend
MSRB Rule A-13, on underwriting and transaction assessments for
brokers, dealers, and municipal securities dealers (collectively,
``dealers''), to temporarily reduce the rate of assessment for certain
underwriting, transaction, and technology fees (collectively, ``market
activity fees'') on dealers with respect to assessable activity that
occurs on April 1, 2021 through September 30, 2022 (the ``proposed rule
change''). The MSRB has designated the proposed rule change as
``establishing or changing a due, fee, or other charge'' under Section
19(b)(3)(A)(ii) \3\ of the Act and Rule 19b-4(f)(2) \4\ thereunder,
which renders the proposed rule change effective upon filing with the
Commission. The
[[Page 13594]]
implementation date for the proposed rule change's temporary fee
reduction is April 1, 2021.
---------------------------------------------------------------------------
\3\ 15 U.S.C. 78s(b)(3)(A)(ii).
\4\ 17 CFR 240.19b-4(f)(2).
---------------------------------------------------------------------------
The text of the proposed rule change is available on the MSRB's
website at www.msrb.org/Rules-and-Interpretations/SEC-Filings/2021-Filings.aspx, at the MSRB's principal office, 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 MSRB 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 MSRB 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 purpose of the proposed rule change is to temporarily reduce
the rate of assessment for the Board's underwriting, transaction, and
technology fees under MSRB Rule A-13 with respect to assessable
activity that occurs on April 1, 2021 through September 30, 2022.\5\
The proposed rule change is designed to promote the collection of
reasonable fees and charges as are necessary or appropriate to defray
the costs and expenses of operating and administering the Board. The
Board believes that the proposed rule change achieves such reasonable
fees and charges because it will rightsize the Board's reserves
position, in conformance with a prudently established and reasonable
target, by forgoing a portion of market activity fees over an
eighteenth month period. In effect, the Board intends to utilize its
excess reserves to offset the forgone revenue resulting from the
temporary fee reduction and, thereby, reasonably reduce the fees of the
class of MSRB regulated entities \6\ whose prior fee payments directly
contributed to the MSRB being in excess of its reserves target.
---------------------------------------------------------------------------
\5\ For the reasons discussed herein, underwriting assessments
charged pursuant to Rule A-13(c)(ii) to certain dealers acting as
underwriters of municipal fund securities are not included in the
temporary fee reduction.
\6\ The term ``regulated entities'' is used here as defined
below in the first full sentence of the following paragraph (i.e.,
dealers and municipal advisors).
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Background on MSRB Fee Structure
The Board discharges its statutory mandate under the Exchange Act
by establishing rules for dealers and municipal advisors (together with
dealers, ``regulated entities''), collecting and disseminating market
information, coordinating with other regulatory authorities, and
conducting outreach to external stakeholders.\7\ The Board assesses
fees on regulated entities to generate funds for these activities. The
current fees assessed on regulated entities are the:
---------------------------------------------------------------------------
\7\ See Section 15B(b) of the Exchange Act (15 U.S.C. 78o-4(b)).
---------------------------------------------------------------------------
1. Municipal Advisor Professional Fee (MSRB Rule A-11): A fee of
$1,000 for each person associated with the municipal advisor who is
qualified as a municipal advisor representative in accordance with MSRB
Rule G-3 and for whom the municipal advisor has on file with the SEC a
Form MA-I as of January 31 of each year;
2. Initial Registration Fee (MSRB Rule A-12): A $1,000 one-time
registration fee to be paid by each dealer to register with the MSRB
before engaging in municipal securities activities and by each
municipal advisor to register with the MSRB before engaging in
municipal advisory activities;
3. Annual Registration Fee (MSRB Rule A-12): A $1,000 annual fee to
be paid by each dealer and municipal advisor registered with the MSRB;
4. Late Fee (MSRB Rule A-11 and MSRB Rule A-12): A $25 monthly late
fee and a late fee on the overdue balance (computed according to the
prime rate) until paid on balances not paid within 30 days of the
invoice date by the dealer or municipal advisor;
5. Underwriting Fee (MSRB Rule A-13): A fee amount of $.0275 per
$1,000 of the par value paid by a dealer, on all municipal securities
purchased from an issuer by or through such dealer, whether acting as
principal or agent as part of a primary offering;
6. Municipal Funds Underwriting Fee (MSRB Rule A-13): A fee amount
of $.005 per $1,000 of the total aggregate assets for the reporting
period (i.e., the 529 savings plan fee on underwriters), in the case of
an underwriter (as defined in MSRB Rule G-45) of a primary offering of
certain municipal fund securities; \8\
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\8\ See note 5 supra (clarifying that such fees are not included
in the temporary fee reduction).
---------------------------------------------------------------------------
7. Transaction Fee (MSRB Rule A-13): A fee amount of .001% ($.01
per $1,000) of the total par value to be paid by a dealer, except in
limited circumstances, for inter-dealer sales and customer sales
reported to the MSRB pursuant to MSRB Rule G-14(b), on transaction
reporting requirements;
8. Technology Fee (MSRB Rule A-13): A fee of $1.00 paid per
transaction by a dealer for each inter-dealer sale and for each sale to
customers reported to the MSRB pursuant to MSRB Rule G-14(b); and
9. Examination Fee (MSRB Rule A-16): A $150 test development fee
assessed per candidate for each MSRB examination.
The Board also receives revenues from certain other sources, such
as regulatory fine-sharing \9\ and MSRB data subscription fees.\10\
These revenue sources contribute a smaller portion to the overall MSRB
funding.\11\ Historically, the vast majority of the MSRB's revenue has
been derived from fees on regulated entities, in particular dealers who
pay market activity fees pursuant to MSRB Rule A-13(c)(i) and (d), as
discussed in more detail below.\12\
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\9\ Fine revenue became a new revenue source as first provided
in 2010 under the Dodd-Frank Wall Street Reform and Consumer
Protection Act (the ``Dodd-Frank Act''). See 15 U.S.C. 78o-4(c)(9).
\10\ The MSRB charges data subscription service fees for
subscribers, including dealers, municipal advisors, and non-
regulated entities, seeking direct electronic delivery of municipal
trade data and disclosure documents associated with municipal bond
issues. Notably, however, this information is available without
direct electronic delivery on the EMMA website without charge.
\11\ For example, fine-sharing revenue amounted to approximately
3.3 percent of the MSRB's overall revenue in Fiscal Year 2020 (~$1.5
million) and 0.4 percent in Fiscal Year 2019 (~$150,000). See MSRB
2020 Annual Report, available at https://msrb.org/~/media/Files/
Resources/MSRB-2020-Annual-Report.ashx?la=en.
\12\ With the extension of the MSRB's jurisdiction to regulate
municipal advisors in the Dodd-Frank Act, this class of regulated
entity began contributing to the cost of MSRB regulation in 2014.
See Release No. 34-72019 (Apr. 25, 2014), 79 FR 24798 (May 1, 2014)
(File No. SR-MSRB-2014-03). See also Release No. 34-81841 (Oct. 10,
2017), 82 FR 48135, 48138 (Oct. 16, 2017) (File No. SR-MSRB-2017-07)
(increasing the municipal advisor professional fee from $300 to
$500) and Release No. 34-87075 (Sept. 24, 2019), 82 FR 51698 (Sept.
30, 2019) (File No. SR-MSRB-2019-11) (increasing the municipal
advisor professional fee from $500 to $1,000 over the course of two
years).
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Overview of MSRB Budget and Reserves
As a self-funded regulatory organization, MSRB revenue comes
primarily from its regulated entities, and the MSRB does not receive
any taxpayer dollars. The Board is responsible for independently
managing and monitoring the MSRB's financial position on an ongoing
basis and ensuring that the MSRB has sufficient reserves to maintain
the MSRB's operations without interruption, even in
[[Page 13595]]
economic downturns and other unforeseen disruptions.\13\
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\13\ See MSRB Funding Policy, available at https://msrb.org/About-MSRB/Financial-and-Other-Information/Financial-Policies/Funding%20Policy.aspx. The MSRB publishes its annual audited
financial statements, annual fiscal year budgets, and key financial
policies on its website. The Board believes that this transparency
provides municipal market participants and other stakeholders
insight into, and a clearer understanding of, how the Board utilizes
its resources in fulfillment of the MSRB's statutory mandate.
---------------------------------------------------------------------------
Establishing the Reserves Target. The Board establishes a reserves
target to ensure that the organization maintains a prudent level of
liquid funds to fund operations and ensure the long-term financial
sustainability of the organization, taking into consideration a range
of reasonably foreseeable market conditions and expected expenditures
over a three-year time horizon. The reserves target is determined after
conducting a detailed and comprehensive analysis of the liquidity needs
in four categories: (1) Working capital, (2) risk reserves, (3)
strategic investment reserves, and (4) regulatory reserves.\14\ The
Board refines the reserves target on an annual basis, being vigilant of
the dynamic impact of market activity on the MSRB's financial position
and cognizant of the variability of such future market activity.\15\
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\14\ Id (these four categories are identified in the discussion
under ``Reserves Considerations'').
\15\ See MSRB Fiscal Year 2021 Budget for a further discussion
of the MSRB's budget and reserves, available at https://msrb.org/~/
media/Files/Resources/MSRB-FY-2021-Budget-Summary.ashx?la=en.
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Monitoring and Management of Reserves. The Board monitors the
actual reserves balance on an ongoing basis, and MSRB staff actively
manages the financial position of the organization in accordance with
the Board-approved target. As necessary or appropriate, the Board is
prepared to approve the use of reserves to mitigate unforeseen revenue
fluctuations and otherwise maintain funding for services essential to
the efficiency of the municipal market.\16\ Conversely, when actual
revenue exceeds expenses, the MSRB generates additional reserves. In
the circumstances of such an operating surplus, the Board balances the
need to maintain sufficient reserves in relation to ongoing funding
demands, while also examining the fair and equitable balance of its fee
structure and opportunities for strategic organizational investments in
furtherance of the MSRB's statutory mandate.\17\
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\16\ For example, in 2010, after several years of heavy
investment in the technological infrastructure needed to launch the
MSRB's Electronic Municipal Market Access (EMMA[supreg]) website,
the MSRB's financial reserves levels had dropped below the then
reserves target that the MSRB had previously established. As a
result, replenishing the MSRB's reserves became a priority. The
following year, the MSRB increased the transaction fee under Rule A-
13 and began assessing a new technology fee for dealers under the
same rule. See Release No. 34-63621 (Dec. 29, 2010), 76 FR 604 (Jan.
5, 2011) (File No. SR-MSRB-2010-10).
\17\ For example, the Board has designated excess reserves for
one-time investments to fund major technological initiatives to
benefit the market, including migrating all MSRB market transparency
systems to the cloud, which was completed in Fiscal Year 2020. Also,
in Fiscal Year 2020, the Board designated $10 million of reserves
for a multi-year strategic investment to modernize its market
transparency systems to leverage the power of the cloud. See, e.g.,
MSRB Holds Final Quarterly Board Meeting of FY 2019 (July 29, 2019),
available at https://msrb.org/News-and-Events/Press-Releases/2019/MSRB-Holds-Final-Quarterly-Board-Meeting-of-FY-2019.aspx; and see
also MSRB FY 2021 Budget Reflects Priorities of Modernizing
EMMA[supreg] and Reducing Compliance Burdens (Oct. 1, 2020),
available at https://msrb.org/News-and-Events/Press-Releases/2020/MSRB%20FY%202021%20Budget%20Priorities.aspx.
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Market Activity in Fiscal Year 2020 and Effects on Reserves
The MSRB began Fiscal Year 2020 with reserves above target.\18\ The
Board anticipated funding a budgeted operating deficit for Fiscal Year
2020, an investment to migrate MSRB market transparency systems to the
cloud, and projected deficits in out-year pro forma budgets using these
excess reserves. However, the market activity occurring during MSRB
Fiscal Year 2020 exceeded the budget established by the Board, due in
large part to the COVID-19 pandemic driving increased market volatility
and high levels of primary market issuance. While the Board intended
its Fiscal Year 2020 budget to result in a deficit and thereby spend
excess reserves, the market activity resulting from the pandemic drove
unexpected revenues in the collection of market activity fees. All in
all, market activity fees paid by dealers exceeded the MSRB's budget by
$4.9 million in Fiscal Year 2020. Over the same period, the MSRB's
financial results also benefited from expense savings, including
savings associated with operating remotely during the pandemic, and,
consequently, the MSRB's excess reserves continued to grow beyond their
target instead of being reduced as planned.
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\18\ See MSRB 2020 Annual Report (link at note 11 supra). See
also discussion of the MSRB's ``Sources and Uses of Funding,''
available at https://msrb.org/About-MSRB/Financial-and-Other-Information/Sources-and-Uses-of-Funding.aspx (outlining
organizational reserves as compared to the Board-approved target
over multiple years).
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Board Determination on the Need to Rightsize Reserves
The additional market activity fee revenue generated in Fiscal Year
2020 built upon the Board's existing excess reserves position.\19\ As a
result, the Board prioritized the evaluation of organizational reserves
levels at the beginning of Fiscal Year 2021. Based on this evaluation,
the Board has determined that it is necessary and appropriate to
temporarily reduce certain fees with the objective of rightsizing its
reserves to the target level over an eighteen-month period. The MSRB
projects that the proposed rule change will result in approximately
$18.8 million of forgone revenue and serve to reduce the MSRB's
reserves to the target level over the eighteen-month period of the
temporary fee reduction, which the Board has determined is appropriate
and consistent with prudent fiscal management.\20\
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\19\ Id.
\20\ See MSRB Fiscal Year 2021 Budget for a further discussion
of the MSRB's reserves (link at note 15 supra).
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The Board desires to address its excess reserves by providing a
temporary fee reduction to the class of regulated entities that
directly contributed to the excess reserves position. During the
eighteen-month temporary fee reduction period, the Board will evaluate
the organization's fee structure with a view towards the MSRB's long-
term financial positioning in relation to its fee structure.\21\ For
this reason, the Board believes it is reasonable and appropriate to
utilize the temporary fee reduction mechanism already established and
effectively used in Fiscal Year 2019 while it proceeds with a broader
review of its fee structure.\22\
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\21\ While it is premature to presume any particular outcome of
the Board's review, the Board's objectives will include maintaining
a fair and equitable balance of fees among regulated entities,
evaluating whether the impact of market-based fees, and their
inherent volatility, as a contributor to the growth of excess
reserves can be mitigated, and ensuring funding is sufficient to
address expected structural operating deficits projected in future
years under the current fee structure. The Board is cognizant of the
temporary fee reductions it has adopted as a mechanism to address
excess reserves in recent years and has developed these objectives
for its review considering the factors that led to the use of such
temporary fee reductions.
\22\ The Board filed a proposed rule change amending Rule A-13
to temporarily reduce market activity fees for Fiscal Year 2019. See
Release No. 34-83713 (July 26, 2018), 83 FR 37538 (Aug. 1, 2018)
(File No. SR-MSRB-2018-06); see also Release No. 34-85400 (Mar. 22,
2019), 84 FR 11841 (Mar. 28, 2019) (File No. SR-MSRB-2019-06)
(providing for an additional temporary fee reduction in Fiscal Year
2019).
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Board Determination to Temporarily Reduce Market Activity Fees
While all regulated entities contribute to the MSRB's revenue base,
market activity fees constitute the vast majority of budgeted revenue,
a total of approximately 77 percent in Fiscal Year
[[Page 13596]]
2021.\23\ Market activity fees are driven by market dynamics and are
inherently unpredictable. Because of this unpredictability, the amount
of market activity fees collected by the MSRB historically has exceeded
the amount budgeted.\24\ Therefore, the Board has determined that
market activity fees paid by dealers have uniquely and directly
contributed to the MSRB's excess reserves position while other fees
collected from regulated entities have not. Specifically, the other
fees collected by the MSRB have provided a relatively smaller portion
of the MSRB's actual revenue, in comparison to market activity fees,
and, at the same time, the other fees have not exceeded their
respective budgeted amounts as consistently and to the same degree as
market activity fees, if at all.\25\ Thus, unlike market activity fees,
the Board has determined that these other fees on regulated entities
have not contributed to the MSRB's excess reserves position.\26\
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\23\ See MSRB Fiscal Year 2021 Budget (link at note 15 supra).
Notably, this amount is generally consistent with recent prior
fiscal years.
\24\ Although the organization's revenue sources have become
modestly more diversified since the initial enactment of the Dodd-
Frank Act--when market activity fees accounted for 90 percent or
more of the Board's annual revenue in certain fiscal years--market
activity fees paid by dealers still accounted for approximately 80
percent of actual revenue in Fiscal Year 2018 (~$33.5 million), 72
percent in Fiscal Year 2019 (~$24.4 million), and 77 percent in
Fiscal Year 2020 (~$36.6 million). The MSRB's Financial Statements
for these years are available at https://msrb.org/About-MSRB/Financial-and-Other-Information/Annual-Reports.aspx.
\25\ Id.
\26\ Id.
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As the Board has considered and revisited the reasonable fees and
charges necessary or appropriate to defray the costs and expenses of
operating and administering the MSRB, the Board has continually strived
to have a fair and equitable balance of fees among regulated
entities.\27\ Accordingly, the Board has determined that the market
activity fees that directly contributed to the excess reserves position
should be the fees that are targeted for a temporary reduction, and so
market activity fees paid by dealers are the subject of the proposed
rule change.
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\27\ See, e.g., MSRB Regulatory Notice 2017-20 (Sept. 29, 2017)
(``The MSRB will continue to review and evaluate its fees over time
to ensure that fees are allocated fairly and equitably across all
regulated entities.'')
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The Board continually seeks to strike the right balance in fee
assessments to maintain sufficient reserves to ensure fiscal
sustainability, while providing relief to regulated entities that have
contributed to the excess reserves position. The temporary eighteen-
month fee reduction for certain market activity fees assessed on
dealers would continue these ongoing efforts, allowing the Board to
take timely action to provide relief and reduce reserves to target
levels while undertaking a longer-term effort to assess and potentially
develop a revised fee structure to be implemented at the conclusion of
the temporary fee reduction period.\28\
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\28\ As noted, and for the reasons otherwise discussed herein,
underwriting assessments charged pursuant to Rule A-13(c)(ii) to
dealers acting as underwriters of municipal fund securities are not
included in the temporary fee reduction.
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Proposed Rule Change
The proposed rule change would enact a temporary fee reduction on
market activity fees by amending section MSRB Rule A-13(h) to reduce by
40 percent the fees for assessable activity that occurs on April 1,
2021 through September 30, 2022.\29\
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\29\ The 40 percent is relative to the existing market activity
fees respectively specified in MSRB Rule A-13(c)(i) and MSRB Rule A-
13(d). Note, however, that the proposed rule change would amend the
temporary fee reduction language of MSRB Rule A-13(h) and would not
change the text of MSRB Rule A-13(c)(i) or MSRB Rule A-13(d).
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Amended MSRB Rule A-13(h)(i) would provide that the
underwriting assessment for certain primary offerings during this
period would be .00165% of the par value ($0.0165 per $1,000), a
reduction of 40 percent from .00275% of the par value ($.0275 per
$1,000) assessed under MSRB Rule A-13(c)(i).
Amended MSRB Rule A-13(h)(ii) would provide that the
transaction assessment during this period would be .0006% of the par
value ($0.006 per $1,000), a reduction of 40 percent from .001% ($.01
per $1,000) assessed under MSRB Rule A-13(d)(i) and MSRB Rule A-
13(d)(ii).
Amended MSRB Rule A-13(h)(iii) would provide that the
technology assessment during this period would be $0.60 per
transaction, a reduction of 40 percent from $1.00 per transaction
assessed under MSRB Rule A-13(d)(iv).
The temporarily reduced rates would be for assessable activity that
occurs during this eighteen-month period, inclusive of activity
occurring on the beginning date of April 1, 2021 and the end date of
September 30, 2022.\30\ Effective October 1, 2022, the rates of
assessment for these market activity fees would revert to current
levels on assessable activity occurring on and after that date.
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\30\ Dealers are typically billed for these fees after the
relevant month end. Specifically, the underwriting fee is billed
immediately after the respective month end, while the transaction
and technology fees are billed thirty days in arrears.
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2. Statutory Basis
The MSRB believes that the proposed rule change is consistent with
Section 15B(b)(2)(J) of the Act,\31\ which states that the MSRB's rules
shall:
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\31\ 15 U.S.C. 78o-4(b)(2)(J).
. . . provide that each municipal securities broker, municipal
securities dealer, and municipal advisor shall pay to the Board such
reasonable fees and charges as may be necessary or appropriate to
defray the costs and expenses of operating and administering the
Board. Such rules shall specify the amount of such fees and charges,
which may include charges for failure to submit to the Board, or to
any information system operated by the Board, within the prescribed
timeframes, any items of information or documents required to be
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submitted under any rule issued by the Board.
The MSRB believes that its rules provide for reasonable dues, fees,
and other charges among regulated entities. The MSRB believes that the
proposed rule change is necessary and appropriate to fund the operation
and administration of the Board and satisfies the requirements of
Section 15B(b)(2)(J),\32\ achieving a more reasonable fee structure, a
more equitable balance of fees among regulated entities, and a fairer
allocation of the expenses of the MSRB.
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\32\ Id.
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As described above, the MSRB's reserves position currently exceeds
its target. This surplus has continued despite prior efforts undertaken
by the Board to address the MSRB's financial position, such as
budgeting operating deficits, providing for prior fee reductions,\33\
and making strategically significant investments in market transparency
systems.\34\ Accordingly, the Board has determined to seek this
additional temporary fee reduction for market activity fees after
considerable analysis and deliberation, particularly regarding the
advantages, disadvantages, and outcomes of its prior activities. Both
in light of the impact of the COVID-19 pandemic on the MSRB's Fiscal
Year 2020 financial results and also when considered in conjunction
with its planned broader examination of the MSRB's fee structure, the
Board believes that the proposed rule change resulting in the temporary
fee reductions is preferable at this time to address the excess
reserves position instead of, for example, funding anticipated future
operating deficits over a number of years until excess reserves are
depleted.
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\33\ See note 22 supra and related discussion regarding prior
temporary fee reductions in Fiscal Year 2019. See also Release No.
34-75751 (Aug. 24, 2015), 80 FR 52352 (Aug. 28, 2015) (File No. SR-
MSRB-2015-08) (amending the underwriting fee, among other
amendments).
\34\ See note 17 supra and related discussion (identifying
examples of such investments).
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In this way, the Board's determination to seek the proposed rule
change's
[[Page 13597]]
temporary fee reduction is informed by the MSRB's prior experience in
attempting to address its excess reserves position. For example, the
Board continues to believe that a temporary reduction of market
activity fees is a reasonable and appropriate mechanism for reducing
its excess reserves position because, as a matter of fairness and
equity among regulated entities who pay MSRB fees, it would temporarily
decrease fees for those regulated entities that financially contributed
to the excess reserves position.
At the same time, the Board believes that the temporary fee
reduction--which would be assessed over a relatively extended period of
eighteenth months--is more prudent and equitable than other
alternatives. Specifically, the Board believes that one of the
advantages of extending the temporary fee reduction over the course of
eighteen months, as opposed to a shorter period, is that the proposed
rule change will capture a larger, and likely more representative,
segment of market activity than if the fee reduction was for a shorter
duration.\35\
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\35\ As a general illustration of this point, the MSRB believes
that a dealer firm that only occasionally engages in underwriting
business is more likely to receive a benefit from a fee reduction
occurring over an eighteenth-month period than, for example, a fee
reduction occurring over a six-month period.
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Additionally, stretching the duration of the fee reduction to
eighteen months will allow the MSRB to progress toward its reserves
target at a more measured pace of net-deficit spending than if, for
example, the total percentage amount of the fee reduction was more
aggressive. In addition, and as previously noted above, the Board
believes that the eighteen-month duration of the temporary fee
reduction is reasonable and appropriate because it will provide the
Board requisite time to evaluate the organization's fee structure
thoughtfully and thoroughly and arrive at longer term conclusions about
the MSRB's financial positioning.\36\
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\36\ See note 21 supra.
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Lastly, the Board believes that the mechanism of a temporary fee
reduction is preferable to a rebate or similar return mechanisms that
would more directly reimburse the regulated entities who paid the
market activity fees that contributed to the excess reserves position.
The MSRB understands that such direct fee rebates based on past fee
payments may pose operational challenges to dealer firms.\37\ In
contrast, the proposed rule change's temporary fee reduction has the
advantage of granting firms notice and time to operationalize the
reduced fees into their business processes.
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\37\ The MSRB also understands that dealer firms receiving
``rebates'' and similar after-the-fact reimbursements for prior
payments and historical activity may have difficulty in accurately
calculating and appropriately redistributing money through or across
organizations, particularly for underwriting syndicate participants.
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For all the reasons discussed herein, the MSRB believes that the
proposed rule change satisfies the applicable requirements of the Act
and the Board has developed a reasonable and appropriate mechanism for
addressing the excess reserves position generated by the MSRB's current
fee structure.
B. Self-Regulatory Organization's Statement on Burden on Competition
Section 15B(b)(2)(C) of the Act \38\ requires that MSRB rules not
be designed to impose any burden on competition not necessary or
appropriate in furtherance of the purposes of the Act. The MSRB
believes that the proposed rule change does not impose any burden on
competition not necessary or appropriate in furtherance of the purposes
of the act because the proposed rule change proportionately applies to
each dealer firm that may pay market activity fees and, thereby,
equitably benefits this class of regulated entity. Consequently, the
MSRB believes that the proposed rule change will not impact competition
in this regard.
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\38\ 15 U.S.C. 78o-4(b)(2)(C).
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The Board's policy on the use of economic analysis is not
applicable to those rules for which the Board seeks immediate
effectiveness.\39\ However, an internal analysis may still be conducted
to gauge the economic impact, with an emphasis on the burden on
competition involving regulated entities. In this regard, the Board
believes the proposed rule change is necessary and appropriate to
achieve the goal of reducing the MSRB's reserves. Because the market
activity fees that are the subject of the proposed rule change
comprised a majority of MSRB's revenue and contributed to the excess
reserves, the Board believes that it is reasonable and appropriate to
temporarily reduce these fees for the designated period to achieve this
objective. Additionally, the MSRB believes that the duration of the
proposed rule change's temporary fee reduction is reasonable and
appropriate in light of the MSRB's excess reserves position and the
Board's ongoing review of the MSRB's overall fee structure and goal of
arriving at longer-term conclusions about the MSRB's financial
positioning.
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\39\ The scope of the Board's policy on the use of economic
analysis in rulemaking provides that:
[t]his Policy addresses rulemaking activities of the MSRB that
culminate, or are expected to culminate, in a filing of a proposed
rule change with the SEC under Section 19(b) of the Exchange Act,
other than a proposed rule change that the MSRB reasonably believes
would qualify for immediate effectiveness under Section 19(b)(3)(A)
of the Exchange Act if filed as such or as otherwise provided under
the exception process of this Policy.
Policy on the Use of Economic Analysis in MSRB Rulemaking,
available at https://msrb.org/Rules-and-Interpretations/Economic-Analysis-Policy.aspx. For those rule changes which the MSRB seeks
immediate effectiveness, the MSRB usually focuses exclusively its
examination on the burden of competition on regulated entities.
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The MSRB does not believe that the proposed rule change would
result in any burden on competition that is not necessary or
appropriate in furtherance of the purposes of the Act, as it would
temporarily decrease the market activity fees by the same percentage
for all dealers subject to these fees. Consequently, the equal
application of the fee reduction will not result in an impact on market
competition. The proposed fee reduction utilizes the temporary fee
reduction mechanism already established and effectively used in Fiscal
Year 2019 while the MSRB proceeds with a broader review of its fee
structure. Notably, this time the length of the reduction time period
is eighteen months versus nine months in Fiscal Year 2019 and the rate
of reduction is now 40 percent versus 33 percent in Fiscal Year 2019.
Based on the current level of MSRB's reserves and the Board's target
level, the Fiscal Year 2021 budget and pro forma for Fiscal Year 2022
(projected budget numbers between April 2021 and September 2022), a 40
percent reduction of the fees assessed under Rule A-13(c)(i) and (d)
would forgo revenue of, and thus reduce reserves by, an estimated $18.8
million.\40\
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\40\ In round numbers, the proposed fee reduction would reduce
an estimated $6 million fee for underwriting, $9 million fee for
transaction, and $4 million fee for technology.
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The MSRB believes that the proposed rule change would not impose an
unnecessary or inappropriate regulatory burden on dealers, as dealers
with different levels of underwriting and trading activities would all
benefit from the temporary fee reduction proportionately during the
relevant period. For dealers engaging in primary market activity, a
temporary 40 percent reduction in the underwriting assessment of the
par value will benefit all dealers and the reduction amount will be
proportionate to each dealer's total underwriting par amount.
Additionally, all dealers engaging in secondary market activity will be
impacted by a 40 percent reduction of the transaction assessment on the
par
[[Page 13598]]
value traded by each dealer and a 40 percent reduction in the
technology fee based on the number of trades conducted by each dealer.
In summary, no firm would be unduly burdened as compared to another
firm. Nor would a firm engaging in both underwriting and trading
activities be unduly burdened as compared to singularly focused firms,
as the proposed rule change would provide for a 40 percent reduction to
each of the market activity fees.
C. Self-Regulatory Organization's Statement on Comments on the Proposed
Rule Change Received From Members, Participants, or Others
The Board did not solicit comment on the proposed rule change.
Therefore, there are no comments on the proposed rule change received
from members, participants or others.
III. Date of Effectiveness of the Proposed Rule Change and Timing for
Commission Action
The foregoing rule change has become effective pursuant to Section
19(b)(3)(A) of the Act \41\ and paragraph (f) of Rule 19b-4 \42\
thereunder. At any time within 60 days of the filing of the proposed
rule change, the Commission summarily may temporarily suspend such rule
change if it appears to the Commission that such action is necessary or
appropriate in the public interest, for the protection of investors, or
otherwise in furtherance of the purposes of the Act.
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\41\ 15 U.S.C. 78s(b)(3)(A).
\42\ 17 CFR 240.19b-4(f).
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IV. Solicitation of Comments
Interested persons are invited to submit written data, views, and
arguments concerning the foregoing, including whether the proposed rule
change is consistent with the Act. Comments may be submitted by any of
the following methods:
Electronic Comments
Use the Commission's internet comment form (https://www.sec.gov/rules/sro.shtml); or
Send an email to [email protected]. Please include
File Number SR-MSRB-2021-02 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-MSRB-2021-02. 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 MSRB. 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-MSRB-2021-02 and should be submitted on
or before March 30, 2021.
For the Commission, pursuant to delegated authority.\43\
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\43\ 17 CFR 200.30-3(a)(12).
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J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2021-04793 Filed 3-8-21; 8:45 am]
BILLING CODE 8011-01-P
