Form 19b-4 Proposed Rule Change by SRO

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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Form 19b-4

Page 1 of

Proposed Rule Change by

File No. SR

-

Amendment No.

Select SRO

Pursuant to Rule 19b-4 under the Securities Exchange Act of 1934

Initial

Amendment

Withdrawal

Section 19(b)(2)

Section 19(b)(3)(A)

Section 19(b)(3)(B)

Rule
Pilot

Extension of Time Period
for Commission Action

Exhibit 2 Sent As Paper Document

19b-4(f)(1)

Date Expires

19b-4(f)(4)

19b-4(f)(2)

19b-4(f)(5)

19b-4(f)(3)

19b-4(f)(6)

Exhibit 3 Sent As Paper Document

Description
Provide a brief description of the proposed rule change (limit 250 characters).

Contact Information
Provide the name, telephone number and e-mail address of the person on the staff of the self-regulatory organization
prepared to respond to questions and comments on the proposed rule change.

First Name

Last Name

Title
E-mail
Telephone

Fax

Signature
Pursuant to the requirements of the Securities Exchange Act of 1934,

has duly caused this filing to be signed on its behalf by the undersigned thereunto duly authorized officer.

Date
By
(Name)
(Title)
NOTE: Clicking the button at right will digitally sign and lock
this form. A digital signature is as legally binding as a physical
signature, and once signed, this form cannot be changed.

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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
For complete Form 19b-4 instructions please refer to the EFFS website.

Form 19b-4 Information
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Exhibit 1 - Notice of Proposed Rule Change
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Exhibit 2 - Notices, Written Comments,
Transcripts, Other Communications
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The self-regulatory organization must provide all required information, presented in a
clear and comprehensible manner, to enable the public to provide meaningful
comment on the proposal and for the Commission to determine whether the
proposal is consistent with the Act and applicable rules and regulations under the Act.

The Notice section of this Form 19b-4 must comply with the guidelines for
publication in the Federal Register as well as any requirements for electronic filing
as published by the Commission (if applicable). The Office of the Federal Register
(OFR) offers guidance on Federal Register publication requirements in the Federal
Register Document Drafting Handbook, October 1998 Revision. For example, all
references to the federal securities laws must include the corresponding cite to the
United States Code in a footnote. All references to SEC rules must include the
corresponding cite to the Code of Federal Regulations in a footnote. All references
to Securities Exchange Act Releases must include the release number, release
date, Federal Register cite, Federal Register date, and corresponding file number
(e.g., SR-[SRO]-xx-xx). A material failure to comply with these guidelines will result in
the proposed rule change being deemed not properly filed. See also Rule 0-3 under
the Act (17 CFR 240.0-3)
Copies of notices, written comments, transcripts, other communications. If such
documents cannot be filed electronically in accordance with Instruction F, they shall
be filed in accordance with Instruction G.

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Exhibit Sent As Paper Document

Exhibit 3 - Form, Report, or Questionnaire
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Copies of any form, report, or questionnaire that the self-regulatory organization
proposes to use to help implement or operate the proposed rule change, or that is
referred to by the proposed rule change.

Exhibit Sent As Paper Document

Exhibit 4 - Marked Copies
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Exhibit 5 - Proposed Rule Text
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Partial Amendment
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The full text shall be marked, in any convenient manner, to indicate additions to and
deletions from the immediately preceding filing. The purpose of Exhibit 4 is to permit
the staff to identify immediately the changes made from the text of the rule with which
it has been working.
The self-regulatory organization may choose to attach as Exhibit 5 proposed
changes to rule text in place of providing it in Item I and which may otherwise be
more easily readable if provided separately from Form 19b-4. Exhibit 5 shall be
considered part of the proposed rule change.
If the self-regulatory organization is amending only part of the text of a lengthy
proposed rule change, it may, with the Commission's permission, file only those
portions of the text of the proposed rule change in which changes are being made if
the filing (i.e. partial amendment) is clearly understandable on its face. Such partial
amendment shall be clearly identified and marked to show deletions and additions.

GENERAL INSTRUCTIONS FOR FORM 19b-4
A.

Use of the Form
All self-regulatory organization proposed rule changes, except filings with respect

to proposed rule changes by self-regulatory organizations submitted pursuant to Section
19(b)(7)1of the Securities Exchange Act of 1934 (“Act”), shall be filed in an electronic
format through the Electronic Form 19b-4 Filing System (“EFFS”), a secure Web site
operated by the Commission. This form shall be used for filings of proposed rule
changes by all self-regulatory organizations pursuant to Section 19(b) of the Act, except
filings with respect to proposed rule changes by self-regulatory organizations submitted
pursuant to Section 19(b)(7) of the Act. National securities exchanges, registered
securities associations, registered clearing agencies, and the Municipal Securities
Rulemaking Board are self-regulatory organizations for purposes of this form.
B.

Need for Careful Preparation of the Completed Form, Including Exhibits
This form, including the exhibits, is intended to elicit information necessary for

the public to provide meaningful comment on the proposed rule change and for the
Commission to determine whether the proposed rule change is consistent with the
requirements of the Act and the rules and regulations thereunder applicable to the selfregulatory organization. The self-regulatory organization must provide all the
information called for by the form, including the exhibits, and must present the
information in a clear and comprehensible manner.
The proposed rule change shall be considered filed on the date on which the
Commission receives the proposed rule change if the filing complies with all
1

Because Section 19(b)(7)(C) of the Act states that filings abrogated pursuant to this Section should
be re-filed pursuant to paragraph (b)(1) of Section 19 of the Act, SROs are required to file electronically
such proposed rule changes in accordance with this form.

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requirements of this form. Any filing that does not comply with the requirements of this
form may be returned to the self-regulatory organization at any time before the issuance
of the notice of filing. Any filing so returned shall for all purposes be deemed not to have
been filed with the Commission. See also Rule 0-3 under the Act (17 CFR 240.0-3).
C.

Documents Comprising the Completed Form
The completed form filed with the Commission shall consist of the Form 19b-4

Page 1, numbers and captions for all items, responses to all items, and exhibits required
in Item 9. In responding to an item, the completed form may omit the text of the item as
contained herein if the response is prepared to indicate to the reader the coverage of the
item without the reader having to refer to the text of the item or its instructions. Each
filing shall be marked on the Form 19b-4 with the initials of the self-regulatory
organization, the four-digit year, and the number of the filing for the year (i.e., SRO
YYYY-XX). If the SRO is filing Exhibit 2 and 3 via paper, the exhibits must be filed
within 5 business days of the electronic submission of all other required documents.
D.

Amendments
If information on this form is or becomes inaccurate before the Commission takes

action on the proposed rule change, the self-regulatory organization shall file
amendments correcting any such inaccuracy. Amendments shall be filed as specified in
Instruction F.
Amendments to a filing shall include the Form 19b-4 Page 1 marked to number
consecutively the amendments, numbers and captions for each amended item, amended
response to the item, and required exhibits. The amended response to Item 3 shall
explain the purpose of the amendment and, if the amendment changes the purpose of or

3

basis for the proposed rule change, the amended response shall also provide a revised
purpose and basis statement for the proposed rule change. Exhibit 1 shall be re-filed if
there is a material change from the immediately preceding filing in the language of the
proposed rule change or in the information provided.
If the amendment alters the text of an existing rule, the amendment shall include
the text of the existing rule, marked in the manner described in Item 1(a) using brackets
to indicate words to be deleted from the existing rule and underscoring to indicate words
to be added. The purpose of this marking requirement is to maintain a current copy of
how the text of the existing rule is being changed.
If the amendment alters the text of the proposed rule change as it appeared in the
immediately preceding filing (even if the proposed rule change does not alter the text of
an existing rule), the amendment shall include, as Exhibit 4, the entire text of the rule as
altered. This full text shall be marked, in any convenient manner, to indicate additions to
and deletions from the immediately preceding filing. The purpose of Exhibit 4 is to
permit the staff to identify immediately the changes made from the text of the rule with
which it has been working.
If the self-regulatory organization is amending only part of the text of a lengthy
proposed rule change, it may, with the Commission’s permission, file only those portions
of the text of the proposed rule change in which changes are being made if the filing (i.e.,
partial amendment) is clearly understandable on its face. Such partial amendment shall
be clearly identified and marked to show deletions and additions.
If, after the rule change is filed but before the Commission takes final action on it,
the self-regulatory organization receives or prepares any correspondence or other

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communications reduced to writing (including comment letters) to and from such selfregulatory organization concerning the proposed rule change, the communications shall
be filed as Exhibit 2. If information in the communication makes the rule change filing
inaccurate, the filing shall be amended to correct the inaccuracy. If such communications
cannot be filed electronically in accordance with Instruction F, the communications shall
be filed in accordance with Instruction G.
E.

Completion of Action by the Self-Regulatory Organization on the Proposed
Rule Change
The Commission will not approve a proposed rule change before the self-

regulatory organization has completed all action required to be taken under its
constitution, articles of incorporation, bylaws, rules, or instruments corresponding thereto
(excluding action specified in any such instrument with respect to (i) compliance with the
procedures of the Act or (ii) the formal filing of amendments pursuant to state law).
Nevertheless, proposed rule changes (other than proposed rule changes that are to take, or
to be put into, effect pursuant to Section 19(b)(3) of the Act) may be initially filed before
the completion of all such action if the self-regulatory organization consents, under Item
6 of this form, to an extension of the period of time specified in Section 19(b)(2) or
Section 19(b)(7)(D) of the Act until at least thirty-five days after the self-regulatory
organization has filed an appropriate amendment setting forth the taking of all such
action. If a proposed rule change to be filed for review under Section 19(b)(2) or Section
19(b)(7)(D) of the Act is in preliminary form, the self-regulatory organization may elect
to file initially Exhibit 1 setting forth a description of the subjects and issues expected to
be involved.

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F.

Signature and Filing of the Completed Form
All proposed rule changes, amendments, extensions, and withdrawals of proposed

rule changes shall be filed through the EFFS. In order to file Form 19b-4 through EFFS,
self-regulatory organizations must request access to the SEC’s External Application
Server by completing a request for an external account user ID and password. Initial
requests will be received by contacting the Market Regulation Administrator located on
our Web site (http://www.sec.gov). An e-mail will be sent to the requestor that will
provide a link to a secure Web site where basic profile information will be requested.
A duly authorized officer of the self-regulatory organization shall electronically
sign the completed Form 19b-4 as indicated on Page 1 of the Form. In addition, a duly
authorized officer of the self-regulatory organization shall manually sign one copy of the
completed Form 19b-4, and the manually signed signature page shall be maintained
pursuant to Section 17 of the Act. A registered clearing agency for which the
Commission is not the appropriate regulatory agency also shall file with its appropriate
regulatory agency three copies of the form, one of which shall be manually signed,
including exhibits. The Municipal Securities Rulemaking Board also shall file copies of
the form, including exhibits, with the Board of Governors of the Federal Reserve System,
the Comptroller of the Currency, and the Federal Deposit Insurance Corporation.
G.

Procedures for Submission of Paper Documents for Exhibits 2 and 3
To the extent that Exhibits 2 and 3 cannot be filed electronically in accordance

with Instruction F, four copies of Exhibits 2 and 3 shall be filed with the Division of
Market Regulation, Securities and Exchange Commission, 450 Fifth Street, NW,
Washington, DC 20549-1001. Page 1 of the electronic Form 19b-4 shall accompany

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paper submissions of Exhibits 2 and 3. If the SRO is filing Exhibit 2 and 3 via paper,
they must be filed within five days of the electronic filing of all other required
documents.
H.

Withdrawals of Proposed Rule Changes
If a self-regulatory organization determines to withdraw a proposed rule change, it

must complete Page 1 of the Form 19b-4 and indicate by selecting the appropriate check
box to withdraw the filing.
I.

Procedures for Granting an Extension of Time for Commission Final Action
After the Commission publishes notice of a proposed rule change, if a self-

regulatory organization wishes to grant the Commission an extension of the time to take
final action as specified in Section 19(b)(2), the self-regulatory organization shall indicate
on the Form 19b-4 Page 1 the granting of said extension as well as the date the extension
expires.
Information to Be Included in the Completed Form (“Form 19b-4 Information”)
1.

Text of the Proposed Rule Change
(a) Include the text of the proposed rule change. Changes in, additions to, or

deletions from, any existing rule shall be set forth with brackets used to indicate words to
be deleted and underscoring used to indicate words to be added.
If any form, report, or questionnaire is
(i)

proposed to be used in connection with the implementation or operation of

the proposed rule change, or
(ii)

prescribed or referred to in the proposed rule change,

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then the form, report, or questionnaire must be attached to and shall be considered as part
of the proposed rule change. If completion of the form, report, or questionnaire is
voluntary or is required pursuant to an existing rule of the self-regulatory organization,
then the form, report, or questionnaire, together with a statement identifying any existing
rule that requires completion of the form, report, or questionnaire, shall be attached as
Exhibit 3. If the form, report, or questionnaire cannot be filed electronically in
accordance with Instruction F, the documents shall be filed in accordance with
Instruction G.
(b)

If the self-regulatory organization reasonably expects that the proposed

rule change will have any direct effect, or significant indirect effect, on the application of
any other rule of the self-regulatory organization, set forth the designation or title of any
such rule and describe the anticipated effect of the proposed rule change on the
application of such other rule.
(c)

Include the file numbers for prior filings with respect to any existing rule

specified in response to Item 1(b).
2.

Procedures of the Self-Regulatory Organization
Describe action on the proposed rule change taken by the members or board of

directors or other governing body of the self-regulatory organization (by amendment if
initial filing is prior to completion of final action). See Instruction E.
3.

Self-Regulatory Organization's Statement of the Purpose of, and Statutory
Basis for, the Proposed Rule Change
Provide a statement of the purpose of the proposed rule change and its basis under

the Act and the rules and regulations thereunder applicable to the self-regulatory
organization. With respect to proposed rule changes filed pursuant to Section 19(b)(1) of

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the Act, except for proposed rule changes that have been abrogated pursuant to Section
19(b)(7)(C) of the Act, the statement should be sufficiently detailed and specific to
support a finding under Section 19(b)(2) of the Act that the proposed rule change is
consistent with the requirements of the Act and the rules and regulations thereunder
applicable to the self-regulatory organization. With respect to proposed rule changes
filed pursuant to Section 19(b)(1) of the Act that have been abrogated pursuant to Section
19(b)(7)(C) of the Act, the statement should be sufficiently detailed and specific to
support a finding under Section 19(b)(7)(D) of the Act that the proposed rule change does
not unduly burden competition or efficiency, does not conflict with the securities laws,
and is not inconsistent with the public interest or the protection of investors. At a
minimum, the statement should:
(a)

Describe the reasons for adopting the proposed rule change, any problems

the proposed rule change is intended to address, the manner in which the proposed rule
change will resolve those problems, the manner in which the proposed rule change will
affect various persons (e.g., brokers, dealers, issuers, and investors), and any significant
problems known to the self-regulatory organization that persons affected are likely to
have in complying with the proposed rule change; and
(b)

With respect to the proposed rule changes filed pursuant to both Sections

19(b)(1) and 19(b)(2) of the Act, explain why the proposed rule change is consistent with
the requirements of the Act and the rules and regulations thereunder applicable to the
self-regulatory organization. A mere assertion that the proposed rule change is consistent
with those requirements is not sufficient. With respect to a proposed rule change filed
pursuant to Section 19(b)(1) of the Act that has been abrogated pursuant to Section

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19(b)(7)(C) of the Act, explain why the proposed rule change does not unduly burden
competition or efficiency, does not conflict with the securities laws, and is not
inconsistent with the public interest and the protection of investors, in accordance with
Section 19(b)(7)(D) of the Act. A mere assertion that the proposed rule change satisfies
these requirements is not sufficient. In the case of a registered clearing agency, also
explain how the proposed rule change will be implemented consistently with the
safeguarding of securities and funds in its custody or control or for which it is
responsible. Certain limitations that the Act imposes on self-regulatory organizations are
summarized in the notes that follow.
NOTE 1. National Securities Exchanges and Registered Securities Associations.
Under Sections 6 and 15A of the Act, rules of a national securities exchange or registered
securities association may not permit unfair discrimination between customers, issuers,
brokers, or dealers, and may not regulate, by virtue of any authority conferred by the Act,
matters not related to the purposes of the Act or the administration of the self-regulatory
organization. Rules of a registered securities association may not fix minimum profits or
impose any schedule of or fix rates of commissions, allowances, discounts, or other fees
to be charged by its members.
Under Section 11A(c)(5) of the Act, a national securities exchange or registered
securities association may not limit or condition the participation of any member in any
registered clearing agency.
NOTE 2. Registered Clearing Agencies. Under Section 17A of the Act, rules of
a registered clearing agency may not permit unfair discrimination in the admission of
participants or among participants in the use of the clearing agency, may not regulate, by

10

virtue of any authority conferred by the Act, matters not related to the purposes of
Section 17A of the Act or the administration of the clearing agency, and may not impose
any schedule of prices, or fix rates or other fees, for services rendered by its participants.
NOTE 3. Municipal Securities Rulemaking Board. Under Section 15B of the
Act, rules of the Municipal Securities Rulemaking Board may not permit unfair
discrimination between customers, issuers, municipal securities brokers, or municipal
securities dealers, may not fix minimum profits, or impose any schedule or fix rates of
commissions, allowances, discounts, or other fees to be charged by municipal securities
brokers or municipal securities dealers, and may not regulate, by virtue of any authority
conferred by the Act, matters not related to the purposes of the Act with respect to
municipal securities or the administration of the Board.
4.

Self-Regulatory Organization's Statement on Burden on Competition
State whether the proposed rule change will have an impact on competition and, if

so, (i) state whether the proposed rule change will impose any burden on competition or
whether it will relieve any burden on, or otherwise promote, competition and (ii) specify
the particular categories of persons and kinds of businesses on which any burden will be
imposed and the ways in which the proposed rule change will affect them. If the
proposed rule change amends an existing rule, state whether that existing rule, as
amended by the proposed rule change, will impose any burden on competition. If any
impact on competition is not believed to be a significant burden on competition, explain
why. Explain why any burden on competition is necessary or appropriate in furtherance
of the purposes of the Act. In providing those explanations, set forth and respond in
detail to written comments as to any significant impact or burden on competition

11

perceived by any person who has made comments on the proposed rule change to the
self-regulatory organization. The statement concerning burdens on competition should
be sufficiently detailed and specific to support a Commission finding that the proposed
rule change does not impose any unnecessary or inappropriate burden on competition.
5.

Self-Regulatory Organization's Statement on Comments on the Proposed
Rule Change Received from Members, Participants, or Others
If written comments were received (whether or not comments were solicited)

from members of or participants in the self-regulatory organization or others, summarize
the substance of all such comments received and respond in detail to any significant
issues that those comments raised about the proposed rule change. If an issue is
summarized and responded to in detail under Item 3 or Item 4, that response need not be
duplicated if appropriate cross-reference is made to the place where the response can be
found. If comments were not or are not to be solicited, so state.
6.

Extension of Time Period for Commission Action
State whether the self-regulatory organization consents to an extension of the time

period specified in Section 19(b)(2) or Section 19(b)(7)(D) of the Act and the duration of
the extension, if any, to which the self-regulatory organization consents.
NOTE. The self-regulatory organization may elect to consent to an extension of
the time period specified in Section 19(b)(2) or Section 19(b)(7)(D) of the Act until it
shall file an amendment which specifically states that the time period specified in Section
19(b)(2) or Section 19(b)(7)(D) of the Act shall begin to run on the date of filing such
amendment.
7.

Basis for Summary Effectiveness Pursuant to Section 19(b)(3) or for
Accelerated Effectiveness Pursuant to Section 19(b)(2) or Section 19(b)(7)(D)

12

(a)

If the proposed rule change is to take, or to be put into, effect, pursuant to

Section 19(b)(3), state whether the filing is made pursuant to paragraph (A) or (B)
thereof.
(b)

In the case of paragraph (A) of Section 19(b)(3), designate that the

proposed rule change:
(i)

is a stated policy, practice, or interpretation with respect to the meaning,

administration, or enforcement of an existing rule,
(ii)

establishes or changes a due, fee, or other charge applicable only to a

member,
(iii)

is concerned solely with the administration of the self-regulatory

organization,
(iv)

effects a change in an existing service of a registered clearing agency that

(A) does not adversely affect the safeguarding of securities or funds in the custody or
control of the clearing agency or for which it is responsible and (B) does not significantly
affect the respective rights or obligations of the clearing agency or persons using the
service, and set forth the basis on which such designation is made,
(v)

effects a change in an existing order-entry or trading system of a self-

regulatory organization that (A) does not significantly affect the protection of investors or
the public interest; (B) does not impose any significant burden on competition; and (C)
does not have the effect of limiting the access to or availability of the system, or
(vi)

effects a change that (A) does not significantly affect the protection of

investors or the public interest; (B) does not impose any significant burden on
competition; and (C) by its terms, does not become operative for 30 days after the date of

13

the filing, or such shorter time as the Commission may designate if consistent with the
protection of investors and the public interest; provided that the self-regulatory
organization has given the Commission written notice of its intent to file the proposed
rule change, along with a brief description and text of the proposed rule change, at least
five business days prior to the date of filing of the proposed rule change, or such shorter
time as designated by the Commission. If it is requested that the proposed rule change
become operative in less than 30 days, provide a statement explaining why the
Commission should shorten this time period.
(c)

In the case of paragraph (B) of Section 19(b)(3), set forth the basis upon

which the Commission should, in the view of the self-regulatory organization, determine
that the protection of investors, the maintenance of fair and orderly markets, or the
safeguarding of securities and funds requires that the proposed rule change should be put
into effect summarily by the Commission.
NOTE. The Commission has the power under Section 19(b)(3)(C) of the Act to
abrogate summarily within sixty days of its filing any proposed rule change which has
taken effect upon filing pursuant to Section 19(b)(3)(A) of the Act or was put into effect
summarily by the Commission pursuant to Section 19(b)(3)(B) of the Act. In exercising
its summary power under Section 19(b)(3)(B), the Commission is required to make one
of the findings described above but may not have a full opportunity to make a
determination that the proposed rule change otherwise is consistent with the requirements
of the Act and the rules and regulations thereunder. The Commission will generally
exercise its summary power under Section 19(b)(3)(B) on condition that the proposed
rule change to be declared effective summarily shall also be subject to the procedures of

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Section 19(b)(2) of the Act. Accordingly, in most cases, a summary order under Section
19(b)(3)(B) shall be effective only until such time as the Commission shall enter an
order, pursuant to Section 19(b)(2)(A) of the Act, to approve such proposed rule change
or, depending on the circumstances, until such time as the Commission shall institute
proceedings to determine whether to disapprove such proposed rule change or,
alternatively, such time as the Commission shall, at the conclusion of such proceedings,
enter an order, pursuant to Section 19(b)(2)(B), approving or disapproving such proposed
rule change.
(d)

If accelerated effectiveness pursuant to Section 19(b)(2) or Section

19(b)(7)(D) of the Act is requested, provide a statement explaining why there is good
cause for the Commission to accelerate effectiveness.
8.

Proposed Rule Change Based on Rules of Another Self-Regulatory
Organization or of the Commission
State whether the proposed rule change is based on a rule either of another self-

regulatory organization or of the Commission, and, if so, identify the rule and explain any
differences between the proposed rule change and that rule, as the filing self-regulatory
organization understands it. In explaining any such differences, give particular attention
to differences between the conduct required to comply with the proposed rule change and
that required to comply with the other rule.
9.

Exhibits
List of exhibits to be filed, as specified in Instructions C and D:
Exhibit 1.

Completed Notice of Proposed Rule Change for publication in the

Federal Register. Amendments to Exhibit 1 should be filed in accordance with
Instructions D and F.

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Exhibit 2.

(a)

Copies of notices issued by the self-regulatory organization

soliciting comment on the proposed rule change and copies of all written comments on
the proposed rule change received by the self-regulatory organization (whether or not
comments were solicited), presented in alphabetical order, together with an alphabetical
listing of such comments. If such notices and comments cannot be filed electronically in
accordance with Instruction F, the notices and comments shall be filed in accordance with
Instruction G.
(b)

Copies of any transcript of comments on the proposed rule change made at

any public meeting or, if a transcript is not available, a copy of the summary of comments
on the proposed rule change made at such meeting. If such transcript of comments or
summary of comments cannot be filed electronically in accordance with Instruction F, the
transcript of comments or summary of comments shall be filed in accordance with
Instruction G.
(c)

If after the proposed rule change is filed but before the Commission takes

final action on it, the self-regulatory organization prepares or receives any
correspondence or other communications reduced to writing (including comment letters)
to and from such self-regulatory organization concerning the proposed rule change, the
communications shall be filed in accordance with Instruction F. If such communications
cannot be filed electronically in accordance with Instruction F, the communications shall
be filed in accordance with Instruction G.
Exhibit 3.

Copies of any form, report, or questionnaire covered by Item 1(a).

If such form, report, or questionnaire cannot be filed electronically in accordance with

16

Instruction F, the form, report, or questionnaire shall be filed in accordance with
Instruction G.
Exhibit 4.

For amendments to a filing, marked copies, if required by

Instruction D, of the text of the proposed rule change as amended.
Exhibit 5.

The SRO may choose to attach as Exhibit 5 proposed changes to

rule text in place of providing it in Item I and which may otherwise be more easily
readable if provided separately from Form 19b-4. Exhibit 5 shall be considered part of
the proposed rule change.

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SPECIFIC INSTRUCTIONS FOR EXHIBIT 1 – NOTICE OF PROPOSED RULE
CHANGE
EXHIBIT 1
SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-

; File No. SR

]

SELF-REGULATORY ORGANIZATIONS
Proposed Rule Change By (Name of Self-Regulatory Organization)
Relating to (brief description of subject matter of proposed rule change)

General Instructions

A.

Format Requirements
Leave a 1-inch margin at the top, bottom, and right hand side, and a 1 1/2 inch

margin at the left hand side. Number all pages consecutively. Double space all primary
text and single space lists of items, quoted material when set apart from primary text,
footnotes, and notes to tables.
B.

Need for Careful Preparation of the Notice
The self-regulatory organization must provide all information required in the

notice and present it in a clear and comprehensible manner. It is the responsibility of the
self-regulatory organization to prepare Items I, II and III of the notice. The Commission
cautions self-regulatory organizations to pay particular attention to assure that the notice
accurately reflects the information provided in the Form 19b-4 it accompanies. Any
filing that does not comply with the requirements of Form 19b-4, including the

18
requirements applicable to the notice, may, at any time before the Commission issues a
notice of filing, be returned to the self-regulatory organization. Any document so
returned shall for all purposes be deemed not to have been filed with the Commission.
See Instruction B to Form 19b-4.

Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934, 15 U.S.C.
78s(b)(1), notice is hereby given that on (date)*, the (name of self-regulatory
organization) filed with the Securities and Exchange Commission the proposed rule
change as described in Items I, II and III below, which Items have been prepared by the
self-regulatory organization. The Commission is publishing this notice to solicit
comments on the proposed rule change from interested persons.
Information to Be Included in the Completed Notice
I.

Self-Regulatory Organization's Statement of the Terms of Substance of the
Proposed Rule Change
(Supply a brief statement of the terms of substance of the proposed rule change.

If the proposed rule change is relatively brief, a separate statement need not be prepared,
and the text of the proposed rule change may be inserted in lieu of the statement of the
terms of substance. If the proposed rule change amends an existing rule, indicate changes
in the rule by brackets for words to be deleted and underlined for words to be added.)

*

To be completed by the Commission. This date will be the date on which the Commission
receives the proposed rule change filing if the filing complies with all requirements of this form. See
Instruction B to Form 19b-4.

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II.

Self-Regulatory Organization's Statement of the Purpose of, and Statutory
Basis for, the Proposed Rule Change
In its filing with the Commission, the self-regulatory organization included

statements concerning the purpose of and basis for the proposed rule change and
discussed any comments it received on the proposed rule change. The text of these
statements may be examined at the places specified in Item IV below. The selfregulatory organization has prepared summaries, set forth in sections A, B, and C below,
of the most significant aspects of such statements. (Reproduce the headings, and
summarize briefly the most significant aspects of the responses, to Items 3, 4, and 5 of
Form 19b-4, redesignating them as A, B, and C, respectively.)
III.

Date of Effectiveness of the Proposed Rule Change and Timing for
Commission Action
(If the proposed rule change is to be considered by the Commission pursuant

to Section 19(b)(2) of the Act, the following paragraph should be used.)
Within 35 days of the date of publication of this notice in the Federal Register or
within such longer period (i) as the Commission may designate up to 90 days of such date
if it finds such longer period to be appropriate and publishes its reasons for so finding or
(ii) as to which the self-regulatory organization consents, the Commission will:
(A)

by order approve such proposed rule change, or

(B)

institute proceedings to determine whether the proposed rule change

should be disapproved.
(If the proposed rule change is to take, or to be put into, effect pursuant to
Section 19(b)(3)(A) of the Act and paragraph (f)(6) of Rule 19b-4 thereunder, the
following paragraph should be used.)

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Because the foregoing proposed rule change does not:
(i) significantly affect the protection of investors or the public interest;
(ii) impose any significant burden on competition; and
(iii) become operative for 30 days from the date on which it was filed, or such
shorter time as the Commission may designate, it has become effective pursuant to
Section 19(b)(3)(A) of the Act and Rule 19b-4(f)(6) thereunder.
At any time within 60 days of the filing of the proposed rule change, the
Commission may summarily abrogate 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 proposed rule change is to take, or to be put into, effect pursuant to
Section 19(b)(3)(A) of the Act and subparagraphs (1) - (5) of paragraph (f) of Rule
19b-4 thereunder, the following paragraph should be used.)
The foregoing rule change has become effective pursuant to Section 19(b)(3)(A)
of the Act and paragraph (f) of Rule 19b-4 thereunder. At any time within 60 days of the
filing of the proposed rule change, the Commission may summarily abrogate 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 proposed rule change is to be considered by the Commission pursuant
to Section 19(b)(7)(D) of the Act, the following paragraph should be used.)
Within 35 days of the date of publication of this notice in the Federal Register or
within such longer period (i) as the Commission may designate up to 90 days of such date

21

if it finds such longer period to be appropriate and publishes its reasons for so finding or
(ii) as to which the self-regulatory organization consents, the Commission will:
(A)

by order approve such proposed rule change, or

(B)

after consultation with the Commodity Futures Trading Commission,

institute proceedings to determine whether the proposed rule change should be
disapproved.
IV.

Solicitation of Comments
Interested persons are invited to submit written data, views and arguments

concerning the foregoing, including whether the proposed rule change is consistent with
the Act. Comments may be submitted by any of the following methods:
Electronic Comments:
• Use the Commission's Internet comment form

(http://www.sec.gov/rules/sro.shtml); or

• Send an e-mail to [email protected]. Please include File Number XX on
the subject line.
Paper Comments:
•

Send paper comments in triplicate to Jonathan G. Katz, Secretary, Securities and
Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609.

All submissions should refer to File Number XX. This file number should be included on
the subject line if e-mail is used. To help the Commission process and review your
comments more efficiently, please use only one method. The Commission will post all
comments on the Commission’s Internet Web site (http://www.sec.gov/rules/sro.shtml).
Copies of the submission, all subsequent amendments, all written statements with respect

22
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 inspection and copying in the
Commission’s Public Reference Room, 450 Fifth Street, NW, Washington, DC 20549.
Copies of such filing also will be available for inspection and copying at the principal
office of the [exchange]. All comments received will be posted without change; the
Commission does not edit personal identifying information from submissions. You
should submit only information that you wish to make available publicly. All
submissions should refer to File Number XX and should be submitted on or before [insert
date 21 days from publication in the Federal Register].
For the Commission, by the Division of Market Regulation, pursuant to delegated
authority.1
Secretary

1

17 CFR 200.30-3(a)(12).