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Page 1 of
File No. SR -
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Form 19b-4
Filing by
-
Amendment No.
Select SRO
Pursuant to Rule 19b-4 under the Securities Exchange Act of 1934
Initial
Pilot
Amendment
Withdrawal
Extension of Time Period for
Commission Action
Section 19(b)(2)
Section 19(b)(3)(A)
Section 19(b)(3)(B)
Rule
Date Expires
19b-4(f)(1) 19b-4(f)(4)
19b-4(f)(2) 19b-4(f)(5)
19b-4(f)(3) 19b-4(f)(6)
Notice of proposed change pursuant to the Payment, Clearing and
Settlement Act of 2010
Section 806(e)(1)
Section 806(e)(2)
Exhibit 2 Sent As Paper Document
Security-Based Swap Submission pursuant to the
Securities Exchange Act of 1934
Section 3C(b)(2)
Exhibit 3 Sent As Paper Document
Description
Provide a brief description of the action (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 action.
First Name
Last Name
Title
E-mail
Telephone
Fax
Signature
Pursuant to the requirements of the Securities Exchange Act of 1934,
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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.
SEC 1832 (1/13)
Digitally Sign and Lock Form
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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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.
Exhibit 1 - Notice of Proposed Rule Change
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Exhibit 1A - Notice of Proposed Rule
Change, Security-Based Swap
Submission, or Advance Notice by
Clearing Agencies
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The Notice section of this Form 19b-4 must comply with the guidelines for publication in the
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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, )HGHUDO5HJLVWHUGDWHDQGFRUUHVSRQGLQJ¿OHQXPEHU
(e.g., SR-[SRO]-xx-xx). A material failure to comply with these guidelines will result in the proposed rule
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The Notice section of this Form 19b-4 must comply with the guidelines for publication in the
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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, )HGHUDO5HJLVWHUGDWHDQGFRUUHVSRQGLQJ¿OHQXPEHU
(e.g., SR-[SRO]-xx-xx). A material failure to comply with these guidelines will result in the proposed rule
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5XOHXQGHUWKH$FW &)5
Exhibit 2 - Notices, Written Comments,
Transcripts, Other Communications
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Remove
Copies of notices, written comments, transcripts, other communications. If such documents cannot be
¿OHGHOHFWURQLFDOO\LQDFFRUGDQFHZLWK,QVWUXFWLRQ)WKH\VKDOOEH¿OHGLQDFFRUGDQFHZLWKInstruction G.
View
Exhibit Sent As Paper Document
Exhibit 3 - Form, Report, or Questionnaire
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.
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Exhibit Sent As Paper Document
Exhibit 4 - Marked Copies
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View
The full text shall be marked, in any convenient manner, to indicate additions to and deletions from the
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changes made from the text of the rule with which it has been working.
Exhibit 5 - Proposed Rule Text
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Partial Amendment
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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
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GENERAL INSTRUCTIONS FOR FORM 19b-4 1
A.
Use of the Form
This form shall be used for all self-regulatory organization filings of proposed rule
changes pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 (“Act”) (except
filings with respect to proposed rule changes by self-regulatory organizations submitted pursuant
to Section 19(b)(7) 2 of the Act), security-based swap submissions, and advance notices.
National securities exchanges, registered securities associations, registered clearing agencies, and
the Municipal Securities Rulemaking Board are self-regulatory organizations for purposes of this
form. All proposed rule changes (except filings with respect to proposed rule changes by selfregulatory organizations submitted pursuant to Section 19(b)(7) of the Act) shall be filed in an
electronic format through the Electronic Form 19b-4 Filing System (“EFFS”), a secure website
operated by the Commission. All security-based swap submissions and advance notices shall be
filed by submitting Form 19b-4 to a dedicated email address, [email protected] for
security-based swap submissions and [email protected] for advance notices. An
electronic version of Form 19b-4 is available in EFFS. A PDF version of the Form is also
available on SEC website.
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, security-based swap
submission, or advance notice and for the Commission to determine whether the proposed rule
change, security-based swap submission, or advance notice is consistent with the requirements of
1
Effective June 10, 2013.
2
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.
the Act and the rules and regulations thereunder or the Payment, Clearing and Settlement
Supervision Act and the rules and regulations thereunder, in each case as applicable to the selfregulatory organization and in accordance with the requirements for each type of filing. 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, security-based swap submission, or advance notice shall be
considered filed on the date on which the Commission receives the proposed rule change,
security-based swap submission, or advance notice if the filing complies with all requirements of
this form. Any filing that does not comply with the requirements of this form may be returned to
the self-regulatory organization. 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 11. 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 (e.g., SRO-YYYY-XX). If the SRO is filing Exhibits 2 or 3 via paper, the
exhibits must be filed within 5 calendar 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 or the security-based swap submission, or prior to the expiration of
the statutory review period with respect to advance notices (as determined in accordance with
Section 806(e) of the Payment, Clearing and Settlement Supervision Act), the self-regulatory
organization shall correct 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 basis for the proposed rule
change, security-based swap submission, or advance notice, the amended response shall also
provide a revised purpose and basis statement. Exhibit 1 or Exhibit 1A, as applicable, 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 relating to the proposed rule change,
security-based swap submission, or advance notice.
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 Form 19b-4 is filed but before the Commission takes final action on it, the
self-regulatory organization receives or prepares any correspondence or other communications
reduced to writing (including comment letters) to and from such self-regulatory organization
concerning the proposed rule change, security-based swap submission, or advance notice, the
communications shall be filed as Exhibit 2. If information in the communication makes the
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 or make a determination
regarding a security-based swap submission or raise no objection to an advance notice 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).
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. All security-based swap submissions, advance notices,
and amendments, extensions, and withdrawals of security-based swap submissions and advance
notices shall be filed to a dedicated email address established by the Commission,
[email protected] for security-based swap submissions and
[email protected] for advance notices. 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 Trading and Markets Administrator located on our website
(http://www.sec.gov). An e-mail will be sent to the requestor that will provide a link to a secure
website 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. A clearing agency that also is a designated clearing
agency shall file with the Board of Governors of the Federal Reserve System (“Federal
Reserve”) three copies of any form containing an advance notice, one of which shall be manually
signed, including exhibits; provided, however, that this requirement may be satisfied instead by
providing the copies to the Federal Reserve in an electronic format as permitted by the Federal
Reserve. The Municipal Securities Rulemaking Board also shall file copies of the form,
including exhibits, with the Federal Reserve, 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 Trading and
Markets, Securities and Exchange Commission, 100 F Street, NE, Washington, DC 20549.
Page 1 of the electronic Form 19b-4 shall accompany paper submissions of Exhibits 2 and 3. If
the SRO is filing Exhibits 2 and 3 via paper, they must be filed within five calendar days of the
electronic filing of all other required documents.
H.
Withdrawals of Proposed Rule Changes, Security-based Swap Submissions or Advance
Notices
If a self-regulatory organization determines to withdraw a proposed rule change, security-
based swap submission, or advance notice, 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 or security-based swap
submission, 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) or Section 3C, 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, security-based swap submission, or
advance notice. Text of the proposed rule change should be included either in Exhibit 5 or
Exhibit 1 (or Exhibit 1A in the filing of a clearing agency). 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, security-based swap submission, or advance notice, or
(ii)
prescribed or referred to in the proposed rule change, security-based swap
submission, or advance notice, then the form, report, or questionnaire must be attached to and
shall be considered as part of the proposed rule change, security-based swap submission, or
advance notice. 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, security-based swap submission, or advance notice 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, security-based swap submission, or advance notice 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, security-based swap submission, or advance
notice taken by the members or board of directors or other governing body of the self-regulatory
organization. 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 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 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
operate to 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)
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 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.
Failure to describe and justify the proposed rule change in the manner described above
may result in the Commission not having sufficient information to make an affirmative finding
that the proposed rule change is consistent with the Act and the rules and regulations issued
thereunder that are applicable to the self-regulatory organization.
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 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 Municipal Securities
Rulemaking 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 perceived by any person who has made comments on the proposed rule
change to the self-regulatory organization. A mere assertion that the proposed rule change
satisfies these requirements is not sufficient. 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. Failure to
describe and justify the proposed rule change in the manner described above may result in the
Commission not having sufficient information to make an affirmative finding that the proposed
rule change is consistent with the Act and the rules and regulations issued thereunder that are
applicable to the self-regulatory organization.
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
If the proposed rule change is subject to Commission approval, 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 selfregulatory organization consents.
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)
(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,
(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 either
(A)(1) 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 (2) does not significantly affect the
respective rights or obligations of the clearing agency or persons using the service or (B)(1)
primarily affects the clearing operations of the clearing agency with respect to products that are
not securities, including futures that are not security futures, swaps that are not security-based
swaps or mixed swaps, and forwards that are not security forwards and (2) either (a) does not
significantly affect any securities clearing operations of the clearing agency or any rights or
obligations of the clearing agency with respect to securities clearing or persons using such
securities-clearing service, or (b) does significantly affect any securities clearing operations of
the clearing agency or the rights or obligations of the clearing agency with respect to securities
clearing or persons using such securities-clearing service, but is necessary to maintain fair and
orderly markets for products that are not securities, including futures that are not security futures,
swaps that are not securities-based swaps or mixed swaps, and forwards that are not security
forwards, and set forth the basis on which such designation is made, including, in the case of the
fair and orderly markets provision, the following: (i) why the proposed rule change is necessary
to maintain fair and orderly markets for products that are not securities, including futures that are
not security futures, swaps that are not security-based swaps or mixed swaps, and forwards that
are not security forwards; (ii) why the proposed rule change cannot achieve this goal unless it
takes effect immediately; (iii) the nature and the extent of the effect upon the relevant markets if
the proposed rule change were not implemented immediately; (iv) whether the proposed rule
change is temporary or permanent; (v) how the proposed rule change significantly affects any
securities clearing operations of the clearing agency or any rights or obligations of the clearing
agency with respect to securities clearing or persons using such securities-clearing service; and
(vi) why the proposed rule change would have no adverse effect on maintaining fair and orderly
markets for securities,
(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 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 summarily
to temporarily suspend 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 filing procedures of Section 19(b)(1) of the Act, for approval pursuant to Section 19(b)(2).
Accordingly, in most cases, a summary order under Section 19(b)(3)(B) shall be effective until
such time as the Commission enters an order, pursuant to Section 19(b)(2)(A) of the Exchange
Act, to approve such proposed rule change or, depending on the circumstances, until such time as
the Commission summarily temporarily suspends the rule change pursuant to Section
19(b)(3)(C) or, alternatively, until such time as the Commission, at the conclusion of proceedings
to determine whether to approve or disapprove the proposed rule change, enters an order,
pursuant to Section 19(b)(2)(B), approving or disapproving such proposed rule change.
Similarly, the Commission requires that any proposed rule change which has taken effect upon
filing pursuant to paragraph (B)(II) of Rule 19b-4(f)(4)(ii) shall also be subject to the filing
procedures of Section 19(b)(1) of the Act, for approval pursuant to Section 19(b)(2) of the Act.
Accordingly, such rule change shall be effective until such time as the Commission enters an
order, pursuant to Section 19(b)(2)(A) of the Exchange Act, to approve such proposed rule
change or, depending on the circumstances, until such time as the Commission summarily
temporarily suspends the rule change pursuant to Section 19(b)(3)(C) or, alternatively, until such
time as the Commission, at the conclusion of proceedings to determine whether to approve or
disapprove the proposed rule change, enters 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.
Security-Based Swap Submissions Filed Pursuant to Section 3C of the Act
(a)
A clearing agency shall submit to the Commission on this Form 19b-4, a security-
based swap submission for any security-based swap, or any group, category, type or class of
security-based swaps that the clearing agency plans to accept for clearing.
(b)
The clearing agency shall include in the security-based swap submission a
statement that includes, but is not limited to:
(i)
How the security-based swap submission is consistent with Section 17A of the
Act (15 U.S.C. 78q-1);
(ii)
Information that will assist the Commission in the quantitative and qualitative
assessment of the factors specified in Section 3C of the Act (15 U.S.C. 78c-3), including, but not
limited to:
(A)
The existence of significant outstanding notional exposures, trading liquidity and
adequate pricing data;
(B)
The availability of a rule framework, capacity, operational expertise and
resources, and credit support infrastructure to clear the contract on terms that are consistent with
the material terms and trading conventions on which the contract is then traded;
(C)
The effect on the mitigation of systemic risk, taking into account the size of the
market for such contract and the resources of the clearing agency available to clear the contract;
(D)
clearing; and
The effect on competition, including appropriate fees and charges applied to
(E)
The existence of reasonable legal certainty in the event of the insolvency of the
relevant clearing agency or one or more of its clearing members with regard to the treatment of
customer and security-based swap counterparty positions, funds, and property;
(iii)
A description of how the rules of the clearing agency prescribe that all security-
based swaps submitted to the clearing agency with the same terms and conditions are
economically equivalent within the clearing agency and may be offset with each other within the
clearing agency, as applicable to the security-based swaps described in the security-based swap
submission; and
(iv)
A description of how the rules of the clearing agency provide for non-
discriminatory clearing of a security-based swap executed bilaterally or on or through the rules
of an unaffiliated national securities exchange or security-based swap execution facility, as
applicable to the security-based swaps described in the security-based swap submission.
NOTE. In connection with the factor specified in Item 9(b)(ii)(A) above, the statement
describing the existence of outstanding notional exposures, trading liquidity and adequate pricing
data could address pricing sources, models and procedures demonstrating an ability to obtain
price data to measure credit exposures in a timely and accurate manner, as well as measures of
historical market liquidity and trading activity, and expected market liquidity and trading activity
if the security-based swap is required to be cleared (including information on the sources of such
measures). With respect to the factor specified in Item 9(b)(ii)(B) above, the statement
describing the availability of a rule framework could include a discussion of the rules, policies or
procedures applicable to the clearing of the relevant security-based swap. Additionally, the
discussion of credit support infrastructure specified in Item 9(b)(ii)(B) above could include the
methods to address and communicate requests for, and posting of, collateral. With respect to the
factor specified in Item 9(b)(ii)(C) above, the discussion of systemic risk could include a
statement on the clearing agency’s risk management procedures including, among other things,
the measurement and monitoring of credit exposures, initial and variation margin methodology,
methodologies for stress testing and back testing, settlement procedures and default management
procedures. With respect to the factor specified in Item 9(b)(ii)(D) above, the discussion of fees
and charges could address any volume incentive programs that may apply or impact the fees and
charges. With respect to the factor specified in Item 9(b)(ii)(E) above, the discussion of legal
certainty in the event of an insolvency could address segregation of accounts and all other
customer protection measures under insolvency.
In describing the security-based swap (or group, category, type or class of security-based
swaps) referenced in the security-based swap submission, the clearing agency could discuss the
relevant product specifications, including copies of any standardized legal documentation,
generally accepted contract terms, standard practices for managing and communicating any life
cycle events associated with the security-based swap and related adjustments, and the manner in
which the information contained in the confirmation of the security-based swap trade is
transmitted. The clearing agency also could discuss its financial and operational capacity to
provide clearing services to all customers potentially subject to the clearing requirements as
applicable to the particular security-based swap. Finally, the clearing agency could include an
analysis of the effect of a clearing requirement on the market for the group, category, type, or
class of security-based swaps, both domestically and globally, including the potential effect on
market liquidity, trading activity, use of security-based swaps by direct and indirect market
participants and any potential market disruption or benefits. This analysis could include whether
the members of the clearing agency are operationally and financially capable of absorbing
clearing business (including indirect access market participants) that may result from a
determination that the security-based swap (or group, category, type or class of security-based
swaps) is required to be cleared.
(c)
A clearing agency shall submit security-based swaps to the Commission for
review by group, category, type or class of security-based swaps, to the extent reasonable and
practicable to do so.
(d)
A clearing agency shall file as an amendment to this Form 19b-4 any additional
information necessary to assess any of the factors the Commission determines to be appropriate
in order to make a determination regarding the clearing requirement.
(e)
A security-based swap submission pursuant to Section 3C that also is required to
be filed as a proposed rule change under Section 19(b) or an advance notice under Section 806(e)
of the Payment, Clearing and Settlement Supervision Act shall not take effect until
determinations are obtained under each of the other applicable statutory provisions.
10.
Advance Notices Filed Pursuant to Section 806(e) of the Payment, Clearing and
Settlement Supervision Act
(a)
A designated clearing agency shall provide notice on this Form 19b-4 sixty (60)
days in advance of any proposed change to its rules, procedures, or operations that could, as
defined in Rule 19b-4, materially affect the nature or level of risks presented by the designated
clearing agency.
(b)
A designated clearing agency shall include in the advance notice a description of:
(i)
the nature of the change and expected effects on risks to the designated clearing
agency, its participants, or the market; and
(ii)
how the designated clearing agency plans to manage any identified risks.
(c)
A designated clearing agency shall file as amendment to this Form 19b-4 any
additional information that is required to be filed by the Commission as necessary to assess the
effect the proposed change would have on the nature or level of risks associated with the
designated clearing agency’s payment, clearing, or settlement activities and the sufficiency of
any proposed risk management techniques.
(d)
A designated clearing agency that implements a proposed change on an
emergency basis must file notice with the Commission on Form 19b-4 within 24 hours of
implementing the change. In addition to the information required for advance notices, the notice
of an emergency change shall include a description of the nature of the emergency and the reason
the change was necessary for the designated clearing agency to continue to operate in a safe and
sound manner. Any change implemented by a designated clearing agency on an emergency basis
also must comply with Section 19(b) and Section 3C of the Act to the extent those sections are
applicable.
(e)
A proposed change filed pursuant to Section 806(e) that is also required to be
filed as a proposed rule change under Section 19(b) or a security-based swap submission under
Section 3C shall not take effect until determinations are obtained under each of the other
applicable statutory provisions.
11.
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.
Exhibit 1A.
Completed Notice of Proposed Rule Change, Security-Based Swap
Submission, or Advance Notice filed by Clearing Agencies for publication in the Federal
Register. Amendments to Exhibit 1A should be filed in accordance with Instructions D and F.
Exhibit 2
(a)
Copies of notices issued by the self-regulatory organization
soliciting comment on the proposed rule change, security-based swap submission, or advance
notice and copies of all written comments on the proposed rule change, security-based swap
submission, or advance notice 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, security-based
swap submission, or advance notice made at any public meeting or, if a transcript is not
available, a copy of the summary of comments on the proposed rule change, security-based swap
submission, or advance notice 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, security-based swap submission, or advance
notice 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, security-based swap submission, or advance notice, 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 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.
SPECIFIC INSTRUCTIONS FOR EXHIBIT 1 – NOTICE OF PROPOSED RULE CHANGE
EXHIBIT 1
SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-
; File No. SR
]
[Date]
Self-Regulatory Organizations; [Name of Self-Regulatory Organization]; Notice of Filing [and
Immediate Effectiveness] of a Proposed Rule Change Relating to [brief description of subject
matter of proposed rule change]
______________________________________________
General Instructions
A.
Format Requirements
The notice 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).
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). 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, consistent with Rule 0-3 under the Act (17 CFR 240.0-3). 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 selfregulatory 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 requirements applicable to the notice, may 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
∗
To be completed by the Commission. This date will be the date on which the
Commission receives the proposed rule change if the filing complies with all
requirements of this form. See Instruction B to Form 19b-4.
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.)
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 self-regulatory 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 45 days of the date of publication of this notice in the Federal Register or within
such longer period up to 90 days (i) as the Commission may designate if it finds such longer
period to be appropriate and publishes its reasons for so finding or (ii) as to which the selfregulatory organization consents, the Commission will:
(A)
by order approve or disapprove 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.)
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
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 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 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 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 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 [Name of Secretary], Secretary, Securities and
Exchange Commission, 100 F Street, NE, Washington, DC 20549.
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 website (http://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 am and 3:00 pm. Copies of the filing
also will be available for inspection and copying at the principal office of the [self-regulatory
organization]. 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 Trading and Markets, pursuant to delegated
authority. 1
Secretary
1
17 CFR 200.30-3(a)(12).
SPECIFIC INSTRUCTIONS FOR EXHIBIT 1A – NOTICE OF PROPOSED RULE CHANGE,
SECURITY-BASED SWAP SUBMISSION, OR ADVANCE NOTICE FILED BY CLEARING
AGENCIES
EXHIBIT 1A
SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-
; File No. SR
]
[Date]
Self-Regulatory Organizations; [Name of Clearing Agency]; Proposed Rule Change, SecurityBased Swap Submission, or Advance Notice Relating to [brief description of subject matter of
proposed rule change, security-based swap submission, or advance notice]
______________________________________________
General Instructions
A.
Format Requirements
The notice 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).
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, security-based
swap submission, or advance notice being deemed not properly filed. See also Rule 0-3 under
the Act (17 CFR 240.0-3). 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, consistent with Rule 0-3
under the Act (17 CFR 240.0-3). 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 clearing agency must provide all information required in the notice and present it in a
clear and comprehensible manner. It is the responsibility of the clearing agency to prepare Items
I, II and III of the notice. The Commission cautions clearing agencies 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 requirements applicable to the notice, may be returned to the clearing agency. 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) and
Rule 19b-4, 17 CFR 240.19b-4, notice is hereby given that on (date) ∗, the (name of clearing
agency) filed with the Securities and Exchange Commission the proposed rule change, securitybased swap submission, or advance notice as described in Items I, II and III below, which Items
have been prepared by the clearing agency. The Commission is publishing this notice to solicit
comments on the proposed rule change, security-based swap submission, or advance notice from
interested persons.
∗
To be completed by the Commission. This date will be the date on which the
Commission receives the proposed rule change, security-based swap submission, or
advance notice filing if the filing complies with all requirements of this form. See
Instruction B to Form 19b-4.
Information to Be Included in the Completed Notice
I.
Clearing Agency’s Statement of the Terms of Substance of the Proposed Rule
Change, Security-Based Swap Submission, or Advance Notice
(Supply a brief statement of the terms of substance of the proposed rule change, security-
based swap submission, or advance notice. 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.)
II.
Clearing Agency’s Statement of the Purpose of, and Statutory Basis for, the
Proposed Rule Change, Security-Based Swap Submission, or Advance Notice
In its filing with the Commission, the clearing agency included statements concerning the
purpose of and basis for the proposed rule change, security-based swap submission, or advance
notice and discussed any comments it received on the proposed rule change, security-based swap
submission, or advance notice. The text of these statements may be examined at the places
specified in Item IV below. The clearing agency 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, 5, 9 or 10 of
Form 19b-4, as applicable, redesignating them as A, B, C, D or E, as applicable, respectively.)
III.
Date of Effectiveness of the Proposed Rule Change, Security-Based Swap
Submission, and Advance Notice 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 45 days of the date of publication of this notice in the Federal Register or within
such longer period up to 90 days (i) as the Commission may designate if it finds such longer
period to be appropriate and publishes its reasons for so finding or (ii) as to which the selfregulatory organization consents, the Commission will:
(A)
by order approve or disapprove 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.)
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
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 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 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 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 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.
(If the proposed change is filed as a security-based swap submission pursuant to
Section 3C of the Act, the following paragraph should be used.)
Within 90 days after receiving a security-based swap submission, unless the submitting
clearing agency agrees to an extension of time limitation, the Commission shall by order make
its determination whether the security-based swap, or group, category, type or class of securitybased swaps, described in the security-based swap submission is required to be cleared. In
making its determination that the clearing requirement shall apply, the Commission may include
such terms and conditions to the requirement as the Commission determines to be appropriate in
the public interest.
The clearing agency shall post notice on its website of any clearing requirement that is
implemented.
(If the proposed change is filed as an advance notice pursuant to the Payment,
Clearing and Settlement Supervision Act, the following paragraph should be used.)
The proposed change may be implemented if the Commission does not object to the
proposed change within 60 days of the later of (i) the date that the proposed change was filed
with the Commission or (ii) the date that any additional information requested by the
Commission is received. The clearing agency shall not implement the proposed change if the
Commission has any objection to the proposed change.
The Commission may extend period for review by an additional 60 days if the proposed
change raises novel or complex issues, subject to the Commission or the Board of Governors of
the Federal Reserve System providing the clearing agency with prompt written notice of the
extension. A proposed change may be implemented in less than 60 days from the date the
advance notice is filed, or the date further information requested by the Commission is received,
if the Commission notifies the clearing agency in writing that it does not object to the proposed
change and authorizes the clearing agency to implement the proposed change on an earlier date,
subject to any conditions imposed by the Commission.
The clearing agency shall post notice on its website of proposed changes that are
implemented.
(If the proposed change is filed following the implementation of a change on an
emergency basis pursuant to the Payment, Clearing and Settlement Supervision Act, the
following paragraph should be used.)
The clearing agency implemented a proposed change that otherwise would be required to
be filed as an advance notice because the clearing agency determined that (i) an emergency
existed and (ii) immediate implementation was necessary for the clearing agency to continue to
provide its services in a safe and sound manner. The Commission may require modification or
rescission of the proposed change if it finds it is not consistent with the purposes of the Payment,
Clearing and Settlement Supervision Act or any applicable rules, orders, or standards prescribed
under Section 805(a).
(If the proposal is submitted pursuant to more than one filing requirement, the
clearing agency shall add the following language in addition to the language above.)
The proposal shall not take effect until all regulatory actions required with respect to the
proposal are completed.
IV.
Solicitation of Comments
Interested persons are invited to submit written data, views and arguments concerning the
foregoing, including whether the proposed rule change, security-based swap submission, or
advance notice 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 [Name of Secretary], Secretary, Securities and
Exchange Commission, 100 F Street, NE, Washington, DC 20549.
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 website (http://www.sec.gov/rules/sro.shtml). Copies of the submission,
all subsequent amendments, all written statements with respect to the proposed rule change,
security-based swap submission, or advance notice that are filed with the Commission, and all
written communications relating to the proposed rule change, security-based swap submission, or
advance notice 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 am and 3:00 pm.
Copies of the filing also will be available for inspection and copying at the principal office of the
[clearing agency]. 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 Trading and Markets, pursuant to delegated
authority. 1
Secretary
1
17 CFR 200.30-3(a)(12).
| File Type | application/pdf |
| File Title | Form 19b-4 |
| Subject | SEC1832, Date.modified: 2013-09-10 |
| Author | U.S. Securities and Exchange Commission |
| File Modified | 2016-12-01 |
| File Created | 2013-01-07 |