30 Day Notice

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Federal Register / Vol. 84, No. 224 / Wednesday, November 20, 2019 / Notices

possesses significant pricing power in
the execution of equity order flow.
Moreover, the Commission has
repeatedly expressed its preference for
competition over regulatory
intervention in determining prices,
products, and services in the securities
markets. Specifically, in Regulation
National Market System (‘‘NMS’’), the
Commission highlighted the importance
of market forces in determining prices
and SRO revenues and, also, recognized
that current regulation of the market
system ‘‘has been remarkably successful
in promoting market competition in its
broader forms that are most important to
investors and listed companies.’’ 7 The
fact that this market is competitive has
also long been recognized by the courts.
In NetCoalition v. Securities and
Exchange Commission, the D.C. Circuit
stated as follows: ‘‘[n]o one disputes
that competition for order flow is
‘fierce.’ . . . As the SEC explained, ‘[i]n
the U.S. national market system, buyers
and sellers of securities, and the brokerdealers that act as their order-routing
agents, have a wide range of choices of
where to route orders for execution’;
[and] ‘no exchange can afford to take its
market share percentages for granted’
because ‘no exchange possesses a
monopoly, regulatory or otherwise, in
the execution of order flow from broker
dealers’. . . .’’. 8 Regardless, the
Exchange notes that the proposed
change to the EDGA-related routing fee
is merely meant to pass through the
rebate associated with executing orders
on that market, and is therefore not
designed to have any significant impact
on competition. Accordingly, the
Exchange does not believe its proposed
fee change imposes any burden on
competition that is not necessary or
appropriate in furtherance of the
purposes of the Act.
C. Self-Regulatory Organization’s
Statement on Comments on the
Proposed Rule Change Received from
Members, Participants, or Others
No written comments were either
solicited or received.
III. Date of Effectiveness of the
Proposed Rule Change and Timing for
Commission Action
The foregoing rule change is effective
upon filing pursuant to Section
19(b)(3)(A) 9 of the Act and
http://markets.cboe.com/us/equities/
marketlshare/.
7 See Securities Exchange Act Release No. 51808
(June 9, 2005) 70 FR 37496 (June 29, 2005).
8 NetCoalition v. Securities and Exchange
Commission, 615 F.3d 525 (D.C. Cir. 2010).).
9 15 U.S.C. 78s(b)(3)(A).

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subparagraph (f)(2) of Rule 19b–4 10
thereunder, because it establishes a due,
fee, or other charge imposed by the
Exchange.
At any time within 60 days of the
filing of such proposed rule change, the
Commission summarily may
temporarily suspend such rule change if
it appears to the Commission that such
action is necessary or appropriate in the
public interest, for the protection of
investors, or otherwise in furtherance of
the purposes of the Act. If the
Commission takes such action, the
Commission shall institute proceedings
under Section 19(b)(2)(B) 11 of the Act to
determine whether the proposed rule
change should be approved or
disapproved.
IV. Solicitation of Comments
Interested persons are invited to
submit written data, views, and
arguments concerning the foregoing,
including whether the proposed rule
change is consistent with the Act.
Comments may be submitted by any of
the following methods:
Electronic Comments
• Use the Commission’s internet
comment form (http://www.sec.gov/
rules/sro.shtml); or
• Send an email to rule-comments@
sec.gov. Please include File No. SR–
CboeBYX–2019–021 on the subject line.
Paper Comments
• Send paper comments in triplicate
to Secretary, Securities and Exchange
Commission, 100 F Street NE,
Washington, DC 20549–1090.
All submissions should refer to File No.
SR–CboeBYX–2019–021. This file
number should be included on the
subject line if email is used. To help the
Commission process and review your
comments more efficiently, please use
only one method. The Commission will
post all comments on the Commission’s
internet website (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,
10 17
11 15

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CFR 240.19b–4(f)(2).
U.S.C. 78s(b)(2)(B).

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Washington, DC 20549, on official
business days between the hours of
10:00 a.m. and 3:00 p.m. Copies of the
filing also will be available for
inspection and copying at the principal
office of the Exchange. All comments
received will be posted without change.
Persons submitting comments are
cautioned that we do not redact or edit
personal identifying information from
comment submissions. You should
submit only information that you wish
to make available publicly. All
submissions should refer to File No.
SR–CboeBYX–2019–021, and should be
submitted on or before December 11,
2019.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.12
Jill M. Peterson,
Assistant Secretary.
[FR Doc. 2019–25106 Filed 11–19–19; 8:45 am]
BILLING CODE 8011–01–P

SECURITIES AND EXCHANGE
COMMISSION
Submission for OMB Review;
Comment Request
Upon Written Request, Copies Available
From: U.S. Securities and Exchange
Commission, Office of FOIA Services,
100 F Street NE, Washington, DC
20549–2736
Extension:
Rule 17a–13, SEC File No. 270- 27, OMB
Control No. 3235–0035

Notice is hereby given that, pursuant
to the Paperwork Reduction Act of 1995
(‘‘PRA’’) (44 U.S.C. 3501 et seq.), the
Securities and Exchange Commission
(‘‘Commission’’) has submitted to the
Office of Management and Budget
(‘‘OMB’’) a request for approval of
extension of the previously approved
collection of information provided for in
Rule 17a–13 (17 CFR 240.17a–13) under
the Securities Exchange Act of 1934 (15
U.S. C. 78a et seq.) (‘‘Exchange Act’’).
Rule 17a–13(b) (17 CFR 240.17a–
13(b)) generally requires that at least
once each calendar quarter, all
registered brokers-dealers physically
examine and count all securities held,
and that they account for all other
securities not in their possession, but
subject to the broker-dealer’s control or
direction. Any discrepancies between
the broker-dealer’s securities count and
the firm’s records must be noted and,
within seven days, the unaccounted for
difference must be recorded in the
firm’s records. Rule 17a–13(c) (17 CFR
240.17a–13(c)) provides that under
12 17

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Federal Register / Vol. 84, No. 224 / Wednesday, November 20, 2019 / Notices
specified conditions, the count,
examination, and verification of the
broker-dealer’s entire list of securities
may be conducted on a cyclical basis
rather than on a certain date. Although
Rule 17a–13 does not require brokerdealers to file a report with the
Commission, discrepancies between a
broker-dealer’s records and the
securities counts may be required to be
reported, for example, as a loss on Form
X–17a–5 (17 CFR 248.617), which must
be filed with the Commission under
Exchange Act Rule 17a–5 (17 CFR
240.17a–5). Rule 17a–13 exempts
broker-dealers that limit their business
to the sale and redemption of securities
of registered investment companies and
interests or participation in an
insurance company separate account
and those who solicit accounts for
federally insured savings and loan
associations, provided that such persons
promptly transmit all funds and
securities and hold no customer funds
and securities. Rule 17a–13 also does
not apply to certain broker-dealers
required to register only because they
effect transactions in securities futures
products.
The information obtained from Rule
17a–13 is used as an inventory control
device to monitor a broker-dealer’s
ability to account for all securities held
in transfer, in transit, pledged, loaned,
borrowed, deposited, or otherwise
subject to the firm’s control or direction.
Discrepancies between the securities
counts and the broker-dealer’s records
alert the Commission and the selfregulatory organizations (‘‘SROs’’) to
those firms experiencing back-office
operational issues.
As of June 30, 2019, there are
approximately 3,744 broker-dealers
registered with the Commission.
However, given the variability in their
businesses, it is difficult to quantify
how many hours per year each brokerdealer spends complying with Rule
17a–13. As noted, Rule 17a–13 requires
a broker-dealer to account for all
securities in its possession or subject to
its control or direction. Many brokerdealers hold few, if any, securities;
while others hold large quantities.
Therefore, the time burden of complying
with Rule 17a–13 will depend on
respondent-specific factors, including a
broker-dealer’s size, number of
customers, and proprietary trading
activity. The staff estimates that the
average time spent per respondent is
100 hours per year on an ongoing basis
to maintain the records required under
Rule 17a–13. This estimate takes into
account the fact that more than half of
the 3,744 respondents—according to
financial reports filed with the

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Commission—may spend little or no
time complying with Rule 17a–13, given
that they do not do a public securities
business or do not hold inventories of
securities. For these reasons, the staff
estimates that the total compliance
burden per year is 374,400 hours (3,744
respondents × 100 hours/respondent).
The records required to be made by
Rule 17a–13 are available only to
Commission examination staff, state
securities authorities, and applicable
SROs. Subject to the provisions of the
Freedom of Information Act, 5 U.S.C.
522, and the Commission’s rules
thereunder (17 CFR 200.80(b)(4)(iii)),
the Commission does not generally
publish or make available information
contained in any reports, summaries,
analyses, letters, or memoranda arising
out of, in anticipation of, or in
connection with an examination or
inspection of the books and records of
any person or any other investigation.
An agency may not conduct or
sponsor, and a person is not required to
respond to, a collection of information
under the PRA unless it displays a
currently valid OMB control number.
The public may view background
documentation for this information
collection at the following website:
www.reginfo.gov. Comments should be
directed to: (i) Desk Officer for the
Securities and Exchange Commission,
Office of Information and Regulatory
Affairs, Office of Management and
Budget, Room 10102, New Executive
Office Building, Washington, DC 20503,
or by sending an email to:
[email protected]; and (ii)
Charles Riddle, ≤Acting Director/Chief
Information Officer, Securities and
Exchange Commission, c/o Candace
Kenner, 100 F Street NE, Washington,
DC 20549, or by sending an email to:
[email protected]. Comments must
be submitted to OMB within 30 days of
this notice.
Dated: November 14, 2019.
Jill M. Peterson,
Assistant Secretary.
[FR Doc. 2019–25094 Filed 11–19–19; 8:45 am]
BILLING CODE 8011–01–P

SECURITIES AND EXCHANGE
COMMISSION
Submission for OMB Review;
Comment Request
Upon Written Request, Copies Available
From: Securities and Exchange
Commission, Office of FOIA Services,
100 F Street NE, Washington, DC
20549–2736
Extension:

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64167

Regulation S–AM, SEC File No. 270–548,
OMB Control No. 3235–0609

Notice is hereby given that, pursuant
to the Paperwork Reduction Act of 1995
(‘‘PRA’’) (44 U.S.C. 3501 et seq.), the
Securities and Exchange Commission
(‘‘Commission’’) has submitted to the
Office of Management and Budget
(‘‘OMB’’) a request for approval of
extension of the previously approved
collection of information provided for in
Regulation S–AM (17 CFR part 248,
subpart B), under the Fair Credit
Reporting Act (15 U.S.C. 1681 et seq.)
(‘‘FCRA’’), the Securities Exchange Act
of 1934 (15 U.S.C. 78a et seq.), the
Investment Company Act of 1940 (15
U.S.C. 80a–1 et seq.), and the
Investment Advisers Act of 1940 (15
U.S.C. 80b–1 et seq.).
Regulation S–AM implements the
requirements of Section 624 of the
FCRA (15 U.S.C. 1681s–3) with respect
to investment advisers and transfer
agents registered with the Commission,
as well as brokers, dealers and
investment companies (collectively,
‘‘Covered Persons’’). Section 624 and
Regulation S–AM limit a Covered
Person’s use of certain consumer
financial information received from an
affiliate to solicit a consumer for
marketing purposes, unless the
consumer has been given notice and a
reasonable opportunity and a reasonable
and simple method to opt out of such
solicitations. Regulation S–AM
potentially applies to all of the
approximately 20,195 Covered Persons
registered with the Commission,
although only approximately 11,309 of
them have one or more corporate
affiliates, and the regulation requires
only approximately 2,020 to provide
consumers with an affiliate marketing
notice and an opt-out opportunity.
The Commission staff estimates that
there are approximately 11,309 Covered
Persons having one or more affiliates,
and that they each spend an average of
0.20 hours per year to review affiliate
marketing practices, for, collectively, an
estimated annual time burden of 2,262
hours at an annual internal compliance
cost of approximately $1,203,384. The
staff also estimates that approximately
2,020 Covered Persons provide notice
and opt-out opportunities to consumers,
and that they each spend an average of
7.6 hours per year creating notices,
providing notices and opt-out
opportunities, monitoring the opt-out
notice process, making and updating
records of opt-out elections, and
addressing consumer questions and
concerns about opt-out notices, for,
collectively, an estimated annual time
burden of 15,352 hours at an annual

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