Regulation S 60 Day Federal Register Notice

Regulation S.60FR Notice.2019.pdf

Regulation S - Rules Governing Offers and Sales Made Outside the United States Without Registration Under the Securities Act of 1933

Regulation S 60 Day Federal Register Notice

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Federal Register / Vol. 84, No. 240 / Friday, December 13, 2019 / Notices
system ‘‘has been remarkably successful
in promoting market competition in its
broader forms that are most important to
investors and listed companies.’’ 33
As noted above, the Exchange
recognizes that removing the LCN 10 Gb
connection from its Price List would
eliminate a connectivity option
previously available to Users. Indeed,
the proposed change may negatively
impact the Exchange’s revenues, since
Current Users may opt to re-tailor their
systems to reduce the number of
connections, move to 10 Gb IP network
connections, re-tailor become Hosted
Customers, or cross-connect to another
User. Such choices, any of which would
reduce revenue, may be more attractive
to Users as a consequence of the change.
Nonetheless, the Exchange believes
that the change is necessary and
appropriate because, as a consequence
of the manufacturer’s declaration of the
First Switch’s EOL, if the Exchange did
not eliminate the LCN 10 Gb
connections, the Exchange’s ability to
provide support or supplies to Users
that have such connections would be
compromised. Not being able to resolve
connectivity issues related to First
Switches or even replace them would
make the Exchange’s compliance with
Regulation SCI suboptimal. When the
inevitable hardware or software issues
involving the First Switch arose, the
Exchange would not have the
manufacturer resources available to
solve connectivity issues or replace
switches. Users’ connections to the
Exchange could be compromised or
wholly cut off. At the same time, if a
User requested a new or replacement
LCN 10 Gb connection, the Exchange
would not be able to obtain one. It
would be contrary to the protection of
investors and the public interest if the
Exchange were to continue to offer a
connectivity option that it could not
support, or if Users were compromised
or wholly unable to use their
connectivity to connect to the Exchange.
For the reasons described above, the
Exchange believes that the proposed
rule change reflects this competitive
environment.

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C. Self-Regulatory Organization’s
Statement on Comments on the
Proposed Rule Change Received From
Members, Participants, or Others

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IV. Solicitation of Comments
Interested persons are invited to
submit written data, views, and
arguments concerning the foregoing,
including whether the proposed rule
change is consistent with the Act.
Comments may be submitted by any of
the following methods:
Electronic Comments
• Use the Commission’s internet
comment form (http://www.sec.gov/
rules/sro.shtml); or
• Send an email to rule-comments@
sec.gov. Please include File Number SR–
NYSE–2019–66 on the subject line.
Paper Comments
• Send paper comments in triplicate
to Secretary, Securities and Exchange
U.S.C. 78s(b)(3)(A)(iii).
CFR 240.19b–4(f)(6).
36 17 CFR 240.19b–4(f)(6). In addition, Rule 19b–
4(f)(6) requires the Exchange to give 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. The Exchange has
satisfied this requirement.
37 15 U.S.C. 78s(b)(2)(B).
35 17

Securities Exchange Act Release No. 51808
(June 9, 2005), 70 FR 37496, 37499 (June 29, 2005).

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The Exchange has filed the proposed
rule change pursuant to Section
19(b)(3)(A)(iii) of the Act 34 and Rule
19b–4(f)(6) thereunder.35 Because the
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
prior to 30 days from the date on which
it was filed, or such shorter time as the
Commission may designate, if
consistent with the protection of
investors and the public interest, the
proposed rule change has become
effective pursuant to Section 19(b)(3)(A)
of the Act and Rule 19b–4(f)(6)(iii)
thereunder.36
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) 37 of the Act to
determine whether the proposed rule
change should be approved or
disapproved.

34 15

No written comments were solicited
or received with respect to the proposed
rule change.
33 See

III. Date of Effectiveness of the
Proposed Rule Change and Timing for
Commission Action

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68257

Commission, 100 F Street NE,
Washington, DC 20549–1090.
All submissions should refer to File
Number SR–NYSE–2019–66. 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,
Washington, DC 20549 on official
business days between the hours of
10:00 a.m. and 3:00 p.m. Copies of the
filing also will be available for
inspection and copying at the principal
office of the Exchange. All comments
received will be posted without change.
Persons submitting comments are
cautioned that we do not redact or edit
personal identifying information from
comment submissions. You should
submit only information that you wish
to make available publicly. All
submissions should refer to File
Number SR–NYSE–2019–66 and should
be submitted on or before January 3,
2020.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.38
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2019–26852 Filed 12–12–19; 8:45 am]
BILLING CODE 8011–01–P

SECURITIES AND EXCHANGE
COMMISSION
[SEC File No. 270–315, OMB Control No.
3235–0357]

Proposed Collection; 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:
38 17

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CFR 200.30–3(a)(12).

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Federal Register / Vol. 84, No. 240 / Friday, December 13, 2019 / Notices

Regulation S

Notice is hereby given that, pursuant
to the Paperwork Reduction Act of 1995
(44 U.S.C. 3501 et seq.), the Securities
and Exchange Commission
(‘‘Commission’’) is soliciting comments
on the collection of information
summarized below. The Commission
plans to submit this existing collection
of information to the Office of
Management and Budget for extension
and approval.
Regulation S (17 CFR 230.901 through
230.905) sets forth rules governing offers
and sales of securities made outside the
United States without registration under
the Securities Act of 1933 (15 U.S.C. 77a
et seq.). Regulation S clarifies the extent
to which Section 5 of the Securities Act
applies to offers and sales of securities
outside of the United States. Regulation
S is assigned one burden hour for
administrative convenience.
Written comments are invited on: (a)
Whether this collection of information
is necessary for the proper performance
of the functions of the agency, including
whether the information will have
practical utility; (b) the accuracy of the
agency’s estimate of the burden imposed
by the collection of information; (c)
ways to enhance the quality, utility, and
clarity of the information collected; and
(d) ways to minimize the burden of the
collection of information on
respondents, including through the use
of automated collection techniques or
other forms of information technology.
Consideration will be given to
comments and suggestions submitted in
writing within 60 days of this
publication.
An agency may not conduct or
sponsor, and a person is not required to
respond to, a collection of information
unless it displays a currently valid
control number.
Please direct your written comments
to Charles Riddle, Acting Director/Chief
Information Officer, Securities and
Exchange Commission, c/o Cynthia
Roscoe, 100 F Street NE, Washington,
DC 20549; or send an email to: PRA_
[email protected].

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Dated: December 9, 2019.
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2019–26868 Filed 12–12–19; 8:45 am]
BILLING CODE 8011–01–P

SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–87686; File No. SR–
NYSECHX–2019–23]

Self-Regulatory Organizations; NYSE
Chicago, Inc.; Notice of Filing and
Immediate Effectiveness of Proposed
Rule Change Amending the Fee
Schedule of NYSE Chicago, Inc.
Related to Co-Location Services
December 9, 2019.

Pursuant to Section 19(b)(1) 1 of the
Securities Exchange Act of 1934 (the
‘‘Act’’) 2 and Rule 19b–4 thereunder,3
notice is hereby given that, on
November 25, 2019, the NYSE Chicago,
Inc. (‘‘NYSE Chicago’’ or the
‘‘Exchange’’) filed with the Securities
and Exchange Commission (the
‘‘Commission’’) the proposed rule
change as described in Items I and II
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.
I. Self-Regulatory Organization’s
Statement of the Terms of Substance of
the Proposed Rule Change
The Exchange proposes to amend the
Fee Schedule of NYSE Chicago, Inc. (the
‘‘Fee Schedule’’) related to co-location
services to eliminate (a) a connectivity
option whose manufacturer will no
longer support a key component of the
network hardware, and (b) services that
are no longer utilized by Users. The
proposed rule change is available on the
Exchange’s website at www.nyse.com, at
the principal office of the Exchange, and
at the Commission’s Public Reference
Room.
II. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
In its filing with the Commission, the
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 those statements may be examined at
the places specified in Item IV below.
The Exchange has prepared summaries,
set forth in sections A, B, and C below,
of the most significant parts of such
statements.
1 15

U.S.C. 78s(b)(1).
U.S.C. 78a.
3 17 CFR 240.19b–4.
2 15

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A. Self-Regulatory Organization’s
Statement of the Purpose of, and the
Statutory Basis for, the Proposed Rule
Change
1. Purpose
The Exchange proposes to amend the
Fee Schedule related to co-location 4
services offered by the Exchange to
eliminate (a) a connectivity option
whose manufacturer will no longer
support a key component of the network
hardware, and (b) services that are no
longer utilized by Users.5
Proposed Change
LCN 10 Gb Circuit
Among other connectivity options,
Users are able to connect to the
Exchange over the Liquidity Center
Network (‘‘LCN’’), a local area network
available in the data center.6 LCN access
is available at 1, 10 and 40 Gb
bandwidth capacities. Currently, Users
have two 10 Gb options for LCN access:
• LCN 10 Gb, which has been in place
since 2010,7 and
• LCN 10 Gb LX, which was
introduced in 2013.8
4 The Exchange initially filed rule changes
relating to its co-location services with the
Securities and Exchange Commission
(‘‘Commission’’) in October 2019. See Securities
Exchange Act Release No. 87408 (October 28, 2019),
84 FR 58778 (November 1, 2019) (SR–NYSECHX–
2019–27) (‘‘Co-location Notice’’). The Exchange
operates a data center in Mahwah, New Jersey (the
‘‘data center’’) from which it provides co-location
services to Users.
5 For purposes of the Exchange’s co-location
services, a ‘‘User’’ means any market participant
that requests to receive co-location services directly
from the Exchange. See Securities Exchange Act
Release No. See id. at note 6. As specified in the
Fee Schedule, a User that incurs co-location fees for
a particular co-location service pursuant thereto
would not be subject to co-location fees for the
same co-location service charged by the Exchange’s
affiliates the New York Stock Exchange LLC
(‘‘NYSE’’), NYSE American LLC (‘‘NYSE
American’’), NYSE Arca, Inc. (‘‘NYSE Arca’’), and
NYSE National, Inc. (‘‘NYSE National’’ and
together, the ‘‘Affiliate SROs’’). See id. at 58779.
6 The other local area network is the internet
protocol (‘‘IP’’) network. See Co-location Notice,
supra note 4, at 58780.
7 See Securities Exchange Act Release Nos. 62960
(September 21, 2010), 75 FR 59310 (September 27,
2010) (SR–NYSE–2010–56); 62961 (September 21,
2010), 75 FR 59299 (September 27, 2010) (SR–
NYSEAmex–2010–80); and 63275 (November 8,
2010), 75 FR 70048 (November 16, 2010) (SR–
NYSEArca–2010–100). In July 2018, the Exchange
and its direct parent company were acquired by
NYSE Group, Inc. As a result, the Exchange and the
Affiliate SROs are direct or indirect subsidiaries of
NYSE Group, Inc. and, indirectly, Intercontinental
Exchange, Inc. See Exchange Act Release No. 83635
(July 13, 2018), 83 FR 34182 (July 19, 2018) (SR–
CHX–2018–004); see also Exchange Act Release No.
83303 (May 22, 2018), 83 FR 24517 (May 29, 2018)
(SR–CHX–2018–004).
8 See Securities Exchange Act Release Nos. 70888
(November 15, 2013), 78 FR 69907 (November 21,
2013) (SR–NYSE–2013–73); 70979 (December 4,
2013), 78 FR 74200 (December 10, 2013) (SR–

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