Federal Register / Vol. 75, No. 229 / Tuesday, November 30, 2010 / Notices 74117 

18 17 CFR 200.30–3(a)(12). 1 15 U.S.C. 78s(b)(1). 

arguments concerning the foregoing, 

including whether the proposed rule 

change is consistent with the Act and 

with respect to the following: 

• The Commission requests comment 

on all aspects of the proposed single pot 

margining arrangement, including the 

risk management of the combined 

positions cleared by GSD and NYPC. 

What unique risk management issues 

does a single pot cross margining 

arrangement raise in comparison with 

the two pot arrangements previously 

approved by the Commission? Would 

the VaR margining methodology 

proposed to be used by FICC as the 

administrator of the single-pot 

margining arrangement adequately 

measure the risk exposures of the 

positions? Are there other risk 

management standards or requirements 

that should be established regarding a 

single-pot margining methodology? 

• The Commission requests comment 

on the proposed loss allocation between 

FICC and NYPC. Does the loss 

allocation arrangement, in all scenarios, 

fairly reflect the risks presented by each 

clearing entity? Does it pose any undue 

risks to either FICC or NYPC or to any 

of their participants? If so, how would 

those risks be remediated? 

• The Commission requests comment 

on the burden on competition, if any, 

that the proposed single pot cross 

margining arrangement may have. Does 

the proposal to admit other DCOs as 

limited purpose participants of NYPC 

mitigate any perceived burden on 

competition? If not, why not? Is there a 

more effective means of address 

concerns related to competition? 

• The Commission requests comment 

on the implementation timeframe for 

the single pot margining arrangement 

and on the potential 24 month time 

period before unaffiliated DCOs or 

DCMs are admitted to the crossmargining arrangement. What are 

commenters’ views on the proposed 

time period? Is a shorter or longer time 

period justified based on the operational 

issues associated with starting the new 

cross-margining arrangement? 

• The Commission requests comment 

on the proposed guarantee fund 

contribution required of all DCOs 

(including NYPC) and DCMs. Is a 

sizable guarantee fund contribution 

needed to assure the safeguarding of 

securities and funds within the crossmargining arrangement? Is a higher or 

lower contribution justified? What is the 

impact on competition of such a 

requirement? 

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 rulecomments@sec.gov. Please include File 

Number SR–FICC–2010–09 on the 

subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Elizabeth M. Murphy, Secretary, 

Securities and Exchange Commission, 

100 F Street, NE., Washington, DC 

20549–1090. 

All submissions should refer to File 

Number SR–FICC–2010–09. This file 

number should be included on the 

subject line if e-mail is used. To help the 

Commission process and review your 

comments more efficiently, please use 

only one method. The Commission will 

post all comments on the Commission’s 

Internet Web site (http://www.sec.gov/ 

rules/sro.shtml). Copies of the 

submission, all subsequent 

amendments, all written statements 

with respect 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 Web site viewing and 

printing in the Commission’s Public 

Reference Section, 100 F Street, NE., 

Washington, DC 20549–1090, on official 

business days between the hours of 10 

a.m. and 3 p.m. Copies of such filings 

will also be available for inspection and 

copying at the principal office of FICC 

and on FICC’s Web site at http:// 

dtcc.com/downloads/legal/rule_filings/ 

2010/ficc/2010-09.pdf. 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 SR–FICC– 

2010–09 and should be submitted on or 

before December 21, 2010. 

For the Commission by the Division of 

Trading and Markets, pursuant to delegated 

authority.18

Elizabeth M. Murphy, 

Secretary. 

[FR Doc. 2010–30034 Filed 11–29–10; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–63368; File No. SR–NSCC– 

2010–15] 

Self-Regulatory Organizations; 

National Securities Clearing 

Corporation; Notice of Filing of 

Proposed Rule Change Relating to 

Establishing an Automated Service for 

the Processing of Transfers, 

Replacements, and Exchanges of 

Insurance and Retirement Products 

November 23, 2010. 

Pursuant to Section 19(b)(1) of the 

Securities Exchange Act of 1934 (the 

‘‘Act’’),1 notice is hereby given that on 

November 18, 2010, the National 

Securities Clearing Corporation 

(‘‘NSCC’’) filed with the Securities and 

Exchange Commission (‘‘Commission’’) 

the proposed rule change as described 

in Items I and II below, which Items 

have been prepared primarily by NSCC. 

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 proposed rule change would 

allow NSCC to add a new automated 

service to process transfers, 

replacements, and exchanges of 

insurance and retirement products 

through NSCC’s Insurance and 

Retirement Processing Service (‘‘IPS’’). 

II. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

In its filing with the Commission, 

NSCC 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. NSCC has prepared 

summaries, set forth in sections A, B, 

and C below, of the most significant 

aspects of these statements. 

A. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

The purpose of the proposed rule 

change is to allow NSCC to offer a new 

automated service to transfer, replace, or 

exchange (collectively referred to as a 

‘‘Replacement’’) an existing insurance 

contract that is eligible for NSCC’s IPS. 


jdjones on DSK8KYBLC1PROD with NOTICES
74118 Federal Register / Vol. 75, No. 229 / Tuesday, November 30, 2010 / Notices 

2 15 U.S.C. 78q–1. 

1. Background 

Currently, the Replacement process is 

not conducted through a centralized or 

automated process and requires 

extensive manual processing of paper 

forms and other documents. The 

insurance industry currently utilizes 

Transfer of Assets forms, 1035 Exchange 

Forms, or other similar paperwork 

(collectively referred to as ‘‘TOA’’) to 

document the request and the 

authorization for a Replacement. 

Currently, once an authorization has 

been obtained and the needed forms 

have been executed, the documents are 

transmitted by facsimile, mail, 

electronic mail, or other means. Because 

there is no centralized and automated 

mechanism for processing 

Replacements, there is also no 

centralized and automated settlement 

process for managing the movement of 

funds associated with Replacements. 

This lack of centralized and automated 

processing makes the overall 

Replacement process time consuming 

and labor intensive. 

2. Proposed Amendments 

NSCC proposes to add a new Section 

11 to Rule 57 (‘‘Insurance and 

Retirement Processing Services’’) so that 

NSCC can provide a service that will 

centralize and automate the processing 

of Replacements and will decrease the 

administrative burden on and risk to 

NSCC Members, Insurance Carrier/ 

Retirement Service Members, Mutual 

Fund/Insurance Services Members, and 

Data Services Only Members. 

Under the proposal, an Insurance 

Carrier/Retirement Services Member 

would be able to initiate a Replacement 

(‘‘Receiving Carrier’’) by submitting an 

instruction to NSCC to process a 

Replacement (‘‘Request for 

Replacement’’). NSCC would then 

transmit the Request for Replacement to 

the designated Insurance Carrier/ 

Retirement Services Member 

(‘‘Delivering Carrier’’). The Delivery 

Member would have to confirm, reject, 

or request modification to the Request 

for Replacement in the format and by 

such time as established by NSCC. 

NSCC would delete from the IPS 

transfers that are not confirmed or 

rejected. The IPS would also incorporate 

and automate the settlement of 

confirmed Replacements into NSCC’s 

existing settlement process for IPS. 

NSCC states that the proposed service 

would decrease the operational risk 

inherent in the processing of paper 

documentation, would provide a 

uniform platform for Replacements, and 

would provide uniform rules and 

procedures for Replacements. 

Under the proposed new Section 11, 

the Delivering Carrier waives the 

obligation of the Receiving Carrier to 

submit a signed physical copy of the 

TOA unless specifically required by 

state or local law. The transfer of any 

physical documents related to 

Replacements that are required under 

state law would continue to be 

transferred outside of NSCC. It would be 

the sole obligation of the Insurance 

Carrier/Retirement Services Members 

involved in the Replacement to confirm 

that all legal requirements, including 

any requirement to obtain a signed 

physical copy of the TOA imposed by 

applicable state or local law, are 

satisfied prior to confirming a Request 

for Replacement. The Replacement 

service would permit the transfer of 

documentation as an attachment to the 

Request for Replacement, but this would 

not be a requirement to utilize the 

Replacement service. The waiver of the 

obligation to submit signed physical 

documents is intended to improve the 

orderly processing of Replacements. 

Finally, NSCC proposes to update the 

Fee Schedule to incorporate the fees 

associated with processing a Request for 

Replacement. The fee associated with a 

Request for Replacement, including 

submitting incremental replacement 

status messages and money settlement 

would be $5.00 per Request for 

Replacement. The cost would be 

divided between the carriers associated 

with the transaction with the Receiving 

Carrier responsible for $3.75 per 

transaction, which is three-fourths of 

the cost of the Replacement service, and 

the Delivering Carrier responsible for 

the remaining $1.25 fee, which is onefourth of the cost. The fee associated 

with obtaining the status of a pending 

Request for Replacement, including 

incremental statuses, would be $1.00 

per pending status request. The cost 

would be divided evenly between the 

Receiving Carrier and the Distributor, 

each of which would be responsible for 

paying a fee of $0.50. 

3. Implementation Timeframe 

NSCC intends for the Replacement 

service to be implemented on or after 

January 1, 2011. Members would be 

advised of the specific implementation 

date through the issuance of an NSCC 

Important Notice. 

NSCC states that the proposed rule 

change is consistent with the 

requirements of Section 17A of the Act 2

and the rules and regulations 

thereunder because it will assist NSCC’s 

Members in processing Replacements in 

a timely and efficient manner. NSCC 

further states that the proposed rule 

change is also consistent with 

Recommendation 15 of the CPSS/IOSCO 

Recommendations for Securities 

Settlement Systems in that the 

Replacement service should reduce 

manual errors, lower costs, and increase 

the speed of processing Replacements 

through the use of automation. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

NSCC believes that the proposed rule 

change will not impose any burden on 

competition 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 

NSCC has not solicited or received 

written comments relating to the 

proposed rule change. NSCC will notify 

the Commission of any written 

comments it receives. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

Within 45 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 or disapprove 

such proposed rule change, or 

(B) 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 may be 

submitted by using the Commission’s 

Internet comment form http:// 

www.sec.gov/rules/sro.shtml, or send an 

e-mail to rule-comment@sec.gov. Please 

include File No. SR–NSCC–2010–15 on 

the subject line. 

• Paper comments should be sent in 

triplicate to Elizabeth M. Murphy, 

Secretary, Securities and Exchange 

Commission, 100 F Street, NE., 

Washington, DC 20549–1090. 

All submissions should refer to File 

No. SR–NSCC–2010–15. This file 


jdjones on DSK8KYBLC1PROD with NOTICES
Federal Register / Vol. 75, No. 229 / Tuesday, November 30, 2010 / Notices 74119 

3 17 CFR 200.30–3(a)(12). 

1 15 U.S.C. 78s(b)(1). 

2 17 CFR 240.19b–4. 

3Section 101 of the Guide provides the Exchange 

with broad discretionary authority over the initial 

and continued listing of securities in order to 

maintain the quality of and public confidence in its 

market, to prevent fraudulent and manipulative acts 

and practices, to promote just and equitable 

principles of trade, and to protect investors and the 

public interest, even though the securities meet all 

enumerated criteria for initial or continued listing. 

4As it does with any initial listing, the Exchange 

will evaluate the reputation of the company’s 

management pursuant to Section 101 of the Guide 

in determining whether listing is appropriate. 

5New York Stock Exchange LLC (‘‘NYSE’’) and 

The Nasdaq Stock Market also have adopted 

standards for listing acquisition companies. See 

NYSE Listed Company Manual Section 102.06, 

Nasdaq IM–5101–2. Except where otherwise noted, 

the new Section 119 standards are the same as 

Nasdaq’s current standards. See infra notes 8 

and 9. 

6See Section 101(c) and (d) of the Guide, which 

sets forth these market capitalization standards as 

well as other listing standards relating to aggregate 

market value of publicly held shares, stock price, 

distribution and other requirements. Note that given 

the nature of these companies, they will not satisfy 

the initial listing requirements of Initial Listing 

Standards 1 and 2 because of the prior operating 

history requirements of those standards. As noted 

below, these companies will be required to satisfy 

the initial listing requirements following 

subsequent business combinations. 

number should be included on the 

subject line if e-mail is used. To help the 

Commission process and review your 

comments more efficiently, please use 

only one method. The Commission will 

post all comments on the Commission’s 

Internet Web site http://www.sec.gov/ 

rules/sro.shtml. Copies of the 

submission, all subsequent 

amendments, all written statements 

with respect 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 Web site 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 

a.m. and 3 p.m. Copies of such filing 

also will be available for inspection and 

copying at NSCC’s principal office and 

NSCC’s Web site http://www.dtcc.com/ 

legal/rule_filings/nscc/2010.php. 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 

submission should refer to File No. SR– 

NSCC–2010–15 and should be 

submitted within December 21, 2010 

days after the date of publication.3

For the Commission by the Division of 

Trading and Markets, pursuant to delegated 

authority. 

Elizabeth M. Murphy, 

Secretary. 

[FR Doc. 2010–30088 Filed 11–29–10; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–63366; File No. SR– 

NYSEAmex–2010–103] 

Self-Regulatory Organizations; NYSE 

Amex LLC; Notice of Filing and 

Immediate Effectiveness of Proposed 

Rule Change To Amend the NYSE 

Amex LLC Company Guide To Adopt 

Additional Criteria for Listing Special 

Purpose Acquisition Companies 

(SPACs) That Have Indicated That 

Their Business Plan Is To Engage in a 

Merger or Acquisition With an 

Unidentified Company or Companies 

November 23, 2010. 

Pursuant to Section 19(b)(1) of the 

Securities Exchange Act of 1934 

(‘‘Act’’) 1 and Rule 19b–4 thereunder,2

notice is hereby given that on November 

12, 2010, NYSE Amex LLC (‘‘Exchange’’ 

or ‘‘NYSE Amex’’) filed with the 

Securities and Exchange Commission 

(‘‘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 

NYSE Amex LLC Company Guide (the 

‘‘Guide’’) to adopt additional criteria for 

listing companies that have indicated 

that their business plan is to engage in 

a merger or acquisition with an 

unidentified company or companies (an 

‘‘acquisition vehicle’’) and to provide 

transparency to the criteria the 

Exchange will apply in doing so. The 

text of the proposed rule change is 

available at the Exchange, the 

Commission’s Public Reference Room, 

and http://www.nyse.com. 

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. 

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 

Guide to adopt additional criteria for 

listing companies that have indicated 

that their business plan is to engage in 

a merger or acquisition with an 

acquisition vehicle.3 The Exchange has 

permitted certain of such companies to 

list on the Exchange under Initial 

Listing Standards 3 or 4, which do not 

require prior operating history, as long 

as certain protections were provided to 

investors in such companies.4 In order 

to provide greater transparency to the 

listing criteria that would be applicable 

to such companies, the Exchange 

proposes to adopt new Section 119 of 

the Guide.5

First, these companies must meet all 

applicable initial listing requirements. 

Thus, for initial listing, companies 

seeking to list on the Exchange must 

meet NYSE Amex Initial Listing 

Standard 3 or 4, which require, among 

other things, a minimum market value 

of listed securities of $50 million or $75 

million, respectively.6 In addition, the 

Exchange has determined to impose the 

following additional criteria for listing a 

company whose business plan is to 

complete an initial public offering and 


jdjones on DSK8KYBLC1PROD with NOTICES