46474 Federal Register / Vol. 74, No. 173 / Wednesday, September 9, 2009 / Notices 

6 15 U.S.C. 78s(b)(3)(A). 

7 17 CFR 240.19b–4(f)(6). In addition, Rule 19b– 

4(f)(6)(iii) requires the self-regulatory organization 

to submit to 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. 

8For purposes only of waiving the 30-day 

operative delay of this proposal, the Commission 

has considered the proposed rule’s impact on 

efficiency, competition, and capital formation. See 

15 U.S.C. 78c(f). 

9 17 CFR 200.30–3(a)(12). 

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

2 15 U.S.C. 78a. 

not include any transaction that occurs 

in NYSE MatchPoint. 

In each of the rule changes described 

above, the Exchange also proposes to 

add a reference to Rule 1500 (‘‘NYSE 

MatchPointSM’’). 

Market data for NYSE-listed securities 

that trade on MatchPoint is 

disseminated via the consolidated tape 

pursuant to the Consolidated Tape 

Association Plan (‘‘CTA Plan’’). Trade 

reports of securities that are governed by 

the Unlisted Trade Privileges Plan 

(‘‘UTP Plan’’) are disseminated pursuant 

to the UTP Plan. Because MatchPoint 

and NYBX are facilities of the Exchange, 

and not withstanding the exclusions 

described above, all trades executed in 

either MatchPoint or NYBX indicate the 

market of execution as the NYSE for 

CTA and UTP purposes. 

2. Statutory Basis 

The basis under the Securities 

Exchange Act of 1934 (the ‘‘Act’’) for 

this proposed rule change is the 

requirement under Section 6(b)(5) that 

an Exchange have rules that are 

designed to promote just and equitable 

principles of trade, to remove 

impediments to and perfect the 

mechanism of a free and open market 

and a national market system and, in 

general, to protect investors and the 

public interest. The Exchange believes 

the proposed rule changes support these 

principles in that they will clarify that 

certain NYSE rules do not apply to 

executions that occur on MatchPoint. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

The Exchange does not believe that 

the proposed rule change will impose 

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 solicited 

or received with respect to the proposed 

rule change. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

Because the foregoing proposed rule 

change: (i) Does not significantly affect 

the protection of investors or the public 

interest; (ii) does not impose any 

significant burden on competition; and 

(iii) by its terms, does not become 

operative for 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, it has 

become effective pursuant to Section 

19(b)(3)(A) of the Act 6 and Rule 19b– 

4(f)(6) thereunder.7

The Exchange has requested that the 

Commission waive the 30-day operative 

delay and designate the proposed rule 

change immediately operative. The 

Exchange believes that waiving the 

operative delay, by immediately 

clarifying how trades executed in NYSE 

MatchPoint will be treated for purposes 

of the application of certain other 

Exchange rules, will eliminate potential 

confusion by granting market 

participants a better understanding of 

the effect that MatchPoint trades have 

on the market. The Commission believes 

such waiver is consistent with the 

protection of investors and the public 

interest.8 Accordingly, the Commission 

designates the proposed rule change 

operative upon filing with the 

Commission. 

At any time within 60 days of the 

filing of the proposed rule change, the 

Commission may summarily abrogate 

such rule change if it appears to the 

Commission that such action is 

necessary or appropriate in the public 

interest, for the protection of investors, 

or otherwise in furtherance of the 

purposes of the Act. 

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 rulecomments@sec.gov. Please include File 

Number SR–NYSE–2009–85 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–NYSE–2009–85. 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 inspection and copying in 

the Commission’s Public Reference 

Room 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 the principal 

office of the Exchange. All comments 

received will be posted without change; 

the Commission does not edit personal 

identifying information from 

submissions. You should submit only 

information that you wish to make 

available publicly. All submissions 

should refer to File Number SR–NYSE– 

2009–85 and should be submitted on or 

before September 30, 2009. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.9

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E9–21645 Filed 9–8–09; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–60612; File No. SR–NYSE– 

2009–88] 

Self-Regulatory Organizations; Notice 

of Filing and Immediate Effectiveness 

of Proposed Rule Change by New York 

Stock Exchange LLC to Modify the 

Cure Provisions Under Its Dollar Stock 

Price Continued Listing Standard 

September 2, 2009. 

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

Securities Exchange Act of 1934 (the 

‘‘Exchange Act’’) 2 and Rule 19b–4 


cprice-sewell on DSK2BSOYB1PROD with NOTICES
Federal Register / Vol. 74, No. 173 / Wednesday, September 9, 2009 / Notices 46475 

3 17 CFR 240.19b–4. 

4 17 CFR 240.19b–4(f)(6). 

5Additionally, Section 802.01C provides that if a 

company determines that, if necessary, it will cure 

the price condition by taking an action that will 

require approval of its shareholders, it must so 

inform the Exchange in the above referenced 

notification, must obtain the shareholder approval 

by no later than its next annual meeting, and must 

implement the action promptly thereafter. The price 

condition will be deemed cured if the price 

promptly exceeds $1.00 per share, and the price 

remains above the level for at least the following 30 

trading days. 

6See Securities Exchange Act Release No. 59510 

(March 4, 2009), 74 FR 10636 (March 11, 2009)(SR– 

NYSE–2009–21). 

7See Securities Exchange Act Release No. 60273 

(July 9, 2009), 74 FR 34606 (July 16, 2009) (SR– 

NYSE–2009–64. [sic] 

8See Nasdaq Marketplace Rule 5810(a)(3)(A), 

under which a company which is below 

compliance with Nasdaq’s $1.00 price requirement 

can regain compliance at any time during the 180- 

day compliance period by meeting the standard for 

any 10 consecutive trading days during the 

compliance period. 

9 15 U.S.C. 78f(b). 

10 15 U.S.C. 78f(b)(5). 

thereunder,3 notice is hereby given that, 

on August 21, 2009, New York Stock 

Exchange LLC (the ‘‘NYSE’’ or the 

‘‘Exchange’’) filed with the Securities 

and Exchange Commission the proposed 

rule changes as described in Items I and 

II below, which items have been 

prepared by the Exchange. The 

Exchange has designated this proposal 

eligible for immediate effectiveness 

pursuant to Rule 19b–4(f)(6) 4 under the 

Act. The Commission is publishing this 

notice to solicit comments on the 

proposed rule changes from interested 

persons. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

The Exchange proposes to modify the 

cure provisions under the dollar stock 

price continued listing standard set 

forth in Section 802.01C of the 

Exchange’s Listed Company Manual 

(the ‘‘Manual’’). 

The text of the proposed rule change 

is available on the Exchange’s Web site 

(http://www.nyse.com), at the 

Exchange’s Office of the Secretary 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 these statements may be examined at 

the places specified in Item IV below. 

The NYSE has prepared summaries, set 

forth in Sections A, B and C below, of 

the most significant aspects of such 

statements. 

A. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

Under Section 802.01C of the Manual, 

a listed company is below compliance 

with the Exchange’s stock price 

continued listing standard if the average 

closing price of its stock has fallen 

below $1.00 over a consecutive 30 

trading day period) (the NYSE’s ‘‘dollar 

price continued listing standard’’). Once 

notified, the company must bring its 

share price and average share price back 

above $1.00 by six months following 

receipt of the notification. A company is 

not eligible to follow the cure 

procedures outlined in Sections 802.02 

and 802.03 with respect to the dollar 

stock price continued listing standard. 

The company must, however, notify the 

Exchange, within 10 business days of 

receipt of the notification, of its intent 

to cure this deficiency or be subject to 

suspension and delisting procedures. In 

order to cure an event of noncompliance 

under the dollar price continued listing 

standard, an issuer must have a $1.00 

closing share price on the last trading 

day of its six-month cure period and a 

$1.00 average closing share price over 

the 30 trading-day period ending on the 

last trading day in the six-month cure 

period. If the issuer fails to regain 

compliance in this manner, the 

Exchange will commence suspension 

and delisting procedures promptly after 

the expiration of the cure period.5

Due to the extreme volatility in the 

equity markets in the earlier part of 

2009, the Exchange suspended the 

application of the dollar price continued 

listing standard until June 30, 2009.6

The suspension of the dollar price 

continued listing standard was 

subsequently extended to July 31, 

2009.7 Under the suspension, any 

company that was in a compliance 

period at the time of commencement of 

the rule suspension could return to 

compliance if such company had a 

$1.00 closing share price on the last 

trading day of any calendar month 

during the suspension and a $1.00 

average closing share price based on the 

30 trading days preceding the end of 

such month. The Exchange now 

proposes to amend Section 802.01C to 

provide that this provision will become 

a permanent aspect of the rule after the 

expiration of the suspension period on 

July 31, 2009. Going forward, a 

company that has been notified by the 

Exchange that it is below compliance 

with the dollar price continued listing 

standard can regain compliance prior to 

the end of its six-month cure period if 

on the last trading day of any calendar 

month during that period the company 

has a closing share price of at least $1.00 

and has an average closing share price 

of at least $1.00 over the 30 trading day 

period ending on the last trading day of 

that month. It has been the Exchange’s 

experience that most companies that 

have utilized this early cure provision 

during the period of the suspension 

have subsequently remained in 

compliance with the dollar stock price 

continued listing standard. 

Consequently, the Exchange no longer 

believes that there is any regulatory 

benefit to be derived from limiting 

companies to curing an event of 

noncompliance with the dollar price 

continued listing standard only at the 

very end of the six-month cure period. 

The Exchange believes that allowing 

companies to cure on the last trading 

day of any month during the cure period 

will not contribute to the retention of 

companies that are unsuitable for 

continued listing. The Exchange also 

believes that Nasdaq takes a similar 

approach to the proposed amendment in 

the cure provisions of its dollar price 

continued listing standard 8 and, 

consequently, the Exchange does not 

believe that the proposed amendment 

raises any novel regulatory issues. The 

NYSE retains the right to delist a 

company at any time if it determines 

that doing so is in the public interest. 

2. Statutory Basis 

The Exchange believes that the 

proposed rule change is consistent with 

Section 6(b) 9 of the Act in general, and 

furthers the objectives of Section 

6(b)(5) 10 of the Act in particular in that 

it is designed to promote just and 

equitable principles of trade, to foster 

cooperation and coordination with 

persons engaged in regulating, clearing, 

settling, processing information with 

respect to, and facilitating transactions 

in securities, to remove impediments to 

and perfect the mechanism of a free and 

open market and a national market 

system, and, in general, to protect 

investors and the public interest. The 

proposed rule change is similar to an 

existing rule of Nasdaq and 

consequently does not raise any novel 

regulatory issues. Furthermore, 

companies that will qualify to cure their 

dollar price continued listing standard 

noncompliance under the proposed 

amendment will have maintained an 


cprice-sewell on DSK2BSOYB1PROD with NOTICES
46476 Federal Register / Vol. 74, No. 173 / Wednesday, September 9, 2009 / Notices 

11 15 U.S.C. 78s(b)(3)(A). 

12 17 CFR 240.19b–4(f)(6). In addition, Rule 19b– 

4(f)(6) requires a self-regulatory organization to give 

the Commission written notice of its intent to file 

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 the fiveday pre-filing requirement. 

13 17 CFR 240.19b–4(f)(6). 

14 17 CFR 240.19b–4(f)(6). 

15For purposes only of waiving the 30-day 

operative delay, the Commission has considered the 

proposed rule’s impact on efficiency, competition, 

and capital formation. See 15 U.S.C. 78c(f). 

16See supra notes 6–7. 17 17 CFR 200.30–3(a)(12). 

average closing price of at least $1.00 for 

30 consecutive trading days, which 

evidences those companies’ suitability 

for continued listing. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

The Exchange does not believe that 

the proposed rule change will impose 

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 

Written comments were neither 

solicited nor received. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

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 11 and Rule 19b– 

4(f)(6) thereunder.12

A proposed rule change filed 

pursuant to Rule 19b–4(f)(6) under the 

Act 13 normally does not become 

operative for 30 days after the date of its 

filing. However, Rule 19b–4(f)(6) 14

permits the Commission to designate a 

shorter time if such action is consistent 

with the protection of investors and the 

public interest. The Exchange has 

requested that the Commission waive 

the 30-day operative delay because the 

Exchange believes that: (i) Doing so will 

avoid potential confusion and 

inconsistent treatment of companies 

that could arise if the Exchange was 

unable to apply this provision on 

August 31, after having applied such a 

provision during the temporary 

suspension period, and then doing so 

again on September 30 after the filing 

becomes operative, (ii) such a waiver 

will allow the Exchange to implement a 

standard substantially similar to that in 

place at Nasdaq, and (iii) the 

Commission has previously published 

for public comment the temporary 

suspension of the dollar price continued 

listing standard (which included the 

same early cure provision as proposed 

in this filing) and received no 

comments. 

The Commission believes that 

waiving the 30-day operative delay 15 is 

consistent with the protection of 

investors and the public interest. As 

noted by the NYSE, the proposal was 

previously published for comment and 

implemented during the temporary 

suspension of the dollar price continued 

listing standard.16 The Commission 

received no comments on this change. 

In addition, the proposal will avoid 

confusion as to the applicable 

compliance period and is not 

inconsistent with how NASDAQ applies 

its compliance period. For these 

reasons, the Commission believes it is 

appropriate to waive the 30-day 

operative delay, allowing the proposed 

rule change to become operative upon 

filing. 

At any time within 60 days of the 

filing of the proposed rule change, the 

Commission may summarily abrogate 

such rule change if it appears to the 

Commission that such action is 

necessary or appropriate in the public 

interest, for the protection of investors, 

or otherwise in furtherance of the 

purposes of the Act. 

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 rulecomments@sec.gov. Please include File 

Number SR–NYSE–2009–88 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–NYSE–2009–88. 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 inspection and copying 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 

the principal office of the Exchange. All 

comments received will be posted 

without change; the Commission does 

not edit personal identifying 

information from submissions. You 

should submit only information that 

you wish to make publicly available. All 

submissions should refer to File 

Number SR–NYSE–2009–88 and should 

be submitted on or before September 30, 

2009. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.17

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E9–21646 Filed 9–8–09; 8:45 am] 

BILLING CODE 8010–01–P 

DEPARTMENT OF STATE 

[Public Notice 6741] 

Shipping Coordinating Committee; 

Notice of Subcommittee Meeting 

The Shipping Coordinating 

Committee (SHC) will conduct an open 

meeting at 11 a.m. on Wednesday, 

September 23, 2009, in Room 1422 of 

the United States Coast Guard 

Headquarters Building, 2100 Second 

Street, SW., Washington, DC 20593– 

0001. The primary purpose of the 

meeting is to prepare for the ninetysixth Session of the International 

Maritime Organization (IMO) Legal 

Committee (LEG) to be held be held at 

the IMO Headquarters, United Kingdom, 

from October 5 to October 9, 2009. 

The primary matters to be considered 

include: 

—Adoption of the agenda 


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