Federal Register / Vol. 74, No. 182 / Tuesday, September 22, 2009 / Notices 48333 

5 15 U.S.C. 78f. 

6 15 U.S.C. 78f(b)(4). 

7 15 U.S.C. 78s(b)(3)(a)(ii). 

8 17 CFR 240.19b–4(f)(2). 

9 17 CFR 200.30–3(a)(12). 

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

2 15 U.S.C. 78s(b)(3)(A)(iii). 

3 17 CFR 240.19b–4(f)(4). 

while maintaining all other elements of 

this pricing tier. 

2. Statutory Basis 

NASDAQ believes that the proposed 

rule change is consistent with the 

provisions of Section 6 of the Act,5 in 

general, and with Section 6(b)(4) of the 

Act,6 in particular, in that it provides for 

the equitable allocation of reasonable 

dues, fees and other charges among 

members and issuers and other persons 

using any facility or system which 

NASDAQ operates or controls. 

NASDAQ is reducing the level of 

liquidity provision required to receive a 

favorable rebate for orders in stocks 

listed on NASDAQ, AMEX or NYSE, 

resulting in potential price reductions 

for members with large volumes of 

liquidity provided. 

The impact of the changes upon the 

net fees paid by a particular market 

participant will depend upon a number 

of variables, including its monthly 

volume, the order types it uses, and the 

prices of its quotes and orders (i.e., its 

propensity to add or remove liquidity 

and to set the best bid and offer). 

NASDAQ notes that it operates in a 

highly competitive market in which 

market participants can readily direct 

order flow to competing venues if they 

deem fee levels at a particular venue to 

be excessive. NASDAQ believes that its 

fees remain competitive with other 

venues and are reasonable and equitably 

allocated to those members on the basis 

of whether they opt to direct orders to 

NASDAQ. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

NASDAQ does not believe that the 

proposed rule change will result in any 

burden on competition that is not 

necessary or appropriate in furtherance 

of the purposes of the Act, as amended. 

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 

The foregoing rule change has become 

effective pursuant to Section 

19(b)(3)(A)(ii) of the Act 7 and 

subparagraph (f)(2) of Rule 19b-4 

thereunder.8 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–NASDAQ–2009–082 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–NASDAQ–2009–082. 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 

offices 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– 

NASDAQ–2009–082, and should be 

submitted on or before October 13, 

2009. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.9

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E9–22733 Filed 9–21–09; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–60660; File Nos. SR–DTC– 

2009–14, SR–NSCC–2009–07, SR–FICC– 

2009–09] 

Self-Regulatory Organizations; The 

Depository Trust Company, Fixed 

Income Clearing Corporation, and 

National Securities Clearing 

Corporation; Notice of Filing and 

Immediate Effectiveness of Proposed 

Rule Changes Relating to Economic 

Sanctions and Embargo Programs 

Administered and Enforced by the 

Office of Foreign Assets Control 

September 11, 2009. 

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

Securities Exchange Act of 1934 

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

August 26, 2009, The Depository Trust 

Company (‘‘DTC’’), the National 

Securities Clearing Corporation 

(‘‘NSCC’’), and the Fixed Income 

Clearing Corporation (‘‘FICC’’) filed 

with the Securities and Exchange 

Commission (‘‘Commission’’) the 

proposed rule change as described in 

Items I, II, and III, below, which Items 

have been prepared primarily by FICC, 

NSCC, and DTC (collectively, ‘‘Clearing 

Agencies’’). The Clearing Agencies filed 

the proposed rule changes pursuant to 

Section 19(b)(3)(A)(iii) of the Act 2 and 

Rule 19b–4(f)(4) thereunder 3 so that the 

proposals were effective upon filing 

with the Commission. The Commission 

is publishing this notice to solicit 

comments on the proposed rule changes 

from interested persons. 

I. Self-Regulatory Organizations’ 

Statement of Terms of Substance of the 

Proposed Rule Changes 

The Clearing Agencies are revising 

their rules to refine the obligations of 

their members or participants 

concerning the economic sanctions and 

embargo programs administered and 

enforced by the Office of Foreign Assets 

Control (‘‘OFAC’’) of the U.S. 

Department of the Treasury. 


sroberts on DSKD5P82C1PROD with NOTICES
48334 Federal Register / Vol. 74, No. 182 / Tuesday, September 22, 2009 / Notices 

4Securities Exchange Act Release No. 59917 (May 

14, 2009), 74 FR 23907 (May 21, 2009). 

5NSCC received one comment letter from the 

American Bankers Association (‘‘ABA’’) and one 

comment letter issued jointly by the Securities 

Industry and Financial Markets Association 

(‘‘SIFMA’’) and The Clearing House. 

6The OFAC Economic Sanctions Enforcement 

Guidelines are set forth in 31 CFR Part 501 

Appendix A. OFAC has proposed revisions to the 

Economic Sanctions Enforcement Guidelines which 

are available online at http://www.ustreas.gov/ 

offices/enforcement/ofac/policy/ 

enf_guide_09082008.pdf. 

II. Self-Regulatory Organizations’ 

Statement of Purpose of, and Statutory 

Basis for, the Proposed Rule Changes 

In their filings with the Commission, 

the Clearing Agencies included 

statements concerning the purpose of 

and basis for the proposed rule changes 

and discussed any comments they 

received on the proposed rule changes. 

The text of these statements may be 

examined at the places specified in Item 

IV below. The Clearing Agencies have 

prepared summaries, set forth in 

Sections A, B, and C below, of the most 

significant aspects of such statements. 

A. Self-Regulatory Organizations’ 

Statement of Purpose of, and Statutory 

Basis for, the Proposed Rule Changes 

On March 31, 2009, April 1, 2009, and 

April 22, 2009, FICC, NSCC, and DTC, 

respectively, filed proposed rule 

changes with the Commission to 

establish new OFAC compliance 

obligations.4 Specifically, the rule 

changes established a new requirement 

that certain members or participants 

subject to the jurisdiction of the U.S. 

submit a ‘‘Confirmation of an OFAC 

Program’’ Letter (‘‘OFAC Letter’’) every 

two years. The OFAC Letter is intended 

to document that the U.S. member or 

participant has implemented a program 

to conduct appropriate risk-based OFAC 

screening and that the U.S. member or 

participant confirms that activity subject 

to OFAC sanctions regulations has been 

excluded from business conducted 

through the Clearing Agencies. The 

Clearing Agencies and Commission 

received two comment letters in 

response to those rule changes.5

Under this set of rule changes, the 

Clearing Agencies are revising the text 

of the OFAC Letter to address the 

concerns expressed in the comment 

letters. In addition, NSCC is amending 

the language of Rule 2, Section 4, of 

NSCC’s Rules and Procedures to 

exclude Third Party Administrator 

Members and Investment Manager/ 

Agent Member from the requirement to 

submit an OFAC Letter, and FICC is 

amending Article III, Rule 1, Section 7, 

of FICC’s Mortgage Backed Securities 

Division’s rules to exclude EPN–Only 

Members from the requirement to 

submit an OFAC Letter. 

1. Certification of OFAC Screening 

Both comment letters asserted that 

paragraph two of the OFAC Letter 

imposed additional obligations that 

were inconsistent with OFAC guidance 

and industry standards. After 

consultation with OFAC and the 

Commission and after further 

discussions with the commenters, the 

Clearing Agencies have agreed to 

modify the language of this provision in 

order to clarify that all Clearing 

Agencies’ members or participants 

subject to the jurisdiction of the U.S. 

(‘‘U.S. Members’’) are required to screen 

customer information for OFAC 

compliance but that the screening of 

customers alone may not be sufficient to 

address the U.S. Member’s OFAC 

obligations. 

2. Certification of Exclusion from 

Business 

Both commentators indicated that the 

language within the third paragraph of 

the OFAC Letter was too broad and was 

inconsistent with the requirement that 

U.S. members or participants implement 

a risk-based OFAC program. The 

Clearing Agencies intended this 

provision to be consistent with the U.S. 

member’s or participant’s risk-based 

OFAC program; it was not the Clearing 

Agencies’ intent to impose a greater 

burden. Accordingly, the Clearing 

Agencies, in consultation with OFAC 

and the Commission, have modified the 

language in the third paragraph to 

clarify that U.S. members or participants 

will not submit transactions they know 

are subject to OFAC sanctions 

regulations. When determining the U.S. 

members’ or participants’ knowledge of 

activity that is subject to OFAC 

sanctions regulations, the Clearing 

Agencies will utilize standards 

established pursuant to the OFAC 

Economic Sanctions Enforcement 

Guidelines.6 These guidelines include 

willfully or recklessly violating OFAC 

sanctions regulations where the U.S. 

member or participant had actual 

knowledge or reason to know of the 

violation. The Clearing Agencies will 

rely on determinations made by OFAC 

or other competent authorities to 

determine whether members or 

participants are in compliance with this 

obligation. 

3. Filing the OFAC Letter and the 

Associated Fine 

The commenters indicated that the 

time period for when U.S. members or 

participants must file the OFAC Letter 

was unclear. In an effort to clarify the 

time period, the Clearing Agencies will 

make the OFAC Letter available for 

execution by U.S. members or 

participants on or before October 1, 

2009. NSCC must receive a validly 

executed OFAC Letter from all U.S. 

members or participants on or before 

March 31, 2010, in order for U.S. 

members or participants to satisfy the 

obligations imposed under these 

proposed rules. U.S. members or 

participants that fail to provide the 

Clearing Agencies with the OFAC Letter 

by March 31, 2010, will be subject to a 

$5,000 fine for failure to provide the 

initial OFAC Letter. This fine is 

imposed for failure to provide 

documentation required under the 

Clearing Agencies’ rules and the 

Clearing Agencies reserve the right to 

impose further fines or penalties up to 

and including ceasing to act on behalf 

of the member or participant for 

violation of the rules relating to the 

obligation of the member or participant 

to comply with OFAC sanctions 

regulations. 

The OFAC Letter must be executed 

every two years from the date on which 

the current OFAC Letter was executed. 

Therefore, if the OFAC Letter executed 

by the member or participant is dated 

March 1, 2010, the U.S. member or 

participant must execute and provide 

the Clearing Agencies with an updated 

OFAC Letter on or before March 1, 2012. 

Because of the potential for different 

renewal dates, the Clearing Agencies 

will remind each individual U.S. 

member or participant of the expiration 

of its current OFAC Letter 

approximately ninety (90) days prior to 

the date due for the updated OFAC 

Letter. Additionally, the Clearing 

Agencies will send out an Important 

Notice every two years that will remind 

U.S. members or participants of this 

obligation generally. Although the 

combination of the Important Notice 

and the individual reminders are 

intended to remind U.S. members or 

participants about the obligation to 

execute the updated OFAC Letter, it is 

ultimately the responsibility of the U.S. 

member or participant to satisfy the 

requirements of the Clearing Agencies’ 

rules regarding the OFAC Letter. 

The execution of the OFAC Letter is 

the legal responsibility of the U.S. 

member or participant and not the 

responsibility of the Chief Compliance 

Officer, OFAC Compliance Officer, or 

other representative responsible for 

managing the OFAC compliance 

program (‘‘Authorized OFAC Officer’’) 

of the U.S. member or participant. 

Therefore, the fine is imposed against 

the U.S. member or participant and is 


sroberts on DSKD5P82C1PROD with NOTICES
Federal Register / Vol. 74, No. 182 / Tuesday, September 22, 2009 / Notices 48335 

7 15 U.S.C. 78q–1. 

8 15 U.S.C. 78s(b)(3)(A)(iii). 

9 17 CFR 240.19b–4(f)(4). 10 17 CFR 200.30–3(a)(12). 

the legal obligation of the U.S. member 

or participant and not the Authorized 

OFAC Officer. To clarify this point, the 

OFAC Letter has been updated to 

indicate that the Authorized OFAC 

Officer is signing on behalf of the U.S. 

member or participant. 

The Clearing Agencies believe that 

proposed rule changes are consistent 

with the requirements of Section 17A of 

the Act 7 and the rules and regulations 

thereunder because they will enhance 

the Clearing Agencies’ compliance with 

applicable laws thereby reducing risks 

and associated costs to the Clearing 

Agencies and their members and 

participants. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

The Clearing Agencies believe that the 

proposed rule change will not have any 

impact or impose any burden on 

competition. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

As part of the process of amending the 

OFAC Letter, the Clearing Agencies 

solicited and received comments from 

representatives of the industry groups 

that submitted comments to SR–NSCC– 

2009–03. The Clearing Agencies will 

notify the Commission of any additional 

written comments they receive. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

The foregoing rule changes have 

become effective upon filing pursuant to 

Section 19(b)(3)(A)(iii) of the Act 8 and 

Rule 19b–4(f)(4) 9 thereunder because 

each of the proposed rule changes 

effects a change in an existing service of 

one of the Clearing Agencies that (i) 

does not adversely affect the 

safeguarding of securities or funds in 

the custody or control of the Clearing 

Agencies or for which it is responsible 

and (ii) does not significantly affect the 

respective rights of the clearing agencies 

or persons using the service. At any 

time within sixty days of the filing of 

such rule changes, the Commission may 

summarily abrogate such rule changes 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 

changes are 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 

No. SR–DTC–2009–14, SR–NSCC–2009– 

07, or SR–FICC–2009–09 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 No. 

SR–DTC–2009–14, SR–NSCC–2009–07, 

or SR–FICC–2009–09. At least one of 

these file numbers 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 

Section, 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 filings also will be 

available for inspection and copying at 

DTC’s, NSCC’s, and FICC’s principal 

offices and on DTC’s, NSCC’s, and 

FICC’s Web sites, respectively at 

<http://ficc.com/gov/gov.docs. jsp?NSquery=#rf>, <http://www.dtcc.com/ 

legal/rule_filings/nscc/2009.php>, and 

<http://www.dtc.org/impNtc/mor/ 

index.html>. 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 No. SR–DTC–2009– 

14, SR–NSCC–2009–07, or SR–FICC– 

2009–09 and should be submitted on or 

before October 13, 2009. 

For the Commission by the Division of 

Trading and Markets, pursuant to delegated 

authority.10

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E9–22730 Filed 9–21–09; 8:45 am] 

BILLING CODE 8010–01–P 

DEPARTMENT OF TRANSPORTATION 

National Highway Traffic Safety 

Administration 

[Docket No. NHTSA–2009–0059] 

Reports, Forms, and Recordkeeping 

Requirements 

AGENCY: National Highway Traffic 

Safety Administration (NHTSA), 

Department of Transportation (DOT). 

ACTION: Request for public comment. 

SUMMARY: Before a Federal agency can 

collect certain information from the 

public, it must receive approval from 

the Office of Management and Budget 

(OMB). Under procedures established 

by the Paperwork Reduction Act of 

1995, Federal agencies must solicit 

public comment on proposed 

collections of information, including 

extensions and reinstatement of 

previously approved collections. This 

document describes a request for 

emergency clearance for a collection of 

information associated with product 

plan information to assist the agency in 

establishing corporate average fuel 

economy standards for model years 

2012 through 2016 passenger cars and 

light trucks. The establishment of those 

standards is required by the Energy 

Policy and Conservation Act, as 

amended by the Energy Independence 

and Security Act (EISA) of 2007, Public 

Law 110–140. 

DATES: Comments must be received on 

or before November 23, 2009. 

ADDRESSES: Comments must refer to the 

docket notice number cited at the 

beginning of this notice, and be 

submitted to: Mr. Ken Katz, Fuel 

Economy Division, Office of 

International Policy, Fuel Economy and 

Consumer Programs, at (202) 366–0846, 

facsimile (202) 493–2290, electronic 

mail: ken.katz@dot.gov. For legal issues, 

call Ms. Dorothy Nakama, Office of the 

Chief Counsel, at (202) 366–2992. 

It is requested, but not required, that 

2 copies of the comment be provided. 


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