2056 Federal Register / Vol. 72, No. 10 / Wednesday, January 17, 2007 / Notices 

8See, e.g., Rule 10308(a)(1), (2), (6), and (7). 

9See infra note 7. 

10 15 U.S.C. 78o–3(b)(6). 

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

12 17 CFR 240.19b–4(f)(6). 

13 17 CFR 240.19b–4(f)(6)(iii). 

14For purposes only of waiving the 30-day 

operative delay, the Commission has considered the 

proposed rule’s impact on efficiency, competition, 

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

15 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

purposes of,’’ which is used in the 

remainder of the rule.8

NASD has filed this proposed rule 

change for immediate effectiveness so 

that these proposed non-substantive 

changes to the definition of ‘‘immediate 

family member’’ can become operational 

on January 15, 2007, the same time as 

the most recent changes to the 

definition of public arbitrator.9 NASD 

believes this proposal will help clarify 

Rule 10308, and make it easier to 

determine the proper classification of an 

arbitrator. 

2. Statutory Basis 

NASD believes that the proposed rule 

change is consistent with the provisions 

of Section 15A(b)(6) of the Act,10 which 

requires, among other things, that 

NASD’s rules be designed to prevent 

fraudulent and manipulative acts and 

practices, to promote just and equitable 

principles of trade, and, in general, to 

protect investors and the public interest. 

NASD believes that the proposed rule 

change is consistent with the provision 

of the Act noted above because it will 

assist in the administration of 

arbitrations by making Rule 10308 

easier to understand and apply. 

(B) Self-Regulatory Organization’s 

Statement on Burden on Competition 

NASD 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. 

(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 proposed rule change 

has become effective upon filing 

pursuant to Section 19(b)(3)(A) of the 

Act11 and Rule 19b–4(f)(6) thereunder12

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 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. As 

required under Rule 19b–4(f)(6)(iii),13

NASD provided the Commission with 

written notice of NASD’s 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 filing date of 

the proposed rule change. 

NASD has requested that the 

Commission waive the 30-day operative 

delay so that the proposed rule change 

will become immediately effective upon 

filing. The Commission believes that 

waiving the 30-day operative delay is 

consistent with the protection of 

investors and the public interest,14 as 

such waiver is necessary so that the 

proposed rule changes will become 

effective with other amendments to Rule 

10308 on January 15, 2007. For these 

reasons, the Commission designates that 

the proposed rule change has become 

effective and operative immediately. 

At any time within 60 days of the 

filing of such 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–NASD–2006–136 on the 

subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Nancy M. Morris, Secretary, 

Securities and Exchange Commission, 

100 F Street, NE., Washington, DC 

20549–1090. 

All submissions should refer to File 

Number SR–NASD–2006–136. 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 at 

the principal office of NASD. 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 the File 

Number SR–NASD–2006–136 and 

should be submitted on or before 

February 7, 2007. 

For the Commission, by the Division of 

Market Regulation, pursuant to delegated 

authority.15

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E7–525 Filed 1–16–07; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–55079; File No. SR–NYSE–

2006–97] 

Self-Regulatory Organizations; New 

York Stock Exchange LLC; Order 

Approving Proposed Rule Change 

Relating to Exchange Rule 342 

(‘‘Offices—Approval, Supervision and 

Control’’) 

January 10, 2007. 

I. Introduction 

On October 26, 2006, the New York 

Stock Exchange LLC (‘‘NYSE’’ or 

‘‘Exchange’’) filed with the Securities 

and Exchange Commission 

(‘‘Commission’’), pursuant to Section 

19(b)(1) of the Securities Exchange Act 

of 1934 (‘‘Act’’) 1 and Rule 19b–4 

thereunder,2 a proposed rule change 

amending NYSE Rule 342.30 (‘‘Annual 

Reports’’) to require submission of the 

process report prepared in connection 

with the Chief Executive Officer 

(‘‘CEO’’) certification, as required under 

Rule 342.30(e)(iii), to the Board of 

Directors and Audit Committee (if such 

committee exists) of the member 

organization on or before April 1st of 

mstockstill on PROD1PC61 with NOTICES

Federal Register / Vol. 72, No. 10 / Wednesday, January 17, 2007 / Notices 2057 

3See Exchange Act Release No. 54847 (November 

30, 2006), 71 FR 71012 (December 7, 2006) (the 

‘‘Notice’’). 

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

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

6 In approving this proposed rule change, the 

Commission notes that it has considered the 

proposed rule’s impact on efficiency, competition, 

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

7 15 U.S.C. 78s(b)(2). 

8 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

each year. The proposed rule change 

was published for comment in the 

Federal Register on December 7, 2006.3

The Commission received no comments 

on the proposal. This order approves the 

proposed rule change. 

II. Description of the Proposed Rule 

Change 

A. Description of the Proposal 

1. Background 

NYSE Rule 342 requires supervision 

of the offices, departments and business 

activities of members and member 

organizations. NYSE Rule 342.30 

requires members and member 

organizations to prepare an Annual 

Report addressing specified compliance 

issues by April 1 of each year. The 

Exchange proposed to amend Rule 

342.30 to require the report required 

pursuant to Rule 342.30(e)(iii) (the 

‘‘Process Report’’) in connection with a 

member organization’s CEO certification 

to be submitted to the member 

organization’s board of directors and 

audit committee (if such committee 

exists) on or before April 1st of each 

year. The purpose of the rule change 

was to better harmonize the 

requirements of Rule 342.30 with those 

of NYSE Rule 354 (‘‘Reports to Control 

Persons’’). 

Background 

Rule 342.30 

Rule 342.30 requires each member not 

associated with a member organization 

and each member organization to file 

with the Exchange, by April 1st of each 

year, a report (the ‘‘Annual Report’’) 

outlining its supervision and 

compliance efforts in prescribed 

regulatory areas during the preceding 

year and assessing the adequacy of its 

ongoing compliance processes and 

procedures. The Annual Report 

submitted to the Exchange is also 

required to include, pursuant to Rule 

342.30(e), a certification by the CEO of 

each member organization confirming 

that the member organization has in 

place processes to: 

(A) Establish and maintain policies 

and procedures reasonably designed to 

achieve compliance with applicable 

Exchange rules and Federal securities 

laws and regulations; 

(B) modify such policies and 

procedures as business, regulatory and 

legislative changes and events dictate; 

and 

(C) test the effectiveness of such 

policies and procedures on a periodic 

basis, the timing and extent of which is 

reasonably designed to ensure 

continuing compliance with Exchange 

and Federal securities laws and 

regulations. 

Subsection (e)(iii) of Rule 342.30 

requires these processes to be evidenced 

in the Process Report, which is to be 

reviewed by the CEO, the Chief 

Compliance Officer, and any other 

officers that the member organization 

may deem necessary to make the 

certification. Subsection (e)(iii) also 

requires the Process Report to be 

submitted to the member organization’s 

board of directors and audit committee 

(if such committee exists), although the 

timing of this submission was not 

explicitly stated in the rule. Prior to the 

proposed rule change, the Exchange 

interpreted the rule to require the 

submission prior to CEO certification. 

Rule 354 

Subsection (a) of Rule 354 requires, in 

relevant part, that each member 

organization submit, by April 1st of 

each year, a copy of the Rule 342.30 

Annual Report (also due to the 

Exchange by April 1st) to one or more 

of its control persons or, if the member 

organization has no control person, to 

the audit committee of its board of 

directors or its equivalent committee or 

group. 

In order to better harmonize the 

Process Report submission requirements 

of Rule 342.30(e)(iii) with the Annual 

Report submission requirements of Rule 

354(a), the Exchange proposed to amend 

Rule 342.30(e)(iii) to require each 

member organization to submit the 

Process Report to its board of directors 

and audit committee (if such committee 

exists) on or before April 1st of each 

year, consistent with the timing 

requirements of Rule 354(a) with respect 

to submission of the Annual Report. The 

Exchange stated that it believed that this 

would promote timely submission of the 

Process Report to member organizations’

boards of directors and audit 

committees, while also serving the 

practical purpose of allowing member 

organizations to submit the Process 

Report together with the Annual Report 

so that the two may be reviewed as a 

single comprehensive package. 

III. Discussion 

After careful review, the Commission 

finds that the proposed rule change is 

consistent with Section 6(b)4 of the Act 

in general and Section 6(b)(5) of the 

Act‘‘5 in particular, which require that 

the rules of the Exchange be designed to 

prevent fraudulent and manipulative 

acts and practices, to promote just and 

equitable principles of trade and, in 

general, to protect investors and the 

public interest.6 The proposed rule 

change promotes timely submission of 

substantive regulatory material to 

member organizations’ governing bodies 

by coordinating the timing requirements 

of Rule 342.30(e)(iii) (Process Report) 

and Rule 354(a) (Submission of Annual 

Report to Control Persons). This should 

promote compliance by allowing 

member organizations’ governing bodies 

to review both reports at the same time. 

The proposed rule change will also 

clarify the appropriate timing for 

submission of the Process Report and 

the Annual Report. 

V. Conclusion 

It is therefore ordered, pursuant to 

Section 19(b)(2) of the Act 7 that the 

proposed rule change (SR–NYSE–2006–

97) be, and hereby is, approved. 

For the Commission, by the Division of 

Market Regulation, pursuant to delegated 

authority.8

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E7–528 Filed 1–16–07; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–55067; File No. SR–NYSE–

2006–80] 

Self-Regulatory Organizations; New 

York Stock Exchange LLC; Order 

Approving a Proposed Rule Change 

and Amendment No. 1 Relating to 

NYSE Rule 1300 (Gold Shares) and 

NYSE Rule 51 (Hours of Business) 

January 9, 2007. 

I. Introduction 

On October 2, 2006, the New York 

Stock Exchange LLC (‘‘NYSE’’ or 

‘‘Exchange’’) filed with the Securities 

and Exchange Commission 

‘‘Commission’’), pursuant to Section 

19(b)(1) of the Securities Exchange Act 

of 1934, as amended (‘‘Act’’)1 and Rule 

19b–4 thereunder,2 a proposed rule 

change to amend NYSE Rule 1300 (Gold 

Shares) and NYSE Rule 51 (Hours for 

Business) to allow streetTRACKS Gold 

Shares (‘‘Gold Shares’’) to open for 

mstockstill on PROD1PC61 with NOTICES