Federal Register / Vol. 78, No. 8 / Friday, January 11, 2013 / Notices 2467 

21 15 U.S.C. 78s(b)(3)(A). 

22 17 CFR 240.19b–4(f)(2). 

23 17 CFR 200.30–3(a)(12). 

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

2 15 U.S.C. 78a. 

3 17 CFR 240.19b–4. 

4The CRD system is the central licensing and 

registration system for the U.S. securities industry. 

The CRD system enables individuals and firms 

seeking registration with multiple states and selfregulatory organizations to do so by submitting a 

single form, fingerprint card and a combined 

payment of fees to FINRA. Through the CRD 

system, FINRA maintains the qualification, 

employment and disciplinary histories of registered 

associated persons of broker-dealers. 

whether or not such ATP Holders are 

FINRA members. 

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 

The foregoing rule change is effective 

upon filing pursuant to Section 

19(b)(3)(A) 21 of the Act and 

subparagraph (f)(2) of Rule 19b–4 22

thereunder, because it establishes a due, 

fee, or other charge imposed by NYSE 

MKT. 

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. 

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 rulecomments@sec.gov. Please include File 

Number SR–NYSEMKT–2012–89 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–NYSEMKT–2012–89. 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 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 

10:00 a.m. and 3:00 p.m. Copies of such 

filing also will be available for 

inspection and copying at NYSE’s 

principal office or on the Web site at 

www.nyse.com. 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– 

NYSEMKT–2012–89, and should be 

submitted on or before February 1, 2013. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.23

Kevin M. O’Neill, 

Deputy Secretary. 

[FR Doc. 2013–00353 Filed 1–10–13; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–68587; File No. SR–NYSE– 

2012–77] 

Self-Regulatory Organizations; New 

York Stock Exchange LLC; Notice of 

Filing and Immediate Effectiveness of 

Proposed Rule Change Amending Its 

Price With Respect to Regulatory Fees 

Related to the Central Registration 

Depository, Which Are Collected by 

the Financial Industry Regulatory 

Authority, Inc. 

January 4, 2013. 

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 December 

21, 2012, New York Stock Exchange 

LLC (‘‘NYSE’’ or the ‘‘Exchange’’) filed 

with the Securities and Exchange 

Commission (the ‘‘Commission’’) the 

proposed rule change as described in 

Items I, II, and III below, which Items 

have been prepared by the selfregulatory 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 its 

Price List (the ‘‘Price List’’) with respect 

to regulatory fees related to the Central 

Registration Depository (‘‘CRD system’’), 

which are collected by the Financial 

Industry Regulatory Authority, Inc. 

(‘‘FINRA’’). The Exchange proposes to 

implement the fee changes on January 2, 

2013. The text of the proposed rule 

change is available on the Exchange’s 

Web site 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. 

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 

Price List with respect to regulatory fees 

related to the CRD system, which are 

collected by FINRA.4 The Exchange 

proposes to implement the fee changes 

on January 2, 2013. 

FINRA collects and retains certain 

regulatory fees via the CRD system for 

the registration of employees of member 

organizations of the Exchange that are 

not FINRA members (‘‘Non-FINRA 

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2468 Federal Register / Vol. 78, No. 8 / Friday, January 11, 2013 / Notices 

5The Exchange originally adopted fees for use of 

the CRD system in 2001. See Securities Exchange 

Act Release No. 45112 (November 28, 2001), 66 FR 

63086 (December 4, 2001) (SR–NYSE–2001–47). 

6See Securities Exchange Act Release No. 67247 

(June 25, 2012), 77 FR 38866 (June 29, 2012) (SR– 

FINRA–2012–030). 

7The Exchange notes that it has only adopted the 

CRD system fees charged by FINRA to Non-FINRA 

Member Organizations when such fees are 

applicable. In this regard, certain FINRA CRD 

system fees and requirements are specific to FINRA 

members, but do not apply to NYSE-only member 

organizations. 

8Non-FINRA Member Organizations have been 

charged CRD system fees since 2001. See supra note 

5. The Exchange is proposing a new subheading in 

the ‘‘Registration & Regulatory Fees’’ section of the 

Price List to differentiate between those fees that are 

applicable to all member organizations and those 

fees that are applicable only to Non-FINRA Member 

Organizations. The Exchange notes that member 

organizations that are also FINRA members are 

charged CRD system fees according to Section (4) 

of Schedule A to the FINRA By-laws. 

9See Section (4)(b)(1) of Schedule A to the FINRA 

By-laws effective on January 2, 2013. This fee is 

assessed when a Non-FINRA Member Organization 

submits its first Initial, Transfer, Relicense, or Dual 

Registration Form U4 filing on behalf of a registered 

person. The current applicable fee is $85. 

10See Section (4)(b)(3) of Schedule A to the 

FINRA By-laws effective on January 2, 2013. The 

current applicable fee is $95 related to Form U4 and 

Form U5. The fee related to Form BD is a new fee 

charged by FINRA. Broker-dealers use Form BD to, 

among other things, report disclosure matters in 

which they or a control affiliate have been involved. 

Prior to the adoption of the new fee, FINRA did not 

have a fee designed to cover the costs associated 

with the review of Form BD, notwithstanding that 

the review is similar to that performed of brokerdealers’ Forms U4 and U5. Such reviews include 

confirming that the matter is properly reported, 

reviewing any documentation submitted and 

determining whether additional documentation is 

required, conducting any necessary independent 

research and, depending on the matter reported, 

analyzing whether the event or proceeding subjects 

the individual or firm to a statutory disqualification 

pursuant to Section 3(a)(39) of the Act (15 U.S.C. 

78c(a)(39). FINRA adopted a $110 fee for the review 

of a Form BD, which mirrors the increased fee 

adopted for the review of Forms U4 and U5. As 

such, the Exchange is adopting the identical fee for 

FINRA’s review of a Form BD submitted by NonFINRA Member Organizations. 

11See Section (4)(b)(4) of Schedule A to the 

FINRA By-laws effective on January 2, 2013. The 

current applicable fee is $13. 

12See Section (4)(b)(5) of Schedule A to the 

FINRA By-laws effective on January 2, 2013. The 

current applicable fee is $13. 

13See Section (4)(b)(6) of Schedule A to the 

FINRA By-laws effective on January 2, 2013. The 

current applicable fee is $13. 

14See Section (4)(b)(7) of Schedule A to the 

FINRA By-laws effective on January 2, 2013. The 

current applicable fee is $30. The proposed system 

processing fee would become effective for the 2013 

Renewal Program. In this regard, as part of FINRA’s 

2013 Renewal Program, Preliminary Renewal 

Statements reflecting the proposed $45 system 

processing fee will be made available in the fourth 

quarter of 2012. 

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

16 15 U.S.C. 78f(b)(4) and (5). 

Member Organizations’’).5 FINRA 

recently amended certain of the fees 

assessed for use of the CRD system, and 

those amendments will become effective 

January 2, 2013.6

The CRD system fees are user-based 

and there is no distinction in the cost 

incurred by FINRA if the user is a 

FINRA member or a Non-FINRA 

Member Organization. Accordingly, the 

Exchange is proposing to amend the 

Price List to mirror the fees assessed by 

FINRA, which will be implemented 

concurrently with the amended FINRA 

fees on January 2, 2013.7 The proposed 

changes are as follows: 8

• $100 for each initial Form U4 filed 

for the registration of a representative or 

principal; 9

• $110 for additional processing of 

each initial or amended Form U4, Form 

U5 or Form BD that includes the initial 

reporting, amendment, or certification 

of one or more disclosure events or 

proceedings; 10

• $15 for processing and posting to 

the CRD system each set of fingerprints 

submitted electronically to FINRA, plus 

any other charge that may be imposed 

by the U.S. Department of Justice for 

processing each set of fingerprints; 11

• $30 for processing and posting to 

the CRD system each set of fingerprint 

cards submitted in non-electronic 

format to FINRA, plus any other charge 

that may be imposed by the U.S. 

Department of Justice for processing 

each set of fingerprints; 12

• $30 for processing and posting to 

the CRD system each set of fingerprint 

results and identifying information that 

have been processed through another 

self-regulatory organization and 

submitted to FINRA; 13 and 

• $45 annually for system processing 

for each registered representative and 

principal.14

The Exchange notes that the proposed 

change is not otherwise intended to 

address any other issues surrounding 

regulatory fees and that the Exchange is 

not aware of any problems that member 

organizations would have in complying 

with the proposed change. 

2. Statutory Basis 

The Exchange believes that the 

proposed rule change is consistent with 

Section 6(b) of the Act,15 in general, and 

furthers the objectives of Sections 

6(b)(4) and 6(b)(5) of the Act,16 in 

particular, because it provides for the 

equitable allocation of reasonable dues, 

fees, and other charges among its 

members, issuers and other persons 

using its facilities and does not unfairly 

discriminate between customers, 

issuers, brokers or dealers. 

The Exchange believes that the 

change is reasonable because the 

proposed fees are identical to those 

adopted by FINRA for use of the CRD 

system for disclosure and the 

registration of FINRA members and 

their associated persons. As FINRA 

noted in amending its fees, it believed 

that the fees are reasonable based on the 

increased costs associated with 

operating and maintaining the CRD 

system, and listed a number of 

enhancements made since the last fee 

increase, including (1) Incorporation of 

various uniform registration form 

changes; (2) electronic fingerprint 

processing; (3) Web EFTTM, which 

allows subscribing firms to submit batch 

filings to the CRD system; and (4) 

increases in the number and types of 

reports available through the CRD 

system. These increased costs are 

similarly borne by FINRA when a NonFINRA Member Organization uses the 

CRD system. FINRA further noted its 

belief that the proposed fees are 

reasonable because they help to ensure 

the integrity of the information in the 

CRD system, which is very important 

because the Commission, FINRA, other 

self-regulatory organizations and state 

securities regulators use the CRD system 

to make licensing and registration 

decisions, among other things. 

The Exchange also believes that the 

change is reasonable because it will 

provide greater specificity regarding the 

CRD system fees that are applicable to 

Non-FINRA Member Organizations. All 

similarly situated member organizations 

are subject to the same fee structure, and 

every member organization must use the 

CRD system for registration and 

disclosure. Accordingly, the Exchange 

believes that the fees collected for such 

use should likewise increase in lockstep 

with the fees assessed to FINRA 

members, as is proposed by the 

Exchange. The proposed change, like 

FINRA’s proposal, is equitable and not 

unfairly discriminatory because it will 

result in the same regulatory fees being 

charged to all member organizations 

required to report information to the 

CRD system and for services performed 

by FINRA, regardless of whether or not 

such member organizations are FINRA 

members. 

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. Specifically, 

the Exchange believes that the proposed 

change will result in the same 

regulatory fees being charged to all 

member organizations required to report 

information to the CRD system and for 

services performed by FINRA, 

regardless of whether or not such 

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Federal Register / Vol. 78, No. 8 / Friday, January 11, 2013 / Notices 2469 

17 15 U.S.C. 78s(b)(3)(A). 

18 17 CFR 240.19b–4(f)(2). 

19 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

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

4 17 CFR 240.19b–4(f)(2). 

5The Commission has modified the text of the 

summaries prepared by DTC. 

member organizations are FINRA 

members. 

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 

The foregoing rule change is effective 

upon filing pursuant to Section 

19(b)(3)(A) 17 of the Act and 

subparagraph (f)(2) of Rule 19b–4 18

thereunder, because it establishes a due, 

fee, or other charge imposed by NYSE. 

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. 

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 rulecomments@sec.gov. Please include File 

Number SR–NYSE–2012–77 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–2012–77. 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 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 

10:00 a.m. and 3:00 p.m. Copies of such 

filing also will be available for 

inspection and copying at NYSE’s 

principal office or on the Web site at 

www.nyse.com. 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– 

2012–77, and should be submitted on or 

before February 1, 2013. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.19

Kevin M. O’Neill, 

Deputy Secretary. 

[FR Doc. 2013–00351 Filed 1–10–13; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–68594; File No. SR–DTC– 

2012–11] 

Self-Regulatory Organizations; The 

Depository Trust Company; Notice of 

Filing and Immediate Effectiveness of 

Proposed Rule Change To Modify Its 

Fee Schedule With Respect to 

Settlement and Asset Services 

January 7, 2013. 

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 December 

27, 2012, The Depository Trust 

Company (‘‘DTC’’) 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 DTC. DTC filed the 

proposed rule change pursuant to 

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

Rule 19b–4(f)(2) 4 thereunder, so that the 

proposed rule change was effective 

upon filing with the Commission. The 

Commission is publishing this notice to 

solicit comments on the proposed rule 

change from interested persons. 

I. Clearing Agency’s Statement of the 

Terms of Substance of the Proposed 

Rule Change 

The proposed rule change is to 

modify DTC’s fee schedule with respect 

to Settlement and Asset Services, as 

described in detail below. 

II. Clearing Agency’s Statement of the 

Purpose of, and Statutory Basis for, the 

Proposed Rule Change 

In its filing with the Commission, 

DTC 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. DTC has prepared 

summaries, set forth in sections (A), (B), 

and (C) below, of the most significant 

aspects of such statements.5

(A) Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

Proposal Overview 

DTC proposes to modify its fee 

schedule with respect to Settlement 

Services. In order to better align fees 

with the costs of delivery services, DTC 

proposes to (i) raise the fee for night 

deliver orders (excluding Money Market 

Instruments (‘‘MMIs’’)) from $0.12 to 

$0.20 per transaction, and (ii) decrease 

the fee for receipt of deliveries 

(excluding MMIs) from $0.12 to $0.11. 

In addition, in an effort to simplify 

participant fee billing, DTC will 

eliminate two low revenue fees, 

‘‘Release of Pending Delivery Account’’ 

and ‘‘Banker’s Acceptance Movement,’’ 

and will consolidate and/or rename the 

following 12 fee descriptions, with no 

change to fees: 

1. Deliver, opening in day cycle to 

cutoff, excluding stock loans (excluding 

MMIs); 

2. Reintroduced drop or incomplete 

delivery DO, via IMS authorization, day 

cycle (excluding MMIs); 

3. ACATS Deliver, via IMS 

authorization, day cycle (excluding 

MMIs); 

4. Balance Order Deliver, via IMS 

authorization, day cycle (excluding 

MMIs); 

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