### 47162 Federal Register / Vol. 77, No. 152 / Tuesday, August 7, 2012 / Notices

11 15 U.S.C. 78f(b)(1).

12 15 U.S.C. 78f(b)(3).

13 Id.

14 17 CFR 200.30–3(a)(12). including the deletion of provisions that currently apply only to NYSE Euronext directors and expressly do not apply to directors of these Regulated Subsidiaries. In particular, (i) references
to NYSE Euronext would refer instead to the relevant Regulated Subsidiary; (ii)the requirement that at least threefourths of the directors must be independent would be deleted, since the organizational documents of these Regulated Subsidiaries contain the independence and other qualification requirements for directors; (iii) the requirement in the Independence Policy
of NYSE Euronext that the board consider the special responsibilities of a director in light of NYSE Euronext’s ownership of U.S. regulated subsidiaries and European regulated entities would be deleted, because unlike NYSE Euronext, the Regulated Subsidiaries are not holding companies; (iv) the requirement for directors to inform the Chairman of the Nominating and
Governance Committee of certain relationships and interests would be deleted, since the boards of these Regulated Subsidiaries do not have a Nominating and Governance Committee, except that in the Regulated Subsidiary Director Independence Policy to be adopted by NYSE Regulation, this provision would reference the Nominating and
Governance Committee of NYSE Regulation; (v) references to NYSE Alternext, Inc. and NYSE Amex LLC would refer instead to NYSE MKT LLC, because of this entity’s previous name changes; (vi) because the current Independence Policy of NYSE Euronext provides that a director of an affiliate of a Member Organization’’ (as defined in the Regulated Subsidiary Director Independence Policy) cannot qualify as an independent director of these Regulated Subsidiaries, the conflicting language stating that a director of an affiliate of a Member Organization shall not per se fail to be independent would be deleted; and (vii) because language in the current Independence Policy of NYSE Euronext provides that an
executive officer of an issuer whose
securities are listed on a NYSE Exchange cannot qualify as an independent director of these Regulated Subsidiaries, the conflicting language providing an exception applicable only
to NYSE Euronext directors would be deleted. In addition, the ‘‘additional independence requirements’’ at the end of the current Independence Policy of NYSE Euronext, which provides that executive officers of foreign private issuers, executive officers of NYSE
Euronext and directors of affiliates of member organizations must together comprise no more than a minority of the total board, would be eliminated. This provision is designed to ensure that although persons who are directors of an affiliate of a Member Organization or who are executive officers of a ‘‘foreign private issuer’’ listed on a NYSE Exchange may in some circumstances qualify as independent for purposes of NYSE Euronext board membership, such persons may not, together with executive officers of NYSE Euronext, constitute more than a minority of the
total NYSE Euronext directors. Under the proposed Regulated Subsidiary Director Independence Policy, such persons could not be deemed to be independent directors of the relevant Regulated Subsidiary and, accordingly,
this limitation on the number of such persons who may serve on the board is

unnecessary.

The Commission finds that these proposals, taken together, are consistent with the Act, particularly Section 6(b)(1), 11 which requires an exchange to be so organized and have the capacity to carry out the purposes of the Act. Further, the Commission notes that the NYSE Exchanges are not proposing to change any of the provisions relating to (i) the fair representation of the
members of each of the NYSE Exchanges in the selection of its
directors and administration of its affairs or (ii) one or more of the directors of each of the NYSE Exchanges being representative of issuers and investors and not being associated with a member of the exchange or with a broker dealer, each as required under Section 6(b)(3) of
the Act. 12

III. Conclusion

For the foregoing reasons, the Commission finds that the proposed rule change is consistent with the Act and the rules and regulations thereunder applicable to a national securities exchange.

It is therefore ordered, pursuant to Section 19(b)(2) of the Act 13 that the proposed rule changes (SR–NYSE– 2012–17; SR–NYSEArca–2012–59; SR– NYSEMKT–2012–07), are approved.

For the Commission, by the Division of Trading and Markets, pursuant to delegated authority. 14
Kevin M. O’Neill,
Deputy Secretary.

[FR Doc. 2012–19217 Filed 8–6–12; 8:45 am]

**BILLING CODE 8011–01–P DEPARTMENT OF STATE** 

**[Public Notice 7970]**

**International Security Advisory Board (ISAB) Meeting Notice; Closed Meeting** 

In accordance with section 10(a)(2) of the Federal Advisory Committee Act, 5 U.S.C. App 10(a)(2), the Department of State announces a meeting of the International Security Advisory Board (ISAB) to take place on September 13, 2012, at the Department of State, Washington, DC.

Pursuant to section 10(d) of the Federal Advisory Committee Act, 5 U.S.C. App 10(d), and 5 U.S.C. 552b(c)(1), it has been determined that this Board meeting will be closed to the public because the Board will be reviewing and discussing matters properly classified in accordance with Executive Order 13526. The purpose of the ISAB is to provide the Department with a continuing source of independent advice on all aspects ofarms control, disarmament, politicalmilitary affairs, international security and related aspects of public diplomacy. The agenda for this meeting will include
classified discussions related to the Board’s ongoing studies on current U.S. policy and issues regarding arms control, international security, nuclear proliferation, and diplomacy.

For more information, contact Richard W. Hartman II, Executive Director of the International Security Advisory Board, U.S. Department of State, Washington, DC 20520, telephone: (202) 736–4290.

Dated: July 31, 2012.
Richard W. Hartman, II, Executive Director, International Security Advisory Board, U.S. Department of State.

[FR Doc. 2012–19300 Filed 8–6–12; 8:45 am]

**BILLING CODE 4710–24–P**

**DEPARTMENT OF TRANSPORTATION**

**National Highway Traffic Safety**
**Administration**

**Reports, Forms and Recordkeeping Requirements; Agency Information**  **Collection Activity Under OMB Review**

**AGENCY :**  National Highway Traffic Safety Administration, DOT.

**ACTION :**  Notice.

**SUMMARY :**  In compliance with the Paperwork Reduction Act of 1995 (44 U.S.C. 3501 et seq.), this notice
announces that the Information Collection Request (ICR) abstracted
below has been forwarded to the Office of Management and Budget (OMB) for
review and comment. The ICR describes