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[Federal Register Volume 90, Number 19 (Thursday, January 30, 2025)]
[Notices]
[Pages 8544-8545]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2025-01965]

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SECURITIES AND EXCHANGE COMMISSION

[SEC File No. 270-450, OMB Control No. 3235-0505]

Submission for OMB Review; Comment Request; Extension: Rule 303 
of Regulation ATS

Upon Written Request, Copies Available From: Securities and Exchange 
Commission, Office of FOIA Services, 100 F Street NE, Washington, DC 
20549-2736

    Notice is hereby given that pursuant to the Paperwork Reduction Act 
of 1995 (``PRA'') (44 U.S.C. 3501 et seq.), the Securities and Exchange 
Commission (``Commission'') has submitted to the Office of Management 
and Budget (``OMB'') a request for approval of extension of the 
previously approved collection of information provided for in Rule 303 
of Regulation ATS (17 CFR 242.303) under the Securities Exchange Act of 
1934 (15 U.S.C. 78a et seq.) (``Exchange Act'').
    Regulation ATS sets forth a regulatory regime for ``alternative 
trading systems'' (``ATSs''), which are entities that carry out 
exchange functions but are not required to register as national 
securities exchanges under the Act. In lieu of exchange registration, 
an ATS can instead opt to register with the Commission as a broker-
dealer and, as a condition to not having to register as an exchange, 
must instead comply with Regulation ATS. Rule 303 of Regulation ATS (17 
CFR 242.303) describes the record preservation requirements for ATSs. 
Rule 303 also describes how such records must be maintained, what 
entities may perform this function, and how long records must be 
preserved. Under Rule 303, ATSs are required to preserve all records 
made pursuant to Rule 302, which includes information relating to 
subscribers, trading summaries, and time-sequenced order information. 
Rule 303 also requires ATSs to preserve any notices provided to 
subscribers, including, but not limited to, notices regarding the ATSs 
operations and subscriber access. For an ATS subject to the fair access 
requirements described in Rule 301(b)(5)(ii) of Regulation ATS, Rule 
303 further requires the ATS to preserve at least one copy of its 
standards for access to trading, all documents relevant to the ATS's 
decision to grant, deny, or limit access to any person, and all other 
documents made or received by the ATS in the course of complying with 
Rule 301(b)(5) of Regulation ATS. For an ATS subject to the capacity, 
integrity, and security requirements for automated systems under Rule 
301(b)(6) of Regulation ATS, Rule 303 requires an ATS to preserve all 
documents made or received by the ATS related to its compliance, 
including all correspondence, memoranda, papers, books, notices, 
accounts, reports, test scripts, test results and other similar 
records. Rule 303(a)(1)(v) of Regulation ATS requires every ATS to 
preserve the written safeguards and written procedures mandated under 
Rule 301(b)(10). As provided in Rule 303(a)(1), ATSs are required to 
keep all of these records, as applicable, for a period of at least 
three years, the first two in an easily accessible place. In addition, 
Rule 303 requires ATSs to preserve records of partnership articles, 
articles of incorporation or charter, minute books, stock certificate 
books, copies of reports filed pursuant to Rule 301(b)(2) and Rule 304, 
and records made pursuant to Rule 301(b)(5) for the life of the ATS. 
ATSs that trade both NMS Stock and securities other than NMS Stock are 
required to file, and also preserve under Rule 303, both Form ATS and 
related amendments and Form ATS-N and related amendments.
    The information contained in the records required to be preserved 
by Rule 303 will be used by examiners and other representatives of the 
Commission, state securities regulatory authorities, and the self-
regulatory organizations (``SROs'') to ensure that ATSs are in 
compliance with Regulation ATS as well as other applicable rules and 
regulations. Without the data required by the Rule, regulators would be 
limited in their ability to comply with their statutory obligations, 
provide for the protection of investors, and promote the maintenance of 
fair and orderly markets.
    Respondents consist of ATSs that choose to register as broker-
dealers and comply with the requirements of Regulation ATS. There are 
currently 107 respondents. The Commission believes that the average 
ongoing hourly burden for a respondent to comply with the baseline 
record preservation requirements under Rule 303 is approximately 15 
hours per year. We thus estimate that the average aggregate ongoing 
burden to comply with the baseline Rule 303 record preservation 
requirements is approximately 1,605 hours per year. (107 ATSs x 15 
hours = 1,605 hours) In addition, there are currently two ATSs that 
transact in both NMS stock and non-NMS stock on their ATSs. These two 
ATSs have a slightly greater burden because they have to keep both Form 
ATS and Form ATS-N and related documents (e.g., amendments). For these 
two ATSs, we estimate that the ongoing burden above the current 
baseline estimate for preserving records will be approximately 1 hour 
annually per ATS for a total annual burden above the current baseline 
burden estimate of 2 hours for all respondents. Thus, the estimated 
average annual aggregate burden for alternative trading systems to 
comply with Rule 303 is approximately 1,607 hours (1,605 hours + 2 
hours).
    Compliance with Rule 303 is mandatory. The information required by 
Rule 303 is available only for the examination of the Commission staff,

[[Page 8545]]

state securities authorities and the SROs. Subject to the provisions of 
the Freedom of Information Act, 5 U.S.C. 522 (``FOIA''), and the 
Commission's rules thereunder (17 CFR 200.80(b)(4)(iii)), the 
Commission does not generally publish or make available information 
contained in any reports, summaries, analyses, letters, or memoranda 
arising out of, in anticipation of, or in connection with an 
examination or inspection of the books and records of any person or any 
other investigation.
    An agency may not conduct or sponsor, and a person is not required 
to respond to, a collection of information under the PRA unless it 
displays a currently valid OMB control number.
    The public may view and comment on this information collection 
request at: https://www.reginfo.gov/public/do/PRAViewICR?ref_nbr=202411-3235-003 or send an email comment to 
[email protected] within 30 days of the day 
after publication of this notice by March 3, 2025.

    Dated: January 27, 2025.
Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2025-01965 Filed 1-29-25; 8:45 am]
BILLING CODE 8011-01-P
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