[Federal Register Volume 60, Number 47 (Friday, March 10, 1995)]
[Notices]
[Pages 13196-13197]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 95-5864]



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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-35443; File No. SR-PSE-95-06]


Self-Regulatory Organizations; Notice of Filing of Proposed Rule 
Change by the Pacific Stock Exchange, Inc. Relating to New 
Organizational Structures

March 6, 1995.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 
(``Act''), 15 U.S.C. Sec. 78s(b)(1), notice is hereby given that on 
February 21, 1995, the Pacific Stock Exchange, Inc. (``PSE'' or 
``Exchange'') filed with the Securities and Exchange Commission 
(``Commission'' or ``SEC'') the proposed rule change as described in 
Items I, II and III below, which Items have been prepared by the self-
regulatory 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 PSE is proposing to amend articles V and VIII of its 
Constitution to allow for the admission of entities with new 
organizational structures as member organizations.

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 these statements may be examined at 
the places specified in Item IV below. The self-regulatory organization 
has prepared summaries, set forth in Sections A, B, and C below, of the 
most significant aspects of such statements.

A. Self-Regulatory Organization's Statement of the Purpose of, and 
Statutory Basis for, the Proposed Rule Change

1. Purpose
    The PSE Constitution currently allows members of the Exchange to 
confer the privileges of their memberships on a firm which may be 
either a partnership or a corporation. Recent changes to state 
corporate laws, however, have expanded the types of organizational 
structures available to such members. Accordingly, the Exchange is 
proposing to amend its Constitution to permit the Exchange, in its 
discretion, and on such terms and conditions as the Exchange may 
prescribe, to approve business trusts, limited liability companies and 
other organizational structures as member organizations so long as the 
characteristics of the entity in question are essentially similar to 
those of corporations or partnerships.\1\

    \1\The Exchange stated that noncorporate or partnership entities 
would have to be structured in such a format that would qualify as a 
broker or dealer registered with the SEC pursuant to the Act, since 
this is a prerequisite to becoming an Exchange member organization. 
Telephone conversation between Michael D. Pierson, Senior Attorney, 
PSE, and Elisa Metzger, Senior Counsel, SEC, on March 3, 1995.
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    Specifically, the Exchange is proposing to amend Article VIII, 
Section 1(a) of its Constitution to provide that the Exchange may, in 
its discretion, and on such terms as the Exchange may prescribe, 
approve as a member firm entities that have characteristics essentially 
similar to corporations, partnerships, or both. The proposed change 
states that such entities and persons associated therewith shall upon 
approval, be fully, formally and effectively subject to the 
jurisdiction, and to the Constitution and Rules, of the Exchange to the 
same extent and degree as are any other member organizations and 
persons associated therewith.
    The Exchange is also proposing to amend Article V, Sections 4, 5, 
and 7 of the PSE Constitution (definitions of ``member firm,'' ``member 
organization,'' and ``associated person'') to be consistent with the 
proposed change to Article VIII, Section 1(a). Accordingly, the 
Exchange is proposing to add the phrase ``other Organization'' to the 
definitions of ``member firm'' and ``member organization'' and to add 
the phrases ``member of a Limited Liability Company'' and ``trustee of 
a business trust'' to the definition of ``associated person.''
2. Statutory Basis
    The proposal is consistent with Section 6(b) of the Exchange Act, 
in general, and Section 6(b)(5), in particular, in that it is designed 
to promote just and equitable principles of trade and to protect 
investors and the public interest.

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.
[[Page 13197]]

C. Self-Regulatory Organization's Statement on Comments on the Proposed 
Rule Change Received from Members, Participants or Others

    The Exchange has neither solicited nor received written comments on 
the proposed rule change.

III. Date of Effectiveness of the Proposed Rule Change and timing for 
Commission Action

    Within 35 days of the publication of this notice in the Federal 
Register or within such other period (i) as the Commission may 
designate up to 90 days of such date if it finds such longer period to 
be appropriate and publishes its reasons for so finding or (ii) as to 
which the self-regulatory organization consents, the Commission will:
    (A) by order approve the proposed rule change, or
    (B) institute proceedings to determine whether the proposed rule 
change should be disapproved.

VI. Solicitation of Comments

    Interested persons are invited to submit written data, views and 
arguments concerning the foregoing. Persons making written submissions 
should file six copies thereof with the Secretary, Securities and 
Exchange Commission, 450 Fifth Street, NW., Washington, DC 20549. 
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 U.S.C. Sec. 552, will be available for inspection and copying at the 
Commission's Public Reference Section 450 Fifth Street, NW., 
Washington, DC 20549. Copies of such filing will also be available for 
inspection and copying at the principal office of the PSE. All 
submissions should refer to File No. SR-PSE-95-06 and should be 
submitted by March 31, 1995.

    For the Commission, by the Division of Market Regulations, 
pursuant to delegated authority.
Jonathan G. Katz,
Secretary.
[FR Doc. 95-5864 Filed 3-9-95; 8:45 am]
BILLING CODE 8010-01-M