57390 Federal Register / Vol. 73, No. 192 / Thursday, October 2, 2008 / Notices 

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

2 17 CFR 240.19b–4. 

3See Securities Exchange Act Release No. 58364 

(August 14, 2008), 73 FR 49508. 

4This proposal applies to securities listed 

pursuant to listed pursuant to Amex Company 

Guide Sections 104 (Bonds and Debentures), 106 

(Currency and Index Warrants) or 107 (Other 

Securities) and Exchange Rules 1000–AEMI and 

1001 et seq. (Portfolio Depositary Receipts), 1000A– 

AEMI and 1001A et seq. (Index Fund Shares), 

1000B et seq. (Managed Fund Shares), 1200–AEMI 

and 1201 et seq. (Trading of Trust Issued Receipts), 

1200A–AEMI and 1201A et seq. (Commodity-Based 

Trust Shares), 1400 et seq. (Trading of Paired Trust 

Shares), 1500–AEMI and 1501 et seq. (Trading of 

Partnership Units), or 1600 et seq. (Trading of Trust 

Units). 

5Pursuant to a merger agreement dated January 

17, 2008 among the Exchange, the Amex 

Membership Corporation, NYSE Euronext and 

certain other entities, a successor to the Exchange 

will become an indirect, wholly-owned subsidiary 

of NYSE Euronext. After the closing of the merger, 

the Exchange will be renamed NYSE Alternext U.S. 

LLC. 

6See note 4, supra. 

7See note 14, infra. 

8 In approving this proposed rule change, the 

Commission has considered the proposed rule’s 

impact on efficiency, competition, and capital 

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

9 15 U.S.C. 78f(b)(5). 

10See NYSE Arca Equities Rule 5.4(b); see also 

Securities Exchange Act Release No. 54672 (October 

30, 2006), 71 FR 65021 (November 6, 2006) (SR– 

NYSEAcra–2006–47). 

11See Section 806.02 of the NYSE Listed 

Company Manual; see also Securities Exchange Act 

Release No. 57041 (December 26, 2007), 73 FR 216 

(January 2, 2008) (SR–NYSE–2007–99). 

12The Commission notes that Rule 12d2–2 

specifically requires, among other things, that 

issuers comply with all applicable laws in effect in 

the state in which they are incorporated to delist 

from a national securities exchange. See 17 CFR 

240.12d2–2(c)(2)(i). 

13While NYSE Euronext is requesting that these 

issuers re-list on NYSE Arca or the bond platform 

of NYSE, the Commission notes that these issuers 

are free to choose the best market for their securities 

for which they qualify and the proposed rule does 

not limit the issuer’s choice of markets. 

SECURITIES AND EXCHANGE 

COMMISSION 

Release No. 34–58650; File No. SR–Amex– 

2008–65] 

Self-Regulatory Organizations; 

American Stock Exchange LLC; Order 

Approving Proposed Rule Change To 

Allow Issuers of Exchange-Traded 

Funds (‘‘ETFs’’) and Structured 

Products Who Are Voluntarily Delisting 

the Securities From the Exchange and 

Re-Listing on Another National 

Securities Exchange To Submit to the 

Exchange a Letter From an Authorized 

Officer of the Issuer Rather Than a 

Certified Copy of Board of Directors 

Resolutions 

September 25, 2008. 

I. Introduction 

On August 7, 2008, American Stock 

Exchange LLC (‘‘Amex’’ 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 to amend Amex Rule 18 to allow 

issuers of exchange-traded funds 

(‘‘ETFs’’) and structured products who 

are voluntarily delisting the securities 

from the Exchange and re-listing on 

another national securities exchange to 

submit a letter to the Exchange from an 

authorized executive officer of the 

issuer, rather than a certified copy of 

board resolutions. The proposed rule 

change was published for comment in 

the Federal Register on August 21, 

2008.3 The Commission received no 

comments regarding the proposal. This 

order approves the proposed rule 

change. 

II. Description of the Proposal 

The Exchange seeks to amend Amex 

Rule 18, which governs the procedure 

by which an issuer may voluntarily 

withdraw securities from listing. 

Currently, Amex Rule 18 requires an 

issuer to provide the Exchange with a 

certified copy of the resolution of its 

board of directors approving the 

delisting. Under the proposed rule 

change, an issuer of certain securities 4

that proposes to delist and re-list its 

securities on another national securities 

exchange may, in lieu of providing the 

Exchange with a certified copy of the 

board resolution, provide the Exchange 

with a letter signed by an authorized 

executive officer of the issuer. That 

letter must set forth the reasons for the 

delisting, and provide the basis of the 

officer’s authority to take such action. In 

addition, the proposed rule change 

would be effective as of the date of 

closing of the acquisition of the 

Exchange by NYSE Euronext, the 

ultimate parent company of the 

Exchange (‘‘NYSE Acquisition’’).5 In the 

event the closing date does not occur on 

or before December 31, 2008, the 

proposed rule change would not take 

effect and the Exchange would rescind 

the rule by a separate rule filing. In its 

filing, the Exchange stated that, as part 

of the NYSE Acquisition, NYSE 

Euronext intends to cease the trading 

and listing of ETF securities and 

structured products on the Exchange. 

Upon completion of the merger, and to 

effectuate its business plan, NYSE 

Euronext will request these issuers to 

voluntarily delist,6 and will encourage 

them to re-list on NYSE Arca, Inc. 

(‘‘NYSE Arca’’) and/or New York Stock 

Exchange LLC (‘‘NYSE’’).7

The Exchange also proposes to make 

minor clarifying changes to Section 

1010 of the Amex Company Guide, and 

to delete from that section the 

restatement of Exchange Rule 18 and 

Rule 12d2–2 under the Act. 

III. Discussion and Commission 

Findings 

The Commission has reviewed the 

proposed rule change and finds that the 

proposed rule change is consistent with 

the requirements of the Act and the 

rules and regulations thereunder 

applicable to a national securities 

exchange, and in particular, with the 

requirements of Section 6(b) of the Act.8

Specifically, the Commission finds that 

the proposed rule change is consistent 

with Section 6(b)(5) of the Act,9 in that 

it is designed to promote just and 

equitable principles of trade, to foster 

cooperation and coordination with 

persons engaged in regulating, clearing, 

settling, processing information with 

respect to, and facilitating transactions 

in securities, to remove impediments to 

and perfect the mechanism of a free and 

open market and a national market 

system and, in general, to protect 

investors and the public interest. 

The Commission notes that permitting 

issuers of ETFs and structured products 

who are voluntarily delisting to submit 

a letter to the Exchange from an 

authorized executive officer instead of a 

certified copy of the resolution adopted 

by the issuer’s board of directors is 

consistent with the requirements of the 

Act and Rule 12d2–2 thereunder, and is 

similar to the voluntary withdrawal 

procedures for dually-listed issuers on 

NYSE Arca,10 and index-linked 

securities on NYSE.11 The proposal 

does not alter an issuer’s obligation to 

meet the requirements of the issuer’s 

governing documents, the laws of its 

jurisdiction of incorporation, or 

complying with Rule 12d2–2 under the 

Act. 

In addition to requiring the letter from 

the authorized executive officer to 

provide the reasons for the withdrawal, 

the new rule will require the letter to set 

forth the basis for the officer’s authority 

to take such delisting action on behalf 

of the issuer. This latter requirement 

should help to ensure that the issuer 

complies with the applicable laws in 

effect in its jurisdiction of 

incorporation, and has the authority to 

act on behalf of the issuer.12 At the same 

time, the proposal may ease the burden 

on issuers who wish to voluntarily 

delist and transfer the listing to another 

national securities exchange.13

The Commission also notes that the 

proposed delisting procedures apply 

only to securities that would be listed 

mstockstill on PROD1PC66 with NOTICES

Federal Register / Vol. 73, No. 192 / Thursday, October 2, 2008 / Notices 57391 

14Telephone conversation between Marija 

Willen, Vice President and Associate General 

Counsel, Amex, and Steve Kuan, Special Counsel, 

Commission, on September 25, 2008. 

15 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

and traded on another national 

securities exchange. As such, 

transparent last sale information will 

continue to be disseminated on the 

securities on an uninterrupted basis. 

Further, this requirement will ensure 

other protections for trading a security 

on a national securities exchange will 

remain in place, such as the periodic 

reporting obligations under the Act. 

Further, the Commission finds that 

the deletion of the restatements of Rule 

18 and Rule 12d2–2 in the Amex 

Company Guide is consistent with the 

requirements of the Act. The rules of 

Amex and the Commission are equally 

available on the Internet, and are 

updated when changed. As such, the 

restatements in the Company Guide are 

no longer necessary. The Exchange 

rules, however, will continue to 

reference Rule 12d2–2 to ensure issuers 

know they must comply with that rule, 

as well as the Exchange’s requirements, 

to delist. 

Finally, as noted above, the new rule 

will only be implemented upon the 

closing of the Exchange Acquisition. 

The Exchange has represented that, 

upon closing of the merger, it will notify 

applicable issuers that the rule has 

become effective.14

IV. Conclusion 

It is therefore ordered, pursuant to 

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

proposed rule change (SR–Amex–2008– 

65) be, and it hereby is, approved. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.15

Florence E. Harmon, 

Acting Secretary. 

[FR Doc. E8–23194 Filed 10–1–08; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–58651; File No. SR–FINRA– 

2008–047] 

Self-Regulatory Organizations; 

Financial Industry Regulatory 

Authority, Inc.; Notice of Filing of 

Proposed Rule Change Relating to 

Amendments to the Codes of 

Arbitration Procedure To Raise the 

Amount in Controversy Heard by a 

Single Chair-Qualified Arbitrator to 

$100,000 

September 25, 2008. 

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 

September 18, 2008, the Financial 

Industry Regulatory Authority, Inc. 

(‘‘FINRA’’) (f/k/a National Association 

of Securities Dealers, Inc. (‘‘NASD’’)) 

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 substantially prepared by 

FINRA. 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 

FINRA is proposing to amend NASD 

Rule 12401 of the Code of Arbitration 

Procedure for Customer Disputes 

(‘‘Customer Code’’) and NASD Rule 

13401 of the Code of Arbitration 

Procedure for Industry Disputes 

(‘‘Industry Code’’) to raise the amount in 

controversy that will be heard by a 

single chair-qualified arbitrator to 

$100,000. Below is the text of the 

proposed rule change. Proposed new 

language is in italics; proposed 

deletions are in brackets. 

* * * * * 

12401. Number of Arbitrators 

(a) Claims of $25,000 or Less 

If the amount of a claim is $25,000 or 

less, exclusive of interest and expenses, 

the panel will consist of one arbitrator 

and the claim is subject to the 

simplified arbitration procedures under 

Rule 12800. 

(b) Claims of More Than $25,000 Up To 

[$50,000] $100,000 

If the amount of a claim is more than 

$25,000 but not more than [$50,000] 

$100,000, exclusive of interest and 

expenses, the panel will consist of one 

arbitrator [unless any party requests a 

panel of three arbitrators in its initial 

pleading] unless the parties agree in 

writing to three arbitrators. 

(c) Claims of More Than [$50,000] 

$100,000; Unspecified or Non-Monetary 

Claims 

If the amount of a claim is more than 

[$50,000] $100,000, exclusive of interest 

and expenses, or is unspecified, or if the 

claim does not request money damages, 

the panel will consist of three 

arbitrators, unless the parties agree in 

writing to one arbitrator. 

13401. Number of Arbitrators 

(a) Claims of $25,000 or Less 

If the amount of a claim is $25,000 or 

less, exclusive of interest and expenses, 

the panel will consist of one arbitrator 

and the claim is subject to the 

simplified arbitration procedures under 

Rule 13800. 

(b) Claims of More Than $25,000 Up To 

[$50,000] $100,000 

If the amount of a claim is more than 

$25,000 but not more than [$50,000] 

$100,000, exclusive of interest and 

expenses, the panel will consist of one 

arbitrator [unless any party requests a 

panel of three arbitrators in its initial 

pleading] unless the parties agree in 

writing to three arbitrators. 

(c) Claims of More Than [$50,000] 

$100,000; Unspecified or Non-Monetary 

Claims 

If the amount of a claim is more than 

[$50,000] $100,000, exclusive of interest 

and expenses, or is unspecified, or if the 

claim does not request money damages, 

the panel will consist of three 

arbitrators, unless the parties agree in 

writing to one arbitrator. 

* * * * * 

II. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

In its filing with the Commission, 

FINRA 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. FINRA has prepared 

summaries, set forth in sections A, B, 

and C below, of the most significant 

aspects of such statements. 

mstockstill on PROD1PC66 with NOTICES