65392 Federal Register / Vol. 75, No. 204 / Friday, October 22, 2010 / Notices 

1The average cost per hour is $258. Therefore the 

total cost of compliance for the respondents is 

$731,430. 1 15 U.S.C. 78s(b)(1). 

that operate internal broker-dealer 

systems. Those records are to be used in 

monitoring compliance with the 

Commission’s financial responsibility 

program and antifraud and 

antimanipulative rules, as well as other 

rules and regulations of the Commission 

and the self-regulatory organizations. It 

is estimated that approximately 105 

active broker-dealer respondents 

registered with the Commission incur 

an average burden of 2,835 hours per 

year (105 respondents multiplied by 27 

burden hours per respondent equals 

2,385 total burden hours) to comply 

with this rule.1

Rule 17a–3(a)(16) does not contain 

record retention requirements. 

Compliance with the rule is mandatory. 

The required records are available only 

to the examination staff of the 

Commission and the self-regulatory 

organization of which the broker-dealer 

is a member. An agency may not 

conduct or sponsor and a person is not 

required to respond to a collection of 

information unless it displays a 

currently valid control number. 

Comments should be directed to: (i) 

Desk Officer for the Securities and 

Exchange Commission, Office of 

Information and Regulatory Affairs, 

Office of Management and Budget, 

Room 10102, New Executive Office 

Building, Washington, DC 20503, or by 

sending an e-mail to: 

Shagufta_Ahmed@omb.eop.gov; and (ii) 

Jeffrey Heslop, Acting Director/Chief 

Information Officer, Securities and 

Exchange Commission, c/o Remi PavlikSimon, 6432 General Green Way, 

Alexandria, VA 22312, or send an email to: PRA_Mailbox@sec.gov. 

Comments must be submitted to OMB 

within 30 days of this notice. 

Dated: October 18, 2010. 

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. 2010–26678 Filed 10–21–10; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

Proposed Collection; Comment 

Request 

Upon Written Request, Copies 

Available From: Securities and 

Exchange Commission, Office of 

Investor Education and Advocacy, 

Washington, DC 20549–0213. 

Extension: 

Regulation S–AM; SEC File No. 270– 

548; OMB Control No. 3235–0609. 

Notice is hereby given that pursuant 

to the Paperwork Reduction Act of 1995 

(44 U.S.C. 3501 et seq.), the Securities 

and Exchange Commission 

(‘‘Commission’’) is soliciting comments 

on the collection of information 

provided for in Regulation S–AM (17 

CFR part 248, subpart B), under the Fair 

and Accurate Credit Transactions Act of 

2003 (Pub. L. 108–159, Section 214, 117 

Stat. 1952 (2003)) (‘‘FACT Act’’), the 

Securities Exchange Act of 1934 (15 

U.S.C. 78a et seq.), the Investment 

Company Act of 1940 (15 U.S.C. 80a–1 

et seq.), and the Investment Advisers 

Act of 1940 (15 U.S.C. 80b–1 et seq.). 

The Commission plans to submit this 

existing collection of information to the 

Office of Management and Budget for 

extension and approval. 

Regulation S–AM implements the 

requirements of Section 214 of the 

FACT Act as applied to brokers, dealers, 

and investment companies, as well as 

investment advisers and transfer agents 

that are registered with the Commission 

(collectively, ‘‘Covered Persons’’). As 

directed by Section 214 of the FACT 

Act, before a receiving affiliate may 

make marketing solicitations based on 

the communication of certain consumer 

financial information from a Covered 

Person, the Covered Person must 

provide a notice to each affected 

individual informing the individual of 

his or her right to prohibit such 

marketing. The regulation potentially 

applies to all of the approximately 

21,496 Covered Persons registered with 

the Commission, although only 

approximately 12,038 of them have one 

or more corporate affiliates, and the 

regulation would require only 

approximately 2,150 to provide 

consumers with notice and an opt-out 

opportunity. 

The Commission staff estimates that 

there are approximately 12,038 Covered 

Persons having one or more affiliates, 

and that they would require an average 

one-time burden of 1 hour to review 

affiliate marketing practices, for a total 

of 12,038 hours, at a total staff cost of 

approximately $2,527,929. The staff also 

estimates that approximately 2,150 

Covered Persons would be required to 

provide notice and opt-out 

opportunities to consumers, and would 

incur an average first-year burden of 18 

hours in doing so, for a total estimated 

first-year burden of 38,700 hours, at a 

total staff cost of approximately 

$10,294,200. With regard to continuing 

notice burdens, the staff estimates that 

each of the approximately 2,150 

Covered Persons required to provide 

notice and opt-out opportunities to 

consumers would incur a burden of 

approximately 4 hours per year to create 

and deliver notices to new consumers 

and record any opt outs that are 

received on an ongoing basis, for a total 

of 8,600 hours, at a total staff cost of 

approximately $490,200 per year. 

Written comments are invited on: (a) 

Whether the proposed collection of 

information is necessary for the proper 

performance of the functions of the 

Commission, including whether the 

information shall have practical utility; 

(b) the accuracy of the Commission’s 

estimates of the burden of the proposed 

collection of information; (c) ways to 

enhance the quality, utility, and clarity 

of the information on respondents; and 

(d) ways to minimize the burden of the 

collection of information on 

respondents, including through the use 

of automated collection techniques or 

other forms of information technology. 

Consideration will be given to 

comments and suggestions submitted in 

writing within 60 days of this 

publication. 

Please direct your written comments 

to: Jeffrey Heslop, Acting Chief 

Information Officer, Securities and 

Exchange Commission, c/o Remi PavlikSimon, 6432 General Green Way, 

Alexandria, Virginia 22312 or send an email to: PRA_Mailbox@sec.gov. 

Dated: October 13, 2010. 

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. 2010–26679 Filed 10–21–10; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–63121; File No. SR–Phlx– 

2010–119] 

Self-Regulatory Organizations; 

NASDAQ OMX PHLX LLC; Order 

Approving Proposed Rule Change To 

Amend Exchange Rule 652 (‘‘Limitation 

of Exchange Liability and 

Reimbursement of Certain Expenses’’) 

To Require Member Organizations on 

the Exchange’s Trading Floor To 

Procure and Maintain Liability 

Insurance 

October 18, 2010. 

I. Introduction 

On September 1, 2010, NASDAQ 

OMX PHLX, Inc. (‘‘Phlx’’ 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 


emcdonald on DSK2BSOYB1PROD with NOTICES
Federal Register / Vol. 75, No. 204 / Friday, October 22, 2010 / Notices 65393 

2 17 CFR 240.19b–4. 

3See Securities Exchange Act Release No. 62892 

(September 10, 2010), 75 FR 57090. 

4 In approving this proposed rule change, the 

Commission has considered the proposed rule’s 

impact on efficiency, competition, and capital 

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

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

6 15 U.S.C. 78s(b)(2). 

7 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). 

4 17 CFR 240.19b–4(f)(6)(iii). 

19b–4 thereunder,2 a proposed rule 

change to amend Exchange Rule 652 

(‘‘Limitation of Exchange Liability and 

Reimbursement of Certain Expenses’’) to 

require member organizations on the 

Exchange’s trading floor to procure and 

maintain liability insurance. The 

proposed rule change was published for 

comment in the Federal Register on 

September 17, 2010.3 The Commission 

received no comments on the proposal. 

This order approves the proposed rule 

change. 

II. Description of the Proposal 

The Exchange proposes to require that 

member organizations located on the 

Exchange’s trading floor procure and 

maintain liability insurance by 

December 31, 2010. The insurance 

would provide defense and indemnity 

coverage for the member organization, 

any person associated with the member 

organization and the Exchange for any 

action or proceeding brought, or claim 

made, to impose liability upon the 

member organization, associated person 

or the Exchange which results from the 

member organization’s or associated 

person’s conduct. 

According to the Exchange, it does 

not intend this amendment to provide 

relief associated with financial loss 

related to buying and selling securities; 

the insurance coverage is intended to 

provide coverage to the Exchange for its 

sole, concurrent, or contributory 

negligence or other wrongdoing 

connected to a claim arising from the 

member organization’s or associated 

person’s conduct. The member 

organization would be required to 

maintain insurance with a limit that is 

not less than $1,000,000 without erosion 

by defense costs. Each member 

organization located on the trading floor 

would be required to provide a 

certificate of insurance to be issued 

directly to the Exchange demonstrating 

the insurance was procured and is 

maintained. The Exchange also 

proposes to expand the language in Rule 

652 to apply the rule to individuals of 

the Exchange, specifically officers, 

directors and employees. The Exchange 

believes that this change will clarify that 

individuals serving as officers, directors 

or employees are also the subject of Rule 

652. 

III. Discussion and Commission 

Findings 

After careful review, 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.4 In 

particular, the Commission finds that 

the proposed rule change is consistent 

with Section 6(b)(5) of the Act,5 which 

requires, among other things, that the 

proposed rule change be designed to 

promote just and equitable principles of 

trade, 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 believes that the proposed 

rule change is a reasonable means of 

protecting the Exchange’s financial 

resources that are normally used to 

support the Exchange’s surveillance and 

self-regulatory responsibilities, rather 

than having this capital diverted to 

defending litigation claims. 

The Commission believes that 

requiring member organizations to 

obtain insurance coverage to protect the 

Exchange from claims resulting from 

their own conduct is not an undue 

burden. Furthermore, the Commission 

believes that the proposed rule change 

may conserve Exchange capital 

resources, and will provide additional 

coverage for member organizations since 

the member organizations are within the 

scope of the required insurance’s 

coverage. 

Finally, the Commission believes that 

amending Exchange Rule 652 to add 

officers, directors and employees in 

addition to the Exchange will remove 

any ambiguity or confusion by explicitly 

stating that the word ‘‘Exchange’’ as used 

in Rule 652 includes such individuals. 

IV. Conclusion 

It is therefore ordered, pursuant to 

Section 19(b)(2) of the Act, 6 that the 

proposed rule change (SR–Phlx–2010– 

119) be, and it hereby is, approved. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.7

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. 2010–26676 Filed 10–21–10; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–63122; File No. SR–BATS– 

2010–028] 

Self-Regulatory Organizations; BATS 

Exchange, Inc.; Notice of Filing and 

Immediate Effectiveness of Proposal 

To Make Clean Up Changes by 

Amending Certain Rules 

October 18, 2010. 

Pursuant to Section 19(b)(1) of the 

Securities Exchange Act of 1934 (the 

‘‘Act’’),1 and Rule 19b–4 thereunder,2

notice is hereby given that on October 

6, 2010, BATS Exchange, Inc. (the 

‘‘Exchange’’ or ‘‘BATS’’) filed with the 

Securities and Exchange Commission 

(the ‘‘Commission’’) the proposed rule 

change as described in Items I and II 

below, which Items have been prepared 

by the Exchange. The Exchange has 

designated this proposal as a ‘‘noncontroversial’’ proposed rule change 

pursuant to Section 19(b)(3)(A) of the 

Act 3 and Rule 19b–4(f)(6)(iii) 

thereunder,4 which renders it effective 

upon filing with the Commission. 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 is proposing to amend 

BATS Rule 2.3 to clarify that a broker 

or dealer must be a member of another 

national securities exchange or 

association other than BATS Y– 

Exchange, Inc. (‘‘BYX’’) in order to 

become or remain a Member of the 

Exchange, to remove the text of Rule 2.4 

because the waive-in period for the 

Exchange has expired, and to make a 

technical correction to BATS Rule 14.5. 

The text of the proposed rule change is 

available at the Exchange’s Web site at 

http://www.batstrading.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 

Exchange 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 


emcdonald on DSK2BSOYB1PROD with NOTICES