Federal Register / Vol. 79, No. 242 / Wednesday, December 17, 2014 / Notices 75215 

26 15 U.S.C. 78s(b)(2). 

27 Id. 

28 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3See Exchange Rule 900.2NY (11) defining 

‘‘Clearing Member’’ as ‘‘an Exchange ATP Holder 

which has been admitted to membership in the 

Options Clearing Corporation pursuant to the 

provisions of the Rules of the Options Clearing 

Corporation.’’ 

4See Exchange Rule 900.2NY (87) defining 

‘‘User’’ as ‘‘any ATP Holder that is authorized to 

obtain access to the System pursuant to Rule 

902.1NY.’’ 

5See Securities Exchange Act Release No. 73280 

(October 1, 2014), 79 FR 60553 (‘‘Notice’’). 

6 In Amendment No. 1, the Exchange provided 

additional justification for why the Exchange 

believes the proposed rule change is consistent with 

the Act. In Amendment No. 1, the Exchange states, 

among other things, that the Exchange believes that 

sharing a User’s risk settings directly with its 

Clearing Member could reduce the administrative 

burden on Users to provide that information to their 

Clearing Members themselves and notes that any 

User could become a Clearing Member, which 

would allow the User to avoid sharing its risk 

settings with any third party. Amendment No. 1 has 

been placed in the public comment file for SR– 

NYSEMKT–2014–81 at http://www.sec.gov/

comments/sr-nysemkt-2014-81/nysemkt201481- 

2.pdf (See letter to Kevin M. O’Neill, Deputy 

Secretary, Commission, from Martha Redding, Chief 

Counsel and Assistant Corporate Secretary, New 

York Stock Exchange, dated November 20, 2014) 

and is also available on the Exchange’s Web site. 

7 15 U.S.C. 78s(b)(2). 

8See Securities Exchange Act Release No. 34– 

73669, 79 FR 70903 (November 28, 2014). The 

Commission designated January 5, 2014 as the date 

by which it should approve, disapprove, or institute 

proceedings to determine whether to disapprove the 

proposed rule change. 

9See Letter from Dr. Lee Jackson, Esq., dated 

October 1, 2014. This commenter’s letter was 

incoherent and irrelevant to the proposed rule 

change. 

10According to the Exchange, ‘‘System’’ refers to 

the Exchange System facility. See Notice, supra 

note 5, at 60554. See also Exchange Rule 900.1NY. 

11See proposed Exchange Rule 902.1NY. 

12See Amendment No. 1. 

comments more efficiently, please use 

only one method. The Commission will 

post all comments on the Commission’s 

Internet Web site (http://www.sec.gov/

rules/sro.shtml). 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 5 U.S.C. 552, will be 

available for Web site viewing and 

printing in the Commission’s Public 

Reference Room, 100 F Street NE., 

Washington, DC 20549–1090, on official 

business days between the hours of 

10:00 a.m. and 3:00 p.m. Copies of such 

filing also will be available for 

inspection and copying at the principal 

office of the Exchange. All comments 

received will be posted without change; 

the Commission does not edit personal 

identifying information from 

submissions. You should submit only 

information that you wish to make 

available publicly. All submissions 

should refer to File Number SR– 

NYSEArca–2014–110, and should be 

submitted on or before January 7, 2015. 

V. Accelerated Approval of Proposed 

Rule Change, As Modified by 

Amendment No. 1 

As discussed above, the Exchange 

submitted Amendment No. 1 to provide 

further justification as to why the 

Exchange believes the proposed rule 

change is consistent with the Act. The 

Exchange states in Amendment No. 1, 

among other things, that to the extent a 

Clearing Member might reasonably 

require a User to provide access to its 

risk settings as a prerequisite to 

continuing to clear trades on the User’s 

behalf, the Exchange’s proposal to share 

those risk settings directly reduces the 

administrative burden on Users and 

ensures that Clearing Members are 

receiving information that is up-to-date 

and conforms to the settings active in 

Exchange systems. The Exchange 

further notes in Amendment No. 1 that 

any User may become a Clearing 

Member, which would enable that User 

to avoid sharing risk settings with any 

third party. The Commission believes 

that Amendment No. 1 does not 

materially affect the substance of the 

proposed rule change or raise any novel 

or unique regulatory issues. 

Accordingly, the Commission finds 

good cause, pursuant to Section 19(b)(2) 

of the Act,26 for approving the proposed 

rule change, as modified by Amendment 

No. 1, on an accelerated basis. 

VI. Conclusion 

It is therefore ordered, pursuant to 

Section 19(b)(2) of the Act,27 that the 

proposed rule change (SR–NYSEArca– 

2014–110), as modified by Amendment 

No. 1 thereto, be, and it hereby is, 

approved on an accelerated basis. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.28

Kevin M. O’Neill, 

Deputy Secretary. 

[FR Doc. 2014–29496 Filed 12–16–14; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–73817; File No. SR– 

NYSEMKT–2014–81] 

Self-Regulatory Organizations; NYSE 

MKT LLC; Notice of Filing of 

Amendment No. 1 and Order Granting 

Accelerated Approval of a Proposed 

Rule Change, as Modified by 

Amendment No. 1 Thereto, Amending 

Rule 902.1NY To Authorize the 

Exchange To Share Any UserDesignated Risk Settings in Exchange 

Systems with the Clearing Member that 

Clears Transactions on Behalf of the 

User 

December 11, 2014. 

I. Introduction 

On September 19, 2014, NYSE MKT 

LLC, (‘‘NYSE MKT’’ 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 Rule 902.1NY to 

authorize the Exchange to share any 

User-designated risk settings in 

Exchange systems with the Clearing 

Member 3 that clears transactions on 

behalf of the User.4 The proposed rule 

change was published for comment in 

the Federal Register on October 7, 

2014.5 On November 19, 2014, the 

Exchange submitted Amendment No. 1 

to the proposed rule change.6 On 

November 21, 2014, pursuant to Section 

19(b)(2) of the Exchange Act,7 the 

Commission designated a longer period 

within which to approve the proposed 

rule change, disapprove the proposed 

rule change, or institute proceedings to 

determine whether to disapprove the 

proposed rule change.8 The Commission 

received one comment on the proposal.9

The Commission is publishing this 

notice to solicit comments from 

interested persons on Amendment No. 1 

to the proposed rule change and is 

approving the proposed rule change, as 

modified by Amendment No. 1 thereto, 

on an accelerated basis. 

II. Description of the Proposal 

The Exchange proposes to amend 

Exchange Rule 902.1NY (Admission to 

the System) to state that the Exchange 

may share any User-designated risk 

settings in the Exchange’s System 10

with the Clearing Member that clears 

transactions on behalf of the User.11

The Exchange states that while not all 

Users are Clearing Members, all Users 

require a Clearing Member’s consent to 

clear transactions on their behalf in 

order to conduct business on the 

Exchange.12 The Exchange states that 

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75216 Federal Register / Vol. 79, No. 242 / Wednesday, December 17, 2014 / Notices 

13See Notice, supra note 5, at 60554. See also 

NYSE Amex Options ATP Application, Section 8 

(Clearing Letter of Consent), available at: https://

www.nyse.com/publicdocs/nyse/markets/amexoptions/ATP_Application.pdf.. 

14See Notice, supra note 5, at 60554. 

15 Id. According to the Exchange, pursuant to 

Rule 928NY(b)–(d), Users may set certain risk 

control thresholds in the Risk Limitation 

Mechanism, which are designed to mitigate the 

potential risks of multiple executions against a 

User’s trading interest. Id. 

16See id. at n.9. 

17 In approving this proposal, the Commission has 

considered the proposed rule’s impact on 

efficiency, competition, and capital formation. See 

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

18 15 U.S.C. 78f(b)(5). 

19 15 U.S.C. 78f(b)(8). 

20See Notice, supra note 5, at 60554. 

21 Id. See also Amendment No. 1. 

22See Amendment No. 1. 

23See Notice, supra note 5, at 60554. 

24 Id. 

25 Id. 

26See Amendment No. 1. 

each User that transacts through a 

Clearing Member on the Exchange 

executes a Clearing Letter of Consent, 

which codifies the relationship between 

each User and Clearing Member and 

provides the Exchange with notice of 

which Clearing Members have 

relationships with which Users.13 The 

Exchange states that the Clearing 

Member that guarantees the User’s 

transactions on the Exchange has a 

financial interest in understanding the 

risk tolerance of the User, and that the 

proposal would provide the Exchange 

with authority to directly provide 

Clearing Members with information that 

may otherwise be available to such 

Clearing Members by virtue of their 

relationship with the respective Users.14

The Exchange states that the Userdesignated risk settings that the 

Exchange may share with a User’s 

Clearing Member under the proposal are 

set forth in Exchange Rule 928NY (Risk 

Limitation Mechanism).15 The Exchange 

states that it may adopt additional rules 

providing for User-enabled risk settings 

other than those provided in Exchange 

Rule 928NY that could be shared with 

a User’s Clearing Member under the 

proposal, and the Exchange would 

announce these additional risk settings 

via Trader Update.16

III. Discussion and Commission 

Findings 

After careful review, the Commission 

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.17 In particular, the 

Commission finds that the proposed 

rule change is consistent with Section 

6(b)(5) of the Act,18 which requires, 

among other things, that the rules of a 

national securities exchange be 

designed to prevent fraudulent and 

manipulative acts and practices, 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, and 

Section 6(b)(8) of the Act,19 which 

requires that the rules of the exchange 

do not impose any burden on 

competition not necessary or 

appropriate in furtherance of the 

purposes of the Act. 

The proposed rule change will allow 

the Exchange to directly provide a 

User’s designated risk settings to the 

Clearing Member that clears trades on 

behalf of the User. The Exchange states 

that because a Clearing Member that 

executes a Clearing Letter of Consent on 

behalf of a User guarantees all 

transactions of that User, and therefore 

bears the risk associated with those 

transactions, it is appropriate for the 

Clearing Member to have knowledge of 

what risk settings the User may utilize 

within the Exchange’s systems.20 The 

Exchange states that the proposal will 

permit Clearing Members, who have a 

financial interest in the risk settings of 

Users with whom the Clearing Member 

has entered into a Clearing Letter of 

Consent, to better monitor and manage 

the potential risks assumed by Users, 

thereby providing Clearing Members 

with greater control and flexibility over 

setting their own risk tolerance and 

exposure and aiding Clearing Members 

in complying with the Act.21 The 

Exchange further states that, to the 

extent a Clearing Member might 

reasonably require a User to provide 

access to its risk settings as a 

prerequisite to continuing to clear trades 

on the User’s behalf, the Exchange’s 

proposal to share those risk settings 

directly reduces the administrative 

burden on Users and ensures that 

Clearing Members are receiving 

information that is up-to-date and 

conforms to the settings active in 

Exchange systems.22

The Exchange also states that it 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.23 According to the 

Exchange, the proposed rule change is 

not designed to address any competitive 

issues and does not pose an undue 

burden on non-Clearing Members 

because, unlike Clearing Members, nonClearing Members do not guarantee the 

execution of the User transactions on 

the Exchange.24 The Exchange notes 

further that the proposal is structured to 

offer the same enhancement to all 

Clearing Members, regardless of size, 

and would not impose a competitive 

burden on any participant.25 In 

addition, the Exchange states that any 

User that does not wish to share its 

designated risk settings with its Clearing 

Member could avoid sharing such 

settings by becoming a clearing member 

of the Options Clearing Corporation.26

Accordingly, the Commission finds 

that the proposal to allow the Exchange 

to directly provide a User’s designated 

risk settings to the Clearing Member that 

clears trades on behalf of the User, 

guarantees all transactions of that User, 

and therefore bears the risk associated 

with those transactions, is consistent 

with the Act. 

IV. Solicitation of Comments 

Interested persons are invited to 

submit written data, views, and 

arguments concerning the foregoing, 

including whether Amendment No. 1 to 

the proposed rule change is consistent 

with the Act. Comments may be 

submitted by any of the following 

methods: 

Electronic Comments 

• Use the Commission’s Internet 

comment form (http://www.sec.gov/

rules/sro.shtml); or 

• Send an email to rule-comments@

sec.gov. Please include File Number SR– 

NYSEMKT–2014–81 on the subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Secretary, Securities and Exchange 

Commission, 100 F Street NE., 

Washington, DC 20549–1090. 

All submissions should refer to File 

Number SR–NYSEMKT–2014–81. This 

file number should be included on the 

subject line if email is used. To help the 

Commission process and review your 

comments more efficiently, please use 

only one method. The Commission will 

post all comments on the Commission’s 

Internet Web site (http://www.sec.gov/

rules/sro.shtml). 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 5 U.S.C. 552, will be 

available for Web site viewing and 

printing in the Commission’s Public 

mstockstill on DSK4VPTVN1PROD with NOTICES

Federal Register / Vol. 79, No. 242 / Wednesday, December 17, 2014 / Notices 75217 

27 15 U.S.C. 78s(b)(2). 

28 Id. 

29 17 CFR 200.30–3(a)(12). 1 15 U.S.C. 78s(b)(1). 

2 15 U.S.C. 78a. 

3 17 CFR 240.19b–4. 

Reference Room, 100 F Street NE., 

Washington, DC 20549–1090, on official 

business days between the hours of 

10:00 a.m. and 3:00 p.m. Copies of such 

filing also will be available for 

inspection and copying at the principal 

office of the Exchange. All comments 

received will be posted without change; 

the Commission does not edit personal 

identifying information from 

submissions. You should submit only 

information that you wish to make 

available publicly. All submissions 

should refer to File Number SR– 

NYSEMKT–2014–81, and should be 

submitted on or before January 7, 2015. 

V. Accelerated Approval of Proposed 

Rule Change, As Modified by 

Amendment No. 1 

As discussed above, the Exchange 

submitted Amendment No. 1 to provide 

further justification as to why the 

Exchange believes the proposed rule 

change is consistent with the Act. The 

Exchange states in Amendment No. 1, 

among other things, that to the extent a 

Clearing Member might reasonably 

require a User to provide access to its 

risk settings as a prerequisite to 

continuing to clear trades on the User’s 

behalf, the Exchange’s proposal to share 

those risk settings directly reduces the 

administrative burden on Users and 

ensures that Clearing Members are 

receiving information that is up-to-date 

and conforms to the settings active in 

Exchange systems. The Exchange 

further notes in Amendment No. 1 that 

any User may become a Clearing 

Member, which would enable that User 

to avoid sharing risk settings with any 

third party. The Commission believes 

that Amendment No. 1 does not 

materially affect the substance of the 

proposed rule change or raise any novel 

or unique regulatory issues. 

Accordingly, the Commission finds 

good cause, pursuant to Section 19(b)(2) 

of the Act,27 for approving the proposed 

rule change, as modified by Amendment 

No. 1, on an accelerated basis. 

VI. Conclusion 

It is therefore ordered, pursuant to 

Section 19(b)(2) of the Act,28 that the 

proposed rule change (SR–NYSEMKT– 

2014–81), as modified by Amendment 

No. 1 thereto, be and it hereby is, 

approved on an accelerated basis. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.29

Kevin M. O’Neill, 

Deputy Secretary. 

[FR Doc. 2014–29495 Filed 12–16–14; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–73821; File No. SR–NYSE– 

2014–65] 

Self-Regulatory Organizations; New 

York Stock Exchange LLC; Notice of 

Filing of Proposed Rule Change 

Amending Its Continued Listing 

Requirements in Relation to the Late 

Filing of a Company’s Annual Report 

With the Securities and Exchange 

Commission as set Forth in Section 

802.01E of the Exchange’s Listed 

Company Manual 

December 11, 2014. 

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

Securities Exchange Act of 1934 (the 

‘‘Act’’) 2 and Rule 19b–4 thereunder,3

notice is hereby given that, on December 

4, 2014, New York Stock Exchange LLC 

(‘‘NYSE’’ or the ‘‘Exchange’’) filed with 

the Securities and Exchange 

Commission (the ‘‘Commission’’) the 

proposed rule change as described in 

Items I, II, and III below, which Items 

have been prepared by the selfregulatory 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 Exchange proposes to amend its 

continued listing requirements in 

relation to the late filing of a company’s 

annual report with the Securities and 

Exchange Commission (‘‘SEC’’ or 

‘‘Commission’’) as set forth in Section 

802.01E of the Exchange’s Listed 

Company Manual (the ‘‘Manual’’). The 

text of the proposed rule change is 

available on the Exchange’s Web site at 

www.nyse.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 

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 those statements may be examined at 

the places specified in Item IV below. 

The Exchange has prepared summaries, 

set forth in sections A, B, and C below, 

of the most significant parts of such 

statements. 

A. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

The Exchange proposes to amend its 

continued listing requirements in 

relation to the late filing of a company’s 

annual report with the SEC as set forth 

in Section 802.01E (the ‘‘Late Filer 

Rule’’) of the Manual. As amended, the 

Late Filer Rule will (i) expand the rule 

to impose a maximum period within 

which a company must file a late 

quarterly report on Form 10–Q in order 

to maintain its listing and (ii) clarify the 

Exchange’s treatment of companies 

whose annual or quarterly reports are 

defective at the time of filing or become 

defective at some subsequent date. 

In its current form, the Late Filer Rule 

deems a listed company to be 

delinquent in filing its annual report on 

Forms 10–K, 20–F, 40–F or N–CSR with 

the SEC if it fails to submit the filing by 

the date such report was required to be 

filed by the applicable form, or if a Form 

12b–25 was timely filed with the SEC, 

the extended filing due date for the 

annual report. During the six-month 

period from the date of such 

delinquency, the Exchange monitors the 

company and the status of the 

delinquent annual report, including 

through contact with the company, until 

the filing delinquency is cured. If the 

company fails to cure such delinquency 

within the initial six-month period, the 

Exchange may, in its sole discretion, 

allow the company’s securities to be 

traded for up to an additional six-month 

period depending on the company’s 

specific circumstances. If the Exchange 

determines that an additional trading 

period of up to six months is not 

appropriate, suspension and delisting 

procedures are commenced in 

accordance with the procedures set out 

in Section 804.00 of the Listed Company 

Manual. 

A company is not currently subject to 

the compliance periods set forth in the 

Late Filer Rule in connection with a 

failure to timely file a quarterly report 

mstockstill on DSK4VPTVN1PROD with NOTICES