34602 Federal Register / Vol. 74, No. 135 / Thursday, July 16, 2009 / Notices 

scheduling of meeting items. For further 

information and to ascertain what, if 

any, matters have been added, deleted 

or postponed, please contact the Office 

of the Secretary at (202) 551–5400. 

Dated: July 14, 2009. 

Elizabeth M. Murphy, 

Secretary. 

[FR Doc. E9–17091 Filed 7–14–09; 4:15 pm] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

Sunshine Act Meetings 

Notice is hereby given, pursuant to 

the provisions of the Government in the 

Sunshine Act, Public Law 94–409, that 

the Securities and Exchange 

Commission will hold Closed Meetings 

on Monday, July 20, 2009 at 3 p.m. and 

on Tuesday, July 21, 2009 at 2 p.m. 

Commissioners, Counsel to the 

Commissioners, the Secretary to the 

Commission, and recording secretaries 

will attend the Closed Meetings. Certain 

staff members who have an interest in 

the matters also may be present. 

The General Counsel of the 

Commission, or his designee, has 

certified that, in his opinion, one or 

more of the exemptions set forth in 5 

U.S.C. 552b(c)(10) and 17 CFR 

200.402(a)(10), permit consideration of 

the scheduled matters at the Closed 

Meetings. 

Commissioner Casey, as duty officer, 

voted to consider the items listed for the 

Closed Meetings in a closed session. 

The subject matter of the Closed 

Meetings scheduled for Monday, July 

20, 2009 and Tuesday, July 21, 2009 

will be: Post-argument discussions. 

At times, changes in Commission 

priorities require alterations in the 

scheduling of meeting items. 

For further information and to 

ascertain what, if any, matters have been 

added, deleted or postponed, please 

contact: 

The Office of the Secretary at (202) 

551–5400. 

Dated: July 13, 2009. 

Elizabeth M. Murphy, 

Secretary. 

[FR Doc. E9–17001 Filed 7–15–09; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

Sunshine Act Meetings 

Notice is hereby given, pursuant to 

the provisions of the Government in the 

Sunshine Act, Public Law 94–409, that 

the Securities and Exchange 

Commission will hold Open Meetings 

on Monday, July 20, 2009 at 2 p.m. and 

Tuesday, July 21, 2009 at 10 a.m., in the 

Auditorium, Room L–002. 

The subject matter of the July 20, 2009 

Open Meeting will be: 

The Commission will hear oral 

argument in an appeal by Joseph John 

VanCook from the decision of an 

administrative law judge. The law judge 

found that VanCook, a registered 

representative formerly associated with 

Pritchard Capital Partners, LLC, 

willfully violated Section 10(b) of the 

Securities Exchange Act of 1934 and 

Exchange Act Rule 10b-5 by 

orchestrating a fraudulent scheme 

involving material misrepresentations to 

permit his clients to ‘‘late trade’’ shares 

of certain registered investment 

companies. The law judge also found 

that VanCook aided and abetted and 

willfully caused Pritchard Capital’s 

clearing broker to violate Rule 22c–1 of 

the Investment Company Act of 1940. 

The law judge further found that 

VanCook aided and abetted and 

willfully caused Pritchard Capital to 

violate Exchange Act Section 17(a)(1) 

and Exchange Act Rule 17a–3(a)(6) for 

failing to make and keep current certain 

books and records. For these violations, 

the law judge barred VanCook from 

association with any broker or dealer or 

investment company, imposed a ceaseand-desist order against him, ordered 

disgorgement of $538,565.70, plus 

prejudgment interest, and assessed a 

$100,000 third-tier civil money penalty. 

Among the issues likely to be argued 

are whether VanCook’s conduct was 

fraudulent, whether he aided and 

abetted and/or caused a violation of 

Rule 22c–1, whether he aided and 

abetted and/or caused his firm to fail to 

make and keep accurate books and 

records, and, if so, whether and to what 

extent sanctions should be imposed on 

him. 

The subject matter of the July 21, 2009 

Open Meeting will be: 

The Commission will hear oral 

argument in an appeal by the Division 

of Enforcement from the decision of an 

administrative law judge in a 

proceeding brought pursuant to 

Commission Rule of Practice 102(e). The 

law judge found that the conduct of 

Kevin Hall, CPA and Rosemary Meyer, 

CPA, in connection with the fiscal year 

(‘‘FY’’) 1999 audit of the financial 

statements of U.S. Foodservice, Inc. 

(‘‘USF’’) and the interim review of 

USF’s second quarter FY 2000 financial 

statements, was not improper under the 

Rule. 

Among the issues likely to be argued 

are whether Hall and Meyer failed to 

exercise due professional care in the 

planning and performance of the audit, 

failed to obtain sufficient competent 

evidential matter to afford a reasonable 

basis for an opinion regarding the 

financial statements under audit, and 

failed to act in accordance with 

professional standards in connection 

with the interim review. The parties 

may also address whether and to what 

extent Hall and Meyer should be 

sanctioned if they are found to have 

engaged in improper professional 

conduct. 

The Commission also will hear oral 

argument in an appeal by Gregory O. 

Trautman from the decision of an 

administrative law judge. The law judge 

found that Trautman, co-founder, 

president, and chief executive officer of 

Trautman Wasserman & Company, 

willfully violated Section 17(a) of the 

Securities Act of 1933, Section 10(b) of 

the Securities Exchange Act of 1934 and 

Exchange Act Rule 10b–5 by engaging in 

a scheme to defraud mutual funds and 

their shareholders through late trading 

and deceptive market timing. The law 

judge also found that Trautman 

willfully aided and abetted, and was a 

cause of, Trautman Wasserman & 

Company’s violations of Exchange Act 

Section 15(c) and Exchange Act Rule 

10b–3, and willfully aided and abetted, 

and was a cause of, Trautman 

Wasserman & Company’s clearing firm’s 

violations of Rule 22c–1 of the 

Investment Company Act of 1940. For 

these violations, the law judge barred 

Trautman from association with any 

broker or dealer, prohibited him from 

serving or acting in various capacities 

with respect to a registered investment 

company, imposed a cease-and-desist 

order, ordered disgorgement of 

$1,373,799.75, plus prejudgment 

interest, and assessed a $500,000 thirdtier civil money penalty. 

Among the issues likely to be argued 

are whether Trautman’s conduct was 

fraudulent, whether he aided and 

abetted and/or caused a violation of 

Investment Company Act Rule 22c–1, 

whether he aided and abetted and/or 

caused his firm’s violations, and, if so, 

whether and to what extent sanctions 

should be imposed on him. 

At times, changes in Commission 

priorities require alterations in the 

scheduling of meeting items. 

For further information and to 

ascertain what, if any, matters have been 

added, deleted or postponed, please 

contact: 

The Office of the Secretary at (202) 

551–5400. 


erowe on DSK5CLS3C1PROD with NOTICES
Federal Register / Vol. 74, No. 135 / Thursday, July 16, 2009 / Notices 34603 

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

2 17 CFR 240.19b–4. 

3The Commission notes that the suspension 

period under this filing commenced at the time that 

the proposed rule change was filed on July 2, 2009 

and will continue through July 31, 2009. 

4See Securities Exchange Act Release No. 59854 

(May 1, 2009), 74 FR 21730 (May 8, 2009) 

(NYSEArca–2009–29). 

5See, e.g., Securities Exchange Act Release No. 

58588 (September 18, 2008), 73 FR 55174 

(September 24, 2008) (‘‘The Commission is aware 

of the continued potential of sudden and excessive 

fluctuations of securities prices and disruption in 

the functioning of the securities markets that could 

threaten fair and orderly markets. Given the 

importance of confidence in our financial markets 

as a whole, we have also become concerned about 

sudden and unexplained declines in the prices of 

securities. Such price declines can give rise to 

questions about the underlying financial condition 

of an issuer, which in turn can create a crisis of 

confidence without a fundamental underlying basis. 

This crisis of confidence can impair the liquidity 

and ultimate viability of an issuer, with potentially 

broad market consequences.’’). 

6The NYSE has filed an immediately effective 

rule filing extending its suspension of its dollar 

stock price continued listing standard through July 

31, 2009 (the ‘‘NYSE Amendment’’). See SR–NYSE– 

2009–64 (filed July 2, 2009). 

7One NYSE Arca listed company was below 

compliance with the dollar stock price continued 

listing standard at the time of commencement of the 

suspension. This company has since regained 

compliance. 

8A company would continue to be subject to 

delisting for failure to comply with other listing 

requirements. 

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

10 15 U.S.C. 78f(b)(5). 

Dated: July 13, 2009. 

Elizabeth M. Murphy, 

Secretary. 

[FR Doc. E9–17000 Filed 7–15–09; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–60272; File No. SR– 

NYSEArca–2009–64] 

Self-Regulatory Organizations; Notice 

of Filing and Immediate Effectiveness 

of Proposed Rule Change by NYSE 

Arca, Inc. That Extends the 

Suspension of NYSE Arca’s Stock 

Price Continued Listing Standard to 

July 31, 2009 

July 9, 2009. 

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

Securities Exchange Act of 1934 

(‘‘Exchange Act’’),1 and Rule 19b–4 

thereunder,2 notice is hereby given that 

on July 2, 2009, NYSE Arca, Inc. 

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

with the Securities and Exchange 

Commission (‘‘Commission’’) the 

proposed rule change as described in 

Items I and II below, which Items have 

been prepared by the Exchange. 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, through Its wholly 

owned subsidiary NYSE Arca Equities, 

Inc. (‘‘NYSE Arca Equities’’), proposes 

to amend its rules governing NYSE 

Arca, LLC (also referred to as the ‘‘NYSE 

Arca Marketplace’’) by extending 

through July 31, 2009, the suspension of 

the application of its price criteria for 

capital and common stock set forth in 

NYSE Arca Equities Rule 5.5(b)(2).3 The 

text of the proposed rule change is 

available at the Exchange, the 

Commission’s Public Reference Room, 

and http://www.nyse.com. 

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 Exchange 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 

From mid-2008 through the first 

quarter of 2009, the U.S. and global 

equities markets experienced extreme 

volatility and a precipitous decline in 

trading prices of many securities. In 

response to these conditions, the 

Exchange suspended through June 30, 

2009, application of the $1.00 price 

requirement for capital and common 

stock set forth in NYSE Arca Equities 

Rule 5.5(b)(2).4 A listed company falls 

below compliance with NYSE Arca 

Equities Rule 5.5(b)(2) if the average 

closing price of its stock falls below 

$1.00 over a consecutive 30 trading-day 

period (the Exchange’s ‘‘dollar price 

continued listing standard’’). This 

suspension provided temporary relief to 

companies in response to the extreme 

volatility and a precipitous decline in 

trading prices of many securities 

experienced in the U.S. and global 

equities markets, which the Commission 

had acknowledged constituted a threat 

to the fair and orderly functioning of the 

securities markets and could lead to a 

crisis of confidence among investors 

regarding the viability of companies 

whose stock prices have declined 

significantly.5 The Exchange now 

proposes to extend its suspension of the 

dollar stock price continued listing 

standard through July 31, 2009.6

Under the proposed extended 

suspension of the Exchange’s dollar 

stock price continued listing standard, 

companies will not be notified of new 

events of noncompliance with that 

standard during the suspension period.7

Following the temporary rule 

suspension, any new events of 

noncompliance with the Exchange’s 

dollar price continued listing standard 

will be determined based on a 

consecutive 30 trading-day period 

commencing on August 1, 2009. 

The proposed extended suspension of 

the Exchange’s dollar price continued 

listing standard will enable companies 

to remain listed in the current difficult 

market conditions with the prospect of 

a future recovery in their stock prices, 

potentially enabling them to comply 

with the applicable listing requirements 

upon the standard’s reinstatement.8

During the period between now and July 

31, 2009, the Exchange will consider 

whether it is appropriate to propose 

further revisions to these requirements. 

2. Statutory Basis 

The Exchange believes that the 

proposed rule change is consistent with 

Section 6(b) 9 of the Act, in general, and 

furthers the objectives of Section 6(b)(5) 

of the Act 10 in particular 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 

proposed rule change is designed to 

remove uncertainty regarding the ability 

of certain companies to remain listed on 

NYSE Arca during the current highly 

unusual market conditions, thereby 

protecting investors, facilitating 

transactions in securities, and removing 

an impediment to a free and open 

market. 

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 


erowe on DSK5CLS3C1PROD with NOTICES