[Federal Register Volume 59, Number 18 (Thursday, January 27, 1994)]
[Unknown Section]
[Page 0]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 94-1675]


[[Page Unknown]]

[Federal Register: January 27, 1994]


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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-33487; File No. SR-PTC-93-07]

 

Self-Regulatory Organizations; Notice of Filing and Immediate 
Effectiveness of Proposed Rule Change by Participants Trust Company 
Relating to the Declaration of a Dividend Payable on January 20, 1994, 
to Stockholders of Record as of December 31, 1993

January 18, 1994.
    Pursuant to section 19(b)(1) of the Securities Exchange Act of 1934 
(``Act''),\1\ notice is hereby given that on December 27, 1993, the 
Participants Trust Company (``PTC'') 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 prepared 
by the self-regulatory organization. The Commission is publishing this 
notice to solicit comments on the proposed rule change from interested 
persons.
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    \1\15 U.S.C. 78s(b)(1) (1988).
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I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    PTC is declaring a dividend payable on January 20, 1994, to 
stockholders of record as of December 31, 1993.

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 the 
Statutory Basis for, the Proposed Rule Change

    The purpose of the proposed rule change is to report the 
declaration of a dividend payable on January 20, 1994, to PTC's 
stockholders of record as of December 31, 1993.
    By letter dated March 27, 1989, from the Board of Governors of the 
Federal Reserve System (``Board of Governors''), PTC was prohibited 
from paying dividends to its stockholders. By letter dated June 9, 
1992, from the Board of Governors, PTC was relieved of the restriction 
on the payment of dividends on the understanding that dividends, if 
declared, would be declared periodically by PTC's Board of Directors 
and paid at a rate not to exceed the 90-day United States Treasury bill 
rate in effect at the time the dividend is declared. By order dated 
January 15, 1993,\2\ the Commission approved PTC's practice of paying 
such dividends out of net profits subject to the limitations imposed by 
the Board of Governors and subject to the further requirements that (i) 
prior to using excess income from invested principal and interest 
(``P&I'') to pay a dividend, PTC's Board of Directors be advised of any 
amount related to the investment of P&I which has not been rebated and 
is part of the net profits used to declare the dividend, and 
affirmatively approve the application of such excess P&I income for the 
dividend, and (ii) PTC file a proposed rule change pursuant to Section 
19(b)(3)(A) of the Act each time it declares a dividend. PTC paid its 
first dividend on January 18, 1993, in the amount of $.52 per share, to 
stockholders of record as of the close of business on December 31, 
1992.
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    \2\Securities Exchange Act Release No. 31746 (January 27, 1993), 
58 FR 6319.
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    At its meeting of December 21, 1993, PTC's Board of Directors 
declared a dividend in the amount of $.525 per share, payable on 
January 20, 1994, to stockholders of record as of the close of business 
on December 31, 1993. This dividend rate does not exceed the 90-day 
United States Treasury bill rate in effect on December 21, 1993 (3.11%, 
as published in The Wall Street Journal on December 21, 1993). The 
dividend does not include any excess income attributable to investments 
of P&I as all such P&I related income with respect to fiscal year ended 
December 31, 1993 will be rebated to participants, pro rata, based on 
the amount of P&I disbursements to each participant.
    The issuance of a dividend under these circumstances advances the 
requirements of fair representation of shareholders and participants 
under Section 17A(b)(3)(C) of the Act in that it provides an incentive 
for participants to invest in PTC shares, and is also consistent with 
Section 17A(b)(3)(D) of the Act in that it provides for the equitable 
allocation of reasonable fees and other charges among participants.

B. Self-Regulatory Organization's Statement on Burden on Competition

    PTC does not believe that the proposed rule change imposes any 
burden on competition.

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

    PTC has not solicited, and does not intend to solicit, comments on 
this proposed rule change. PTC has not received any unsolicited written 
comments from Participants or other interested parties.

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

    The foregoing rule change has become effective pursuant to section 
19(b)(3)(A) of the Act and subparagraph (e) of Rule 19b-4 thereunder 
because it constitutes a stated practice with respect to the 
administration of an existing rule of PTC. At any time within 60 days 
of the filing of such proposed rule change, the Commission may 
summarily abrogate such rule change if it appears to the Commission 
that such action is necessary or appropriate in the public interest, 
for the protection of investors, or otherwise in furtherance of the 
purposes of the Act.

IV. Solicitation of Comments

    Interested parties 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 5 U.S.C. 552, will be available for inspection and copying in 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 PTC. All submissions 
should refer to file number SR-PTC-93-07 and should be submitted by 
February 17, 1994.

    For the Commission, by the Division of Market Regulation, 
pursuant to delegated authority.
Margaret H. McFarland,
Deputy Secretary.
[FR Doc. 94-1675 Filed 1-26-94; 8:45 am]
BILLING CODE 8010-01-M