[Federal Register Volume 59, Number 165 (Friday, August 26, 1994)]
[Unknown Section]
[Page 0]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 94-21059]


[[Page Unknown]]

[Federal Register: August 26, 1994]


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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-34567; File No. SR-PHLX-94-36]

 

Self-Regulatory Organizations; Notice of Filing of Proposed Rule 
Change by the Philadelphia Stock Exchange, Inc., Relating to By-Law 
Articles IX and X Respecting the Trustees of the Stock Exchange Fund 
and the Executive Committee

August 19, 1994.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 
(``Act''), 15 U.S.C. 78s(b)(1), notice is hereby given that on July 9, 
1994, the Philadelphia Stock Exchange, Inc. (``PHLX'' or ``Exchange'') 
filed with the Securities and Exchange Commission (``SEC'' or 
``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.

I. Self-Regulatory Organization's Statement of the Terms of 
Substance of the Proposed Rule Change

    Currently, Section 9-1, ``Trustees of Stock Exchange Fund--How 
Appointed'' of Article IX, ``Trustees of Stock Exchange Fund'' of the 
Exchange's By-Laws requires that the trustees of the Stock Exchange 
Fund (``Fund'') include the Chairman of the Exchange's Board of 
Governors, two Vice Chairmen of the Board of Governors and up to five 
other Exchange members, all of whom are appointed by the Exchange's 
Board of Governors and serve for three years or until a successor is 
appointed. The PHLX proposes to amend Section 9-1 to allow two members 
of the Exchange's Board of Governors, rather than two Vice Chairmen, to 
serve as trustees of the Fund and to allow qualified non-members to 
serve as trustees. In addition, the PHLX proposes to amend Section 10-
13, ``Executive Committee,'' of By-Law Article X, ``Standing 
Committees,'' to delete the requirement that the Executive Vice 
President of the Exchange serve on the Exchange's Executive Committee.
    The text of the proposed rule change is available at the Office of 
the Secretary, PHLX, and at the Commission.

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 
Statutory Basis for, the Proposed Rule Change

    The PHLX states that the proposal to amend By-Law Article IX, 
Section 9-1 will give the Exchange's Board of Governors more 
flexibility in choosing trustees of the Fund by eliminating the 
requirement that all trustees be Exchange members or affiliated with 
member organizations. Under the proposal, the Board of Governors will 
be able to choose qualified persons with investment management 
expertise regardless of their status respecting Exchange membership or 
affiliation.
    The proposed amendment will also eliminate the requirement that the 
Exchange's Vice Chairmen serve as Fund trustees, to ease the 
administrative burdens currently imposed upon the Vice Chairmen. The 
proposal retains the Board of Governors' oversight of the trustees by 
continuing to require the Chairman of the Board of Governors to be a 
trustee and by imposing a new requirement that two other members of the 
Board of Governors be trustees.
    The proposed amendment to By-Law Article X, Section 10-13 deletes 
the Executive Vice President of the PHLX from membership on the 
Exchange's Executive Committee. The PHLX states that the Exchange's 
management will continue to be represented on the Executive Committee 
by the Exchange's President and Chief Executive Officer.
    The PHLX believes that the proposal is consistent with section 6 of 
the Act, in general, and, in particular with Section 6(b)(3), in that 
it is designed to assure a fair representation of the Exchange's 
members in the administration of its affairs and to provide that one or 
more Fund trustees may be representatives not associated with a member 
of the Exchange.\1\
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    \1\Telephone conversation between Murray L. Ross, Secretary, 
PHLX, and Yvonne Fraticelli, Attorney, Options Branch, Division of 
Market Regulation, Commission, on July 27, 1994.
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(B) Self-Regulatory Organization's Statement on Burden on Competition

    The PHLX does not believe that the proposed rule change will impose 
any burden on competition.

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

    As a proposed By-Law change, the Exchange solicited comment from 
its membership by Circular 94-79, dated May 19, 1994. Receiving none, 
the Exchange Board of Governors approved the proposal for submission to 
the Commission.

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

    Within 35 days of the date of publication of this notice in the 
Federal Register or within such longer period (i) as the Commission may 
designate up to 90 days of such date if it finds such longer period to 
be appropriate and publishes its reason for so finding or (ii) as to 
which the self-regulatory organization consents, the Commission will:
    (a) by order approve such proposed rule change, or
    (b) institute proceedings to determine whether the proposed rule 
change should be disapproved.

IV. Solicitation of Comments

    Interested persons 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, N.W., 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 at the 
Commission's Public Reference Section, 450 Fifth Street, N.W., 
Washington, DC. Copies of such filing will also be available for 
inspection and copying at the principal office of the above-mentioned 
self-regulatory organization. All submissions should refer to the file 
number in the caption above and should be submitted by September 16, 
1994.

    For the Commission, by the Division of market Regulation, 
pursuant to delegated authority.\2\
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    \2\17 CFR 200.30-3(a)(12) (1993).
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Margaret H. McFarland,
Deputy Secretary.
[FR Doc. 94-21059 Filed 8-25-94; 8:45 am]
BILLING CODE 8010-01-M