[Federal Register Volume 61, Number 195 (Monday, October 7, 1996)]
[Notices]
[Page 52483]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 96-25620]


-----------------------------------------------------------------------

SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-37752; File No. SR-MBSCC-96-04]


Self-Regulatory Organizations; MBS Clearing Corporation; Order 
Approving a Proposed Rule Change to Establish Term Limits for the 
Chairman of the Board of Directors

September 30, 1996.
    On June 24, 1996, MBS Learning Corporation; Order Approving a 
Proposed Rule Change to Establish Term Limits for the Chairman of the 
Board of Directors
    On June 24, 1996, MBS Clearing Corporation (``MBSCC'') filed with 
the Securities and Exchange Commission (``Commission'') a proposed rule 
change (File No. SR-MBSCC-96-06) pursuant to Section 19(b)(1) of the 
Securities Exchange Act of 1934 (``Act'') to establish term limits for 
the chairman of MBSCC's Board of Directors.\1\ Notice of the proposal 
was published in the Federal Register On August 14, 1996.\2\ No comment 
letters were received. For the reasons discussed below, the Commission 
is approving the proposed rule change.
---------------------------------------------------------------------------

    \1\ U.S.C. Sec. 78s(b)(1) (1988).
    \2\ Securities Exchange Act Release No. 37541 (August 8, 1996), 
61 FR 42298.
---------------------------------------------------------------------------

I. Description

    The rule change amends Section 5.3 of MBSCC's by-laws, regarding 
the term of office, removal, and vacancies of officers, to limit the 
term of office for the Chairman of the Board to not more than four 
consecutive one-year terms.

II. Discussion

    Section 17A(b)(3)(C) \3\ of the Act requires that the rules of a 
clearing agency be designed to assure a fair representation of its 
shareholders or members and participants in the selection of its 
directors and administration of its affairs. The Commission believes 
that MBSCC's rule change is consistent with MBSCC's obligations under 
the Act because it should create greater diversity in the individuals 
who will serve as MBSCC's Chairman of the Board and thereby should 
promote the fair representation of participants in the administration 
of MBSCC's affairs.
---------------------------------------------------------------------------

    \3\ 15 U.S.C. Sec. 78q-1(b)(3)(C) (1988).
---------------------------------------------------------------------------

III. Conclusion

    On the basis of the foregoing, the Commission finds that the 
proposal is consistent with the requirements of the Act and in 
particular with the requirements of Section 17A of the Act and the 
rules and regulations thereunder.
    It is therefore ordered, pursuant to Section 19(b)(2) of the Act, 
that the proposed rule change (File No. SR-MBSCC-96-04) be, and hereby 
is, approved.

    For the Commission by the Division of Market Regulation, 
pursuant to delegated authority.\4\
---------------------------------------------------------------------------

    \4\ 17 CFR 200.30-3(a)(12) (1996).
---------------------------------------------------------------------------

Margaret H. McFarland,
Deputy Secretary.
[FR Doc. 96-25620 Filed 10-4-96; 8:45 am]
BILLING CODE 8010-01-M