[Federal Register Volume 66, Number 148 (Wednesday, August 1, 2001)]
[Notices]
[Pages 39806-39808]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 01-19126]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-44589; File No. SR-Amex-2001-36]


Self-Regulatory Organizations; Notice of Filing of Proposed Rule 
Change by the American Stock Exchange LLC Relating to Hearing Fees for 
Issuer Requests for Review of Initial Listing and Delisting Decisions

July 26, 2001.
    Pursuant to section 19(b)(1) of the Securities Exchange Act of 1934 
(``Act''),\1\ and Rule 19b-4 \2\ thereunder, notice is hereby given 
that on June 1, 2001, the American Stock Exchange LLC (``Amex'' 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 
Exchange. 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).
    \2\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of 
Substance of the Proposed Rule Change

    The Amex proposes to amend sections 1010(c), 1203(a), and 1204(c) 
of the Amex Company Guide to impose hearing fees on issuers in 
connection with issuer requests for review of Exchange initial listing 
or delisting decisions.
    Below is the text of the proposed rule change. Proposed new 
language is italicized.

* * * * *

Amex Company Guide

Section 1010. Delisting Procedures

    (a) No change
    (b) No change
    (c) If, within five days after receiving such written notice, 
the company informs the Exchange in writing that it wishes to appeal 
the decision of the Exchange and requests an opportunity for a 
hearing, the Exchange will give the company at least ten days' prior 
written notice of the time and place at which a hearing shall be 
held. A company requesting an opportunity for a hearing must submit 
a hearing fee of $2,500 to the American Stock Exchange LLC in the 
form and manner prescribed by the Exchange to cover the cost of the 
hearing. A company will be deemed to have waived the opportunity for 
a hearing, and a hearing will not be scheduled, if the hearing fee 
has not been submitted to the Exchange within five days after the 
company receives the written notice referred to in section 1010(b) 
above.
    (d) through (h) No change.

Section 1203. Request for Hearing

    (a) An applicant may, within seven calendar days of the date of 
the Staff Determination, request either a written or oral hearing to 
review the staff Determination. Requests for hearings should be 
filed with the Nasdaq-Amex Office of Listing Qualifications Hearings 
(the ``Hearings Department''). An applicant must submit a hearing 
fee to the American Stock Exchange LLC, to cover the cost of holding 
the hearing, as follows: (1) where consideration is on the basis of 
a written submission from the issuer, $1,500, or (2) where 
consideration is on the basis of an oral hearing, whether in person 
or by telephone, $2,500. The applicant will be deemed to have waived 
the opportunity to request a hearing, and a hearing will not be 
scheduled, unless the applicant has submitted such hearing fee, in 
the form and manner prescribed by the Exchange, no later than seven 
calendar days of the date of the Staff Determination.
    All hearings will be held before a Subcommittee of the Committee 
on Securities as described in section 1204. All hearings will be 
scheduled, to the extent practicable, within 45 days of the date 
that the request for hearing is filed, at a location determined by 
the Hearings Department. The Hearings Department will make an 
acknowledgement of the applicant's hearing request stating the date, 
time, and location of the hearing, and the deadline for written 
submissions to the Committee on Securities. The applicant will be 
provided at least 10 calendar days notice of the hearing unless the 
applicant waives such notice.
    (b) No change

Section 1204. The Committee on Securities

    (a) No change
    (b) No change
    (c) After the Hearing, the Subcommittee will issue a written 
decision (the ``Subcommittee Decision'') describing the specific 
grounds for the determination and identifying the quantitative 
guideline or qualitative consideration set forth in Part 1 that the 
applicant has failed to satisfy. The Subcommittee Decisions will be 
promptly provided to the applicant and is effective immediately 
unless it specifies to the contrary. The Subcommittee Decision will 
provide notice that the applicant may request review of the 
Subcommittee Decision by the Adjudicatory Council within 15 calendar 
days of the date of the Subcommittee Decision and that the 
Subcommittee Decision may be called for review by the Adjudicatory 
Council within 45 calendar days from the date of the Subcommittee 
Decision pursuant to Section 1205. If the applicant requests review 
of the Subcommittee Decision, the applicant must submit a fee of 
$2,500 to the American Stock Exchange LLC to cover the cost of the 
review by the Adjudicatory Council. The applicant will be deemed to 
have waived the opportunity for review, and a review will not be 
commenced, unless the applicant has submitted the fee, in the form 
and manner prescribed by the Exchange, within 15 calendar days of 
the date of the Subcommittee Decision.
* * * * *

[[Page 39807]]

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 Amex 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 Amex 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
    Sections 1201 to 1211 of the Amex Company Guide set out procedures 
for reviewing determinations that prohibit or limit the initial listing 
of an applicant's securities on the Amex. section 1203(a) of the Amex 
Company Guide permits an applicant, within seven calendar days of the 
staff's determination not to list its securities, to request a written 
or oral hearing before a subcommittee of the Amex Committee on 
Securities (``Subcommittee'') to review the staff's determination. 
Section 1204(c) of the Amex Company Guide provides for an applicant's 
request for review by the Amex Adjudicatory Council of a decision by 
the Subcommittee.
    Section 1010 of the Amex Company Guide sets out procedures that 
apply to Exchange decisions to delist a company's securities from 
listing for other than routine reasons (such as redemptions, 
maturities, etc.). Section 1010(c) of the Amex Company Guide provides 
that the company, within five days after receiving written notice from 
the Exchange of its decision to delist, can request an appeal of the 
Exchange's decision. A hearing on the matter would be held by the 
Committee on Securities, which forwards its recommendation to the Amex 
Adjudicatory Council for a final determination, as authorized by the 
Amex Board of Governors.
    The Exchange does not currently impose a fee on companies 
requesting appeals of either initial listing or delisting decisions. 
The Exchange proposes to impose hearing fees on companies that request 
a hearing following such an Exchange decision to recoup expenses 
incurred by the Exchange in conducting such hearings. The Exchange, 
therefore, proposes to amend section 1203(a) of the Amex Company Guide 
to require a company to submit a hearing fee of $1,500 to the Exchange 
if the company is requesting a hearing before the Subcommittee based 
only on a written submission from the company, or $2,500 if the company 
requests an oral hearing before the Subcommittee. This fee would be 
required to be submitted in the form and manner prescribed by the 
Exchange no later than seven calendar days of the date of the Exchange 
staff's determination not to admit the company listing. Section 1204(c) 
of the Amex Company Guide also is proposed to be amended to provide 
that, if the company requests a review by the Adjudicatory Council of 
the Subcommittee's decision, the company must submit an additional fee 
of $2,500 to the Exchange, in the form and manner prescribed by the 
Exchange within 15 calendar days of the date of the Subcommittee's 
decision, to cover costs associated with conducting the review. The 
time frames applicable to the fee payments are the same as those 
applicable to requests for a hearing for review of the Subcommittee's 
decision. Sections 1203(a) and 1204(c) of the Amex Company Guide are 
proposed to be amended to provide that a company will be deemed to have 
waived the opportunity to request a hearing or the opportunity for 
review, respectively, and no such hearing or review will be scheduled 
or commenced, unless the applicable fee has been submitted within the 
specified time frames.
    In connection with Exchange delisting decisions, section 1010(c) of 
the Amex Company Guide is proposed to be amended to require a company 
to submit a fee of $2,500 to the Exchange, in the form and manner 
prescribed by the Exchange, to cover the cost of the hearing before the 
Committee on Securities and Adjudicatory Council. The Exchange proposes 
that the fee be submitted within five days after receiving written 
notice of the Exchange's determination that the company's security 
should be removed from listing. This is the same as the time frame by 
which the company must submit a written request for an opportunity for 
a hearing. In addition, the Exchange proposes a company will be deemed 
to have waived the opportunity for a hearing under section 1010 of the 
Amex Company guide if the hearing fee has not been submitted to the 
Exchange within five days after the company receives written notice of 
delisting referred to in section 1010(b).
    The Exchange believes that the proposed fees are fair and 
reasonable and will cover a portion of Exchange expenses,\3\ including 
allocation of staff time, incurred by the Exchange Listing 
Qualifications Department and Office of General Counsel in processing 
hearing requests and in conducting such hearings before the Committee 
on Securities (or a Subcommittee thereof) and Adjudicatory Council.
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    \3\ Amex describes the proposed fees as revenue neutral. 
Telephone discussion between Michael Cavalier, Associate General 
Counsel, Amex, and Frank N. Genco, Attorney Advisor, Division of 
Market Regulation, Commission (June 25, 2001).
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2. Statutory Basis
    The Exchange believes that the proposed rule change is consistent 
with section 6(b) of the Act \4\ in general, and furthers the 
objectives of section 6(b)(4) of the Act \5\ in particular because it 
is intended to assure the equitable allocation of reasonable dues, 
fees, and other charges among members, issuers, and other persons.
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    \4\ 15 U.S.C. 78f(b).
    \5\ 15 U.S.C. 78f(b)(4).
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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.

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

    No written comments were either solicited or received.

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 reasons for so finding or (ii) as to 
which the Exchange 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, including whether the proposed rule 
change is consistent with the Act. Persons making written submissions 
should file six copies thereof with the Secretary, Securities and 
Exchange Commission, 450 Fifth Street, NW., Washington, DC 20549-0609. 
Copies of

[[Page 39808]]

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 Room. Copies of such filing will also be available for 
inspection and copying at the principal office of the Amex. All 
submissions should refer to File No. SR-Amex-2001-36 and should be 
submitted by August 22, 2001.

    For the Commission, by the Division of Market Regulation, 
pursuant to delegated authority.\6\
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    \6\ 17 CFR 200.30-3(a)(12).
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Margaret H. McFarland,
Deputy Secretary.
[FR Doc. 01-19126 Filed 7-31-01; 8:45 am]
BILLING CODE 8010-01-M