[Federal Register Volume 67, Number 20 (Wednesday, January 30, 2002)]
[Notices]
[Pages 4485-4486]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 02-2215]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-45332; File No. SR-NYSE-2002-05]


Self-Regulatory Organizations; Notice of Filing and Immediate 
Effectiveness of Proposed Rule Change by the New York Stock Exchange, 
Inc. To Amend NYSE Rule 440H To Conform the Rule With Recent Amendments 
to Section 31 of the Securities Exchange Act of 1934

January 24, 2002.
    Pursuant to section 19(b)(1) of the Securities Exchange Act of 1934 
(``Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby given that 
on January 9, 2002, the New York Stock Exchange, Inc. (``NYSE'' or 
``Exchange'') filed with the Securities and Exchange Commission 
(``Commission'') or ``SEC'') the proposed rule change as described in 
Items I, II and III below, which Items have been prepared by the 
Exchange. The Exchange filed the proposal pursuant to section 
19(b)(3)(A) of the Act,\3\ and Rule 19b-4(f)(6) thereunder,\4\ which 
renders the proposal effective upon filing with the Commission.\5\ 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.
    \3\ 15 U.S.C. 78s(b)(3)(A).
    \4\ 17 CFR 240.19b-4(f)(6).
    \5\ The NYSE asked the Commission to waive the 30-day operative 
delay. See Rule 19b-4(f)(6)(iii). 17 CFR 240.19b-4(f)(6)(iii).
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I. Self-Regulatory Organization's Statement of the Terms of 
Substance of the Proposed Rule Change

    The Exchange proposes to amend NYSE Rule 440H, Transaction Fees, to 
conform it to Congress' recent amendment of section 31 of the Act.\6\ 
The text of the proposed rule change is available at the NYSE and at 
the Commission.
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    \6\ 15 U.S.C. 78ee.
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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 NYSE included statements 
concerning the purpose of and basis for its proposal and discussed any 
comments it received regarding the proposal. 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
    Until recently, section 31 of the Act \7\ has required the 
remittance of a fee to the SEC of 1/300 of one percent of the aggregate 
dollar amount of the sales of securities. Excluded from this 
requirement is the sale of any bonds, debentures, or other evidences of 
indebtedness and any sale or class of sales of securities that the SEC 
may, by rule, exempt from the imposition of this fee.
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    \7\ Id.
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    Congress recently passed the ``Investor and Capital Markets Relief 
Act'' (``ICMRA''), which amends section 31 of the Act. The ICMRA 
reduces the fee to $15 per $1 million of the aggregate dollar amount of 
the sale of securities, effective as of December 28, 2001. The ICMRA 
provides that the SEC will, twice yearly, determine the amount of any 
future changes in the fee.
    The Exchange proposes to amend NYSE Rule 440H to conform references 
to the fee amounts to Congress' amendments to section 31 of the Act.\8\
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    \8\ Id.
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2. Statutory Basis
    The Exchange believes that the proposed rule is consistent with the 
provisions of section 6(b)(5) of the Act \9\ that require an Exchange 
to have rules that are designed to promote just and equitable 
principles of trade, 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.
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    \9\ 15 U.S.C. 78f(b)(5).
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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

[[Page 4486]]

any burden on competition that is not necessary or appropriate in 
furtherance of the purposes of the Act.

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

    The Exchange has neither solicited nor received written comments on 
the proposed rule change.

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

    Because the foregoing proposed rule change does not:
    (i) Significantly affect the protection of investors or the public 
interest;
    (ii) impose any significant burden on competition; and
    (iii) become operative for 30 days from the date on which it was 
filed, or such shorter time as the Commission may designate, it has 
become effective pursuant to section 19(b)(3)(A) of the Act \10\ and 
Rule 19b-4(f)(6) thereunder.\11\ At any time within 60 days of the 
filing of the 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.
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    \10\ 15 U.S.C. 78s(b)(3)(A).
    \11\ 17 CFR 240.19b-4(f)(6).
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    The NYSE has requested that the Commission waive the 30-day 
operative delay. The Commission finds good cause to waive both the 5-
day pre-filing notice requirement and the 30-day operative delay, 
because such designation is consistent with the protection of investors 
and the public interest. Acceleration of the operative date will allow 
the NYSE to immediately conform NYSE Rule 440H to section 31 of the 
Act. For these reasons, the Commission finds good cause to waive both 
the 5-day pre-filing requirement and the 30-day operative delay.\12\
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    \12\ For purposes only of accelerating the operative date of 
this proposal, the Commission has considered the proposed rule's 
impact on efficiency, competition, and capital formation. 15 U.S.C. 
78c(f).
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IV. Solicitation of Comments

    Interested persons are invited to submit written data, views, and 
arguments concerning the foregoing, including whether the proposal 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 
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 NYSE. All 
submissions should refer to file number SR-NYSE-2002-05 and should be 
submitted by February 20, 2002.

    For the Commission, by the Division of Market Regulation, 
pursuant to delegated authority.\13\
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    \13\ 17 CFR 200.30-3(a)(12).
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J. Lynn Taylor,
Assistant Secretary.
[FR Doc. 02-2215 Filed 1-29-02; 8:45 am]
BILLING CODE 8010-01-M