[Federal Register Volume 74, Number 118 (Monday, June 22, 2009)]
[Notices]
[Pages 29526-29527]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: E9-14593]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-60121, File No. SR-MSRB-2009-05]
Self-Regulatory Organizations; Municipal Securities Rulemaking
Board; Order Granting Approval of Proposed Rule Change Relating to the
Subscription Service for Continuing Disclosure Documents Through the
Electronic Municipal Market Access System (EMMA[supreg])
June 16, 2009.
On April 22, 2009, the Municipal Securities Rulemaking Board
(``MSRB''), filed with the Securities and Exchange Commission
(``Commission''), pursuant to Section 19(b)(1) of the Securities
Exchange Act of 1934 (``Act''),\1\ and Rule 19b-4 thereunder,\2\ a
proposed rule change to establish a real-time subscription to the
document collection of the continuing disclosure service of the MSRB's
Electronic Municipal Market Access system (``EMMA''). The proposed rule
change was published for comment in the Federal Register on May 13,
2009.\3\ The Commission received no comment letters about the proposal.
This order approves the proposed rule change.
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\1\ 15 U.S.C. 78s(b)(1).
\2\ 17 CFR 240.19b-4.
\3\ See Securities Exchange Act Release No. 59881 (May 7, 2009),
74 FR 22615 (May 13, 2009) (``Commission's Notice'').
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The Commission has previously approved the establishment of the
continuing disclosure service of EMMA, which will commence operation on
July 1, 2009.\4\ The proposed rule change
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consists of a proposal to establish a real-time subscription to the
continuing disclosure document collection. The real-time data stream
subscription to the EMMA continuing disclosure service to be provided
through a Web service would be made available for an annual fee of
$45,000.\5\ The continuing disclosure subscription service would make
available to subscribers all continuing disclosure documents and
related information provided by submitters through the EMMA submission
process that is posted on the EMMA portal. Such documents and
information would be made available to subscribers simultaneously with
the posting thereof on the EMMA portal.
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\4\ See Securities Exchange Act Release No. 59061 (December 5,
2008), 73 FR 75778 (December 12, 2008) (File No. SR-MSRB-2008-05)
(approving the continuing disclosure service of EMMA with an
effective date of July 1, 2009).
\5\ The proposed subscription price would cover a portion of the
administrative, technical and operating costs of the EMMA continuing
disclosure subscription service but would not cover all costs of
such subscription service or of the EMMA continuing disclosure
service. The MSRB has proposed establishing the subscription price
at a fair and reasonable level consistent with the MSRB's objective
that subscriptions be made available on terms that promote the broad
dissemination of documents and data throughout the marketplace.
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The MSRB would make the continuing disclosure subscription service
available on an equal and non-discriminatory basis. In addition, the
MSRB would not impose any limitations on or additional charges for
redistribution of such documents by subscribers to their customers,
clients or other end-users. Subscribers would be subject to all of the
terms of the subscription agreement to be entered into between the MSRB
and each subscriber, including proprietary rights of third parties in
information provided by such third parties that is made available
through the subscription. The MSRB would not be responsible for the
content of the information or documents submitted by submitters
distributed to subscribers through the continuing disclosure
subscription service. The MSRB has requested approval of the proposed
rule change on or prior to July 1, 2009. A full description of the
proposal is contained in the Commission's Notice.
The Commission has carefully considered the proposed rule change
and finds that the proposed rule change is consistent with the
requirements of the Act and the rules and regulations thereunder
applicable to the MSRB \6\ and, in particular, the requirements of
Section 15B(b)(2)(C) of the Act \7\ and the rules and regulations
thereunder. Section 15B(b)(2)(C) of the Act requires, among other
things, that the MSRB's rules be designed to prevent fraudulent and
manipulative acts and practices, to promote just and equitable
principles of trade, to foster cooperation and coordination with
persons engaged in regulating, clearing, settling, processing
information with respect to, and facilitating transactions in municipal
securities, to remove impediments to and perfect the mechanism of a
free and open market in municipal securities, and, in general, to
protect investors and the public interest.\8\ In particular, the
Commission finds that the EMMA continuing disclosure subscription
service would serve as a mechanism by which the MSRB works toward
removing impediments to and helping to perfect the mechanisms of a free
and open market in municipal securities. The subscription service would
make the indexed comprehensive collection of continuing disclosure
documents of the EMMA continuing disclosure service available to
marketplace participants for re-dissemination and for use in creating
value-added products and services. Such re-dissemination and third-
party use would provide market participants, including investors and
the general public, additional avenues for obtaining these key
disclosures and would make additional tools available in making well-
informed investment decisions. Broad access to continuing disclosure
documents through the subscription service, in addition to the public
access available through the EMMA Web portal, should further assist in
preventing fraudulent and manipulative acts and practices by improving
the opportunity for public investors to access material information
about issuers, their securities and the prices at which such securities
trade.
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\6\ In approving this proposed rule change, the Commission notes
that it has considered the proposed rule's impact on efficiency,
competition and capital formation. 15 U.S.C. 78c(f).
\7\ 15 U.S.C. 78o-4(b)(2)(C).
\8\ Id.
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Furthermore, broader re-dissemination and third-party use of
continuing disclosure documents should promote a more fair and
efficient municipal securities market in which transactions are
effected on the basis of material information available to all parties
to such transactions, which should allow for fairer pricing of
transactions based on a more complete understanding of the terms of the
securities (including any changes thereto), changes in circumstances of
issuers and obligated persons, and the potential investment risks
arising therefrom.
It is therefore ordered, pursuant to Section 19(b)(2) of the
Act,\9\ that the proposed rule change (SR-MSRB-2009-05), be, and it
hereby is, approved.
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\9\ 15 U.S.C. 78s(b)(2).
\10\ 17 CFR 200.30-3(a)(12).
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\10\
Florence E. Harmon,
Deputy Secretary.
[FR Doc. E9-14593 Filed 6-19-09; 8:45 am]
BILLING CODE 8010-01-P