[Federal Register Volume 77, Number 48 (Monday, March 12, 2012)]
[Notices]
[Pages 14572-14574]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2012-5906]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-66521; File No. SR-MSRB-2012-03]


Self-Regulatory Organizations; Municipal Securities Rulemaking 
Board; Notice of Filing of Proposed Rule Change Consisting of 
Establishment of a Subscription to Historical Information and Documents 
Submitted to the MSRB's Short-Term Obligation Rate Transparency System

March 6, 2012.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 
(the ``Exchange Act'') \1\ and Rule 19b-4

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thereunder,\2\ notice is hereby given that on February 27, 2012, the 
Municipal Securities Rulemaking Board (``MSRB'') filed with the 
Securities and Exchange Commission (``Commission'') the proposed rule 
change as described in Items I, II, and III below, which Items have 
been prepared by the MSRB. 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 MSRB is hereby filing with the Commission a proposed rule 
change to establish a subscription to historical information and 
documents submitted to the MSRB's Short-Term Obligation Rate 
Transparency System (``SHORT System''). The SHORT System collects and 
disseminates information and documents for municipal Auction Rate 
Securities and municipal Variable Rate Demand Obligations.
    The text of the proposed rule change is available on the MSRB's Web 
site at http://www.msrb.org/Rules-and-Interpretations/SEC-Filings/2012-Filings.aspx, at the MSRB's principal office, and at the Commission's 
Public Reference Room.

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 MSRB 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 MSRB 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
    In January 2009, the MSRB implemented an electronic system to 
collect and disseminate information about securities bearing interest 
at short-term rates and making such information and documents publicly 
available through a dissemination service (``SHORT System''). In May 
2011, MSRB enhanced the SHORT System to add documents to the 
information collected and disseminated. Information and documents 
collected by the SHORT System are made available for free on the MSRB's 
Electronic Municipal Market Access (EMMA[supreg]) Web site pursuant to 
the EMMA short-term obligation rate transparency service.\3\ MSRB also 
makes the information and documents collected by the SHORT System 
available through a subscription service, which is available for an 
annual fee of $10,000. The proposed rule change would clarify that 
subscribers to the SHORT subscription service would be able to access 
historical data for the most recent six months on a daily rolling basis 
and establish purchase agreements for historical products consisting of 
twelve consecutive complete month data sets of the documents and 
related indexing information collected by the SHORT System (the ``SHORT 
Historical Data Product'') dating to January 30, 2009.\4\ The purpose 
of the proposed rule change is to provide another avenue for obtaining 
the information and documents provided through the SHORT subscription 
service, which is currently only available on a current basis through 
the real-time data stream.
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    \3\ See Exchange Act Release No. 59212 (January 7, 2009).
    \4\ The SHORT Subscriber Manual provides a complete, up-to-date 
listing of all data elements made available through the SHORT 
Subscription Service. The information provided in the SHORT 
Historical Data Product are the same as those currently provided in 
the SHORT Subscription Service.
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    The SHORT Historical Data Product would be made available to 
purchasers in electronic format using a physical medium (such as an 
optical disc, flash memory card or external hard drive),\5\ pursuant to 
the terms of the MSRB Historical Transaction Data Purchase Agreement, 
which would be executed by purchasers prior to delivery of the 
historical data product.\6\ The MSRB proposes to charge $5,000 for any 
twelve consecutive complete month data set of information and documents 
collected by the SHORT System.\7\ In general, no smaller data sets will 
be made available.\8\ A one-time set-up fee of $2,000 (the ``set-up 
fee'') would be charged to new purchasers of the SHORT Historical Data 
Products, unless the purchaser is a current subscriber to an MSRB 
Subscription Service, including, but not limited to, the MSRB Real-Time 
Transaction Data Subscription Service, Comprehensive Transaction Data 
Subscription Service, SHORT Subscription Service, Primary Market 
Disclosure Subscription Service, or the Continuing Disclosure 
Subscription Service or has previously purchased a historical 
product.\9\
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    \5\ The MSRB will choose an appropriate physical medium for 
delivering the EMMA SHORT historical data product based upon the 
quantity of data included in a data set and technological advances 
in physical media.
    \6\ Purchasers would be subject to all of the terms of the MSRB 
Historical Transaction Data Purchase Agreement to be entered into 
between the MSRB and each purchaser, including terms relating to the 
proprietary and intellectual property rights of third parties in 
information provided by such third parties that is made available 
through the products.
    \7\ The purchase price does not include sales tax as required by 
Virginia state law. The purchase price is a one-time charge for the 
SHORT Historical Data Products, as applicable, and will not include 
any future additions or enhancements that may be added to the data. 
The MSRB could, in its discretion, waive or reduce the purchase 
price for not-for-profit organizations that desire the product for 
non-profit or research purposes consistent with their stated 
charitable or other public purpose.
    \8\ The SHORT system became effective January 30, 2009. 
Accordingly, a purchaser of all historical information and documents 
will be charged $5,000 for each twelve consecutive month data set 
and a prorated amount for any remaining months.
    \9\ The MSRB could, in its discretion, waive or reduce the 
product set-up fee(s) for not-for-profit organizations that desire 
the product for non-profit or research purposes consistent with 
their stated charitable or other public purpose.
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2. Statutory Basis
    The MSRB has adopted the proposed rule change pursuant to Section 
15B(b)(2)(C) of the Exchange Act, which provides that MSRB's rules 
shall:

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 and 
municipal financial products, to remove impediments to and perfect 
the mechanism of a free and open market in municipal securities and 
municipal financial products, and, in general, to protect investors, 
municipal entities, obligated persons, and the public interest; and

    The MSRB has also adopted the proposed rule change pursuant to 
Section 15B(b)(3)(B)(ii) of the Exchange Act, which provides that the 
MSRB shall:

Not be prohibited from charging commercially reasonable fees for 
automated subscription-based feeds or similar services, or for 
charging for other data or document-based services customized upon 
request of any person, made available to commercial enterprises, 
municipal securities market professionals, or the general public, 
whether delivered through the Internet or any other means, that 
contain all or part of the documents or information, subject to 
approval of the fees by the Commission under section 19(b).

    The MSRB believes that the proposed rule change is consistent with 
the Exchange Act. The proposed rule change would establish a 
subscription service that would make information collected by the SHORT 
System available to market participants as an

[[Page 14574]]

additional avenue for obtaining information that is submitted to the 
EMMA short-term obligation rate transparency service. Broad access to 
the information collected by the SHORT System, in addition to the 
public access through the EMMA short-term obligation rate transparency 
service 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 SHORT System disclosure 
information. The proposed rule change also provides for commercially 
reasonable fees to partially offset costs associated with operating the 
SHORT System and producing and disseminating information products to 
purchasers.

B. Self-Regulatory Organization's Statement on Burden on Competition

    The MSRB does not believe that the proposed rule change will impose 
any burden on competition not necessary or appropriate in furtherance 
of the purposes of the Exchange Act since it will apply equally to all 
persons who choose to purchase \10\ the SHORT Historical Data Product, 
and those who choose not to pay the charge may view the same 
information for free on the EMMA Web site.
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    \10\ The MSRB notes that purchasers may be subject to 
proprietary rights of third parties in information provided by such 
third parties that is made available through the purchase agreement.
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C. Self-Regulatory Organization's Statement on Comments Received on the 
Proposed Rule Change by Members, Participants, or Others

    Written comments were neither solicited nor received on the 
proposed rule change.

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

    Within 45 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 self-regulatory organization consents, the Commission will:
    (A) by order approve or disapprove 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 Exchange Act. Comments may be submitted 
by any of the following methods:

Electronic Comments

     Use the Commission's Internet comment form (http://www.sec.gov/rules/sro.shtml) or
     Send an email to [email protected]. Please include 
File Number SR-MSRB-2012-03 on the subject line.

Paper Comments

     Send paper comments in triplicate to Elizabeth M. Murphy, 
Secretary, Securities and Exchange Commission, 100 F Street NE., 
Washington, DC 20549-1090.

All submissions should refer to File Number SR-MSRB-2012-03. This file 
number should be included on the subject line if email is used. To help 
the Commission process and review your comments more efficiently, 
please use only one method. The Commission will post all comments on 
the Commission's Internet Web site (http://www.sec.gov/rules/sro.shtml). 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 Web site viewing and 
printing in the Commission's Public Reference Room, 100 F Street NE., 
Washington, DC 20549, on official business days between the hours of 10 
a.m. and 3 p.m. Copies of such filing also will be available for 
inspection and copying at the MSRB's offices. All comments received 
will be posted without change; the Commission does not edit personal 
identifying information from submissions. You should submit only 
information that you wish to make available publicly. All submissions 
should refer to File Number SR-MSRB-2012-03 and should be submitted on 
or before April 2, 2012.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\11\
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    \11\ 17 CFR 200.30-3(a)(12).
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Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2012-5906 Filed 3-9-12; 8:45 am]
BILLING CODE 8011-01-P