[Federal Register Volume 78, Number 162 (Wednesday, August 21, 2013)]
[Notices]
[Pages 51780-51781]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2013-20345]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-70217; File No. SR-NYSE-2013-07]


Self-Regulatory Organizations; New York Stock Exchange LLC; 
Notice of Designation of Longer Period for Commission Action on 
Proceedings To Determine Whether To Disapprove Proposed Rule Change 
Amending NYSE Rules 451 and 465, and the Related Provisions of Section 
402.10 of the NYSE Listed Company Manual, Which Provide a Schedule for 
the Reimbursement of Expenses by Issuers to NYSE Member Organizations 
for the Processing of Proxy Materials and Other Issuer Communications 
Provided to Investors Holding Securities in Street Name and To 
Establish a Five-Year Fee for the Development of an Enhanced Brokers 
Internet Platform

August 15, 2013.
    On February 1, 2013, New York Stock Exchange (``NYSE'') filed with 
the Securities and Exchange Commission (``Commission''), pursuant to 
Section 19(b)(1) of the Securities Exchange Act of 1934 (the ``Act'') 
\1\ and Rule 19b-4 thereunder,\2\ a proposed rule change to amend NYSE 
Rules 451 and 465, and the related provisions of Section 402.10 of the 
NYSE Listed Company Manual, which provide a schedule for the 
reimbursement of expenses by issuers to NYSE member organizations for 
the processing of proxy materials and other issuer communications 
provided to investors holding securities in street name and to 
establish a five-year fee for the development of an enhanced brokers 
internet platform. The proposed rule change was published for comment 
in the Federal Register on February 22, 2013.\3\ In response, the 
Commission received twenty-four comment letters on the proposal.\4\ On 
April 3, 2013, the Commission subsequently extended the time period in 
which to either approve the proposed rule change, or to institute 
proceedings to determine whether to disapprove the proposed rule 
change, to May 23, 2013.\5\ The Commission thereafter received four 
more comment letters and a response to comments from NYSE.\6\ On May 
23, 2013, the Commission initiated proceedings to determine whether to 
disapprove the proposed rule change and solicited additional 
comments.\7\ The Commission thereafter received fourteen comment 
letters on the proposal and a response to the Order Instituting 
Proceedings from NYSE.\8\
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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. 68936 (February 15, 
2013), 78 FR 12381.
    \4\ See letters to Elizabeth M. Murphy, Secretary, Commission 
from: Charles V. Rossi, President, The Securities Transfer 
Association, dated February 20, 2013 and March 4, 2013; Karen V. 
Danielson, President, Shareholder Services Association, dated March 
4, 2013; Jeanne M. Shafer, dated March 6, 2013; David W. Lovatt, 
dated March 6, 2013; Stephen Norman, Chair, The Independent Steering 
Committee of Broadridge, dated March 7, 2013; Jeffrey D. Morgan, 
President & CEO, National Investor Relations Institute, dated March 
7, 2013; Kenneth Bertsch, President and CEO, Society of Corporate 
Secretaries & Governance Professionals, dated March 7, 2013; Niels 
Holch, Executive Director, Shareholder Communications Coalition, 
dated March 12, 2013; Geoffrey M. Dugan, General Counsel, iStar 
Financial Inc., dated March 13, 2013; Paul E. Martin, Chief 
Financial Officer, Perficient, Inc., dated March 13, 2013; John 
Harrington, President, Harrington Investments, Inc., dated March 14, 
2013; James McRitchie, Shareowner, Corporate Governance, dated March 
14, 2013; Clare A. Kretzman, General Counsel, Gartner, Inc., dated 
March 15, 2013; Tom Quaadman, Vice President, Center for Capital 
Markets Competitiveness, dated March 15, 2013; Dennis E. Nixon, 
President, International Bancshares Corporation, dated March 15, 
2013; Argus I. Cunningham, Chief Executive Officer, Sharegate Inc., 
dated March 15, 2013; Laura Berry, Executive Director, Interfaith 
Center on Corporate Responsibility, dated March 15, 2013; Dorothy M. 
Donohue, Deputy General Counsel--Securities Regulation, Investment 
Company Institute, dated March 15, 2013; Charles V. Callan, Senior 
Vice President--Regulatory Affairs, Broadridge Financial Solutions, 
Inc., dated March 15, 2013; Brad Philips, Treasurer, Darling 
International Inc., dated March 15, 2013; John Endean, President, 
American Business Conference, dated March 18, 2013; Tom Price, 
Managing Director, The Securities Industry and Financial Markets 
Association, dated March 18, 2013; and Michael S. O'Brien, Vice 
President--Corporate Governance Officer, BNY Mellon, dated March 28, 
2013.
    \5\ See Securities Exchange Act Release No. 69286 (April 3, 
2013), 78 FR 21481 (April 10, 2013).
    \6\ See letters to Elizabeth M. Murphy, Secretary, Commission 
from: Jeff Mahoney, General Counsel, Council of Institutional 
Investors, dated April 5, 2013; Paul Torre, Executive Vice 
President, AST Fund Solutions, LLC, dated May 16, 2013; and John M. 
Payne, Chief Executive Officer, Zumbox, Inc., dated May 20, 2013; 
see also letter to the Honorable Mary Jo White, Chair, Commission 
from Dieter Waizenegger, Executive Director, CtW Investment Group, 
dated May 17, 2013. See also response letter from Janet McGinnis, 
EVP & Corporate Secretary, NYSE Euronext, to Elizabeth M. Murphy, 
Secretary, Commission, dated May 17, 2013.
    \7\ See Securities Exchange Act Release No. 69622 (May 23, 
2013), 78 FR 32510 (May 30, 2013) (``Order Instituting 
Proceedings'').
    \8\ See letters to Elizabeth M. Murphy, Secretary, Commission 
from: Katie J. Sevcik, Legal and Regulatory Committee Chair, 
Shareholder Services Association, dated June 12, 2013; Paul Torre, 
Executive Vice President, AST Fund Solutions, LLC, dated June 18, 
2013; Loren Hanson, Assistant Secretary/Assistant Treasurer, Otter 
Tail Corporation, dated June 17, 2013; Michael J. Hogan, Chief 
Executive Officer, FOLIOfn Investments, Inc., dated June 18, 2013; 
Harold Westervelt, President, INVeSHARE, dated June 18, 2013; Dieter 
Waizenegger, Executive Director, Investment Group, dated June 20, 
2013; Dorothy M. Donohue, Deputy General Counsel--Securities 
Regulation, Investment Company Institute, dated June 20, 2013; Lisa 
Lindsley, Director, Capital Strategies Program, The American 
Federation of State, County and Municipal Employees, dated July 3, 
2013; Brandon Rees, Acting Director, American Federation of Labor 
and Congress of Industrial Organizations Office of Investment, dated 
July 5, 2013; Charles V. Rossi, President, The Securities Transfer 
Association, Inc., dated July 5, 2013; James J. Angel, dated July 5, 
2013; and Michael J. Hogan, Chief Executive Officer, FOLIOfn 
Investments, Inc., dated July 12, 2013; see also letters to the 
Honorable Mary Jo White, Chair, Commission from Ann Yerger, 
Executive Director, Council of Institutional Investors, dated May 
17, 2013; and Charles E. Schumer, United States Senator, dated May 
23, 2013. See also response letter from Janet McGinnis, EVP & 
Corporate Secretary, NYSE Euronext, to Elizabeth M. Murphy, 
Secretary, Commission, dated July 9, 2013.

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[[Page 51781]]

    Section 19(b)(2) of the Act \9\ provides that, after initiating 
disapproval proceedings, the Commission shall issue an order approving 
or disapproving the proposed rule change not later than 180 days after 
the date of publication of notice of the filing of the proposed rule 
change. The Commission may extend the period for issuing an order 
approving or disapproving the proposed rule change, however, by not 
more than 60 days if the Commission determines that a longer period is 
appropriate and publishes the reasons for such determination. The 
proposed rule change was published for comment in the Federal Register 
on February 22, 2013. August 21, 2013 is 180 days from that date, and 
October 20, 2013 is an additional 60 days from that date.
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    \9\ 15 U.S.C. 78s(b)(2).
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    The Commission finds it appropriate to designate a longer period 
within which to issue an order approving or disapproving the proposed 
rule change so that it has sufficient time to consider the proposed 
rule change, the issues raised in the comment letters that have been 
submitted in connection with the proposed rule change, and the NYSE's 
responses to such issues. Specifically, as the Commission noted in more 
detail in the Order Instituting Proceedings, the proposal raises 
significant questions as to whether the Exchange has provided adequate 
justification for material aspects of its proposal such that the 
Commission can determine that the proposal is consistent with the Act. 
Extending the time within which to approve or disapprove the proposed 
rule change will enable the Commission to more fully consider this 
issue and the other issues raised in the comment letters.
    Accordingly, the Commission, pursuant to Section 19(b)(2) of the 
Act,\10\ designates October 20, 2013, as the date by which the 
Commission should either approve or disapprove the proposed rule 
change.
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    \10\ 15 U.S.C. 78s(b)(2).

    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)(31).
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Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2013-20345 Filed 8-20-13; 8:45 am]
BILLING CODE 8011-01-P