[Federal Register Volume 79, Number 51 (Monday, March 17, 2014)]
[Notices]
[Pages 14769-14772]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2014-05754]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-71690; File No. SR-MSRB-2014-02]


Self-Regulatory Organizations; Municipal Securities Rulemaking 
Board; Notice of Filing and Immediate Effectiveness of a Proposed Rule 
Change Consisting of Changes to the MSRB's Electronic Municipal Market 
Access System, Real-Time Transaction Reporting System, and Short-Term 
Obligation Rate Transparency System

March 11, 2014.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 
(the

[[Page 14770]]

``Act'') \1\ and Rule 19b-4 thereunder,\2\ notice is hereby given that 
on February 28, 2014, the Municipal Securities Rulemaking Board (the 
``MSRB'' or ``Board'') filed with the Securities and Exchange 
Commission (the ``SEC'' or ``Commission'') the proposed rule change as 
described in Items I, II, and III below, which Items have been prepared 
by the MSRB. The MSRB has designated the proposed rule change as 
changing fees imposed by the MSRB under Section 19(b)(3)(A)(ii) of the 
Act,\3\ which renders the proposal effective upon receipt of this 
filing by the Commission. The implementation date of the proposed rule 
change will be April 1, 2014. 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)(ii).
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I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    The MSRB is filing with the Commission a proposed rule change 
relating to the MSRB's Electronic Municipal Market Access system 
(``EMMA''), Real-time Transaction Reporting System (``RTRS''), and 
Short-Term Obligation Rate Transparency System (``SHORT System'') (the 
``proposed rule change''). The proposed rule change consists of (i) fee 
increases for the MSRB's Real-Time Transaction Data Subscription 
Service, Comprehensive Transaction Data Subscription Service, and SHORT 
System subscription service; (ii) revisions to the EMMA, RTRS, and the 
SHORT System facilities language to clarify or otherwise provide that 
the MSRB may waive fees for these subscription services for non-profit 
organizations (including institutions of higher education) and for 
organizations providing, at no out-of-pocket charge to the MSRB, 
services or products to the MSRB for internal or public use or 
dissemination on EMMA on terms agreeable to the MSRB; (iii) revisions 
to the EMMA Continuing Disclosure Service facilities language to 
clarify that a Nationally Recognized Statistical Rating Organization 
(``NRSRO'') for which such service or product fees are waived could, 
nevertheless, be treated as having agreed to provide credit rating and 
related information to the MSRB on terms that qualify for the display 
of that information on EMMA; and (iv) revisions to the RTRS Historical 
Transaction Data Product facilities language to clarify that the 
purchase price of the product does not include sales tax, as required 
by Virginia state law, in order to harmonize the language for that 
product with the existing language of the EMMA, SHORT, and other RTRS 
facilities.
    The text of the proposed rule change is available on the MSRB's Web 
site at www.msrb.org/Rules-and-Interpretations/SEC-Filings/2014-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
    RTRS is a facility for the collection and dissemination of 
information about transactions occurring in the municipal securities 
market. RTRS and its Real-Time Transaction Data Subscription Service 
provide a real-time stream of data representing municipal securities 
transaction reports made by brokers, dealers, and municipal securities 
dealers to RTRS for an annual subscription fee of $10,000.\4\ The MSRB 
proposes to increase the annual subscription fee for the Real-Time 
Transaction Data Subscription Service from $10,000 to $11,000, 
effective April 1, 2014.
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    \4\ See Securities Exchange Act Release No. 63340 (Nov. 18, 
2010), 75 FR 72850 (Nov. 26, 2010), File No. SR-MSRB-2010-09.
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    Another component of RTRS is the MSRB Comprehensive Transaction 
Data Subscription Service (the ``Comprehensive Service''), which 
consists of three trade reports: Transaction data one business day 
after the trade (T+1), transaction data five business days after the 
trade (T+5), and transaction data 20 business days after the trade 
(T+20). The MSRB proposes to increase the annual subscription fee for 
the Comprehensive Service from $5,000 to $5,500, effective April 1, 
2014.
    The SHORT System is a facility of the MSRB for the collection and 
dissemination of information about securities bearing interest at 
short-term rates. Currently, these securities consist of auction rate 
securities and variable-rate demand obligations. The MSRB 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.\5\ The MSRB proposes to increase the annual subscription fee 
for the SHORT System subscription service from $10,000 to $11,000, 
effective April 1, 2014.
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    \5\ The SHORT System subscription service became effective 
September 30, 2010. See Securities Exchange Act Release No. 62993 
(Sept. 24, 2010), 75 FR 60488 (Sept. 30, 2010), File No. SR-MSRB-
2010-06.
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    The MSRB has not increased the cost of either the Real-Time 
Transaction Data Subscription Service or the Comprehensive Service 
since January 2011, and has not increased the cost of the SHORT System 
subscription service since its inception in 2010. The SEC and Congress, 
as noted below, have recognized the need for the MSRB to charge 
commercially reasonable fees for automated subscription-based feeds. 
Currently, the Real-Time Transaction Data Subscription Service 
generates revenue of approximately $540,000 annually, the Comprehensive 
Service generates revenue of approximately $185,000 annually, and the 
SHORT System subscription service generates revenue of approximately 
$120,000 annually. The MSRB believes that incremental increases under 
the proposed rule change are commercially reasonable and notes that, 
even with the proposed increases, such fees would cover only a portion 
of the RTRS and SHORT System operating costs.
    The MSRB proposes to revise the EMMA, RTRS, and the SHORT System 
facilities language to clarify, add to and harmonize the provisions 
pertaining to the waiver of fees for subscription services or products 
for non-profit organizations (including institutions of higher 
education) and for organizations providing, at no out-of-pocket charge 
to the MSRB, services or products to the MSRB for internal or public 
use or dissemination on EMMA on terms agreeable to the MSRB. Currently, 
the facilities language for most of the products and services provides 
that the MSRB can, in its discretion, waive certain fees for non-profit 
organizations, but the effectuating language is inconsistent across the 
facilities.
    The MSRB believes that waivers of fees are potentially appropriate 
for non-profit organizations and organizations

[[Page 14771]]

that provide, at no out-of-pocket charge, services or products to the 
MSRB for its internal or public use or dissemination on EMMA. Non-
profit organizations generally have a charitable or otherwise public 
purpose, and the MSRB likewise has a public purpose. In addition, the 
ability to waive fees can facilitate the MSRB's receipt of services or 
products at no out-of-pocket charge to be used by the MSRB to advance 
its public mission. This waiver ability is consistent with the policy 
already embodied in the existing facilities language on the MSRB's 
granting of waivers. The proposed rule change would clarify, add to and 
conform the facilities language consistent with this view. Further, the 
MSRB proposes an amendment to the EMMA Continuing Disclosure Service to 
clarify that an NRSRO can be treated, notwithstanding the MSRB 
providing access to such NRSRO to any of the MSRB's subscription 
products or services at either a reduced or no charge, as agreeing to 
provide credit rating and related information to the MSRB on terms that 
qualify for the display of that information on EMMA.
    The MSRB also proposes to revise the RTRS Historical Transaction 
Data Product facilities language to include language pertaining to the 
purchase price in order to harmonize the RTRS Historical Transaction 
Data Product facility with the existing language of the EMMA, SHORT, 
and other RTRS facilities. Currently, the EMMA, SHORT, and other RTRS 
facilities provide that the purchase price of a product does not 
include sales tax, as required by Virginia state law, and that the 
purchase price is a one-time charge for each facility and will not 
include any future additions for enhancements that may be added to the 
data for each facility. The proposed rule change would add this 
provision to the RTRS Historical Transaction Data Product facility in 
conformity with the other analogous facilities.
2. Statutory Basis
    The MSRB believes that the proposed rule change is consistent with 
Section 15B(b)(2)(J) of the Securities Exchange Act of 1934 (the 
``Act''),\6\ which requires, in pertinent part, that the Board's rules 
shall ``provide that each municipal securities broker, municipal 
securities dealer, and municipal advisor shall pay to the Board such 
reasonable fees and charges as may be necessary or appropriate to 
defray the costs and expenses of operating and administering the 
Board.'' The proposed rule change provides for reasonable fees to 
partially offset costs associated with operating and administering the 
Board, including operating RTRS and the SHORT System and producing and 
disseminating transaction reports to subscribers.
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    \6\ 15 U.S.C. 78o-4(b)(2)(J).
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    The MSRB also believes that the proposed rule change is consistent 
with Section 15B(b)(3)(B)(ii) of the Act,\7\ 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)'' of the Act.\8\ Implicit 
within the authority to charge fees, is the ability to waive fees.
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    \7\ 15 U.S.C. 78o-4(b)(3)(B)(ii).
    \8\ See Securities Exchange Act Release No. 66866 (Apr. 26, 
2012), 77 FR 26063 (May 2, 2012), File No. SR-MSRB-2012-02; 
Securities Exchange Act Release No. 66865 (Apr. 26, 2012), 77 FR 
26061 (May 2, 2012), File No. SR-MSRB-2012-03.
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B. Self-Regulatory Organization's Statement on Burden on Competition

    The MSRB does not believe that the proposed rule change would 
impose any burden on competition not necessary or appropriate in 
furtherance of the purposes of the Act. The fee increases would apply 
equally to all market participants that choose to subscribe to the 
services (unless waived by the MSRB), and those who choose not to 
subscribe may view the same information for free on the EMMA web 
portal.

C. Self-Regulatory Organization's Statement on Comments on the Proposed 
Rule Change Received From 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

    The foregoing rule change has become effective pursuant to Section 
19(b)(3)(A)(ii) of the Act and paragraph (f) of Rule 19b-4 thereunder. 
At any time within 60 days of the filing of the proposed rule change, 
the Commission summarily may temporarily suspend 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.

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. 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-2014-02 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.

All submissions should refer to File Number SR-MSRB-2014-02. 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 
10:00 a.m. and 3:00 p.m. Copies of the filing also will be available 
for inspection and copying at the principal office of the MSRB. 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-2014-02 and should be 
submitted on or before April 7, 2014.


[[Page 14772]]


    For the Commission, pursuant to delegated authority.\9\
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    \9\ 17 CFR 200.30-3(a)(12).
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Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2014-05754 Filed 3-14-14; 8:45 am]
BILLING CODE 8011-01-P