[Federal Register Volume 79, Number 186 (Thursday, September 25, 2014)]
[Notices]
[Pages 57601-57603]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2014-22788]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-73151; File No. SR-NYSEARCA-2014-106]


Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing 
and Immediate Effectiveness of Proposed Rule Change Amending NYSE Arca 
Equities Rule 2.100(a) To Correct Potential Ambiguities Introduced in 
Prior Rule Change Filings Submitted in 2013 and 2014

September 19, 2014.
    Pursuant to Section 19(b)(1) \1\ of the Securities Exchange Act of 
1934 (the ``Act'') \2\ and Rule 19b-4 thereunder,\3\ notice is hereby 
given that, on September 15, 2014, NYSE Arca, Inc. (the ``Exchange'' or 
``NYSE Arca'') filed with the Securities and Exchange Commission (the 
``Commission'') the proposed rule change as described in Items I and II 
below, which Items have been prepared by the self-regulatory 
organization. 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\ 15 U.S.C. 78a.
    \3\ 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 Exchange proposes to amend NYSE Arca Equities Rule 2.100(a) to 
correct potential ambiguities introduced in prior rule change filings 
submitted in 2013 and 2014. The text of the proposed rule change is 
available on the Exchange's Web site at www.nyse.com, at the principal 
office of the Exchange, 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 self-regulatory organization 
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 those 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 parts of such statements.

A. Self-Regulatory Organization's Statement of the Purpose of, and the 
Statutory Basis for, the Proposed Rule Change

1. Purpose
    The Exchange proposes to amend NYSE Arca Equities Rule 2.100(a) to 
correct potential ambiguities introduced in prior rule change filings 
submitted in 2013 and 2014. More specifically, as a result of 
overlapping amendments in 2013 and 2014, potential ambiguity as to the 
approved text of Rule 2.100(a) of the rule was introduced, as discussed 
in greater detail below. In order to establish the approved text 
definitively, the Exchange accordingly proposes to amend existing Rule 
2.100(a)(2)(A).
    On June 14, 2013, the Exchange filed a proposed rule change 
relating to the acquisition by IntercontinentalExchange Group, Inc. 
(now known as Intercontinental Exchange, Inc. or ``ICE'') of the 
Exchange's indirect parent company, NYSE Euronext (the ``June 2013 Rule 
Change'').\4\ The June 2013 Rule Change included non-substantive 
amendments to Rule 2.100(a)(3)(ii) to replace two references to NYSE 
Euronext with references to IntercontinentalExchange Group, Inc., which 
would be the new public holding company above NYSE Euronext. No other 
amendments to Rule 2.100(a) were proposed. The Commission approved the 
June 2013 Rule Change on August 15, 2013.\5\ However, the June 2013 
Rule Change by its terms did not become operative until the closing of 
ICE's acquisition of NYSE Euronext, which occurred on November 13, 
2013.
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    \4\ See Securities Exchange Act Release No. 69850 (June 25, 
2013), 78 FR 39352 (July 1, 2013) (SR-NYSEArca-2013-62) (notice).
    \5\ See Securities Exchange Act Release No. 70210 (Aug. 15, 
2013), 78 FR 51758 (Aug. 21, 2013) (SR-NYSEArca-2013-62) (approval 
order).
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    On July 22, 2013, after publication of notice of the June 2013 Rule 
Change but prior to issuance of the approval order, the Exchange filed 
an additional

[[Page 57602]]

proposed rule change that made substantive changes to Rule 2.100 to 
better delineate the self-regulatory organization functions of the 
Exchange and affiliated exchanges during an emergency condition, 
reflect the operational preferences of the industry, reflect the 
current structure of market participant connectivity to and system 
coding for exchange systems, and add NYSE MKT LLC as an affiliated 
exchange (the ``July 2013 Rule Change'').\6\ As part of the July 2013 
Rule Change, the Exchange renumbered Rule 2.100(a), and moved the text 
previously found in Rule 2.100(a)(3)(ii) to new paragraph Rule 
2.100(a)(2)(A). The renumbering of former Rule 2.100(a)(3)(ii) did not 
include any substantive changes to that rule text. The July 2013 Rule 
Change was approved and effective on November 6, 2013.\7\
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    \6\ See Securities Exchange Act Release No. 70097 (Aug. 2, 
2013), 78 FR 48528 (Aug. 8, 2013) (SR-NYSEArca-2013-77) (notice).
    \7\ See Securities Exchange Act Release No. 70822 (Nov. 6, 
2013), 78 FR 68128 (Nov. 13, 2013) (SR-NYSEArca-2013-77) (approval 
order).
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    Because the July 2013 Rule Change was effective prior to the 
operative date of the June 2013 Rule Change, it did not reflect the 
change from NYSE Euronext to IntercontinentalExchange Group, Inc. made 
in the June 2013 Rule Change. In addition, the June 2013 Rule Change 
was not amended after effectiveness of the July 2013 Rule Change to 
conform the unamended rule text. As a result, when ICE's acquisition of 
NYSE Euronext closed on November 13, 2013 and the June 2013 Rule Change 
was intended to take effect, the text of Rule 2.100(a) in Exhibit 5 to 
the rule filing (i.e. the text before the proposed amendment) did not 
correspond with the text as recently amended by the July 2013 Rule 
Change. However, when the changes associated with the June 2013 Rule 
Change were made to Rule 2.100(a) on the Exchange's Web site, the 
change from NYSE Euronext to IntercontinentalExchange Group, Inc. was 
made, even though the rule text appeared under new rule numbering.
    In a further proposed rule change filed on May 5, 2014, the 
Exchange proposed to amend Rule 2.100(a) to reflect the change of name 
from IntercontinentalExchange Group, Inc. to Intercontinental Exchange, 
Inc. (the ``May 2014 Rule Change'').\8\ The base text of Rule 2.100(a) 
in this filing did not reflect the renumbering of the rule text in the 
July 2013 Rule Change, but did reflect the June 2013 Rule Change.\9\ 
The May 2014 Rule Change was effective, and designated operative, upon 
filing.
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    \8\ See Securities Exchange Act Release No. 72157 (May 13, 
2014), 79 FR 28792 (May 19, 2014) (SR-NYSEArca-2014-52) (notice of 
filing and immediate effectiveness).
    \9\ Exhibit 5 to the May 2014 Rule Change included the text of a 
Rule 2.100(a)(1) as part of such exhibit, but did not propose any 
changes to that provision. The base text of Rule 2.100(a)(1) in 
Exhibit 5 to the May 2014 Rule Change did not reflect the changes 
made in the July 2013 Rule Change, which became effective on 
November 6, 2013. However, the changes to Rule 2.100(a)(1) made in 
the July 2013 Rule Change are correctly reflected on the Exchange's 
Web site and the Exhibit 5 to this filing.
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    As a consequence of this series of overlapping rule change filings, 
there is potential ambiguity as to whether the assumption by officers 
of ICE in 2013 of the roles formerly assigned to officers of NYSE 
Euronext, and the subsequent change in ICE's name in 2014, are 
accurately reflected in Rule 2.100(a). The Exchange believes there is 
no ambiguity as to the intent of any of the rule change filings or as 
to the intended text of Rule 2.100(a) as there were no substantive 
changes made in the July 2013 Rule Change to Rule 2.100(a)(3), only a 
renumbering of paragraphs. Accordingly, the Exchange proposes to amend 
the version of Rule 2.100(a) as it currently appears on the Exchange's 
Web site, to replace the reference to IntercontinentalExchange Group, 
Inc., with the correct reference to Intercontinental Exchange, Inc., as 
provided for in the May 2014 Rule Change.
2. Statutory Basis
    The Exchange believes that the proposed rule change is consistent 
with Section 6(b) of the Securities Exchange Act of 1934 (the 
``Act''),\10\ in general, and Section 6(b)(5) of the Act,\11\ in 
particular, in that it is 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 facilitating transactions in securities, 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. The Exchange believes that the proposed rule change 
removes impediments to and perfects the mechanism of a free and open 
market by clarifying rule text to reflect the correct corporate entity, 
as intended in the May 2014 Rule Change.
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    \10\ 15 U.S.C. 78f(b).
    \11\ 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 any burden on competition that is not necessary or appropriate 
in furtherance of the purposes of the Act. The proposed rule change is 
not intended to address any competitive issues and relates to non-
substantive clarifications of one rule only.

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

    No written comments were solicited or received with respect to the 
proposed rule change.

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

    Because the 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 if consistent with the protection of investors 
and the public interest, the proposed rule change has become effective 
pursuant to Section 19(b)(3)(A) of the Act \12\ and Rule 19b-4(f)(6) 
thereunder.\13\
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    \12\ 15 U.S.C. 78s(b)(3)(A).
    \13\ 17 CFR 240.19b-4(f)(6). As required under Rule 19b-
4(f)(6)(iii), the Exchange provided the Commission with written 
notice of its intent to file the proposed rule change, along with a 
brief description and the text of the proposed rule change, at least 
five business days prior to the date of filing of the proposed rule 
change, or such shorter time as designated by the Commission.
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    A proposed rule change filed under Rule 19b-4(f)(6) \14\ normally 
does not become operative for 30 days after the date of filing. 
However, pursuant to Rule 19b-4(f)(6)(iii) \15\ the Commission may 
designate a shorter time if such action is consistent with the 
protection of investors and the public interest. The Exchange has asked 
the Commission to waive the 30-day operative delay so that the proposal 
may become operative immediately upon filing. The Commission believes 
that waiving the 30-day operative delay is consistent with the 
protection of investors and the public interest, as it will allow the 
Exchange to correct any ambiguity as to its current rule created by its 
prior rule filings, which were either previously approved by the 
Commission or effective on filing.\16\ For this reason, the Commission 
designates the proposed

[[Page 57603]]

rule change to be operative upon filing.\17\
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    \14\ 17 CFR 240.19b-4(f)(6).
    \15\ 17 CFR 240.19b-4(f)(6)(iii).
    \16\ See supra notes 4-8.
    \17\ For purposes only of waiving the 30-day operative delay, 
the Commission has also considered the proposed rule's impact on 
efficiency, competition, and capital formation. See 15 U.S.C. 
78c(f).
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    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-NYSEARCA-2014-106 on the subject line.

Paper Comments

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

All submissions should refer to File Number SR-NYSEARCA-2014-106. 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 Exchange. 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-NYSEARCA-2014-106 and should 
be submitted on or before October 16, 2014.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\18\
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    \18\ 17 CFR 200.30-3(a)(12).
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Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2014-22788 Filed 9-24-14; 8:45 am]
BILLING CODE 8011-01-P