[Federal Register Volume 82, Number 223 (Tuesday, November 21, 2017)]
[Notices]
[Pages 55480-55481]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2017-25137]


-----------------------------------------------------------------------

SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-82086; File No. SR-NYSE-2017-58]


Self-Regulatory Organizations; New York Stock Exchange LLC; 
Notice of Filing and Immediate Effectiveness of Proposed Rule Change To 
Amend Section 902.06 of the NYSE Listed Company Manual

November 15, 2017.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 
(the ``Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby given 
that on November 1, 2017, New York Stock Exchange LLC (the ``Exchange'' 
or ``NYSE'') filed with the Securities and Exchange Commission 
(``Commission'') the proposed rule change as described in Items I and 
II below, which Items have been prepared by the Exchange. The 
Commission is publishing this notice to solicit comments on the 
proposed rule change from interested persons.
---------------------------------------------------------------------------

    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
---------------------------------------------------------------------------

I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    The Exchange proposes to amend Section 902.06 of the NYSE Listed 
Company Manual (the ``Manual''). 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
    On October 11, 2017, the Securities and Exchange Commission (the 
``Commission'') approved the Exchange's proposed rule change to adopt 
initial and continued listing standards for subscription receipts.\3\ 
After approval, it was discovered that the proposed rule text attached 
as Exhibit 5 to the Exchange's Rule 19b-4 filing contained an error to 
the part of the filing amending the listing fees in Section 902.06. The 
Exchange proposes to correct the inadvertent error.
---------------------------------------------------------------------------

    \3\ See Securities Exchange Act Release No. 81856 (October 11, 
2017), 82 FR 48296 (October 17, 2017) (SR-NYSE-2017-31).
---------------------------------------------------------------------------

    In connection with adopting initial and continued listing standards 
for subscription receipts, the Exchange amended Section 902.06 of the 
Manual to specify how listing fees for subscription receipts would be 
charged. Section 902.06 of the Manual sets forth listing fees for 
``short-term'' securities, i.e., securities with a life of seven years 
or less. Because subscription receipts listed under Section 102.08 of 
the Manual have a maximum life of 12 months, the Exchange stated in the 
Purpose Section of its proposed rule change that it would amend Section 
902.06 to make explicit that such section would apply to subscription 
receipts. However, in drafting the proposed rule text contained in 
Exhibit 5 to its Rule 19b-4 filing, the Exchange inadvertently included 
subscription receipts in a list of securities to which Section 902.06 
of the Manual does not apply. The Exchange now proposes to amend 
Section 902.06 to correct the error in the actual rule text that was 
adopted to make clear that Section 902.06 does apply to subscription 
receipts.
2. Statutory Basis
    The Exchange believes that the proposed rule change is consistent 
with Section 6(b) of the Act,\4\ in general, and furthers the 
objectives of Sections 6(b)(5) \5\ of the Act, in particular, in that 
it is designed 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 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 amendment is consistent with 
the protection of investors because it seeks to amend the Manual to 
accurately reflect how the Exchange intends to charge listing fees for 
subscription receipts as stated in the description of

[[Page 55481]]

the application of listing fees to subscription receipts as contained 
in the Purpose Section of SR-NYSE-2017-31. The Exchange believes that 
it is to the benefit of investors and the public interest that it 
correct the error in the actual rule text that was adopted to make 
clear that Section 902.06 does apply to subscription receipts.
---------------------------------------------------------------------------

    \4\ 15 U.S.C. 78f(b).
    \5\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------

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 not necessary or appropriate in 
furtherance of the purposes of the Act, as amended. The Exchange notes 
that the proposed rule change will correct an unintentional error in 
the rule text about how it intends to charge listing fees for 
subscription receipts.

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 foregoing 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, provided that the self-regulatory organization 
has given the Commission written notice of its intent to file 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,\6\ the proposed rule change has become effective 
pursuant to Section 19(b)(3)(A) of the Act \7\ and Rule 19b-4(f)(6) 
thereunder.\8\
---------------------------------------------------------------------------

    \6\ The Exchange has satisfied this requirement.
    \7\ 15 U.S.C. 78s(b)(3)(A).
    \8\ 17 CFR 240.19b-4(f)(6).
---------------------------------------------------------------------------

    A proposed rule change filed under Rule 19b-4(f)(6) normally does 
not become operative prior to 30 days after the date of the filing. 
However, pursuant to Rule 19b-4(f)(6)(iii),\9\ the Commission may 
designate a shorter time if such action is consistent with the 
protection of investors and the public interest. The Exchange has 
requested that the Commission waive the 30-day operative delay. In its 
proposal, the Exchange stated that waiving the 30-day operative delay 
would be consistent with the protection of investors and the public 
interest because it would ensure that the rule text contained in 
Section 902.06 of the Manual accurately reflects the Exchange's 
intended change as described in the purpose section of NYSE-2017-31.
---------------------------------------------------------------------------

    \9\ Id.
---------------------------------------------------------------------------

    The Commission believes that waiver of the 30-day operative delay 
should help prevent potential confusion to market participants as to 
the applicable listing and annual fees for subscription receipts under 
NYSE rules by correcting an error made in a prior approved 
proposal.\10\ The Commission further notes that it received no comments 
on the description of the proposed fees contained in the prior 
proposal, and that the correction being made in this rule filing will 
conform the applicable fees for subscription receipts to those that 
were originally intended by NYSE.\11\ Therefore, the Commission 
believes that waiving the 30-day operative delay is consistent with the 
protection of investors and the public interest and designates the 
proposed rule change as operative upon filing.\12\
---------------------------------------------------------------------------

    \10\ See Securities Exchange Act Release No. 81856 (October 11, 
2017), 82 FR 48296 (October 17, 2017) (order approving SR-NYSE-2017-
31).
    \11\ See id. See also Securities Exchange Act Release No. 81102 
(July 7, 2017), 82 FR 32413 (July 13, 2017) (notice of filing of SR-
NYSE-2017-31).
    \12\ For purposes only of waiving the 30-day operative delay, 
the Commission has considered the proposed rule's impact on 
efficiency, competition, and capital formation. See 15 U.S.C. 
78c(f).
---------------------------------------------------------------------------

    At any time within 60 days of the filing of such 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. If the Commission 
takes such action, the Commission shall institute proceedings under 
Section 19(b)(2)(B) \13\ of the Act to determine whether the proposed 
rule change should be approved or disapproved.
---------------------------------------------------------------------------

    \13\ 15 U.S.C. 78s(b)(2)(B).
---------------------------------------------------------------------------

IV. Solicitation of Comments

    Interested persons are invited to submit written data, views, and 
arguments concerning the foregoing, including whether the proposal 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 No. SR-NYSE-2017-58 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 No. SR-NYSE-2017-58. 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. Persons submitting 
comments are cautioned that we do not redact or edit personal 
identifying information from comment submissions. You should submit 
only information that you wish to make available publicly. All 
submissions should refer to File No. SR-NYSE-2017-58, and should be 
submitted on or before December 12, 2017.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\14\
---------------------------------------------------------------------------

    \14\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------

Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2017-25137 Filed 11-20-17; 8:45 am]
 BILLING CODE 8011-01-P