[Federal Register Volume 83, Number 203 (Friday, October 19, 2018)]
[Notices]
[Pages 53134-53136]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2018-22777]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-84423; File No. SR-GEMX-2018-35]


Self-Regulatory Organizations; Nasdaq GEMX, LLC; Notice of Filing 
and Immediate Effectiveness of Proposed Rule Change To Delete Current 
Rules on Arbitration, Under Chapter 18

October 15, 2018.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 
(``Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby given that 
on October 9, 2018, Nasdaq GEMX, LLC (``GEMX'' or ``Exchange'') filed 
with the Securities and Exchange Commission (``SEC'' or ``Commission'') 
the proposed rule change as described in Items I, II, and III, 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.
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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 Exchange proposes to delete the current rules on arbitration 
(``Current Arbitration Rules''), under Chapter 18, and incorporate by 
reference The Nasdaq Stock Market LLC's (``Nasdaq'') rules on 
arbitration at General 6 (``Proposed Arbitration Rules''), into General 
6 of the Exchange's rulebook's (``Rulebook'') shell structure.\3\
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    \3\ Recently, the Exchange added a shell structure to its 
Rulebook with the purpose of improving efficiency and readability 
and to align its rules closer to those of its five sister exchanges, 
The Nasdaq Stock Market LLC; Nasdaq BX, Inc.; Nasdaq PHLX LLC; 
Nasdaq ISE, LLC; and Nasdaq MRX, LLC (``Affiliated Exchanges''). The 
shell structure currently contains eight (8) Chapters which, once 
complete, will apply a common set of rules to the Affiliated 
Exchanges. See Securities Exchange Act Release No. 82171 (November 
29, 2017), 82 FR 57516 (December 5, 2017) (SR-GEMX-2017-54).
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    The text of the proposed rule change is available on the Exchange's 
website at http://nasdaqgemx.cchwallstreet.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 Exchange 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 Exchange 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
    The Exchange proposes to delete the rules on arbitration, currently 
under Chapter 18, and incorporate by reference the Nasdaq rules on 
arbitration at General 6 of Nasdaq's rulebook into General 6 of the 
Exchange's Rulebook.
    The Exchange adopted the Current Arbitration Rules to ensure a fair 
and efficient manner in which to handle any dispute, claim or 
controversy arising out of, or in connection with, the business of any 
Member of the Exchange. To help administer the process of dispute 
resolution, the Exchange and FINRA are parties to a Regulatory 
Contract, pursuant to which FINRA has agreed to perform certain 
functions and provide access to certain services, including: Member 
regulation and registration; non-real time market surveillance; 
examinations and investigations; and dispute resolution. FINRA 
currently operates the largest securities dispute resolution forum in 
the United States,\4\ and has given the Exchange access to these 
services. Under the Current Arbitration Rules, Members and associated 
persons of a Member are

[[Page 53135]]

subject to the FINRA Code of Arbitration Procedure.
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    \4\ http://www.finra.org/arbitration-and-mediation.
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    Because the Affiliated Exchanges are also parties to similar 
Regulatory Contracts with FINRA that make their members and associated 
persons of such members subject to the FINRA Code of Arbitration 
Procedure, the Exchange believes it is pertinent that a common set of 
rules on arbitration be included in the General section of the 
Rulebook's shell. Nasdaq completed this process recently \5\ and, 
pursuant to subsequent filings, the intention is to replace the 
existing arbitration rules for each of the Affiliated Exchanges by 
incorporating the Nasdaq rules on arbitration by reference.
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    \5\ See Securities Exchange Act Release No. 83834 (August 13, 
2018), 83 FR 41115 (August 17, 2018) (SR-NASDAQ-2018-067).
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    Therefore, the Exchange will incorporate by reference the Proposed 
Arbitration Rules in ``General 6 Arbitration'' of the shell's ``General 
Rules'' section.
    The relocation and harmonization of the arbitration rules is part 
of the Exchange's continued effort to promote efficiency and conformity 
of its processes with those of its Affiliated Exchanges.\6\ The 
Exchange believes that the adoption and placement of the Proposed 
Arbitration Rules to their new location in the shell will facilitate 
the use of the Rulebook by Members of the Exchange who are members of 
other Affiliated Exchanges. Moreover, the proposed changes are of a 
conforming nature and will not amend the substance of the adopted rules 
other than to update the language to that of the Proposed Arbitration 
Rules, and to make conforming cross-reference changes.
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    \6\ See footnote 3.
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    GEMX will continue to file proposed rule changes to amend its 
General 6 Rules until such time as it receives an exemption from the 
Securities and Exchange Commission, pursuant to its authority under 
Section 36 of the Exchange Act of 1934 (``Act'') and Rule 0-12 \7\ 
thereunder, from the Section 19(b) filing requirements to separately 
file a proposed rule change to amend General 6.
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    \7\ See 17 CFR 240.0-12; Securities Exchange Act Release No. 
39624 (February 5, 1998), 63 FR 8101 (February 18, 1998).
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2. Statutory Basis
    The Exchange believes that its proposal is consistent with Section 
6(b) of the Act,\8\ in general, and furthers the objectives of Section 
6(b)(5) of the Act,\9\ in particular, in that it is designed to promote 
just and equitable principles of trade, 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, 
by promoting efficiency and structural conformity of the Exchange's 
processes with those of the Affiliated Exchanges and to make the 
Exchange's Rulebook easier to read and more accessible to its Members. 
The Exchange believes that the adoption and harmonization of the 
arbitration rules and cross-reference updates are of a non-substantive 
nature.
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    \8\ 15 U.S.C. 78f(b).
    \9\ 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 not necessary or appropriate in 
furtherance of the purposes of the Act. The proposed changes do not 
impose a burden on competition because, as previously stated, they are 
(i) of a non-substantive nature, (ii) intended to harmonize the 
structure of the Exchange's rules with those of its Affiliated 
Exchanges, and (iii) intended to organize the Rulebook in a way that it 
will ease the Members' navigation and reading of the rules across the 
Affiliated Exchanges.

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

    No written comments were either solicited or received.

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

    Because the foregoing 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, it has become 
effective pursuant to Section 19(b)(3)(A)(iii) of the Act \10\ and 
subparagraph (f)(6) of Rule 19b-4 thereunder.\11\
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    \10\ 15 U.S.C. 78s(b)(3)(A)(iii).
    \11\ 17 CFR 240.19b-4(f)(6). In addition, Rule 19b-4(f)(6) 
requires a self-regulatory organization to give 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. 
The Exchange has satisfied this requirement.
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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. If the Commission 
takes such action, the Commission shall institute proceedings to 
determine whether the proposed rule should be approved or 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 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-GEMX-2018-35 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-GEMX-2018-35. 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 website (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 website 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.

[[Page 53136]]

    All submissions should refer to File Number SR-GEMX-2018-35 and 
should be submitted on or before November 9, 2018.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\12\
Eduardo A. Aleman,
Assistant Secretary.
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    \12\ 17 CFR 200.30-3(a)(12).
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[FR Doc. 2018-22777 Filed 10-18-18; 8:45 am]
 BILLING CODE 8011-01-P