[Federal Register Volume 85, Number 95 (Friday, May 15, 2020)]
[Notices]
[Pages 29499-29501]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2020-10393]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-88852; File No. SR-NASDAQ-2020-022]
Self-Regulatory Organizations; The Nasdaq Stock Market LLC;
Notice of Filing and Immediate Effectiveness of Proposed Rule Change To
Amend Certain Internal Cross-References in General 5, Discipline
May 11, 2020.
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 April 28, 2020, The Nasdaq Stock Market LLC (``Nasdaq'' or
``Exchange'') 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.
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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 the
Substance of the Proposed Rule Change
The Exchange proposes to amend certain internal cross-references
within General 5, Discipline.
The text of the proposed rule change is available on the Exchange's
website at http://nasdaq.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
In 2019, Nasdaq relocated its rules into a new Rulebook shell.\3\
As a result, several rules referenced within the 8000 and 9000 Series
Rules contained in General 5 Discipline have been relocated under a new
rule number. At this time, Nasdaq proposes to update certain internal
cross-references within General 5, Discipline. Specifically, Nasdaq
proposes to update internal cross-references within Rules 8120
(Definitions), 9110 (Application), 9268 (Decision of Hearing Panel or
Extended Hearing Panel), 9269 (Default Decisions), 9270 (Settlement
Procedure), 9311 (Appeal by Any Party; Cross-Appeal), 9312 (Review
Proceeding Initiated By the Nasdaq Review
[[Page 29500]]
Council), 9351 (Discretionary Review by Nasdaq Board), 9360
(Effectiveness of Sanctions), 9524 (Nasdaq Review Council
Consideration), 9552 (Failure to Provide Information or Keep
Information Current), 9553 (Failure to Pay Nasdaq Dues, Fees and Other
Charges), 9554 (Failure to Comply with an Arbitration Award or Related
Settlement or an Order of Restitution or Settlement Providing for
Restitution), 9555 (Failure to Meet the Eligibility or Qualification
Standards or Prerequisites for Access to Services), 9556 (Failure to
Comply with Temporary and Permanent Cease and Desist Orders), 9557
(Procedures for Regulating Activities Under Rules 4110A and 4120A
Regarding a Member Experiencing Financial or Operational Difficulties),
9558 (Summary Proceedings for Actions Authorized by Section 6(d)(3) of
the Act), 9559 (Hearing Procedures for Expedited Proceedings Under the
Rule 9550 Series), and 9810 (Initiation of Proceeding).
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\3\ See Securities Exchange Act Release No. 87778 (December 17,
2019), 84 FR 70590 (December 23, 2019) (SR-NASDAQ-2019-98).
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The Exchange proposes to update internal cross-references within
these rules as follows:
Rule 0120 to General 1(b);
Rule 1160 to General 2, Section 11;
Rule 2010A to General 9, Section 1(a);
Rule 2140 to General 9, Section 1(h);
Rule 2160 to General 2, Section 14;
Rule 4110A to General 9, Section 40; and
Rule 4120A to General 9, Section 41.
The Exchange also proposes to replace references to General 5,
Section 2 with the Rule 9600 Series within Nasdaq Rules 8211 (Automated
Submission of Trading Data), 9120(r) (Definitions) and 9610
(Application). These amendments correct references to General 5,
Section 2, which were erroneously made as that reference does not exist
in the Rulebook. The Exchange is reverting the text back to the
original citations.
The Exchange proposes other minor technical amendments to correct
grammar and punctuation. These amendments are non-substantive.
2. Statutory Basis
The Exchange believes that its proposal is consistent with Section
6(b) of the Act,\4\ in general, and furthers the objectives of Section
6(b)(5) of the Act,\5\ in particular, in that it is designed to promote
just and equitable principles of trade and to protect investors and the
public interest by correcting internal cross-references to its current
rules, which were relocated. These corrections to update rule
references within the Nasdaq Disciplinary Rules will make the rules
accurate and reflect the correct cross-referenced rules. These
amendments are non-substantive.
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\4\ 15 U.S.C. 78f(b).
\5\ 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. These corrections to update
rule references within the Nasdaq Disciplinary Rules will make the
rules accurate and reflect the correct cross-referenced rules. These
amendments are non-substantive.
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) of the Act \6\ and Rule 19b-
4(f)(6) thereunder.\7\
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\6\ 15 U.S.C. 78s(b)(3)(A).
\7\ 17 CFR 240.19b-4(f)(6). In addition, Rule 19b-4(f)(6)(iii)
requires a self-regulatory organization to give the Commission
written notice of its intent to file the proposed rule change, along
with a brief description and 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.
The Exchange has satisfied this requirement.
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A proposed rule change filed pursuant to Rule 19b-4(f)(6) under the
Act \8\ normally does not become operative for 30 days after the date
of its filing. However, Rule 19b-4(f)(6)(iii) \9\ permits the
Commission to 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 Exchange may immediately update the identified rule references
within the Nasdaq disciplinary rules, which the Exchange states will
make the rules accurate and reflect the correct cross-referenced rules.
For this reason, and to avoid any investor confusion that may result
from inaccurate references within Nasdaq's disciplinary rules, the
Commission believes that waiver of the 30-day operative delay is
consistent with the protection of investors and the public interest.
Therefore, the Commission hereby waives the operative delay and
designates the proposal as operative upon filing.\10\
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\8\ 17 CFR 240.19b-4(f)(6).
\9\ 17 CFR 240.19b-4(f)(6)(iii).
\10\ For purposes only of waiving the 30-day operative delay,
the Commission also has 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. If the Commission
takes such action, the Commission shall institute proceedings to
determine whether the proposed rule change 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-NASDAQ-2020-022 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-NASDAQ-2020-022. 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
[[Page 29501]]
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. All
submissions should refer to File Number SR-NASDAQ-2020-022 and should
be submitted on or before June 5, 2020.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\11\
J. Matthew DeLesDernier,
Assistant Secretary.
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\11\ 17 CFR 200.30-3(a)(12).
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[FR Doc. 2020-10393 Filed 5-14-20; 8:45 am]
BILLING CODE 8011-01-P