[Federal Register Volume 84, Number 247 (Thursday, December 26, 2019)]
[Notices]
[Pages 71009-71016]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2019-27696]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-87788; File No. 4-705]
Program for Allocation of Regulatory Responsibilities Pursuant to
Rule 17d-2; Notice of Filing and Order Approving and Declaring
Effective an Amended Proposed Plan for the Allocation of Regulatory
Responsibilities Between the Financial Industry Regulatory Authority,
Inc., Cboe BZX Exchange, Inc., Cboe BYX Exchange, Inc., Cboe EDGA
Exchange, Inc., and Cboe EDGX Exchange, Inc.
December 18, 2019.
Notice is hereby given that the Securities and Exchange Commission
(``Commission'') has issued an Order, pursuant to Section 17(d) of the
Securities Exchange Act of 1934 (``Act''),\1\ approving and declaring
effective an amendment to the plan for allocating regulatory
responsibility (``Plan'') filed on December 3, 2019, pursuant to Rule
17d-2 of the Act,\2\ by the Financial Industry Regulatory Authority,
Inc. (``FINRA''), Cboe BZX Exchange, Inc. (``BZX''), Cboe BYX Exchange,
Inc. (``BYX''), Cboe EDGA Exchange, Inc. (``EDGA''), and Cboe EDGX
Exchange, Inc. (``EDGX'') (each, a ``Participating Organization,'' or
``Bats Exchange,'' and together, the ``Participating Organizations,''
``the Bats Exchanges,'' or the ``Parties''). The Plan replaces and
supersedes the agreement between FINRA and the Bats Exchanges dated
September 30, 2016, entitled ``Agreement between Financial Industry
Regulatory Authority, Inc., Bats BZX Exchange, Inc., Bats BYS Exchange,
Inc., Bats EDGA Exchange, Inc., and Bats EDGX Exchange, Inc. Pursuant
to Rule 17d-2 under the Securities Exchange Act of 1934.'' \3\
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\1\ 15 U.S.C. 78q(d).
\2\ 17 CFR 240.17d-2.
\3\ See Securities Exchange Act Release No. 79057 (October 6,
2016), 81 FR 70728 (October 13, 2016).
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I. Introduction
Section 19(g)(1) of the Securities Exchange Act of 1934
(``Act''),\4\ among other things, requires every self-regulatory
organization (``SRO'') registered as either a national securities
exchange or national securities association to examine for, and enforce
compliance by, its members and persons associated with its members with
the Act, the rules and regulations thereunder, and the SRO's own rules,
unless the SRO is relieved of this responsibility pursuant to Section
17(d) or Section 19(g)(2) of the Act.\5\ Without this relief, the
statutory obligation of each individual SRO could result in a pattern
of multiple examinations of broker-dealers that maintain memberships in
more than one SRO (``common members''). Such regulatory duplication
would add unnecessary expenses for common members and their SROs.
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\4\ 15 U.S.C. 78s(g)(1).
\5\ 15 U.S.C. 78q(d) and 15 U.S.C. 78s(g)(2), respectively.
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Section 17(d)(1) of the Act \6\ was intended, in part, to eliminate
unnecessary multiple examinations and regulatory duplication.\7\ With
respect to a common member, Section 17(d)(1) authorizes the Commission,
by rule or order, to relieve an SRO of the responsibility to receive
regulatory reports, to examine for and enforce compliance with
applicable statutes, rules, and regulations, or to perform other
specified regulatory functions.
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\6\ 15 U.S.C. 78q(d)(1).
\7\ See Securities Act Amendments of 1975, Report of the Senate
Committee on Banking, Housing, and Urban Affairs to Accompany S.
249, S. Rep. No. 94-75, 94th Cong., 1st Session 32 (1975).
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To implement Section 17(d)(1), the Commission adopted two rules:
Rule 17d-1 and Rule 17d-2 under the Act.\8\ Rule 17d-1 authorizes the
Commission to name a single SRO as the designated examining authority
(``DEA'') to examine common members for compliance with the financial
responsibility requirements imposed by the Act, or by Commission or SRO
rules.\9\ When an SRO has been named as a common member's DEA, all
other SROs to which the common member belongs are relieved of the
responsibility to examine the firm for compliance with the applicable
financial responsibility rules. On its face, Rule 17d-1 deals only with
an SRO's obligations to enforce member compliance with financial
responsibility requirements. Rule 17d-1 does not relieve an SRO from
its obligation to examine a common member for compliance with its own
rules and provisions of the federal securities laws governing matters
other than financial responsibility, including sales practices and
trading activities and practices.
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\8\ 17 CFR 240.17d-1 and 17 CFR 240.17d-2, respectively.
\9\ See Securities Exchange Act Release No. 12352 (April 20,
1976), 41 FR 18808 (May 7, 1976).
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To address regulatory duplication in these and other areas, the
Commission adopted Rule 17d-2 under the Act.\10\ Rule 17d-2 permits
SROs to propose joint plans for the allocation of regulatory
responsibilities with respect to their common members. Under paragraph
(c) of Rule 17d-2, the Commission may declare such a plan effective if,
after providing for appropriate notice and comment, it determines that
the plan is necessary or appropriate in the public interest and for the
protection of investors; to foster cooperation and coordination among
the SROs; to remove impediments to, and foster the development of, a
national market system and a national clearance and settlement system;
and is in conformity with the factors set forth in Section 17(d) of the
Act. Commission approval of a plan filed pursuant to Rule 17d-2
relieves an SRO of those regulatory responsibilities allocated by the
plan to another SRO.
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\10\ See Securities Exchange Act Release No. 12935 (October 28,
1976), 41 FR 49091 (November 8, 1976).
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II. The Plan
On October 6, 2016, the Commission declared effective the Plan
entered into between FINRA and the Bats Exchanges for allocating
regulatory responsibility pursuant to Rule 17d-2.\11\ The Plan is
intended to reduce regulatory duplication for firms that are common
members of FINRA and at least one of the Bats Exchanges by allocating
regulatory responsibility with respect to certain applicable laws,
rules, and regulations that are common among them. Included in the Plan
is an exhibit that lists every rule of each Bats Exchange for which
FINRA bears responsibility under the Plan for overseeing and enforcing
with respect to
[[Page 71010]]
members of one or more of the Bats Exchanges that are also members of
FINRA and the associated persons therewith.
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\11\ See Securities Exchange Act Release No. 79057 (October 6,
2016), 81 FR 70728 (October 13, 2016).
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III. Proposed Amendment to the Plan
On December 3, 2019, the parties submitted a proposed amendment to
the Plan (``Amended Plan''). The primary purposes of the Amended Plan
are to (1) allocate surveillance, investigation, and enforcement
responsibilities for Rule 14e-4 under the Act and (2) amend the Plan to
reflect the name changes of the Bats Exchanges. The text of the
proposed Amended Plan is as follows (additions are italicized;
deletions are [bracketed]):
Agreement Between Financial Industry Regulatory Authority, Inc.,
[BATS]CBOE BZX Exchange, Inc., [BATS]CBOE BYX EXCHANGE, INC.,
[BATS]CBOE EDGA Exchange, Inc., and [BATS]CBOE EDGX Exchange, Inc.
Pursant to Rule 17d-2 Under the Securities Exchange Act of 1934
This Agreement, by and between the Financial Industry Regulatory
Authority, Inc. (``FINRA''), [Bats]Cboe BZX Exchange, Inc. (``BZX''),
[Bats]Cboe BYX Exchange, Inc. (``BYX''), [Bats]Cboe EDGA Exchange, Inc.
(``EDGA''), and [Bats]Cboe EDGX Exchange, Inc. (``EDGX'')
(collectively, the ``Bats Exchanges'' and each a ``Bats Exchange'') is
made this [30th] 2nd day of [September]December, 201[6]9 (the
``Agreement''), pursuant to Section 17(d) of the Securities Exchange
Act of 1934 (the ``Exchange Act'') and Rule 17d-2 thereunder, which
permits agreements between self-regulatory organizations to allocate
regulatory responsibility to eliminate regulatory duplication. FINRA
and the Bats Exchanges may be referred to individually as a ``party''
and together as the ``parties.'' Upon approval by the Securities and
Exchange Commission (``Commission'' or ``SEC'') this Agreement shall
replace and supersede the agreement among FINRA and the Bats Exchanges
dated September 30, 2016[between FINRA and BZX dated August 25, 2008;
the agreement between FINRA and BYX dated September 3, 2010; the
agreement between FINRA and EDGA dated March 31, 2010; and the
agreement between FINRA and EDGX dated March 31, 2010].
Whereas, FINRA and the Bats Exchanges desire to reduce duplication
in the examination and surveillance of their Common Members (as defined
herein) and in the filing and processing of certain registration and
membership records; and
Whereas, FINRA and the Bats Exchanges desire to execute an
agreement covering such subjects pursuant to the provisions of Rule
17d-2 under the Exchange Act and to file such agreement with the
Commission for its approval.
Now, therefore, in consideration of the mutual covenants contained
hereinafter, FINRA and each Bats Exchange hereby agree as follows:
1. Definitions. Unless otherwise defined in this Agreement or the
context otherwise requires, the terms used in this Agreement shall have
the same meaning as they have under the Exchange Act and the rules and
regulations thereunder. As used in this Agreement, the following terms
shall have the following meanings:
(a) ``Bats Exchanges Rules'' or ``FINRA Rules'' shall mean: (i) The
rules of each Bats Exchange, or (ii) the rules of FINRA, respectively,
as the rules of an exchange or association are defined in Exchange Act
Section 3(a)(27).
(b) ``Common Rules'' shall mean the rules of each Bats Exchange
that are substantially similar to the applicable FINRA Rules and
certain provisions of the Exchange Act and SEC rules set forth on
Exhibit 1 in that examination or surveillance for compliance with such
provisions and rules would not require FINRA to develop one or more new
examination or surveillance standards, modules, procedures, or criteria
in order to analyze the application of the provision or rule, or a
Common Member's activity, conduct, or output in relation to such
provision or rule; provided, however, Common Rules shall not include
the application of the SEC, each Bats Exchange or FINRA rules as they
pertain to violations of insider trading activities, which is covered
by a separate 17d-2 Agreement by and among [BATS Exchange, Inc., BATS-Y
Exchange, Inc., Chicago Board Options Exchange, Incorporated, Chicago
Stock Exchange, Inc., EDGA Exchange Inc., EDGX Exchange Inc., Financial
Industry Regulatory Authority, Inc., NASDAQ OMX BX, Inc., NASDAQ OMX
PHLX LLC, The NASDAQ Stock Market LLC, National Stock Exchange, Inc.,
New York Stock Exchange, LLC, NYSE Amex LLC, and NYSE Arca Inc.
effective December 16, 2011] Cboe BZX Exchange, Inc., Cboe BYX
Exchange, Inc., Chicago Stock Exchange, Inc., Cboe EDGA Exchange, Inc.,
Cboe EDGX Exchange, Inc., Financial Industry Regulatory Authority,
Inc., Nasdaq BX, Inc., Nasdaq PHLX LLC, The Nasdaq Stock Market LLC,
NYSE National, Inc., New York Stock Exchange LLC, NYSE American LLC,
NYSE Arca Inc., Investors' Exchange LLC and Long-Term Stock Exchange,
Inc. effective August 1, 2019, as may be amended from time to time.
Common Rules shall not include any provisions regarding (i) notice,
reporting or any other filings made directly to or from any Bats
Exchange, (ii) incorporation by reference of any Bats Exchange Rules
that are not Common Rules, (iii) exercise of discretion in a manner
that differs from FINRA's exercise of discretion including, but not
limited to exercise of exemptive authority, by any Bats Exchange, (iv)
prior written approval of any Bats Exchange and (v) payment of fees or
fines to any Bats Exchange.
(c) ``Common Members'' shall mean those Bats Exchange members that
are also members of FINRA and the associated persons therewith.
(d) ``Effective Date'' shall have the meaning set forth in
paragraph 13.
(e) ``Enforcement Responsibilities'' shall mean the conduct of
appropriate proceedings, in accordance with FINRA's Code of Procedure
and other applicable FINRA procedural rules, to determine whether
violations of Common Rules have occurred, and if such violations are
deemed to have occurred, the imposition of appropriate sanctions as
specified under FINRA's Code of Procedure and sanctions guidelines.
(f) ``Regulatory Responsibilities'' shall mean the examination
responsibilities, surveillance responsibilities and Enforcement
Responsibilities relating to compliance by the Common Members with the
Common Rules and the provisions of the Exchange Act and the rules and
regulations thereunder, and other applicable laws, rules and
regulations, each as set forth on Exhibit 1 attached hereto.
2. Regulatory Responsibilities. FINRA shall assume Regulatory
Responsibilities for Common Members. Attached as Exhibit 1 to this
Agreement and made part hereof, each Bats Exchange furnished FINRA with
a current list of Common Rules and certified to FINRA that such rules
that are Bats Exchanges Rules are substantially similar to the
corresponding FINRA Rules (the ``Certification''). FINRA hereby agrees
that the rules listed in the Certification are Common Rules as defined
in this Agreement. Each year following the Effective Date of this
Agreement, or more frequently if required by changes in either the
rules of any Bats Exchange or FINRA, the Bats Exchanges shall submit an
updated list of Common Rules to FINRA for review which shall add Bats
Exchanges Rules not included in the current list of Common Rules that
qualify as Common Rules as defined in this Agreement; delete Bats
Exchanges Rules included in the current list of
[[Page 71011]]
Common Rules that no longer qualify as Common Rules as defined in this
Agreement; and confirm that the remaining rules on the current list of
Common Rules continue to be Bats Exchanges Rules that qualify as Common
Rules as defined in this Agreement. Within 30 days of receipt of such
updated list, FINRA shall confirm in writing whether the rules listed
in any updated list are Common Rules as defined in this Agreement.
Notwithstanding anything herein to the contrary, it is explicitly
understood that the term ``Regulatory Responsibilities'' does not
include, and each Bats Exchange shall retain full responsibility for
(unless otherwise addressed by separate agreement or rule)
(collectively, the ``Retained Responsibilities'') the following:
(a) Surveillance, examination, investigation and enforcement with
respect to trading activities or practices involving each Bats
Exchange's own marketplace for rules that are not Common Rules;
(b) registration pursuant to its applicable rules of associated
persons (i.e., registration rules that are not Common Rules);
(c) discharge of its duties and obligations as a Designated
Examining Authority pursuant to Rule 17d-1 under the Exchange Act; and
(d) any Bats Exchanges Rules that are not Common Rules, except for
any Bats Exchanges Rules for any broker-dealer subsidiary of [Bats
Global Markets]Cboe Trading, Inc., as provided in paragraph 6.
3. Common Members. Prior to the Effective Date, each Bats Exchange
shall furnish FINRA with a current list of Common Members, which shall
be updated no less frequently than once each quarter.
4. No Charge. There shall be no charge to the Bats Exchanges by
FINRA for performing the Regulatory Responsibilities under this
Agreement except as otherwise agreed by the parties, either herein or
in a separate agreement.
5. Reassignment of Regulatory Responsibilities. Notwithstanding any
provision hereof, this Agreement shall be subject to any statute, or
any rule or order of the Commission, or industry agreement,
restructuring the regulatory framework of the securities industry or
reassigning Regulatory Responsibilities between self-regulatory
organizations. To the extent such action is inconsistent with this
Agreement, such action shall supersede the provisions hereof to the
extent necessary for them to be properly effectuated and the provisions
hereof in that respect shall be null and void.
6. Notification of Violations. In the event that FINRA becomes
aware of apparent violations of any Bats Exchanges Rules, which are not
listed as Common Rules, discovered pursuant to the performance of the
Regulatory Responsibilities assumed hereunder, FINRA shall notify the
Bats Exchanges of those apparent violations for such response as the
Bats Exchanges deem appropriate. In the event that any of the Bats
Exchanges becomes aware of apparent violations of any Common Rules,
discovered pursuant to the performance of the Retained
Responsibilities, the applicable Bats Exchange shall notify FINRA of
those apparent violations and such matters shall be handled by FINRA as
provided in this Agreement. With respect to apparent violations of any
Bats Exchanges Rules by any broker-dealer subsidiary of Bats Global
Markets, Inc., FINRA shall not make referrals to the Bats Exchanges
pursuant to this paragraph 6. Such apparent violations shall be
processed by, and enforcement proceedings in respect thereto will be
conducted by, FINRA as provided in this Agreement. Each party agrees to
make available promptly all files, records and witnesses necessary to
assist the other in its investigation or proceedings. Apparent
violations of Common Rules, FINRA Rules, federal securities laws, and
rules and regulations thereunder, shall be processed by, and
enforcement proceedings in respect thereto shall be conducted by FINRA
as provided hereinbefore; provided, however, that in the event a Common
Member is the subject of an investigation relating to a transaction on
a Bats Exchange, the Bats Exchange may in its discretion assume
concurrent jurisdiction and responsibility.
7. Continued Assistance.
(a) FINRA shall make available to the Bats Exchanges all
information obtained by FINRA in the performance by it of the
Regulatory Responsibilities hereunder with respect to the Common
Members subject to this Agreement. In particular, and not in limitation
of the foregoing, FINRA shall furnish the Bats Exchanges any
information it obtains about Common Members which reflects adversely on
their financial condition. The Bats Exchanges shall make available to
FINRA any information coming to its attention that reflects adversely
on the financial condition of Common Members or indicates possible
violations of applicable laws, rules or regulations by such firms.
(b) The parties agree that documents or information shared shall be
held in confidence, and used only for the purposes of carrying out
their respective regulatory obligations. The parties shall not assert
regulatory or other privileges as against another with respect to
documents or information that is required to be shared pursuant to this
Agreement.
(c) The sharing of documents or information between the parties
pursuant to this Agreement shall not be deemed a waiver as against
third parties of regulatory or other privileges relating to the
discovery of documents or information.
8. Statutory Disqualifications. When FINRA becomes aware of a
statutory disqualification as defined in the Exchange Act with respect
to a Common Member, FINRA shall determine pursuant to Sections 15A(g)
and/or Section 6(c) of the Exchange Act the acceptability or continued
applicability of the person to whom such disqualification applies and
keep the Bats Exchanges advised of its actions in this regard for such
subsequent proceedings as the Bats Exchanges may initiate.
9. Customer Complaints. The Bats Exchanges shall forward to FINRA
copies of all customer complaints involving Common Members received by
the Bats Exchanges relating to FINRA's Regulatory Responsibilities
under this Agreement. It shall be FINRA's responsibility to review and
take appropriate action in respect to such complaints.
10. Advertising. FINRA shall assume responsibility to review the
advertising of Common Members subject to the Agreement, provided that
such material is filed with FINRA in accordance with FINRA's filing
procedures and is accompanied with any applicable filing fees set forth
in FINRA Rules.
11. No Restrictions on Regulatory Action. Nothing contained in this
Agreement shall restrict or in any way encumber the right of any party
to conduct its own independent or concurrent investigation, examination
or enforcement proceeding of or against Common Members, as any party,
in its sole discretion, shall deem appropriate or necessary.
12. Termination. This Agreement may be terminated by the Bats
Exchanges or FINRA at any time upon the approval of the Commission
after one (1) year's written notice to the other party, except as
provided in paragraph 4.
13. Effective Date. This Agreement shall be effective upon approval
of the Commission.
14. Arbitration. In the event of a dispute among the parties as to
the operation of this Agreement, the Bats Exchanges and FINRA hereby
agree that
[[Page 71012]]
any such dispute shall be settled by arbitration in Washington, DC in
accordance with the rules of the American Arbitration Association then
in effect, or such other procedures as the parties may mutually agree
upon. Judgment on the award rendered by the arbitrator(s) may be
entered in any court having jurisdiction. Each party acknowledges that
the timely and complete performance of its obligations pursuant to this
Agreement is critical to the business and operations of the other
parties. In the event of a dispute between the parties, the parties
shall continue to perform their respective obligations under this
Agreement in good faith during the resolution of such dispute unless
and until this Agreement is terminated in accordance with its
provisions. Nothing in this Section 14 shall interfere with a party's
right to terminate this Agreement as set forth herein.
15. Notification of Members. The Bats Exchanges and FINRA shall
notify Common Members of this Agreement after the Effective Date by
means of a uniform joint notice.
16. Amendment. This Agreement may be amended in writing duly
approved by each party. All such amendments must be filed with and
approved by the Commission before they become effective.
17. Limitation of Liability. Neither FINRA nor any Bats Exchange
nor any of their respective directors, governors, officers or employees
shall be liable to the other parties to this Agreement for any
liability, loss or damage resulting from or claimed to have resulted
from any delays, inaccuracies, errors or omissions with respect to the
provision of Regulatory Responsibilities as provided hereby or for the
failure to provide any such responsibility, except with respect to such
liability, loss or damages as shall have been suffered by one or the
other of FINRA or any Bats Exchange and caused by the willful
misconduct of the other party or their respective directors, governors,
officers or employees. No warranties, express or implied, are made by
FINRA or any Bats Exchange with respect to any of the responsibilities
to be performed by each of them hereunder.
18. Relief from Responsibility. Pursuant to Sections 17(d)(1)(A)
and 19(g) of the Exchange Act and Rule 17d-2 thereunder, FINRA and the
Bats Exchanges join in requesting the Commission, upon its approval of
this Agreement or any part thereof, to relieve the Bats Exchanges of
any and all responsibilities with respect to matters allocated to FINRA
pursuant to this Agreement; provided, however, that this Agreement
shall not be effective until the Effective Date.
19. Severability. Any term or provision of this Agreement that is
invalid or unenforceable in any jurisdiction shall, as to such
jurisdiction, be ineffective to the extent of such invalidity or
unenforceability without rendering invalid or unenforceable the
remaining terms and provisions of this Agreement or affecting the
validity or enforceability of any of the terms or provisions of this
Agreement in any other jurisdiction.
20. Counterparts. This Agreement may be executed in one or more
counterparts, each of which shall be deemed an original, and such
counterparts together shall constitute one and the same instrument.
Exhibit 1
Cboe [Bats] BZX Exchange, Inc. (``BZX''), Cboe [Bats] BYX Exchange,
Inc. (``BYX''), Cboe [Bats] EDGA Exchange, Inc. (``EDGA''), and Cboe
[Bats] EDGX Exchange, Inc. (``EDGX'') Rules Certification for 17d-2
Agreement with FINRA
Each Bats Exchange hereby certifies that the requirements contained
in the rules listed below are identical to, or substantially similar
to, the comparable FINRA Rule, NASD Rule, Exchange Act provision or SEC
Rule identified (``Common Rules'').
# Common Rules shall not include provisions regarding (i) notice,
reporting or any other filings made directly to or from any Bats
Exchange, (ii) incorporations by reference of any Bats Exchange Rules
that are not Common Rules (iii) exercise of discretion in a manner that
differs from FINRA's exercise of discretion including, but not limited
to exercise of exemptive authority, by any Bats Exchanges, (iv) prior
written approval of any Bats Exchanges, and (v) payment of fees or
fines to any Bats Exchange.
----------------------------------------------------------------------------------------------------------------
FINRA Rule, NASD Rule,
BZX Rule BYX Rule EDGA Rule EDGX Rule Exchange Act Provision
or SEC Rule
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Rule 2.5 Restrictions, Rule 2.5 Rule 2.5 Rule 2.5 FINRA Rule
Interpretation and Policy .02 Restrictions, Restrictions, Restrictions, 12[5]40(a)(1)-(4)
Continuing Education Interpretation Interpretation Interpretation Continuing Education
Requirements . and Policy .02 and Policy .02 and Policy .02 Requirements \1\;
Continuing Continuing Continuing FINRA Rule 1010(a);
Education Education Education FINRA Bylaws Article
Requirements . Requirements . Requirements . V, Sec. 2.
Rule 2.5 Restrictions, Rule 2.5 Rule 2.5 Rule 2.5 FINRA By-Laws of the
Interpretation and Policy .04 Restrictions, Restrictions, Restrictions, Corporation, Article
Termination of Employment. Interpretation Interpretation Interpretation V, Section 3
and Policy .04 and Policy .04 and Policy .04 Notification by
Termination of Termination of Termination of Member to the
Employment. Employment. Employment. Corporation and
Associated Person of
Termination;
Amendments to
Notification.
Rule 2.6(g) Application Rule 2.6(g) Rule 2.6(g) Rule 2.6(g) FINRA By-Laws of the
Procedures for Membership or Application Application Application Corporation, Article
to become an Associated Person Procedures for Procedures for Procedures for IV, Section 1(c)
of a Member . Membership or to Membership or to Membership or to Application for
become an become an become an Membership.
Associated Associated Associated
Person of a Person of a Person of a
Member . Member . Member .
Rule 3.1 Business Conduct of Rule 3.1 Business Rule 3.1 Business Rule 3.1 Business FINRA Rule 2010
Members *. Conduct of Conduct of Conduct of Standards of
Members *. Members *. Members *. Commercial Honor and
Principles of Trade.*
Rule 3.2 Violations Prohibited Rule 3.2 Rule 3.2 Rule 3.2 FINRA Rule 2010
*. Violations Violations Violations Standards of
Prohibited *. Prohibited *. Prohibited *. Commercial Honor and
Principles of Trade
and FINRA Rule 3110
Supervision.* \2\
Rule 3.3 Use of Fraudulent Rule 3.3 Use of Rule 3.3 Use of Rule 3.3 Use of FINRA Rule 2020 Use of
Devices *. Fraudulent Fraudulent Fraudulent Manipulative,
Devices *. Devices *. Devices *. Deceptive or Other
Fraudulent Devices.*
Rule 3.5 Communications with Rule 3.5 Rule 3.5 Rule 3.5 FINRA Rule 2210
the Public. Communications Communications Communications Communications with
with the Public. with the Public. with the Public. the Public.
Rule 3.6 Fair Dealing with Rule 3.6 Fair Rule 3.6 Fair Rule 3.6 Fair FINRA Rule 2020 Use of
Customers. Dealing with Dealing with Dealing with Manipulative,
Customers. Customers. Customers. Deceptive or Other
Fraudulent Devices.*
\3\
Rule 3.7(a) Recommendations to Rule 3.7(a) Rule 3.7(a) Rule 3.7(a) FINRA Rule 2111(a)
Customers. Recommendations Recommendations Recommendations Suitability.
to Customers. to Customers. to Customers.
Rule 3.8(a) The Prompt Receipt Rule 3.8(a) The Rule 3.8(a) The Rule 3.8(a) The FINRA Rule 11860 COD
and Delivery of Securities. Prompt Receipt Prompt Receipt Prompt Receipt Orders.
and Delivery of and Delivery of and Delivery of
Securities. Securities. Securities.
[[Page 71013]]
Rule 3.8(b) The Prompt Receipt Rule 3.8(b) The Rule 3.8(b) The Rule 3.8(b) The SEC Regulation SHO.
and Delivery of Securities. Prompt Receipt Prompt Receipt Prompt Receipt
and Delivery of and Delivery of and Delivery of
Securities. Securities. Securities.
Rule 3.9 Charges for Services Rule 3.9 Charges Rule 3.9 Charges Rule 3.9 Charges FINRA Rule 2122
Performed. for Services for Services for Services Charges for Services
Performed. Performed. Performed. Performed.
Rule 3.10 Use of Information... Rule 3.10 Use of Rule 3.10 Use of Rule 3.10 Use of FINRA Rule 2060 Use of
Information. Information. Information. Information Obtained
in Fiduciary
Capacity.
Rule 3.11 Publication of Rule 3.11 Rule 3.11 Rule 3.11 FINRA Rule 5210
Transactions and Quotations . Publication of Publication of Publication of Publication of
Transactions and Transactions and Transactions and Transactions and
Quotations . Quotations . Quotations . Quotations.
Rule 3.12 Offers at Stated Rule 3.12 Offers Rule 3.12 Offers Rule 3.12 Offers FINRA Rule 5220 Offers
Prices. at Stated Prices. at Stated Prices. at Stated Prices. at Stated Prices.
Rule 3.13 Payment Designed to Rule 3.13 Payment Rule 3.13 Rule 3.13 FINRA Rule 5230
Influence Market Prices, Other Designed to Payments Payments Payments Involving
than Paid Advertising. Influence Market Involving Involving Publications that
Prices, Other Publications Publications Influence the Market
than Paid that Influence that Influence Price of a Security.
Advertising. the Market Price the Market Price
of a Security. of a Security.
Rule 3.14 Disclosure on Rule 3.14 Rule 3.14 Rule 3.14 FINRA Rule 2232(a)
Confirmations. Disclosure on Disclosure on Disclosure on Customer
Confirmations. Confirmations. Confirmations. Confirmations and SEC
Rule 10b-10
Confirmation of
Transactions.
Rule 3.15 Disclosure of Control Rule 3.15 Rule 3.15 Rule 3.15 FINRA Rule 2262
Disclosure of Disclosure of Disclosure of Disclosure of Control
Control. Control. Control. Relationship With
Issuer.
Rule 3.16 Discretionary Rule 3.16 Rule 3.16 Rule 3.16 NASD Rule 2510
Accounts. Discretionary Discretionary Discretionary Discretionary
Accounts. Accounts. Accounts. Accounts.\4\
Rule 3.17 Customer's Securities Rule 3.17 Rule 3.17 Rule 3.17 FINRA Rule 2150(a)
or Funds. Customer's Customer's Customer's Improper Use of
Securities or Securities or Securities or Customers' Securities
Funds. Funds. Funds. or Funds; Prohibition
Against Guarantees
and Sharing in
Accounts--Improper
Use.
Rule 3.18 Prohibition Against Rule 3.18 Rule 3.18 Rule 3.18 FINRA Rule 2150(b)
Guarantees. Prohibition Prohibition Prohibition Improper Use of
Against Against Against Customers' Securities
Guarantees. Guarantees. Guarantees. or Funds; Prohibition
Against Guarantees
and Sharing in
Accounts--Prohibition
Against Guarantees.
Rule 3.19 Sharing in Accounts; Rule 3.19 Sharing Rule 3.19 Sharing Rule 3.19 Sharing FINRA Rule 2150(c)(1)
Extent Permissible. in Accounts; in Accounts; in Accounts; Improper Use of
Extent Extent Extent Customers' Securities
Permissible. Permissible. Permissible. or Funds; Prohibition
Against Guarantees
and Sharing in
Accounts--Sharing in
Accounts; Extent
Permissible.
Rule 3.21[(a)-(f)] Customer Rule 3.21[(a)- Rule 3.21[(a)- Rule 3.21[(a)- FINRA Rule 2265
Disclosures. (f)] Customer (f)] Customer (f)] Customer Extended Hours
Disclosures. Disclosures. Disclosures. Trading Risk
Disclosure.
Rule 3.22 Influencing or Rule 3.22 Rule 3.20 Rule 3.20 FINRA Rule 3220
Rewarding Employees of Others. Influencing or Influencing or Influencing or Influencing or
Rewarding Rewarding Rewarding Rewarding Employees
Employees of Employees of Employees of of Others.
Others. Others. Others.
Rule 3.23 Telemarketing and Rule 3.23 Rule 3.26 Rule 3.26 FINRA Rule 3230
Interpretations and Policies Telemarketing Telemarketing Telemarketing Telemarketing.
.01. and and and
Interpretations Interpretations Interpretations
and Policies .01. and Policies .01. and Policies .01.
Rule 4.1 Requirements.......... Rule 4.1 Rule 4.1 Rule 4.1 Section 17 of the
Requirements. Requirements. Requirements. Exchange Act and the
rules thereunder *
\5\, and FINRA Rule
4511(a) and (c)
General Requirements.
Rule 4.3 Record of Written Rule 4.3 Record Rule 4.3 Record Rule 4.3 Record FINRA Rule 4513
Complaints. of Written of Written of Written Records of Written
Complaints. Complaints. Complaints. Customer Complaints.
Rule 5.1 Written Procedures.... Rule 5.1 Written Rule 5.1 Written Rule 5.1 Written FINRA Rule 3110(b)(1)
Procedures. Procedures. Procedures. Supervision-Written
Procedures.*
Rule 5.2 Responsibility of Rule 5.2 Rule 5.2 Rule 5.2 FINRA Rule 3110
Members. Responsibility Responsibility Responsibility (a)(4), (b)(4) and
of Members. of Members. of Members. (b)(7) Supervision--
Supervisory System/
Written Procedures--
Review of
Correspondence and
Internal
Communications.*
Rule 5.3 Records............... Rule 5.3 Records. Rule 5.3 Records. Rule 5.3 Records. FINRA Rule 3110
Supervision.*
Rule 5.4 Review of Activities.. Rule 5.4 Review Rule 5.4 Review Rule 5.4 Review FINRA Rule 3110(c) and
of Activities. of Activities. of Activities. (d) Supervision--
Internal Inspections/
Transaction Review
and Investigation.*
Rule 5.6 Anti-Money Laundering Rule 5.6 Anti- Rule 5.6 Anti- Rule 5.6 Anti- FINRA Rule 3310 Anti-
Compliance Program . Money Laundering Money Laundering Money Laundering Money Laundering
Compliance Compliance Compliance Compliance Program.
Program . Program . Program .
Rule 9.3 Predispute Arbitration Rule 9.3 Rule 9.3 Rule 9.3 FINRA Rule 2268
Agreements. Predispute Predispute Predispute Requirements When
Arbitration Arbitration Arbitration Using Predispute
Agreements. Agreements. Agreements. Arbitration
Agreements for
Customer Accounts.
Rule 11.18(e)(3) & (4) Trading Rule 11.18(e)(3) Rule 11.16(e)(3) Rule 11.16(e)(3) FINRA Rule 6190(a)[(1)
Halts Due to Extraordinary & (4) Trading & (4) Trading & (4) Trading & (2)]& (b)
Market Volatility. Halts Due to Halts Due to Halts Due to Compliance with
Extraordinary Extraordinary Extraordinary Regulation NMS Plan
Market Market Market to Address
Volatility. Volatility. Volatility. Extraordinary Market
Volatility.
Rule 11.19(a) Short Sales Rule 11.19(a) Rule 11.10(a)(5) Rule 11.10(a)(5) FINRA Rule 6182 Trade
[caret][caret]. Short Sales Order Execution- Order Execution- Reporting of Short
[caret][caret]. Short Sales Short Sales Sales.[caret][caret]
[caret][caret]. [caret][caret].
Rule 12.1 Market Manipulation Rule 12.1 Market Rule 12.1 Market Rule 12.1 Market FINRA Rule 6140(a)
**. Manipulation **. Manipulation **. Manipulation **. Other Trading
Practices.**
Rule 12.2 Fictitious Rule 12.2 Rule 12.2 Rule 12.2 FINRA Rule 6140(b)
Transactions **. Fictitious Fictitious Fictitious Other Trading
Transactions **. Transactions **. Transactions **. Practices.**
Rule 12.3 Excessive Sales by a Rule 12.3 Rule 12.3 Rule 12.3 FINRA Rule 6140(c)
Member **. Excessive Sales Excessive Sales Excessive Sales Other Trading
by a Member **. by a Member **. by a Member **. Practices.**
Rule 12.4 Manipulative Rule 12.4 Rule 12.4 Rule 12.4 FINRA Rule 6140(d)
Transactions **. Manipulative Manipulative Manipulative Other Trading
Transactions **. Transactions **. Transactions **. Practices.**
Rule 12.5 Dissemination of Rule 12.5 Rule 12.5 Rule 12.5 FINRA Rule 6140(e)
False Information **. Dissemination of Dissemination of Dissemination of Other Trading
False False False Practices.**
Information **. Information **. Information **.
Rule 12.6 Prohibition Against Rule 12.6 Rule 12.6 Rule 12.6 FINRA Rule 5320
Trading Ahead of Customer Prohibition Prohibition Prohibition Prohibition Against
Orders [caret][caret]. Against Trading Against Trading Against Trading Trading Ahead of
Ahead of Ahead of Ahead of Customer
Customer Orders Customer Orders Customer Orders Orders.[caret][caret]
[caret][caret]. [caret][caret]. [caret][caret].
[[Page 71014]]
Rule 12.9 Trade Shredding...... Rule 12.9 Trade Rule 12.9 Trade Rule 12.9 Trade FINRA Rule 5290 Order
Shredding. Shredding. Shredding. Entry and Execution
Practices.
Rule 12.11 Best Execution Rule 12.11 Best Rule 12.11 Best Rule 12.11 Best FINRA Rule 5310 Best
[caret][caret]. Execution Execution Execution Execution and
[caret][caret]. [caret][caret]. [caret][caret]. Interpositioning.[car
et][caret]
Rule 12.13 Trading Ahead of Rule 12.13 Rule 12.13 Rule 12.13 FINRA Rule 5280
Research Reports Trading Ahead of Trading Ahead of Trading Ahead of Trading Ahead of
[caret][caret]. Research Reports Research Reports Research Reports Research
[caret][caret]. [caret][caret]. [caret][caret]. Reports.[caret][caret
]
Rule 12.14(a) Front Running of Rule 12.14(a) Rule 12.14(a) Rule 12.14(a) FINRA Rule 5270 Front
Block Transactions Front Running of Front Running of Front Running of Running of Block
[caret][caret]. Block Block Block Transactions.[caret][
Transactions Transactions Transactions caret]
[caret][caret]. [caret][caret]. [caret][caret].
Rule 13.2 Failure to Deliver Rule 13.2 Failure Rule 13.2 Short Rule 13.2 Short Regulation SHO Rules
and Failure to Receive. to Deliver and Sale Borrowing Sale Borrowing 200 and 203.
Failure to and Delivery and Delivery
Receive. Requirements. Requirements.
Rule 13.3(a), (b)(i), (d) and Rule 13.3(a), Rule 13.3(a), Rule 13.3(a), FINRA Rule 2251
Interpretation and Policy .01 (b)(i), (d) and (b)(i), (d) and (b)(i), (d) and Processing and
Forwarding of Proxy and Other Interpretation Interpretation Interpretation Forwarding of Proxy
Issuer-Related Materials; and Policy .01 and Policy .01 and Policy .01 and Other Issuer-
Proxy Voting. Forwarding of Forwarding of Forwarding of Related Materials.
Proxy and Other Proxy and Other Proxy and Other
Issuer-Related Issuer-Related Issuer-Related
Materials; Proxy Materials. Materials.
Voting.
Rule 26.11 Restrictions on ................. ................. Rule 26.11 FINRA Rule 4330
Pledge and Lending of Public Restrictions on Customer Protection--
Customers' Securities. Pledge and Permissible Uses of
Lending of Customers'
Public Securities.
Customers'
Securities.
----------------------------------------------------------------------------------------------------------------
\1\ FINRA shall only have Regulatory Responsibilities to the extent that the allowance for additional time for a
registered person to satisfy the regulatory element is consistently granted.
\2\ FINRA shall only have Regulatory Responsibilities regarding the first phrase of the Bats Exchanges rules
regarding prohibitions from violating the Securities Exchange Act of 1934 and the rules and regulations
thereunder; responsibility for the remainder of the rule shall remain with the Bats Exchanges.
\3\ FINRA shall not have Regulatory Responsibilities regarding .01 of each Bats Exchange Rule 3.6.
\4\ FINRA shall not have Regulatory Responsibilities for the Bats Exchanges' Rule to the extent the exception in
NASD Rule 2510(d)(2) applies.
\5\ FINRA shall not have Regulatory Responsibilities regarding requirements to keep records ``in conformity with
. . . Exchange Rules;'' responsibility for such requirement remains with the Bats Exchanges.
In addition, the following provisions shall be part of this 17d-2
Agreement:
Securities Exchange Act of 1934 (``SEA'')
Section 15(g)
SEC Rules Under the SEA
SEC Rule 200 of Regulation SHO--Definition of ``Short Sale'' and
Marking Requirements [caret][caret]
SEC Rule 201 of Regulation SHO--Circuit Breaker [caret][caret]
SEC Rule 203 of Regulation SHO--Borrowing and Delivery Requirements
[caret][caret]
SEA Rule 204 of Regulation SHO--Close-Out Requirement [caret][caret]
SEC Rule 101 of Regulation M--Activities by Distribution Participants
[caret][caret]
SEC Rule 102 of Regulation M--Activities by Issuers and Selling
Security Holders During a Distribution [caret][caret]
SEC Rule 103 of Regulation M--Nasdaq Passive Market Making
[caret][caret]
SEC Rule 104 of Regulation M--Stabilizing and Other Activities in
Connection with an Offering [caret][caret]
SEC Rule 105 of Regulation M--Short Selling in Connection With a Public
Offering [caret][caret]
SEC Rules 17a-3 / 17a-4--Records to be made by Certain Exchange
Members, Brokers, and Dealers/Records to be Preserved by Certain
Exchange Members, Brokers, and Dealers *
SEC Rule 14e-4--Prohibited Transactions in Connection with Partial
Tender Offers \++\
[# FINRA shall not have Regulatory Responsibilities regarding
notification or reporting to the Bats Exchanges and to the extent
any exercise of discretion is the same.]
* FINRA shall not have any Regulatory Responsibilities for these
rules as they pertain to violations of insider trading activities,
which is covered by a separate 17d-2 Agreement by and among [BATS
Exchange, Inc., BATS Y Exchange, Inc., Chicago Board Options
Exchange, Incorporated, Chicago Stock Exchange, Inc., EDGA Exchange
Inc., EDGX Exchange Inc., Financial Industry Regulatory Authority,
Inc., NASDAQ OMX BX, Inc., NASDAQ OMX PHLX LLC, The NASDAQ Stock
Market LLC, National Stock Exchange, Inc., New York Stock Exchange,
LLC, NYSE Amex LLC, and NYSE Arca, Inc. effective December 16, 2011]
Cboe BZX Exchange, Inc., Cboe BYX Exchange, Inc., Chicago Stock
Exchange, Inc., Cboe EDGA Exchange, Inc., Cboe EDGX Exchange, Inc.,
Financial Industry Regulatory Authority, Inc., Nasdaq BX, Inc.,
Nasdaq PHLX LLC, The Nasdaq Stock Market LLC, NYSE National, Inc.,
New York Stock Exchange LLC, NYSE American LLC, NYSE Arca Inc.,
Investors' Exchange LLC and Long-Term Stock Exchange, Inc. effective
August 1, 2019, as may be amended from time to time.
** FINRA shall not have Regulatory Responsibilities for these
rules as they pertain to trading practices involving securities that
do not meet the definition of NMS stock as defined in Rule
600(b)(47) of Regulation NMS. As of the current date, Bats Exchanges
do not trade any non-NMS stock.
[caret][caret] FINRA shall perform the surveillance
responsibilities for the double caret rules. These rules may be
cited by FINRA in both the context of this Agreement and the
Regulatory Services Agreement.
++ FINRA shall perform the surveillance responsibilities for SEC
Rule 14e-4(a)(1)(ii)(D).
IV. Solicitation of Comments
Interested persons are invited to submit written data, views, and
arguments concerning the foregoing. 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 4-705 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 4-705. 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 plan that are filed with the
Commission,
[[Page 71015]]
and all written communications relating to the proposed plan 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 plan also will be available for inspection and copying at
the principal offices of FINRA, BZX, BYX, EDGX, and EDGA. 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 4-705 and should be submitted on or before
January 16, 2020.
V. Discussion
The Commission finds that the proposed Amended Plan is consistent
with the factors set forth in Section 17(d) of the Act \12\ and Rule
17d-2(c) thereunder \13\ in that the proposed Amended Plan is necessary
or appropriate in the public interest and for the protection of
investors, fosters cooperation and coordination among SROs, and removes
impediments to and fosters the development of the national market
system. In particular, the Commission believes that the proposed
Amended Plan should reduce unnecessary regulatory duplication by
allocating to FINRA certain examination and enforcement
responsibilities for Common Members that would otherwise be performed
by FINRA and at least one of the Bats Exchanges. Accordingly, the
proposed Amended Plan promotes efficiency by reducing costs to Common
Members. Furthermore, because the Bats Exchanges and FINRA will
coordinate their regulatory functions in accordance with the Amended
Plan, the Amended Plan should promote investor protection.
---------------------------------------------------------------------------
\12\ 15 U.S.C. 78q(d).
\13\ 17 CFR 240.17d-2(c).
---------------------------------------------------------------------------
The Commission notes that, under the Amended Plan, the Bats
Exchanges and FINRA have allocated regulatory responsibility for those
rules of the Bats Exchanges, set forth in the Certification, that are
substantially similar to the applicable FINRA rules in that examination
for compliance with such provisions and rules would not require FINRA
to develop one or more new examination standards, modules, procedures,
or criteria in order to analyze the application of the rule, or a
Common Member's activity, conduct, or output in relation to such rule.
In addition, under the Amended Plan, FINRA would assume regulatory
responsibility for certain provisions of the federal securities laws
and the rules and regulations thereunder that are set forth in the
Certification. The Common Rules covered by the Amended Plan are
specifically listed in the Certification, as may be amended by the
Parties from time to time.
According to the Amended Plan, the Bats Exchanges will review the
Certification, at least annually, or more frequently if required by
changes in either the rules of any one of the Bats Exchanges or FINRA,
and, if necessary, submit to FINRA an updated list of Common Rules to
add rules of any Bats Exchange not included on the then-current list of
Common Rules that are substantially similar to FINRA rules; delete
rules of any Bats Exchange included in the then-current list of Common
Rules that no longer qualify as common rules; and confirm that the
remaining rules on the list of Common Rules continue to be rules of
each Bats Exchange that qualify as common rules.\14\ FINRA will then
confirm in writing whether the rules listed in any updated list are
Common Rules as defined in the Amended Plan. Under the Amended Plan,
each Bats Exchange will also provide FINRA with a current list of
Common Members and shall update the list no less frequently than once
each quarter.\15\ The Commission believes that these provisions are
designed to provide for continuing communication between the Parties to
ensure the continued accuracy of the scope of the proposed allocation
of regulatory responsibility.
---------------------------------------------------------------------------
\14\ See paragraph 2 of the Amended Plan.
\15\ See paragraph 3 of the Amended Plan.
---------------------------------------------------------------------------
The Commission is hereby declaring effective an Amended Plan that,
among other things, allocates regulatory responsibility to FINRA for
the oversight and enforcement of all rules of the Bats Exchanges that
are substantially similar to the rules of FINRA for Common Members of
FINRA and the Bats Exchanges. Therefore, modifications to the
Certification need not be filed with the Commission as an amendment to
the Amended Plan, provided that the Parties are only adding to,
deleting from, or confirming changes to the rules of the Bats Exchanges
in the Certification in conformance with the definition of Common Rules
provided in the Amended Plan. However, should the Parties decide to add
a rule of a Bats Exchange to the Certification that is not
substantially similar to a FINRA rule; delete a rule of a Bats Exchange
from the Certification that is substantially similar to a FINRA rule;
or leave on the Certification a Bats Exchange rule that is no longer
substantially similar to a FINRA rule, then such a change would
constitute an amendment to the Amended Plan, which must be filed with
the Commission pursuant to Rule 17d-2 under the Act.\16\
---------------------------------------------------------------------------
\16\ The Commission also notes that the addition to or deletion
from the Certification of any federal securities laws, rules, and
regulations for which FINRA would bear responsibility under the
Amended Plan for examining, and enforcing compliance by, Common
Members, also would constitute an amendment to the Amended Plan.
---------------------------------------------------------------------------
Under paragraph (c) of Rule 17d-2, the Commission may, after
appropriate notice and comment, declare a plan, or any part of a plan,
effective. In this instance, the Commission believes that appropriate
notice and comment can take place after the proposed amendment is
effective. The primary purposes of the amendment are to allocate
surveillance, investigation, and enforcement responsibilities for Rule
14e-4 under the Act, and to update the names of the Bats Exchanges. By
declaring it effective today, the Amended Plan can become effective and
be implemented without undue delay. The Commission notes that the prior
version of this plan immediately prior to this proposed amendment was
published for comment and the Commission did not receive any comments
thereon.\17\ Furthermore, the Commission does not believe that the
amendment to the plan raises any new regulatory issues that the
Commission has not previously considered.\18\
---------------------------------------------------------------------------
\17\ See Securities Exchange Act Release No. 79057 (October 6,
2016), 81 FR 70728 (October 13, 2016).
\18\ See, e.g., Securities Exchange Act Release No. 85189
(February 25, 2019), 84 FR 7153 (March 1, 2019) (order approving an
amendment to add Rule 14e-4 to a plan between FINRA and Miami
International Securities Exchange, LLC, MIAX PEARL, LLC, and MIAX
Emerald, LLC).
---------------------------------------------------------------------------
VI. Conclusion
This Order gives effect to the Plan filed with the Commission in
File No. 4-705. The Parties shall notify all members affected by the
Plan of their rights and obligations under the Plan.
It is therefore ordered, pursuant to Section 17(d) of the Act, that
the Plan in File No. 4-705, between FINRA, BZX, BYX, EDGA, and EDGX,
filed pursuant to Rule 17d-2 under the Act, is approved and declared
effective.
It is further ordered that BZX, BYX, EDGA, and EDGX are relieved of
those
[[Page 71016]]
responsibilities allocated to FINRA under the Plan in File No. 4-705.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\19\
---------------------------------------------------------------------------
\19\ 17 CFR 200.30-3(a)(34).
---------------------------------------------------------------------------
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2019-27696 Filed 12-23-19; 8:45 am]
BILLING CODE 8011-01-P