[Federal Register Volume 83, Number 147 (Tuesday, July 31, 2018)]
[Notices]
[Pages 37012-37020]
[FR Doc No: 2018-16272]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-83704; File No. SR-GEMX-2018-24]

Self-Regulatory Organizations; Nasdaq GEMX, LLC; Notice of Filing
and Immediate Effectiveness of Proposed Rule Change To Align Existing
Investigatory and Disciplinary Processes and Related Rules With the
Investigatory and Disciplinary Processes and Associated Rules of Nasdaq
BX, Inc.

July 25, 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 July 12, 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 align its existing investigatory and
disciplinary processes and related rules with the investigatory and
disciplinary processes and associated rules of Nasdaq BX, Inc.
(``BX'').
    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 adopt new investigatory, disciplinary, and
adjudicatory processes that are substantially the same as those of its
sister exchange, BX. Specifically, the Exchange proposes to establish
new Chapters 80 and 90 of its Rules \3\ and then incorporate by
reference into those Chapters the BX Rule 8000 and 9000 Series,\4\
which set forth and govern the BX investigatory, disciplinary, and
adjudicative processes.\5\ The Exchange also proposes to amend its By-
Laws to establish a new body to review disciplinary and certain other
matters (the ``Exchange Review Council'') that is similar to the
exchange review council that BX utilizes for such purposes.\6\ These
proposals, when coupled with certain changes to the Exchange's other
Rules, including Rules that govern appeals of the Exchange's membership
and other decisions, will render the Exchange's investigative,
disciplinary, and adjudicatory processes substantially the same as
those, not only of BX, but also of other Nasdaq, Inc. exchanges.\7\ The
proposal [sic] change will also further harmonize the work that the
Financial Industry Regulatory Authority (``FINRA'') conducts for all
these exchanges.
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    \3\ The Exchange proposes to add Chapters 23-79 and Chapters 81-
89 to its Rules, but reserve such Chapters for future use.
    \4\ Citation herein to rules of the proposed Chapters 80 and 90
will be preceded by the term ``BX Rule'' to reflect incorporation of
the BX Rule 8000 and 9000 Series. References to current rules will
be preceded by the term ``Existing Rule.''
    \5\ The Exchange proposes to separately request an exemption
from the rule filing requirements of Section 19(b) of the Act for
changes to Chapters 80 and 90 to the extent such rules are effected
solely by virtue of a change to the BX Rule 8000 and 9000 Series.
    \6\ As discussed below, the Exchange Review Council will assume
responsibilities that presently reside with the Business Conduct
Committee (the ``BCC''). The Exchange also proposes to eliminate the
BCC.
    \7\ The Exchange notes that the BX Rule 8000 and 9000 Series are
substantially similar to corresponding rules of The Nasdaq Stock
Market, LLC (``Nasdaq'') and Nasdaq PHLX, LLC (``Phlx''). Moreover,
the Exchange notes that Nasdaq ISE, LLC and Nasdaq MRX, LLC will
propose similar changes to their respective investigatory,
disciplinary, and adjudicatory processes and associated rules that
will render them substantially similar to those of BX.
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    The Exchange's current investigatory, disciplinary, and
adjudicatory processes are set forth in Chapters 15-17 of its Rules.
Chapters 15-17 of the Exchange's Rules, in turn, incorporate by
reference the investigatory, disciplinary, and adjudicatory processes
of Nasdaq ISE, LLC (``Nasdaq ISE'') that are set forth in the
corresponding chapters of the Nasdaq ISE rulebook. As part of a
parallel Nasdaq ISE filing that also proposes to adopt the
investigatory, disciplinary, and adjudicatory processes and rules of BX
(and incorporate them by reference into new chapters 80 and 90 of the
Nasdaq ISE rules), Nasdaq ISE proposes to eliminate chapters 15 and 17
of its rules, and to largely eliminate chapter 16.\8\ These proposed
changes to ISE chapters 15-17 will apply automatically to Chapters 15-
17 of the Exchange's Rules. Accordingly, reference should be made to
SR-ISE-2018-59 for a detailed explanation of the proposed changes to
Chapters 15-17 and the purposes of those changes. Likewise, reference
should be made to SR-ISE-2018-59 for a detailed discussion of the BX
Rule 8000 and 9000 Series, which will largely replace Chapters 15-17
for both Nasdaq ISE and the Exchange. Lastly, reference should be made
to SR-ISE-2018-59 for a discussion of proposed changes to certain other
ISE rules that the Exchange also incorporates by reference and that are
relevant to the Exchange's adoption of its new investigatory,
disciplinary, and adjudicatory processes.\9\
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    \8\ See SR-ISE-2018-59. Nasdaq ISE proposes to retain Rule 1600,
which sets forth the general jurisdiction of the Exchange with
respect to disciplinary matters. It also proposes to retain Existing
Rule 1614(a), which sets forth its authority to impose fines of up
to $2,500 for violations of the Exchange's Minor Rule Violation Plan
(``MRVP'') and up to $5,000 for minor rule violations (other than
those subject to an MRVP). Nasdaq ISE also proposes to retain
Existing Rule 1614(d) (to be renumbered as Rule 1614(b)), which sets
forth the Exchange's schedule of MRVP violations and minor rule
violations and their associated fines.
    \9\ The proposed changes involve Nasdaq ISE Rules 410,
413(b)(1), 1000, 1406, and 1800.
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    The following is a discussion of proposed changes that are specific
to the Rules of the Exchange and that are not otherwise addressed in or
accomplished by the corresponding Nasdaq ISE filing. These changes
include: (1) The elimination of the Exchange's BCC and its replacement
with the Exchange Review Council; and (2) changes to Exchange Rules
that are necessary to accommodate the new investigatory, disciplinary,
and adjudicatory processes and rules and to harmonize those processes
and rules with those of BX.

Elimination of the Business Conduct Committee and Establishment of the
Exchange Review Council

    The Exchange presently utilizes the BCC to help it enforce its
Rules with respect to its members (``Members'') and persons associated
with its members (``Associated Persons''). The BCC is a committee,
established by the Board of Directors,\10\ whose enforcement
jurisdiction includes the following: (1) Ordering investigations of
possible Rule violations; (2) considering letters of consent in
expedited disciplinary actions; (3) making its members available to
serve on Hearing Panels that adjudicate formal disciplinary
proceedings; (4) imposing sanctions on Members or Associated Persons in
disciplinary proceedings; (5) reviewing Exchange actions involving
minor rule violations; (6) appointing panels to conduct hearings and
reviews of Exchange actions that deny membership or Member association
privileges; and (7) generally overseeing all matters relating to the
conduct of disciplinary hearings and hearings for review of Exchange
decisions, and providing the Exchange with advice for improving
disciplinary procedures.\11\
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    \10\ See Resolution of the Board of Directors of the ISE Gemini
Delegating Authority, dated July 30, 2013.
    \11\ See GEMX Business Conduct Committee Charter, as amended,
May 1, 2003.
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    The Exchange proposes to retire the BCC \12\ and to amend its By-
Laws to

establish in its place the Exchange Review Council. The amended By-Laws
that the Exchange proposes to adopt in this regard are substantially
the same as those that BX adopted to establish the BX Exchange Review
Council.\13\ Thus, the By-Laws provide for the Exchange Review Council
to have the same general structure and powers as does the BX Exchange
Review Council.\14\ The proposed By-Laws will authorize the Exchange
Review Council to adjudicate disciplinary actions and approve
settlements thereof as well as make recommendations to the Board on
certain policy matters and rule changes. Such policy functions of the
Exchange Review Council render its jurisdiction broader than that of
the BCC.
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    \12\ In a February 4, 2016 resolution, the Exchange Board
delegated its authority to the President of the Exchange to
establish a BCC to, among other things, conduct disciplinary
hearings under Chapter 16 of the Existing Rules and conduct other
hearings and reviews as set forth in Chapter 17 of the Existing
Rules. On February 1, 2017, the Board passed a resolution that both
revoked the President's authority to establish a BCC and authorized
the establishment of an Exchange Review Council, effective upon the
date when this rule filing becomes operative.
    \13\ The BX by-laws differ from the proposed Exchange By-Laws
because the BX by-laws have a different numbering convention from
the Exchange's By-Laws and, in various places, the BX by-laws refer
to a Listing and Hearing Review Council, which has no analogue with
respect to the Exchange.
    \14\ The BX by-laws do not describe in detail the process of the
proceedings over which the BX Exchange Review Council presides.
However, Section 7.9 of the BX by-laws state [sic] that a quorum of
three BX Exchange Review Council members is necessary to adjudicate
appeals of determinations made under BX Rules 4612 (appeal of denial
of registration as an Equities Market Maker), 4619 (review of denial
of an excused withdrawal of Equities Market Maker quotation), 4620
(appeal of denial of reinstatement of Equities Market Maker that
accidentally withdraws), 11890 (appeal of clearly erroneous
transaction determination), and BX Options Chapter V, Section 6
(appeal of obvious error determination). See BX by-laws, Article
VII, Section 9. The Exchange's Rules do not have analogues to BX
Rules 4612, 4620, and 11890 and, as such, the corresponding
provision of the Exchange's proposed By-Laws (Article VII, Section
9) provides only that a quorum of three Exchange Review Council
members is necessary for it to adjudicate appeals involving
determinations made under Rules 720 (appeal of obvious error
determination), 720A (appeal of determinations of erroneous trades
due to system malfunctions and disruptions), and 804 (review of
denial of an excused withdrawal of market maker quotation).
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    Specifically, proposed Article VI, Section 1 of the proposed By-
Laws provides that the Exchange Review Council may be authorized to act
for the Board with respect to: An appeal or review of a disciplinary
proceeding, a statutory disqualification proceeding, or a membership
proceeding; a review of an offer of settlement, a letter of acceptance,
waiver, and consent, and a minor rule violation plan letter; the
exercise of exemptive authority; and such other proceedings or actions
as may be authorized by the Exchange rules. The Exchange Review Council
also may consider and make recommendations to the Board on policy and
rule changes relating to business and sales practices of Exchange
Members and Associated Persons and enforcement policies, including
policies with respect to fines and other sanctions. It may advise the
Board on regulatory proposals and industry initiatives relating to
quotations, execution, trade reporting, and trading practices and it
may advise the Board in its administration of programs and systems for
the surveillance and enforcement of rules governing Exchange Members'
conduct and trading activities in the Exchange.
    Proposed Article VI, Section 2 states that the Exchange Review
Council would consist of no fewer than eight and no more than 12
members. The Exchange Review Council must include a number of Member
Representative members \15\ that is equal to at least 20% of the total
number of members of the Exchange Review Council. The number of Non-
Industry members,\16\ including at least three Public members,\17\
shall equal or exceed the sum of the number of Industry members \18\
and Member Representative members. As soon as practicable, following
the appointment of members, the Exchange Review Council shall elect a
Chair from among its members. The Chair shall have such powers and
duties as may be determined from time to time by the Exchange Review
Council. The Board, by resolution adopted by a majority of Directors
then in office, may remove the Chair from such position at any time for
refusal, failure, neglect, or inability to discharge the duties of
Chair. No more than 50% of the members of the Exchange Review Council
shall be engaged in market making activity or employed by an Exchange
Member firm whose revenues from market making activity exceed 10
percent of its total revenues.
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    \15\ See n.20, infra.
    \16\ See id.
    \17\ See id.
    \18\ See id.
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    Proposed Article VI, Section 3 requires the Exchange's Secretary to
collect from each nominee for the office of member of the Exchange
Review Council such information as is reasonably necessary to serve as
the basis for a determination of the nominee's qualifications and
classification as an Industry, Member Representative, Non-Industry, or
Public member. The Secretary must also certify to the Nominating
Committee or the Member Nominating Committee \19\ (as applicable) each
nominee's qualifications and classification. After appointment to the
Exchange Review Council, each member must update such information at
least annually and upon request of the Exchange's Secretary, and must
report immediately to the Secretary any change in such information.
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    \19\ The terms ``Nominating Committee'' and ``Member Nominating
Committee'' are defined in Exchange By-Laws, Article I.
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    Proposed Article VI, Section 4 provides that Exchange Review
Council members shall serve three-year terms, or until a successor is
duly appointed and qualified, except in the event of earlier
termination from office by reason by death, resignation, removal,
disqualification, or other reason. Members are term limited out after
two consecutive terms. Proposed Article VI, Section 5 sets forth the
procedures for resigning as a member of the Exchange Review Council and
provides that an Exchange Review Council member may resign at any time
upon written notice to the Board. Under proposed Article VI, Section 6,
any member of the Exchange Review Council may be removed from office at
any time for refusal, failure, neglect, or inability to discharge the
duties of such office by majority vote of the Board.
    Under proposed Article VI, Section 7, an Exchange Review Council
member would be disqualified and removed immediately upon a
determination by the Board, by a majority vote, (a) that the member no
longer satisfies the classification (Industry, Member Representative,
Non-Industry, or Public) for which the member was elected; and (b) that
the member's continued service as such would violate the compositional
requirements of the Exchange Review Council set forth in Article VI,
Section 2. If the term of office of an Exchange Review Council member
terminates under this Section, and the remaining term of office of such
member at the time of termination is not more than six months, during
the period of vacancy the Exchange Review Council shall not be deemed
to be in violation of Article VI, Section 2 by virtue of such vacancy.
Proposed Article VI, Section 8 contains provisions for the filling of
vacancies on the Exchange Review Council and states that if a position
on the Exchange Review Council becomes vacant, the Nominating Committee
or the Member Nominating Committee (as applicable) shall nominate, and
the Board shall appoint a person satisfying the qualifications for the
position as provided in Article VI, Section 2 to fill

such vacancy, except that if the remaining term of office for the
vacant position is not more than six months, no replacement shall be
required.
    Proposed Article VI, Section 9 provides that a quorum of the
Exchange Review Council will consist of a majority of its members,
including not less than 50% of its Non-Industry members and one Member
Representative member. Proposed Article VI, Section 10 contains
provisions related to the meetings of the Exchange Review Council.
    Under proposed Article VI, Section 11, the Exchange Review Council
is required to establish a Review Subcommittee to determine whether
disciplinary and membership proceedings decisions should be called for
review by the Exchange Review Council under the disciplinary and
membership rules to be proposed for the Exchange. The Review
Subcommittee shall be composed of no fewer than two and no more than
four members of the Exchange Review Council. The number of Non-Industry
members of the Review Subcommittee shall equal or exceed the sum of the
number of Industry members and Member Representative members of the
Review Subcommittee, and the subcommittee must include at least one
Member Representative member. At all meetings of the Review
Subcommittee, a quorum for the transaction of business shall consist of
not less than 50 percent of the members of the Review Subcommittee,
including not less than 50 percent of the Non-Industry members of the
Review Subcommittee and one Member Representative member of the Review
Subcommittee.\20\
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    \20\ In addition to adding Article VI to the By-Laws, the
Exchange proposes to make changes to other articles of the By-Laws
to accommodate the existence of the Exchange Review Council. For
example, the Exchange proposes to amend Article I, which defines the
terms that the Exchange uses in the By-Laws, to provide that the
terms ``Industry member,'' ``Member representative member,'' ``Non-
industry member,'' and ``Public member'' mean, in part, members of
the Exchange Review Council. The Exchange also proposes to amend
Article III, Section 6, to add a new subsection (a) that directs the
Board to appoint an Exchange Review Council, as provided in Article
VI. It also proposes to amend Article III, Section 6(b) to state
that the Nominating Committee and the Member Nominating Committee of
the Board shall have responsibility for nominating members of the
Exchange Review Council. Finally, the Exchange proposes to amend
Sections 7 and 8 of Article III, which deal with Director conflicts-
of-interest/self-interested transactions and Director compensation,
respectively, to ensure that the restrictions and benefits that
these provisions provide apply to Exchange Review Council members.
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    The BX Rules implement the foregoing responsibilities of the
Exchange Review Council by establishing various procedures to govern
its reviews. As the Exchange describes in further detail below, the
Exchange proposes to transfer to the Exchange Review Council (or panels
thereof) certain responsibilities currently vested in other Exchange
committees or the Board. For example, pursuant to Existing Rule 720, an
Obvious Error Panel (``OEP'') is presently responsible for reviewing
determinations regarding obvious and catastrophic errors. Pursuant to
Existing Rule 720A, a ``Review Panel'' is responsible for reviewing
determinations to nullify or adjust transactions that arise from system
disruptions and malfunctions. The Exchange is proposing to eliminate
the OEP and the Review Panel and to transfer their responsibilities to
a panel of the new Exchange Review Council, which corresponds to the
practice of BX. Subject to Chapter 90, the Exchange also proposes to
transfer responsibility to the Exchange Review Council to review
denials or conditions imposed upon those that seek to become or remain
a Member of the Exchange or become or remain associated with a Member
of the Exchange, as set forth in Existing Rule 303.\21\ In addition,
the Exchange proposes to amend Existing Rule 804 to provide for the
Exchange Review Council to review determinations regarding temporary
withdrawals of quotations, which are not reviewable under the Existing
Rules. The Exchange notes that BX vests in its Exchange Review Council
responsibility for reviewing similar types of matters.\22\
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    \21\ The Exchange notes that it proposes to establish procedures
in Existing Rule 303 to govern the review by the Exchange Review
Council of adverse membership and association determinations. The
Exchange proposes to base these procedures upon those set forth BX
Rules 1015 and 1016.
    \22\ See Securities Exchange Act Release No. 72149 (May 12,
2014), 79 FR 28564 (May 16, 2014) (SR-BX-2014-024).
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Other Conforming Rule Changes

    The Exchange proposes to amend or delete certain other Existing
Rules, which are either not needed, duplicated elsewhere, or reference
the deleted Existing Rules. Below is a description of the specific
changes the Exchange proposes to make to its Existing Rules.
    Existing Rule 100 provides definitions for purposes of the Existing
Rules. The Exchange is proposing to amend this Existing Rule to include
definitions for several new terms. For example, the proposed Rules will
define the new term ``Code of Procedure'' as the procedural rules
contained in Chapter 90. The Exchange also defines the new term
``Exchange Review Council,'' which is largely copied from BX Rule
0120(m). The Exchange notes that item (6) of the new definition differs
from the BX item (6) in that it cites the analogous rules of the
Exchange, which have different rule numbers. Finally, the Exchange
proposes to amend the definition of ``SEC'' so that it also includes
the word ``Commission.''
    Existing Rule 206 concerns the consequences of a Member's or an
Associated Person's failure to pay dues, fees and other charges. The
Exchange proposes to delete this Existing Rule in favor of BX Rule
9553, which is more comprehensive than the Existing Rule and differs
from it in several respects. Existing Rule 206 provides that instances
of nonpayment shall be reported to the Exchange's Chief Executive
Officer and President when they are 30 days past due, and that the
Chief Executive Officer and President thereafter shall provide
reasonable notice to the delinquent Member that continued non-payment
will result in suspension of trading privileges. An Associated Person
that fails to pay may be suspended from association with a Member. By
contrast, BX Rule 9553 states that the Exchange's Regulation
Department, within an unspecified period of time period [sic] after the
onset of a delinquency, may issue a written notice to the delinquent
Member or Associated Person that failure to comply within 21 days of
service of the notice will result in suspension or cancellation of
membership or suspension or bar of association with a Member, as
applicable. BX Rule 9553 also provides for detailed provisions for
serving such notice, a provision for requesting a hearing with respect
to such a notice, a provision declaring the effectiveness of such
notices (21 days after service) when no hearing is requested, and a
means to request termination of a suspension, which may be granted for
good cause shown.
    Existing Rule 303 sets forth circumstances in which the Exchange
may deny or condition approval of membership applications or
applications to associate with Members. Existing Rule 303(c) also sets
forth circumstances in which the Exchange may determine not to permit a
Member or Associated Person from continuing their [sic] membership or
association with a Member, including because they become [sic] subject
to [sic] statutory disqualification under the Act. Existing Rule 303(f)
furthermore permits a Member or Associated Person that becomes subject
to [sic] statutory disqualification under the Act to apply to the
Exchange to continue as a Member or as an Associated Person, within 30
days of becoming subject to the statutory disqualification. Existing

Rule 303(g) states that, subject to the summary suspension rules in
Chapter 15, any applicant for membership or association with a Member
whose application is denied or conditioned or who is not permitted to
continue as a Member or Associated Person may appeal such
determinations under Chapter 17 of the Existing Rules.
    The Exchange proposes to modify Existing Rule 303(f) so that it
refers to new and more robust procedures, set forth in the BX Rule 9520
series, by which a Member or an Associated Person may obtain relief
from disqualification or ineligibility determinations (BX Rule 9522).
    The Exchange also proposes to amend Existing Rule 303(g), which
states that subject to Chapter 15, the BCC may review, in part,
Exchange determinations to deny membership or association with a Member
pursuant to Chapter 17 of the Existing Rules. The Exchange proposes to
re-assign responsibility for these reviews from the BCC to the Exchange
Review Council and replace the review process presently set forth in
Chapter 17 of the Existing Rules with processes that are substantially
the same as those set forth in BX Rules 1015 and 1016. Specifically,
the proposed amendments to Exchange Rule 303(g) state that, subject to
Chapter 90, the Exchange Review Council will have jurisdiction to
review these decisions. Proposed Rule 303(g) states that anyone whose
application for membership on the Exchange, association with an
Exchange Member, or whose continuing membership or association is
denied or conditioned by the Exchange's Membership Department, may file
a written request for review by the Exchange Review Council within 25
days after service of the Exchange's decision.\23\ The request must
state specifically why the applicant believes that the Membership
Department's decision is inconsistent with the permissible bases for
denial set forth in Rule 303, or otherwise should be set aside and
state whether a hearing is requested.\24\ The request will be heard by
a Subcommittee appointed by the Exchange Review Council or the Review
Subcommittee composed of two or more persons who are either current or
past members of the Council or former Directors of the Exchange.\25\ If
a hearing is requested or directed, it must be held within 45 days
after the request for review is filed with the Exchange or service of
the notice by the Subcommittee.\26\ Applicants and the Membership
Department may be represented by counsel at the hearing and formal
rules of evidence will not apply during the hearing.\27\ The
Subcommittee must present a recommended decision in writing to the
Exchange Review Council within 60 days after the date of the hearing,
and not later than seven days before the meeting of the Exchange Review
Council at which the proceeding shall be considered.\28\ The Exchange
Review Council must issue a proposed written decision that affirms,
modifies, or reverses the Membership Department's decision, or remands
the proceedings with instructions and provide the proposed decision to
the Exchange Board.\29\ If the Exchange Board does not call the
decision for review, it shall become final. If the Exchange Review
Council does not serve its final written decision within the time
period prescribed by Rule 303(g)(10)(C), then the Applicant may file a
written request with the Exchange Board for the Board to direct the
Exchange Review Council to issue its decision immediately or show good
cause why it needs additional time to issue its decision.\30\ Proposed
Rule 303(h), which mirrors BX Rule 1016, grants the Exchange Board
discretion, at the request of a Director, to review decisions of the
Exchange Review Council.\31\
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    \23\ See proposed Rule 303(g)(1). The Exchange notes that the
deadline for filing petitions for BCC review of an Exchange action
under Existing Rule 1701(a) is 30 days from the date of such action.
The Existing Rules pertaining to membership do not reference or
define the terms ``Membership Department'' or ``Department.'' As
part of this proposal, the Exchange proposes to amend Rule 303(g) to
specify that the Exchange's Membership Department--rather than
simply the ``Exchange''--makes determinations as to whether to
grant, deny, or conditionally grant applications for membership or
association or to continue as a Member or an Associated Person.
    \24\ See proposed Rule 303(g)(1).
    \25\ See proposed Rule 303(g)(4). The Exchange notes that
Existing Rule 1702 provides for review by a BCC panel composed of
two or more of its members.
    \26\ See proposed Rule 303(g)(6)(A).
    \27\ See proposed Rule 303(g)(6)(B) & (C). Unlike Existing Rule
1703, proposed Rule 303(g) does not provide for intervention in
proceedings by interested non-parties.
    \28\ See proposed Rule 303(g)(9).
    \29\ See proposed Rule 303(g)(10)(A).
    \30\ See proposed Rule 303(g)(10)(D).
    \31\ Unlike Existing Rule 1704, proposed Rule 303(h) does not
authorize the applicant or the President of the Exchange to request
that the Board review the decision of the Exchange Review Council.
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    Existing Rule 307(b) requires Members to file with the Exchange and
keep current their addresses at which notices may be served. The
Exchange proposes to amend this Existing Rule to incorporate the
language set forth in BX Rule 1160. Rather than merely requiring
Members to provide the Exchange with their current address, the
proposed amendment more broadly requires Members to report to the
Exchange, through the FINRA Contact System, all of their contact
information, including their mailing addresses, email addresses,
facsimile numbers, and other information. It also requires members to
update such contact information in the FINRA System within 30 days of
any changes thereto, and to generally verify that such information
remains accurate within 17 business days after the end of each calendar
year. This proposed amendment to the Existing Rule will ensure that the
Exchange has available to it multiple means of contacting its Members,
including for purposes of serving the notices specified in the BX Rule
9550 series by email or by facsimile. The Exchange proposes, in its
introduction to Chapter 90, to state that cross references in the BX
Rule 9000 Series to BX Rule 1160 should be read instead to refer to
Exchange Rule 307(b), as modified herein.
    To maintain consistency with the BX Rules, the Exchange also
proposes to eliminate Existing Rule 307(d), which requires Members to
maintain a current copy of the Exchange's governing documents and Rules
in an accessible place and make them available for examination by
customers, and to replace it with BX Rule 8110, which is materially
equivalent.
    Existing Rule 308 requires a Member to notify the Exchange upon its
adoption of a plan of liquidation or dissolution. The Existing Rule
also provides that upon receipt of such notice, the Member's trading
privileges may be suspended in accordance with Chapter 15 of the
Existing Rules. The Exchange proposes to replace this reference to
Chapter 15 with a reference to BX Rule 9558. Again, no analogue to this
proposal exists in the BX rules insofar as those rules do not expressly
address suspensions for such reasons or reviews of suspension
determinations. Nevertheless, the Exchange believes that the process
set forth in BX Rule 9558 is most appropriate for reviewing suspension
determinations in these circumstances given that they already apply in
circumstances where a Member is experiencing extreme financial or
operating difficulty such that the Exchange determines that the Member
cannot safely continue to do business on the Exchange.
    The Supplementary Material to Existing Rule 306 concerns the
Exchange's authority to waive the applicable qualification examination
requirements and accept other standards as evidence of an applicant's
qualifications for registration. The

Exchange is amending this Rule to specify that such requests are
handled pursuant to the BX Rule 9600 Series process. The BX Rule 9600
Series concerns the procedures for requesting exemptions, and the
appeal of adverse decisions regarding an exemptive request. The
Exchange notes that the proposed revisions will render the text of the
Supplementary Material to Existing Rule 306 consistent with BX Rule
1070(d).
    Existing Rule 720 concerns obvious and catastrophic errors.
Existing Rule 720(k) currently references the OEP as the body
responsible for reviewing determinations made by Options Exchange
Officials pursuant to the Rule and it sets forth procedures to govern
OEP review proceedings. In light of the fact that the OEP's
responsibilities will be incorporated into those of the Exchange Review
Council,\32\ the amendments to the Rule remove references to the OEP
and replaces [sic] them with references to a panel of the Exchange
Review Council. The amended Rule also includes language grafted from
the BX Rules prescribing the composition of panels convened for
purposes of these reviews.\33\
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    \32\ See proposed Rule 100(a)(21A).
    \33\ See BX Options Rules Ch. V, Sec. 6(l).
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    Existing Rule 720A also provides for reviews by a ``Review Panel''
of decisions nullifying or adjusting transactions arising out of system
disruptions or malfunctions. The Exchange proposes to eliminate the
Review Panel in the Exchange's Rules and transfer its responsibility to
a panel of the Exchange Review Council. The new Rule also includes
language grafted from the BX Rules prescribing the composition of
Exchange Review Council panels convened for purposes of these
reviews.\34\
---------------------------------------------------------------------------

    \34\ See id.
---------------------------------------------------------------------------

    Existing Rule 804 permits a Primary Market Maker to apply to the
Exchange to withdraw temporarily from its Primary Market Maker status
in an options class. The Existing Rule does not presently authorize
reviews of Exchange determinations to deny requests for temporary
withdrawals or to impose conditions on the reentry of quotations.
However, BX Rule 4619(f) does provide for such reviews. To provide
consistency, the Exchange proposes to amend Existing Rule 804(f) to
state that the Exchange Review Council will have authority conduct such
reviews.
    As discussed above, Chapter 16 of the Exchange's Rules incorporates
by reference Chapter 16 of the ISE rules. However, Chapter 16 of the
Exchange's Rules contains an introductory paragraph that references the
incorporation by reference and provides instructions for cross-
references. The Exchange proposes to delete the last line of this
introductory paragraph, which specifies that a reference in the ISE
Rule 1615 to Nasdaq ISE's contract with FINRA shall be read to refer to
the Exchange's contract with FINRA. The Exchange proposes to delete
this sentence because Nasdaq ISE is proposing to delete its Rule 1615,
such that this sentence will no longer be necessary. The Exchange also
proposes to change the title of Chapter 16 from ``Discipline'' to
``Disciplinary Jurisdiction and Minor Rule Violation Fines'' so that it
conforms to the new title of Chapter 16 of the Nasdaq ISE Rules and to
the content of that Chapter that Nasdaq ISE proposes to revise.\35\
---------------------------------------------------------------------------

    \35\ See SR-ISE-2018-59.
---------------------------------------------------------------------------

Proposed Introductory Paragraphs to Chapters 80 and 90

    The Exchange proposes to include introductory paragraphs to both
Chapters 80 and 90 which state that they incorporate by reference the
BX Rule 8000 and 9000 Series, respectively, and that such BX Rules
shall be applicable to Exchange Members, Associated Persons, and other
persons subject to the Exchange's jurisdiction.
    These proposed introductory paragraphs also list instances in which
cross references in the BX Rule 8000 and 9000 Series to other BX rules
should be read to refer instead to the Exchange Rules, and references
to defined BX terms shall be read to refer to the Exchange-related
meanings of those terms. For example, references in both the BX Rule
8000 and 9000 Series to the following defined terms shall be read to
refer to the Exchange-specific meanings of those terms: ``Exchange'' or
``Nasdaq BX'' shall be read to refer to the Exchange; ``Rule'' or ``BX
Rule'' shall be read to refer to the Exchange Rules; ``Board'' or
``Exchange Board'' shall be read to refer to the Exchange Board of
Directors; ``Member'' shall be read to refer to an Exchange Member;
``Associated Person'' shall be read to refer to an Exchange Associated
Person; ``BX Regulatory Department'' or ``Regulation Department'' shall
be read to refer to the Exchange's Regulatory Department; ``BX
Regulation'' shall be read to refer to Exchange Regulation; ``Chief
Regulatory Officer'' shall be read to refer to the Chief Regulatory
Officer of the Exchange; and ``Equity Rule'' shall be read to refer to
an Exchange Rule.
    Additionally, the proposed introduction to Chapter 80 states that
cross references in the BX Rule 8000 Series to the term ``Rule 0120''
shall be read to refer to Exchange Rule 100 and cross references in the
BX Rule 8000 Series to ``Rule 1015'' shall be read to refer to Exchange
Rule 303. Similarly, the proposed introduction to Chapter 90 states
that cross-references in the BX Rule 9000 Series to the following terms
shall be read to refer to the following Exchange Rules: ``Rule 0120''
shall be read to refer to Exchange Rule 100; ``Rule 1013'' shall be
read to refer to Exchange Rules 302 and 307; ``Rule 1070'' shall be
read to refer to the Supplementary Material to Exchange Rule 306;
``Rule 1160'' shall be read to refer to Exchange Rule 307(b); ``Equity
Rule 2110'' shall be read to refer to Exchange Rule 400; ``Equity Rule
2120'' shall be read to refer to Exchange Rule 405; ``Rule 2140'' shall
be read to refer to Exchange Rule 309; ``Equity Rule 2150'' shall be
read to refer to Exchange Rules Chapter 6; ``Rule 2170'' shall be read
to refer to Exchange Rule 403; ``Rule 4110A'' shall be read to refer to
Exchange Rules Chapter 13; ``Rule 4120A'' shall be read to refer to
Exchange Rules Chapter 13; ``Rule 10000 Series'' shall be read to refer
to Exchange Rules Chapter 18; and ``Chapter III, Section 16'' shall be
read to refer to Exchange Rule 403.
    Finally, the introduction to Chapter 90 states that BX IM-9216 in
the BX Rules shall not apply to the Exchange, its Members, Associated
Persons, or other persons subject to the jurisdiction of the Exchange
and that instead, references to BX IM-9216 shall be read to refer to
Exchange Rule 1614(b). Similarly, the introduction states that the
procedures set forth in BX Rule 9216(b) and 9143(e)(3), which govern
the handling of violations of rules subject to the MRVP (``MRVP
violations'') and the issuance of MRVP violation letters, shall also
apply to the Exchange's handling of other violations of Rules listed in
Rule 1614(b) that are not subject to the MRVP (``minor rule
violations'') and the issuance of minor rule violation letters, except
that the Exchange shall promptly report any final disciplinary action
to the Commission, in accordance with SEC Rule 19d-1(c)(1). These
proposed references are necessary to account for Nasdaq ISE's proposed
revisions to Chapter 16 of its rules, which will retain the Exchange's
existing authority to impose fines of up to $2,500 for MRVP violations
and up to $5,000 for minor rule violations, as well as the Exchange's
existing fine schedule for

such violations, which will be set forth in Rule 1614(b).

Conclusion

    The changes proposed herein will allow the Exchange to harmonize
its investigatory and disciplinary processes with the processes of BX,
thus providing a uniform process for the investigation and discipline
of Members and Associated Persons across all of the Nasdaq, Inc.
exchanges, as administered by FINRA pursuant to Regulatory Services
Agreements. Harmonizing the investigatory and disciplinary processes of
all of the Nasdaq, Inc. exchanges will bring efficiency to FINRA's
administration of its responsibilities under the RSAs because the
process [sic] it must follow are nearly identical, and are all based on
the process that FINRA follows. Harmonized processes will bring
consistency to investigations and adjudication of rule violations, and
will reduce the number of disciplinary processes and requirements with
which Members and Associated Persons, as well as their counsel, must be
familiar.
    The Exchange believes that the new investigatory and disciplinary
processes are substantially similar to the existing process, and where
there are differences between the new and old processes, the Exchange
believes that the new process does not disadvantage its Members or
Associated Persons. To the contrary, the Exchange believes that the new
process will benefit all parties as it provides greater detail and
specificity than the retired Rules, and that it is consequently more
transparent.
    The Exchange intends to announce the operative date of the new
Rules at least 30 days in advance via a regulatory alert.\36\ To
facilitate an orderly transition from the Existing Rules to the new
Rules, the Exchange is proposing to apply the Existing Rules to all
Letters of Consent \37\ that the Chief Regulatory Officer of the
Exchange has approved and which are pending approval of the BCC prior
to the operative date. The Exchange also will apply the Existing Rules
to any matter for which, prior to the operative date, the Exchange has
provided notice to a subject of its determination to impose an MRVP
violation fine or a minor rule violation fine whereby the subject may
yet or has contested the determination pursuant to Existing Rule
1614(a). In terms of formal disciplinary matters, any matter that has
been approved for the issuance of a statement of charges \38\ by the
CRO will continue under the Existing Rules. Moreover, any appeal of a
matter that is pending before an OEP pursuant to Existing Rule 720, a
Review Panel pursuant to Existing Rule 720A, or the BCC pursuant to
Existing Rule 303 will continue under the Existing Rules. As a
consequence of this transition process, the Exchange will retain the
BCC, the OEP, the Review Panel, and the existing processes during the
transition period until such time that there are no longer any matters
proceeding under the Existing Rules. To facilitate this transition
process, the Exchange will retain a transitional Rulebook that will
contain the Exchange's Rules as they are at the time of that this
proposal is filed with the Commission. This transitional Rulebook will
apply only to matters initiated prior to the operational date of the
changes proposed herein and it will be posted to the Exchange's public
rules website. When the transition is complete and there are no longer
any Members, Associated Persons, or other persons subject to the
existing disciplinary processes, the Exchange will remove the
transitional Rulebook from its public rules website.
---------------------------------------------------------------------------

    \36\ The Exchange notes that the proposed changes will not
become operative unless and until the Commission approves the
Exchange's request, which it has filed pursuant to Section 36 of the
Exchange Act and SEC Rule 0-12 thereunder, for an exemption from the
rule filing requirements of Section 19(b) of the Exchange Act as to
changes to Chapters 80 and 90 that are effected solely by virtue of
a change to the BX Rule 8000 or 9000 Series.
    \37\ A ``Letter of Consent'' is a means by which the Exchange
may consensually address a violation of its Rules without resort to
the formal disciplinary process. See Existing Rule 1603.
    \38\ A ``statement of charges'' is formal disciplinary
complaint. See Existing Rule 1604.
---------------------------------------------------------------------------

    The Exchange furthermore notes that it expects the transition from
the BCC to the Exchange Review Council to be smooth given that it
expects to nominate the existing (and shared) membership of the BX,
Nasdaq, and Phlx Review Councils to also become members of the Exchange
Review Council.\39\ The Exchange does not expect that any existing
members of the BCC will be nominated to become members of the Exchange
Review Council; however, the Exchange will ensure that, in advance of
the operative day, the members of the Exchange Review Council will
familiarize themselves with the Rules and procedures of the Exchange so
that they will be prepared to fulfill their responsibilities.
---------------------------------------------------------------------------

    \39\ The Exchange anticipates that the members of the Exchange
Review Council will serve in a manner that is consistent with their
tenures on the Nasdaq, BX, and Phlx review councils. That is, to the
extent that the tenure of a member of these other review councils is
due to expire on a particular date, then the same expiration date
will apply to that member's tenure on the Exchange Review Council.
All terms for members on the Exchange Review Council will comply
with Article VI, Section 4 of the proposed By-Laws.
---------------------------------------------------------------------------

2. Statutory Basis
    The Exchange believes that its proposal is consistent with Section
6(b) of the Act,\40\ in general, and furthers the objectives of Section
6(b)(5) of the Act,\41\ 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, and are [sic] not designed to permit unfair discrimination
between customers, issuers, brokers, or dealers.
---------------------------------------------------------------------------

    \40\ 15 U.S.C. 78f(b).
    \41\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------

    The Exchange also believes that the proposal is consistent with
Section 6(b)(6) of the Act,\42\ which requires that the rules of an
exchange provide that its members be appropriately disciplined for
violations of the Act as well as the rules and regulations thereunder,
or the rules of the Exchange, by expulsion, suspension, limitation of
activities, functions, and operations, fine, censure, being suspended
or barred from being associated with a member, or any other fitting
sanction.
---------------------------------------------------------------------------

    \42\ 15 U.S.C. 78f(b)(6).
---------------------------------------------------------------------------

    First, the Exchange's proposals are consistent with the Act to
[sic] make miscellaneous changes to the Existing Rules to account for
the adoption of the BX Rule 8000 and 9000 Series and the replacement of
the BCC with the Exchange Review Council. For example, subject to
Chapter 90, proposed changes to Rule 303 re-assign responsibility to
the Exchange Review Council to review decisions of the Exchange's
Membership Department to deny or condition applications for membership
and association with Exchange Members and to deny or condition
continuing membership or association. The proposal also establishes a
new process by which the Exchange Review Council will adjudicate such
reviews. The Exchange believes that these proposed changes to the
Existing Rules are consistent with the Act because the new adjudicatory
processes that the Exchange proposes to adopt in place of its existing
processes are substantially similar to those that BX already utilizes.
Moreover, the Exchange believes that the proposed processes will
facilitate prompt, appropriate, and fair adjudications, consistent with
the Act.
    Second, the Exchange's proposals are consistent with the Act to
[sic] make minor updates, corrections, and conforming amendments to the
Exchange's Rules because they are necessary to ensure that the
Exchange's

cross-references and terminology remain current and accurate.
    Third, the proposed rule change is necessary to ensure that the
Exchange maintains a disciplinary process, in accordance with Section
6(b)(5) and (6) of the Act,\43\ once Nasdaq ISE deletes its
disciplinary rules from chapters 15-17 of the Nasdaq ISE rulebook,
which the Exchange presently incorporates by reference. The proposed
rule change will also ensure that going forward, the Exchange's
disciplinary rules will continue to exist in harmony with those of
Nasdaq ISE. As noted earlier, Nasdaq ISE is similarly proposing to
incorporate by reference the BX Rule 8000 and 9000 Series into new
chapters 80 and 90 of its rulebook as to well make similar conforming
changes to its other rules.
---------------------------------------------------------------------------

    \43\ 15 U.S.C. 78f(b)(5)-(6).
---------------------------------------------------------------------------

    The Exchange believes that harmonizing its investigative,
disciplinary, and adjudicatory processes with those of BX will reduce
the burden on Members and Associated Persons that are also members of
BX, Nasdaq, Phlx, and/or FINRA. The Exchange notes that all of its
Members are also members of BX, Nasdaq, Phlx, and/or FINRA. BX, Nasdaq,
Phlx, and FINRA already have in place investigative, disciplinary, and
adjudicatory processes that are the same or similar to those that the
Exchange proposes to incorporate by reference.
    As discussed above, the Exchange believes that the proposed Rules
will benefit all parties involved in the Exchange's disciplinary and
adjudicatory processes as they will include greater detail and
specificity than do the Existing Rules. The proposal will render the
Exchange's investigatory, disciplinary, and adjudicatory processes more
transparent than the Existing Rules.
    The Exchange also believes that adopting an Exchange Review Council
is consistent with the Act because the Council's mandate is to, among
other things, ensure consistent and fair application of the Exchange
rules pertaining to discipline of Members and Associated Persons. The
Exchange Review Council will be a body appointed by the Exchange Board
of Directors and composed of representatives of the securities industry
as well as persons from outside the securities industry. The broad
membership of the new Exchange Review Council will ensure that the
decisions and guidance it provides will be fair and balanced. The
Exchange Review Council will be similar in structure and function to
the BX exchange review council. In addition to reviewing appeals of
disciplinary actions, the Exchange Review Council will also have
jurisdiction to review membership decisions (proposed Rule 303), and
appeals regarding limitations placed on Members or their employees that
are subject to a statutory disqualification (BX Rule 9524).
Additionally, the Exchange Review Council may consider and make
recommendations to the Board on policy and rule changes relating to
business and sales practices of Exchange Members and Associated
Persons, and enforcement policies, including policies with respect to
fines and other sanctions. Thus, the Exchange Review Council will
provide the Exchange and market participants with a fair and impartial
body overseeing disciplinary matters, as well as the rules and policies
concerning the disciplinary process. For these reasons, the Exchange
believes that adoption of the Exchange Review Council is consistent
with the Act.
    The Exchange believes that eliminating the BCC, the OEP (as
provided for under Existing Rule 720), and the Review Panel (as
provided for under Existing Rule 720A) is consistent with Sections
6(b)(5) and 6(b)(6) of the Act,\44\ because the Exchange Review Council
and the New Hearing Panels will assume the responsibilities of the BCC
and the Panels. In particular, the functions of the current Hearing
Panels of the BCC (``Current Hearing Panels'')--which include
adjudicating disciplinary actions--will be handled by new Hearing
Panels, which FINRA's Office of Hearing Officers (``OHO'') shall
convene (``New Hearing Panels'').\45\ Going forward, the BCC's (and the
CRO's) responsibility for approving settlements will be assumed by the
Exchange Review Council and, in certain instances, FINRA's Office of
Disciplinary Affairs (the ``ODA'').\46\ The BCC's responsibilities for
hearing appeals of Exchange decisions on membership or association with
a Member will be assumed by the Exchange Review Council. The
responsibilities of the OEP and the Review Panel to hear appeals of
Exchange determinations to nullify or adjust transactions that involve
obvious errors or that result from system disruptions and malfunctions
also will be assumed by the Exchange Review Council. The Exchange
believes that the proposal will provide for the Exchange Review
Council, the New Hearing Panels, and the ODA to execute the
responsibilities of the BCC and the Panels in a manner that the
Commission, within the context of the BX Rules, has already deemed to
be consistent with the Act.\47\ For example, the Exchange proposes to
replace its existing process for handling appeals of membership
decisions, as set forth in Existing Rule 303 and Chapter 17, with a
process that BX already employs in BX Rules 1015 and 1016. Moreover,
Exchange Members and Associated Persons will already be familiar with
the proposed responsibilities and procedures of the Exchange Review
Council, the New Hearing Panels, and the ODA from their experiences as
members of BX and other SROs whose rules provide for similar
assignments of responsibilities and processes.
---------------------------------------------------------------------------

    \44\ Id.
    \45\ The OHO is an office within FINRA that is independent of
the FINRA enforcement function and not involved in investigating or
litigating cases.
    \46\ Pursuant to BX Rule 9270, proposed settlements must be
submitted to and accepted by the Exchange Review Council, except
that proposed settlements involving an affiliate of the Exchange
must be reviewed by the ODA. Like the OHO, the ODA is an office
within FINRA that is independent of the FINRA enforcement function
and not involved in investigating or litigating cases.
    \47\ See Securities Exchange Act Release No. 34-59154 (Dec. 23,
2008), 73 FR 80468 (Dec. 31, 2008) (SR-BSE-2008-048).
---------------------------------------------------------------------------

    The Exchange believes that its proposal furthers the objectives of
Section 6(b)(7) of the Act \48\ in that it is designed to provide a
fair procedure for the disciplining of Members and Associated Persons,
the denial of membership to any person seeking membership therein, the
barring of any person from becoming associated with a Member thereof,
and the prohibition or limitation by the Exchange of any person with
respect to access to services offered by the Exchange or a Member
thereof. Specifically, the Exchange believes that the proposed
investigatory, disciplinary, and adjudicatory processes are consistent
with Section 6(b)(7) of the Act \49\ because they are based on the
existing processes used by BX. The BX processes are well-established as
consistent with the Act.\50\
---------------------------------------------------------------------------

    \48\ 15 U.S.C. 78f(b)(7).
    \49\ Id.
    \50\ See n.46, supra.
---------------------------------------------------------------------------

    Last, the Exchange believes that its proposal to phase-in the
implementation of the new investigatory, disciplinary, and adjudicatory
processes is consistent with Section 6(b)(7) \51\ of the Act because
both the current and proposed processes are consistent with the Act,
providing fair procedures for investigating, disciplining, and
adjudicating the rights of Members and Associated Persons. The Exchange
is proposing to provide advanced notice of the implementation date of
the new processes, and will apply the new

processes to new matters that are initiated on or after that
implementation date. Any matters initiated prior to the implementation
date will be completed using the current processes. As a consequence,
the Exchange will delete the applicable portions of Chapters 15-17 from
the Exchange's Rulebook, but it will maintain a transitional Rulebook
on the Exchange's public rules website (http://http://nasdaqgemx.cchwallstreet.com/), which will contain the Exchange Rules
as they are at the time of filing this rule change.\52\ These
transitional Rules will apply exclusively to the matters initiated
prior to the implementation date. Upon conclusion of the last matter to
which the transitional rules apply, the Exchange will remove the
defunct transitional rules from its public rules website. Thus, the
transition will be conducted in a fair, orderly, and transparent
manner.
---------------------------------------------------------------------------

    \51\ 15 U.S.C. 78f(b)(7).
    \52\ The posting of the transitional rules on the public rules
website will make it clear what disciplinary proceedings are
governed by the transitional rules (i.e., matters initiated prior to
the implementation date).
---------------------------------------------------------------------------

B. Self-Regulatory Organization's Statement on Burden on Competition

    The Exchange does not believe that the proposed rule change will
result in any burden on competition that is not necessary or
appropriate in furtherance of the purposes of the Act, as amended
[sic]. The proposed rule change is not intended to address competitive
issues, but it should reduce burdens on Members, [sic] and Associated
Persons. Specifically and as described in detail above, the Exchange
believes that this change will bring efficiency and consistency in
application of the investigative, disciplinary, and adjudicatory
processes, thereby reducing the burden on Members and Associated
Persons who are also members of BX and the other Nasdaq, Inc.
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 \53\ and
subparagraph (f)(6) of Rule 19b-4 thereunder.\54\
---------------------------------------------------------------------------

    \53\ 15 U.S.C. 78s(b)(3)(A)(iii).
    \54\ 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.
---------------------------------------------------------------------------

    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: (i)
Necessary or appropriate in the public interest; (ii) for the
protection of investors; or (iii) 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-2018-24 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-2018-24. 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. All submissions
should refer to File Number SR-GEMX-2018-24 and should be submitted on
or before August 21, 2018.

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\55\
---------------------------------------------------------------------------

    \55\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------

Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2018-16272 Filed 7-30-18; 8:45 am]
BILLING CODE 8011-01-P


[Federal Register Volume 82, Number 116 (Monday, June 19, 2017)]
[Notices]
[Pages 27804-27805]
[FR Doc No: 2017-12666]

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DEPARTMENT OF ENERGY

Federal Energy Regulatory Commission

[Docket No. OR17-13-000]

GT Pipeline, LLC; Notice of Petition for Declaratory Order

    Take notice that on June 12, 2017, pursuant to Rule 207(a)(2) of
the Federal Energy Regulatory Commission's (Commission) Rules of
Practice and Procedure, 18 CFR 385.207(a)(2) (2016), GT Pipeline, LLC
(GT Pipeline), filed a petition requesting an order declaring that all
elements of GT Pipeline's proposed new interstate refined petroleum
products pipeline project, the Sabine Bayou Line, are lawful under the
statutory requirements of the Interstate Commerce Act, as more fully
explained in the petition.
    Any person desiring to intervene or to protest this filing must
file in accordance with Rules 211 and 214 of the Commission's Rules of
Practice and Procedure (18 CFR 385.211, 385.214). Protests will be
considered by the Commission in determining the appropriate action to
be taken, but will not serve to make protestants parties to the
proceeding. Any person wishing to become a party must file a notice of
intervention or motion to intervene, as appropriate. Such notices,
motions, or protests must be filed on or before the comment date.
Anyone filing a motion to intervene or protest must serve a copy of
that document on the Petitioner.
    The Commission encourages electronic submission of protests and
interventions in lieu of paper using the eFiling link at http://www.ferc.gov. Persons unable to file electronically should submit an
original and 5 copies of the protest or intervention to the Federal
Energy Regulatory Commission, 888 First Street NE., Washington, DC
20426.
    This filing is accessible on-line at http://www.ferc.gov, using the
eLibrary link and is available for review in the Commission's Public
Reference Room in Washington, DC. There is an eSubscription link on the
Web site that enables subscribers to receive email notification when a
document is added to a subscribed docket(s). For assistance with any
FERC Online service, please email<EMAIL_ADDRESS>or call
(866) 208-3676 (toll free). For TTY, call<PHONE_NUMBER>.
    Comment Date: 5:00 p.m. Eastern time on June 28, 2017.

    Dated: June 13, 2017.
 Kimberly D. Bose,
 Secretary.
[FR Doc. 2017-12666 Filed 6-16-17; 8:45 am]
 BILLING CODE 6717-01-P


[Federal Register Volume 76, Number 64 (Monday, April 4, 2011)]
[Rules and Regulations]
[Pages 18393-18395]
[FR Doc No: 2011-7877]

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DEPARTMENT OF HOMELAND SECURITY

Coast Guard

33 CFR Part 165

[Docket No. USCG-2010-0997]
RIN 1625-AA00

Safety Zones: Fireworks Displays in the Captain of the Port
Columbia River Zone

AGENCY: Coast Guard, DHS.

ACTION: Final rule.

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

SUMMARY: The Coast Guard is amending the enforcement period for the
safety zone established for the Oregon Symphony Concert Fireworks
Display in Portland, Oregon. The amendment is necessary because in
recent years the actual date of the event has differed from that listed
in the enforcement period of the regulation.

DATES: This rule is effective May 4, 2011.

ADDRESSES: Comments and material received from the public, as well as
documents mentioned in this preamble as being available in the docket,
are part of docket USCG-2010-0997 and are available online by going to
http://www.regulations.gov, inserting USCG-2010-0997 in the ``Keyword''
box, and then clicking ``Search.'' This material is also available for
inspection or copying at the Docket Management Facility (M-30), U.S.
Department of Transportation, West Building Ground Floor, Room W12-140,
1200 New Jersey Avenue, SE.,

Washington, DC 20590, between 9 a.m. and 5 p.m., Monday through Friday,
except Federal holidays.

FOR FURTHER INFORMATION CONTACT: If you have questions on this rule,
call or e-mail MST1 Jaime Sayers, Waterways Management Division, Marine
Safety Unit Portland, U.S. Coast Guard; telephone<PHONE_NUMBER>, e-mail
<EMAIL_ADDRESS>If you have questions on viewing the docket,
call Renee V. Wright, Program Manager, Docket Operations, telephone
202-366-9826.

SUPPLEMENTARY INFORMATION:

Regulatory Information

    On November 23, 2010, we published a notice of proposed rulemaking
(NPRM) entitled Safety Zones: Fireworks Displays in the Captain of the
Port Columbia River Zone in the Federal Register (75 FR 71408). We
received no comments on the proposed rule. A public meeting was not
requested and none was held.

Background and Purpose

    The Oregon Symphony Concert Fireworks Display in Portland, Oregon
is an annual fireworks event requiring a safety zone to ensure the
safety of the maritime public due to the inherent dangers associated
with such events. Although the safety zone is codified in 33 CFR
165.1315(a)(7), in recent years the enforcement period in that
regulation has not covered the actual date of the event. As such, the
Coast Guard has had to publish a new safety zone for the event. This
amendment will change the enforcement period in 33 CFR 165.1315(a)(7)
to more accurately cover the time period of when the event occurs each
year.

Discussion of Comments and Changes

    No comments on the proposed rulemaking were received and no changes
made to the rule.

Regulatory Analyses

    We developed this rule after considering numerous statutes and
executive orders related to rulemaking. Below we summarize our analyses
based on 13 of these statutes or executive orders.

Regulatory Planning and Review

    This rule is not a significant regulatory action under section 3(f)
of Executive Order 12866, Regulatory Planning and Review, and does not
require an assessment of potential costs and benefits under section
6(a)(3) of that Order. The Office of Management and Budget has not
reviewed it under that Order. The Coast Guard has made this
determination based on the fact that this rule only changes the period
during which the safety zone established in 33 CFR 165.1315(a)(7) may
be effective and enforced.

Small Entities

    Under the Regulatory Flexibility Act (5 U.S.C. 601-612), we have
considered whether this rule would have a significant economic impact
on a substantial number of small entities. The term ``small entities''
comprises small businesses, not-for-profit organizations that are
independently owned and operated and are not dominant in their fields,
and governmental jurisdictions with populations of less than 50,000.
    The Coast Guard certifies under 5 U.S.C. 605(b) that this rule will
not have a significant economic impact on a substantial number of small
entities. This rule may affect the following entities some of which may
be small entities: The owners or operators of vessels wishing to
transit the safety zone established by this rule. This rule will not
have a significant economic impact on a substantial number of small
entities, however, because it only changes the period during which the
safety zone established in 33 CFR 165.1315(a)(7) may be made effective
and enforced.

Assistance for Small Entities

    Under section 213(a) of the Small Business Regulatory Enforcement
Fairness Act of 1996 (Pub. L. 104-121), in the NPRM we offered to
assist small entities in understanding the rule so that they could
better evaluate its effects on them and participate in the rulemaking
process.
    Small Businesses may send comments on the actions of Federal
employees who enforce or otherwise determine compliance with, Federal
regulations to the Small Business and Agriculture Regulatory Ombudsman
and the Regional Small Business Regulatory Fairness Boards. The
Ombudsman evaluates these actions annually and rates each agency's
responsiveness to small businesses. If you wish to comment on actions
by employees of the Coast Guard, call 1-888-REG-FAIR (1-888-734-3247).
The Coast Guard will not retaliate against small entities that question
or complain about this rule or any policy or action of the Coast Guard.

Collection of Information

    This rule calls for no new collection of information under the
Paperwork Reduction Act of 1995 (44 U.S.C. 3501-3520).

Federalism

    A rule has implications for federalism under Executive Order 13132,
Federalism, if it has a substantial direct effect on State or local
governments and would either preempt State law or impose a substantial
direct cost of compliance on them. We have analyzed this rule under
that Order and have determined that it does not have implications for
federalism.

Unfunded Mandates Reform Act

    The Unfunded Mandates Reform Act of 1995 (2 U.S.C. 1531-1538)
requires Federal agencies to assess the effects of their discretionary
regulatory actions. In particular, the Act addresses actions that may
result in the expenditure by a State, local, or tribal government, in
the aggregate, or by the private sector of $100,000,000 (adjusted for
inflation) or more in any one year. Though this rule will not result in
such an expenditure, we do discuss the effects of this rule elsewhere
in this preamble.

Taking of Private Property

    This rule will not cause a taking of private property or otherwise
have taking implications under Executive Order 12630, Governmental
Actions and Interference with Constitutionally Protected Property
Rights.

Civil Justice Reform

    This rule meets applicable standards in sections 3(a) and 3(b)(2)
of Executive Order 12988, Civil Justice Reform, to minimize litigation,
eliminate ambiguity, and reduce burden.

Protection of Children

    We have analyzed this rule under Executive Order 13045, Protection
of Children from Environmental Health Risks and Safety Risks. This rule
is not an economically significant rule and does not create an
environmental risk to health or risk to safety that may
disproportionately affect children.

Indian Tribal Governments

    This rule does not have tribal implications under Executive Order
13175, Consultation and Coordination with Indian Tribal Governments,
because it does not have a substantial direct effect on one or more
Indian tribes, on the relationship between the Federal Government and
Indian tribes, or on the distribution of power and responsibilities
between the Federal Government and Indian tribes.

Energy Effects

    We have analyzed this rule under Executive Order 13211, Actions
Concerning Regulations That

Significantly Affect Energy Supply, Distribution, or Use. We have
determined that it is not a ``significant energy action'' under that
order because it is not a ``significant regulatory action'' under
Executive Order 12866 and is not likely to have a significant adverse
effect on the supply, distribution, or use of energy. The Administrator
of the Office of Information and Regulatory Affairs has not designated
it as a significant energy action. Therefore, it does not require a
Statement of Energy Effects under Executive Order 13211.

Technical Standards

    The National Technology Transfer and Advancement Act (NTTAA) (15
U.S.C. 272 note) directs agencies to use voluntary consensus standards
in their regulatory activities unless the agency provides Congress,
through the Office of Management and Budget, with an explanation of why
using these standards would be inconsistent with applicable law or
otherwise impractical. Voluntary consensus standards are technical
standards (e.g., specifications of materials, performance, design, or
operation; test methods; sampling procedures; and related management
systems practices) that are developed or adopted by voluntary consensus
standards bodies.
    This rule does not use technical standards. Therefore, we did not
consider the use of voluntary consensus standards.

Environment

    We have analyzed this rule under Department of Homeland Security
Management Directive 023-01 and Commandant Instruction M16475.lD, which
guide the Coast Guard in complying with the National Environmental
Policy Act of 1969 (NEPA) (42 U.S.C. 4321-4370f), and have concluded
this action is one of a category of actions that do not individually or
cumulatively have a significant effect on the human environment. This
rule is categorically excluded, under figure 2-1, paragraph (34)(g), of
the Instruction. This rule involves amending the enforcement period of
an existing safety zone. An environmental analysis checklist and a
categorical exclusion determination are available in the docket where
indicated under ADDRESSES.

List of Subjects in 33 CFR Part 165

    Harbors, Marine safety, Navigation (water), Reporting and
recordkeeping requirements, Security measures, Waterways.
    For the reasons discussed in the preamble, the Coast Guard amends
33 CFR part 165 as follows:

PART 165--REGULATED NAVIGATION AREAS AND LIMITED ACCESS AREAS

0
1. The authority citation for part 165 continues to read as follows:

    Authority: 33 U.S.C. 1226, 1231; 46 U.S.C. Chapter 701, 3306,
3703; 50 U.S.C. 191, 195; 33 CFR 1.05-1, 6.04-1, 6.04-6, 160.5; Pub.
L. 107-295, 116 Stat. 2064; Department of Homeland Security
Delegation No. 0170.1

0
2. Amend Sec.  165.1315 by revising Paragraph (a)(7)(ii) to read as
follows:

Sec.  165.1315  Safety Zones: Fireworks Displays in the Captain of the
Port Columbia River Zone.

    (a) * * *
    (7) * * *
    (ii) Enforcement Period. One day between the third week of August
and the third week of September.
* * * * *

    Dated: March 19, 2011.
D.E. Kaup,
Captain, U.S. Coast Guard, Captain of the Port, Columbia River.
[FR Doc. 2011-7877 Filed 4-1-11; 8:45 am]
BILLING CODE 9110-04-P


[Federal Register Volume 82, Number 156 (Tuesday, August 15, 2017)]
[Notices]
[Pages 38685-38686]
[FR Doc No: 2017-17270]

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ENVIRONMENTAL PROTECTION AGENCY

[EPA-HQ-OLEM-2017-0458; FRL-9966-52-OLEM]

Release of Interim Final Guidance for State Coal Combustion
Residuals Permit Programs; Comment Request

AGENCY: Environmental Protection Agency (EPA).

ACTION: Notice of availability; request for comment.

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SUMMARY: The Environmental Protection Agency (EPA) is announcing the
availability of and requests comment on a document titled Coal
Combustion Residuals State Permit Program Guidance Document; Interim
Final. As a result of the Water Infrastructure Improvements for the
Nation (WIIN) Act signed by the President on December 16, 2016, States
may submit coal combustion residuals (CCR) programs to EPA for review
and approval. This document describes EPA's interpretations of the WIIN
Act provisions and the way in which EPA generally intends to review
State programs.

DATES: Comments must be received on or before September 14, 2017.

ADDRESSES: Submit your comments, identified by Docket ID No. EPA-HQ-
OLEM-2017-0458; Title: Coal Combustion Residuals (CCR) State Permit
Program Guidance Document (Interim Final) at http://www.regulations.gov. Follow the online instructions for submitting
comments. Once submitted, comments cannot be edited or removed from
Regulations.gov. The EPA may publish any comment received to its public
docket. Do not submit electronically any information you consider to be
Confidential Business Information (CBI) or other information whose
disclosure is restricted by statute Multimedia submissions (audio,
video, etc.) must be accompanied by a written comment. The written
comment is considered the official comment and should include
discussion of all points you wish to make. EPA will generally not
consider comments or comment contents located outside of the primary
submission (i.e., on the web, cloud or other file sharing system). For
additional submission methods, the full EPA public comment policy,
information about CBI or multimedia submissions, and general guidance
on making effective comments, please visit http://www.epa.gov/dockets/commenting-epa-dockets.

FOR FURTHER INFORMATION CONTACT: Mary Jackson, Materials Recovery and
Waste Management Division, Office of Resource Conservation and Recovery
(5304P), Environmental Protection Agency, 1200 Pennsylvania Avenue NW.,
Washington, DC 20460; telephone number:<PHONE_NUMBER>; email address:
<EMAIL_ADDRESS>
SUPPLEMENTARY INFORMATION:

I. Background

    Section 2301 of the Water Infrastructure Improvements for the
Nation Act (WIIN) Act amended the Resource Conservation and Recovery
Act to allow States to submit and EPA to approve State permit (or other
system of prior approval and conditions) programs for CCR.
    Coal Combustion Residuals State Permit Program Guidance Document;
Interim Final is designed to provide information about the provisions
of the 2016 WIIN Act, related to CCR, as well as the process and
procedures EPA generally intends to use to review and make
determinations on State CCR Permit Programs. The purpose of this
document is to provide States guidance for developing and submitting a
State CCR Permit Program for EPA approval.
    The document has four (4) chapters. The first two are in the form
of questions and answers. The first chapter provides an overview of the
provisions of the WIIN Act. The second chapter contains the process and
procedures EPA is currently planning to use to review and make
determinations on State CCR programs, as well as the documentation EPA
generally expects to request from States seeking approval of a program.
The third and fourth chapters consist of checklists to aid the States
as they are considering and developing their program submittals.
Chapter 3 contains a checklist of all the requirements of the current
CCR rule at 40 CFR part 257 subpart D. Chapter 4 provides a checklist
of those items EPA generally expects a State would submit when seeking
approval of its CCR program.
    This guidance describes EPA's statutory interpretations and the way
in which EPA generally intends to review State programs. As such, EPA
encourages States to consult this interim final guidance and to use it
as a technical resource as they develop and submit State CCR Permit
programs to EPA for review and approval. As provided by Section 2301 of
the WIIN Act, EPA must provide public notice and an opportunity for
comment prior to approval of a State program by EPA. Thus, EPA's review
and approval of a State program will be a separate process from this
action that will provide for public notice and opportunity for comment
on each State program.
    The information and procedures in the document are intended as a
technical resource to States that may be useful in developing and
submitting a State CCRs Permit Program to EPA for approval. This
Guidance does not constitute rulemaking by the Agency, and cannot be
relied on to create a substantive or procedural right enforceable by
any party in litigation with the United States. As indicated by the use
of non-mandatory language such as ``may'' and ``should,'' it only
provides recommendations and does not impose any legally binding
requirements.
    The guidance document can be found in the docket (Docket ID No.
EPA-HQ-OLEM-2017-0458; Title: Coal Combustion Residuals (CCR) State
Permit Program Guidance Document (Interim Final)) at http://www.regulations.gov. In addition, a copy of the guidance document and
additional resources on CCR can also be found on EPA's Web site:
www.epa.gov/coalash.

    Dated: August 9, 2017.
Nigel Simon,
Acting Principal Deputy Assistant Administrator, Office of Land and
Emergency Management.
[FR Doc. 2017-17270 Filed 8-14-17; 8:45 am]
 BILLING CODE 6560-50-P


[Federal Register Volume 77, Number 10 (Tuesday, January 17, 2012)]
[Notices]
[Page 2287]
[FR Doc No: 2012-697]

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DEPARTMENT OF ENERGY

Federal Energy Regulatory Commission

[Project Nos. 12848-002 and 14081-000]

 FFP Project 6, LLC and Northland Power Mississippi River LLC;
Notice Announcing Preliminary Permit Drawing

    The Commission has received two preliminary permit applications
deemed filed on February 1, 2011, at 8:30 a.m.,\1\ for proposed
projects to be located on the Mississippi River, near the town of New
Orleans, in Orleans Parish, Louisiana. The applications were filed by
FFP Project 6, LLC for Project No. 12848-002, and Northland Power
Mississippi River LLC for Project No. 14081-000.
---------------------------------------------------------------------------

    \1\ Under the Commission's Rules of Practice and Procedure, any
document received after regular business hours is considered filed
at 8:30 a.m. on the next regular business day. 18 CFR 385.2001(a)(2)
(2011).
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    On January 17, 2012, at 9 a.m. (eastern time), the Secretary of the
Commission, or her designee, will conduct a random drawing to determine
the filing priority of the applicants identified in this notice. The
Commission will select among competing permit applications as provided
in section 4.37 of its regulations.\2\ The priority established by this
drawing will be used to determine which applicant, among those with
identical filing times, will be considered to have the first-filed
application.
---------------------------------------------------------------------------

    \2\ 18 CFR 4.37 (2011).
---------------------------------------------------------------------------

    The drawing is open to the public and will be held in room 2C, the
Commission Meeting Room, located at 888 First St. NE., Washington, DC
20426. A subsequent notice will be issued by the Secretary announcing
the results of the drawing.

    Dated: January 10, 2012.
Nathaniel J. Davis, Sr.,
Deputy Secretary.
[FR Doc. 2012-697 Filed 1-13-12; 8:45 am]
BILLING CODE 6717-01-P