
[Federal Register: June 22, 2009 (Volume 74, Number 118)]
[Notices]               
[Page 29526-29527]
From the Federal Register Online via GPO Access [wais.access.gpo.gov]
[DOCID:fr22jn09-117]                         

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-60121, File No. SR-MSRB-2009-05]

 
Self-Regulatory Organizations; Municipal Securities Rulemaking 
Board; Order Granting Approval of Proposed Rule Change Relating to the 
Subscription Service for Continuing Disclosure Documents Through the 
Electronic Municipal Market Access System (EMMA[supreg])

 June 16, 2009.
    On April 22, 2009, the Municipal Securities Rulemaking Board 
(``MSRB''), filed with the Securities and Exchange Commission 
(``Commission''), pursuant to Section 19(b)(1) of the Securities 
Exchange Act of 1934 (``Act''),\1\ and Rule 19b-4 thereunder,\2\ a 
proposed rule change to establish a real-time subscription to the 
document collection of the continuing disclosure service of the MSRB's 
Electronic Municipal Market Access system (``EMMA''). The proposed rule 
change was published for comment in the Federal Register on May 13, 
2009.\3\ The Commission received no comment letters about the proposal. 
This order approves the proposed rule change.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
    \3\ See Securities Exchange Act Release No. 59881 (May 7, 2009), 
74 FR 22615 (May 13, 2009) (``Commission's Notice'').
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    The Commission has previously approved the establishment of the 
continuing disclosure service of EMMA, which will commence operation on 
July 1, 2009.\4\ The proposed rule change

[[Page 29527]]

consists of a proposal to establish a real-time subscription to the 
continuing disclosure document collection. The real-time data stream 
subscription to the EMMA continuing disclosure service to be provided 
through a Web service would be made available for an annual fee of 
$45,000.\5\ The continuing disclosure subscription service would make 
available to subscribers all continuing disclosure documents and 
related information provided by submitters through the EMMA submission 
process that is posted on the EMMA portal. Such documents and 
information would be made available to subscribers simultaneously with 
the posting thereof on the EMMA portal.
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    \4\ See Securities Exchange Act Release No. 59061 (December 5, 
2008), 73 FR 75778 (December 12, 2008) (File No. SR-MSRB-2008-05) 
(approving the continuing disclosure service of EMMA with an 
effective date of July 1, 2009).
    \5\ The proposed subscription price would cover a portion of the 
administrative, technical and operating costs of the EMMA continuing 
disclosure subscription service but would not cover all costs of 
such subscription service or of the EMMA continuing disclosure 
service. The MSRB has proposed establishing the subscription price 
at a fair and reasonable level consistent with the MSRB's objective 
that subscriptions be made available on terms that promote the broad 
dissemination of documents and data throughout the marketplace.
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    The MSRB would make the continuing disclosure subscription service 
available on an equal and non-discriminatory basis. In addition, the 
MSRB would not impose any limitations on or additional charges for 
redistribution of such documents by subscribers to their customers, 
clients or other end-users. Subscribers would be subject to all of the 
terms of the subscription agreement to be entered into between the MSRB 
and each subscriber, including proprietary rights of third parties in 
information provided by such third parties that is made available 
through the subscription. The MSRB would not be responsible for the 
content of the information or documents submitted by submitters 
distributed to subscribers through the continuing disclosure 
subscription service. The MSRB has requested approval of the proposed 
rule change on or prior to July 1, 2009. A full description of the 
proposal is contained in the Commission's Notice.
    The Commission has carefully considered the proposed rule change 
and finds that the proposed rule change is consistent with the 
requirements of the Act and the rules and regulations thereunder 
applicable to the MSRB \6\ and, in particular, the requirements of 
Section 15B(b)(2)(C) of the Act \7\ and the rules and regulations 
thereunder. Section 15B(b)(2)(C) of the Act requires, among other 
things, that the MSRB's rules be designed to prevent fraudulent and 
manipulative acts and practices, to promote just and equitable 
principles of trade, to foster cooperation and coordination with 
persons engaged in regulating, clearing, settling, processing 
information with respect to, and facilitating transactions in municipal 
securities, to remove impediments to and perfect the mechanism of a 
free and open market in municipal securities, and, in general, to 
protect investors and the public interest.\8\ In particular, the 
Commission finds that the EMMA continuing disclosure subscription 
service would serve as a mechanism by which the MSRB works toward 
removing impediments to and helping to perfect the mechanisms of a free 
and open market in municipal securities. The subscription service would 
make the indexed comprehensive collection of continuing disclosure 
documents of the EMMA continuing disclosure service available to 
marketplace participants for re-dissemination and for use in creating 
value-added products and services. Such re-dissemination and third-
party use would provide market participants, including investors and 
the general public, additional avenues for obtaining these key 
disclosures and would make additional tools available in making well-
informed investment decisions. Broad access to continuing disclosure 
documents through the subscription service, in addition to the public 
access available through the EMMA Web portal, should further assist in 
preventing fraudulent and manipulative acts and practices by improving 
the opportunity for public investors to access material information 
about issuers, their securities and the prices at which such securities 
trade.
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    \6\ In approving this proposed rule change, the Commission notes 
that it has considered the proposed rule's impact on efficiency, 
competition and capital formation. 15 U.S.C. 78c(f).
    \7\ 15 U.S.C. 78o-4(b)(2)(C).
    \8\ Id.
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    Furthermore, broader re-dissemination and third-party use of 
continuing disclosure documents should promote a more fair and 
efficient municipal securities market in which transactions are 
effected on the basis of material information available to all parties 
to such transactions, which should allow for fairer pricing of 
transactions based on a more complete understanding of the terms of the 
securities (including any changes thereto), changes in circumstances of 
issuers and obligated persons, and the potential investment risks 
arising therefrom.
    It is therefore ordered, pursuant to Section 19(b)(2) of the 
Act,\9\ that the proposed rule change (SR-MSRB-2009-05), be, and it 
hereby is, approved.
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    \9\ 15 U.S.C. 78s(b)(2).
    \10\ 17 CFR 200.30-3(a)(12).

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\10\
Florence E. Harmon,
Deputy Secretary.
[FR Doc. E9-14593 Filed 6-19-09; 8:45 am]

BILLING CODE 8010-01-P
