
[Federal Register: August 16, 2010 (Volume 75, Number 157)]
[Notices]               
[Page 50010-50012]
From the Federal Register Online via GPO Access [wais.access.gpo.gov]
[DOCID:fr16au10-119]                         

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-62684; File No. SR-OCC-2010-11]

 
Self-Regulatory Organizations; The Options Clearing Corporation; 
Notice of Filing and Immediate Effectiveness of Proposed Rule Change To 
Modify the Definition of the Term Representative

August 10, 2010.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 
(``Act''),\1\ notice is hereby given that on July 29, 2010, The Options 
Clearing Corporation (``OCC'') filed with the Securities and Exchange 
Commission (``Commission'') the proposed rule change described in Items 
I and II

[[Page 50011]]

below, which items have been prepared primarily by OCC. OCC filed the 
proposal pursuant to Section 19(b)(3)(A)(i) of the Act \2\ and Rule 
19b-4(f)(1) \3\ thereunder so that the proposal was effective upon 
filing with the Commission. The Commission is publishing this notice to 
solicit comments on the rule change from interested parties.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 15 U.S.C. 78s(b)(3)(A)(i).
    \3\ 17 CFR 240.19b-4(f)(1).
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I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    The proposed rule change would broaden the definition of the term 
``Representative'' found in Article I, Section 1 of OCC's By-Laws.

II. Self-Regulatory Organization's Statement of the Purpose of, and 
Statutory Basis for, the Proposed Rule Change

    In its filing with the Commission, OCC 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. OCC has prepared summaries, set forth in sections (A), 
(B), and (C) below, of the most significant aspects of these 
statements.\4\
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    \4\ The Commission has modified the text of the summaries 
prepared by OCC.
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(A) Self-Regulatory Organization's Statement of the Purpose of, and 
Statutory Basis for, the Proposed Rule Change

1. Purpose
    The purpose of this rule change is to broaden the definition of the 
term ``Representative'' found in Article I, Section 1 of OCC's By-Laws. 
``Representative'' is defined as a director, senior officer, principal, 
or general partner of a Clearing Member Organization.\5\ OCC's By-Laws 
require that a Member Director on OCC's board of directors (``Board'') 
be either a Clearing Member \6\ or a Representative of a Clearing 
Member Organization.\7\ This same qualification requirement is applied 
to members of the Board's nominating committee (``Nominating 
Committee'').\8\
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    \5\ Clearing Member Organization means a Clearing Member that is 
a legal entity rather than a natural person. Article I, Section 1 of 
OCC's By-Laws.
    \6\ The term ``Clearing Member'' is defined in OCC's By-Laws as 
a person or organization that has been admitted to membership in OCC 
pursuant to the provisions of the By-Laws and Rules. Article I, 
Section 1 of OCC's by-laws.
    \7\ Article III, Section 2 of OCC's by-laws.
    \8\ Article III, Section 4 of OCC's by-laws.
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    In certain instances, otherwise qualified candidates for the Board 
or the Nominating Committee were found to be ineligible because they 
were associated with an affiliate of a Clearing Member rather than with 
the Clearing Member itself. OCC does not believe a qualified candidate 
should be precluded from service on either the Board or Nominating 
Committee due to a technicality and therefore proposes to broaden the 
definition of ``Representative'' to include a representative of an 
entity that controls, is controlled by, or under common control with a 
Clearing Member.
2. Statutory Basis
    OCC believes that the proposed rule change is consistent with 
Section 17A of the Act,\9\ as amended, because it fosters the fair 
representation of Clearing Members in the administration of OCC's 
affairs. It accomplishes this purpose by expanding the pool of 
qualified candidates eligible for Board and Nominating Committee 
service to include directors, senior officers, principals, or general 
partners of an affiliate of a Clearing Member. The proposed rule change 
is not inconsistent with the existing rules of OCC, including any other 
rules proposed to be amended.
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    \9\ 15 U.S.C. 78q-1.
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(B) Self-Regulatory Organization's Statement on Burden on Competition

    OCC does not believe that the proposed rule change will have any 
impact or impose any burden on competition.

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

    Written comments relating to the proposed rule change were not and 
are not intended to be solicited or received. OCC will notify the 
Commission of any written comments received by OCC.

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

    The foregoing proposed rule change has become effective upon filing 
pursuant to Section 19(b)(3)(A)(i) of the Act \10\ and Rule 19b-4(f)(1) 
\11\ thereunder because the proposed rule change constitutes an 
interpretation with respect to the meaning, administration or 
enforcement of an existing rule. At any time within 60 days of the 
filing of the proposed rule change, the Commission summarily may 
temporarily suspend such rule change if it appears to the Commission 
that such action is necessary or appropriate in the public interest, 
for the protection of investors, or otherwise in furtherance of the 
purposes of the Act.
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    \10\ 15 U.S.C. 78s(b)(3)(A)(i).
    \11\ 17 CFR 240.19b-4(f)(1).
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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 e-mail to rule-comments@sec.gov. Please include 
File Number SR-OCC-2010-11 on the subject line.

Paper Comments

     Send paper comments in triplicate to Elizabeth M. Murphy, 
Secretary, Securities and Exchange Commission, 100 F Street, NE., 
Washington, DC 20549-1090.

All submissions should refer to File Number SR-OCC-2010-11. This file 
number should be included on the subject line if e-mail 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 Web site (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 Web site 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 
a.m. and 3 p.m. Copies of such filings also will be available for 
inspection and copying at the principal office of OCC and on OCC's Web 
site at http://www.optionsclearing.com/components/docs/legal/rules_
and_bylaws/sr_occ_10_11.pdf.
    All comments received will be posted without change; the Commission 
does not edit personal identifying information from submissions. You

[[Page 50012]]

should submit only information that you wish to make available 
publicly. All submissions should refer to File Number SR-OCC-2010-11 
and should be submitted on or before September 7, 2010.

    For the Commission by the Division of Trading and Markets, 
pursuant to delegated authority.\12\
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    \12\ 17 CFR 200.30-3(a)(12).
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Florence E. Harmon,
Deputy Secretary.
[FR Doc. 2010-20179 Filed 8-13-10; 8:45 am]
BILLING CODE 8010-01-P

