[Federal Register Volume 83, Number 23 (Friday, February 2, 2018)]
[Notices]
[Pages 4936-4938]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2018-02126]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-82598; File No. SR-GEMX-2018-02]


Self-Regulatory Organizations; Nasdaq GEMX, LLC; Notice of Filing 
and Immediate Effectiveness of Proposed Rule Change To Relocate the 
Consolidated Audit Trail Compliance Rules

January 30, 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 January 24, 2018, Nasdaq GEMX, LLC (``GEMX'' or ``Exchange'') filed 
with the Securities and Exchange Commission (``Commission'') the 
proposed rule change as described in Items I and II below, which Items 
have been prepared by the Exchange. The Commission is publishing this 
notice to solicit comments on the proposed rule change from interested 
persons.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    The Exchange proposes to relocate the Consolidated Audit Trail 
Compliance rules (``CAT Rules''), currently under Chapter 9, Rules 900 
through 912, to General 7, Sections 1 through 13 in the Exchange's 
rulebook's (``Rulebook'') shell structure.\3\
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    \3\ Recently, the Exchange added a shell structure to its 
Rulebook with the purpose of improving efficiency and readability 
and to align its rules closer to those of its five sister exchanges, 
The Nasdaq Stock Market LLC; Nasdaq BX, Inc.; Nasdaq PHLX LLC; 
Nasdaq ISE, LLC; and Nasdaq MRX, LLC (``Affiliated Exchanges''). See 
Securities Exchange Act Release No. 82171 (November 29, 2017), 82 FR 
57516 (December 5, 2017) (SR-GEMX-2017-54).
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    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,

[[Page 4937]]

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 relocate the CAT Rules, currently under 
Chapter 9, Rules 900 through 912, to General 7, Sections 1 through 13 
of the Rulebook's shell structure.
    The Exchange adopted the CAT Rules to implement a consolidated 
audit trail in order to capture customer and order event information to 
comply with the provisions of the National Market System Plan Governing 
the Consolidated Audit Trail.\4\ Because the CAT Rules apply across all 
markets and to all products,\5\ the Exchange believes it is pertinent 
that they be located in the General section of the Rulebook's shell; 
therefore, the Exchange will amend the shell structure, creating a new 
``General 7 Consolidated Audit Trail Compliance'' title under ``General 
Rules,'' and make conforming changes to the ``Options Rules'' titles; 
moreover, this proposal is consistent with similar filings concurrently 
submitted by the Affiliated Exchanges.
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    \4\ See Securities Exchange Act Release No. 80256 (March 15, 
2017), 82 FR 14526 (March 21, 2017) (SR-ISEGemini-2017-04) (Order 
Approving Proposed Rule Changes To Adopt Consolidated Audit Trail 
Compliance Rules).
    The Exchange also notes that, at the time of the approval of the 
CAT Rules, the Exchange was known as ``ISE Gemini, LLC.'' To reflect 
the Exchange's placement within its parent company's corporate 
structure, Nasdaq, Inc., the Exchange name was changed to ``Nasdaq 
GEMX, LLC.'' See Securities Exchange Act Release No. 80248 (March 
15, 2017), 82 FR 14547 (March 21, 2017) (SR-ISEGemini-2017-13).
    \5\ Id.
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    The relocation of the CAT Rules is part of the Exchange's continued 
effort to promote efficiency and conformity of its processes with those 
of its Affiliated Exchanges.\6\ The Exchange believes that the 
migration of the CAT Rules to their new location will facilitate the 
use of the Rulebook by Members \7\ of the Exchange who are members of 
other Affiliated Exchanges. Moreover, the proposed changes are of a 
non-substantive nature and will not amend the relocated rules other 
than to update their numbers, make cross-reference changes, and make 
changes to harmonize the proposed rule with the text of filings 
simultaneously submitted by the Affiliated Exchanges.\8\
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    \6\ See footnote 3.
    \7\ Exchange Rule 100(a)(28).
    \8\ Specifically, the Exchange will remove the word ``Rule'' 
from General 7's title which will now read ``Consolidated Audit 
Trail Compliance.''
    Moreover, the Exchange will update the description provided 
under General 7, Section 12(a), ``General,'' to exactly match the 
contents of similar sections in the Nasdaq, BX, and Phlx rulebooks. 
This change will not alter Section 12(a) since (i) the description 
under this subsection is essentially the same to that of the 
aforementioned Affiliated Exchanges and (ii) the removal of the 
phrase ``upon approval by the Commission'' is unnecessary at this 
point since the CAT Rules are already effective.
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2. Statutory Basis
    The Exchange believes that its proposal is consistent with Section 
6(b) of the Act,\9\ in general, and furthers the objectives of Section 
6(b)(5) of the Act,\10\ 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, by promoting efficiency and conformity of the Exchange's 
processes with those of the Affiliated Exchanges and to make the 
Exchange's Rulebook easier to read and more accessible to its Members. 
The Exchange believes that the relocation of the CAT Rules and cross-
reference updates are of a non-substantive nature.
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    \9\ 15 U.S.C. 78f(b).
    \10\ 15 U.S.C. 78f(b)(5).
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B. Self-Regulatory Organization's Statement on Burden on Competition

    The Exchange does not believe that the proposed rule change will 
impose any burden on competition not necessary or appropriate in 
furtherance of the purposes of the Act. The proposed changes do not 
impose a burden on competition because, as previously stated, they (i) 
are of a non-substantive nature, (ii) are intended to harmonize the 
Exchange's rules with those of its Affiliated Exchanges, and (iii) are 
intended to organize the Rulebook in a way that it will ease the 
Members' navigation and reading of the rules across the Affiliated 
Exchanges.

C. Self-Regulatory Organization's Statement on Comments on the Proposed 
Rule Change Received From Members, Participants, 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 \11\ and 
subparagraph (f)(6) of Rule 19b 4 thereunder.\12\
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    \11\ 15 U.S.C. 78s(b)(3)(A)(iii).
    \12\ 17 CFR 240.19b-4(f)(6). In addition, Rule 19b-4(f)(6)(iii) 
requires the Exchange to give the Commission written notice of the 
Exchange's intent to file the proposed rule change, along with a 
brief description and text of the proposed rule change, at least 
five business days prior to the date of filing of the proposed rule 
change, or such shorter time as designated by the Commission. The 
Exchange has satisfied this requirement.
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    A proposed rule change filed under Rule 19b-4(f)(6) \13\ normally 
does not become operative prior to 30 days after the date of the 
filing. However, Rule 19b-4(f)(6)(iii) \14\ permits the Commission to 
designate a shorter time if such action is consistent with the 
protection of investors and the public interest. The Exchange has asked 
the Commission to waive the 30-day operative delay so that the Exchange 
can reorganize its Rulebook as already approved by the Commission. The 
Commission believes that waiver of the 30-day operative delay is 
consistent with the protection of investors and the public interest. 
Accordingly, the Commission hereby waives the operative delay and 
designates the proposed rule change as operative upon filing.\15\
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    \13\ 17 CFR 240.19b-4(f)(6).
    \14\ 17 CFR 240.19b-4(f)(6)(iii).
    \15\ For purposes only of waiving the 30-day operative delay, 
the Commission has also considered the proposed rule's impact on 
efficiency, competition, and capital formation. See 15 U.S.C. 
78c(f).
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    At any time within 60 days of the filing of the proposed rule 
change, the Commission summarily may temporarily suspend such rule 
change if it appears to the Commission that such action is: (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

[[Page 4938]]

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-2018-02 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-2018-02. 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-2018-02 and should be submitted on 
or before February 23, 2018.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\16\
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    \16\ 17 CFR 200.30-3(a)(12).
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Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2018-02126 Filed 2-1-18; 8:45 am]
 BILLING CODE 8011-01-P


