[Federal Register Volume 84, Number 104 (Thursday, May 30, 2019)]
[Notices]
[Pages 25105-25109]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2019-11223]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-85921; File No. 4-274]


Program for Allocation of Regulatory Responsibilities Pursuant to 
Rule 17d-2; Notice of Filing of an Amendment to the Agreement Between 
the Financial Industry Regulatory Authority, Inc. and the NYSE Chicago, 
Inc.

May 23, 2019.
    Pursuant to Section 17(d) of the Securities Exchange Act of 1934 
(``Act''),\1\ and Rule 17d-2 thereunder,\2\ notice is hereby given that 
on May 8, 2019, the Financial Industry Regulatory Authority, Inc. 
(``FINRA'') and the NYSE Chicago, Inc. (``CHX'') (together with FINRA, 
the ``Parties'') filed with the Securities and Exchange Commission 
(``Commission'' or ``SEC'') an amendment to their July 9, 2010 
Agreement Between Financial Industry Regulatory Authority, Inc. and 
Chicago Stock Exchange, Inc. (``17d-2 Plan'' or the ``Plan'') for the 
allocation of regulatory responsibilities. The Commission is publishing 
this notice to solicit comments on the amendment to the 17d-2 Plan from 
interested persons.
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    \1\ 15 U.S.C. 78q(d).
    \2\ 17 CFR 240.17d-2.
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I. Introduction

    Section 19(g)(1) of the Act,\3\ among other things, requires every 
self-regulatory organization (``SRO'') registered as either a national 
securities exchange or national securities association to examine for, 
and enforce compliance by, its members and persons associated with its 
members with the Act, the rules and regulations thereunder, and the 
SRO's own rules, unless the SRO is relieved of this responsibility 
pursuant to Section 17(d) or Section 19(g)(2) of the Act.\4\ Without 
this relief, the statutory obligation of each individual SRO could 
result in a pattern of multiple examinations of broker-dealers that 
maintain memberships in more than one SRO (``common members''). Such 
regulatory duplication would add unnecessary expenses for common 
members and their SROs.
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    \3\ 15 U.S.C. 78s(g)(1).
    \4\ 15 U.S.C. 78q(d) and 15 U.S.C. 78s(g)(2), respectively.
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    Section 17(d)(1) of the Act \5\ was intended, in part, to eliminate 
unnecessary multiple examinations and regulatory duplication.\6\ With 
respect to a common member, Section 17(d)(1) authorizes the Commission, 
by rule or order, to relieve an SRO of the responsibility to receive 
regulatory reports, to examine for and enforce compliance with 
applicable statutes, rules, and regulations, or to perform other 
specified regulatory functions.
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    \5\ 15 U.S.C. 78q(d)(1).
    \6\ See Securities Act Amendments of 1975, Report of the Senate 
Committee on Banking, Housing, and Urban Affairs to Accompany S. 
249, S. Rep. No. 94-75, 94th Cong., 1st Session 32 (1975).
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    To implement Section 17(d)(1), the Commission adopted two rules: 
Rule 17d-1 and Rule 17d-2 under the Act.\7\ Rule 17d-1 authorizes the 
Commission to name a single SRO as the designated examining authority 
(``DEA'') to examine common members for compliance with the financial 
responsibility requirements imposed by the Act, or by Commission or SRO 
rules.\8\ When an SRO has been named as a common member's DEA, all 
other SROs to which the common member belongs are relieved of the 
responsibility to examine the firm for compliance with the applicable 
financial responsibility rules. On its face, Rule 17d-1 deals only with 
an SRO's obligations to enforce member compliance with financial 
responsibility requirements. Rule 17d-1 does not relieve an SRO from 
its obligation to examine a common member for compliance with its own 
rules and provisions of the federal securities laws governing matters 
other than financial responsibility, including sales practices and 
trading activities and practices.
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    \7\ 17 CFR 240.17d-1 and 17 CFR 240.17d-2, respectively.
    \8\ See Securities Exchange Act Release No. 12352 (April 20, 
1976), 41 FR 18808 (May 7, 1976).
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    To address regulatory duplication in these and other areas, the 
Commission adopted Rule 17d-2 under the Act.\9\ Rule 17d-2 permits SROs 
to propose joint plans for the allocation of regulatory 
responsibilities with respect to their common members. Under paragraph 
(c) of Rule 17d-2, the Commission may declare such a plan effective if, 
after providing for appropriate notice and comment, it determines that 
the plan is necessary or appropriate in the public interest and for the 
protection of investors; to foster cooperation and coordination among 
the SROs; to remove impediments to, and foster the development of, a 
national market system and a national clearance and settlement system; 
and is in conformity with the factors set forth in Section 17(d) of the 
Act. Commission approval of a plan filed pursuant to Rule 17d-2 
relieves an SRO of those regulatory responsibilities allocated by the 
plan to another SRO.
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    \9\ See Securities Exchange Act Release No. 12935 (October 28, 
1976), 41 FR 49091 (November 8, 1976).
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II. The Plan

    On September 26, 1978, the Commission approved the Plan allocating 
regulatory responsibilities pursuant to Rule 17d-2 on a provisional 
basis.\10\ Under the Plan, the predecessor to FINRA was responsible, in 
part, for conducting on-site examination of each dual member for which 
it was the DEA. On February 20, 1980, the Commission noticed for 
comment an amendment to the Plan, which provided, in part, for the 
handling of customer complaints, the review of dual members' 
advertising, and the arbitration of disputes under the Plan.\11\ On May 
30, 1980, the Commission approved the Plan, as amended.\12\ On 
September 8, 2010, the Commission approved an amendment to replace the 
previous Plan in its entirety.\13\
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    \10\ See Securities Exchange Act Release No. 15191 (September 
26, 1978), 43 FR 46093 (October 5, 1978).
    \11\ See Securities Exchange Act Release No. 16591 (February 20, 
1980), 45 FR 12573 (February 26, 1980).
    \12\ See Securities Exchange Act Release No. 16858 (May 30, 
1980), 45 FR 37927 (June 5, 1980).
    \13\ See Securities Exchange Act Release No. 62866 (September 8, 
2010), 75 FR 55833 (September 14, 2010).
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III. Proposed Amendment to the Plan

    On May 8, 2019, the Parties submitted a proposed amendment to the 
Plan. The primary purpose of the amendment is to the extent that it 
becomes a member of the exchange, allocate regulatory responsibility to 
FINRA for CHX's affiliated routing broker-dealer, Archipelago 
Securities LLC. The text of the proposed amended 17d-2 plan is as 
follows (additions are italicized; deletions are [bracketed]):

AGREEMENT BETWEEN FINANCIAL INDUSTRY REGULATORY AUTHORITY, INC. AND 
NYSE CHICAGO [STOCK EXCHANGE], INC. PURSUANT TO RULE 17d-2 UNDER THE 
SECURITIES EXCHANGE ACT OF 1934

    This Agreement, by and between the Financial Industry Regulatory 
Authority, Inc. (``FINRA'') and the NYSE Chicago [Stock Exchange], Inc. 
(``CHX''), is made this [9th]7th day of [July]May, [2010]2019 (the 
``Agreement''), pursuant to Section 17(d)

[[Page 25106]]

of the Securities Exchange Act of 1934 (the ``Exchange Act'') and Rule 
17d-2 thereunder which permits agreements between self-regulatory 
organizations to allocate regulatory responsibility to eliminate 
regulatory duplication. FINRA and CHX may be referred to individually 
as a ``party'' and together as the ``parties.''
    This Agreement amends and restates the agreement entered into 
between the parties on [September 16, 1977]July 9, 2010, entitled 
``Agreement Between [the National Association of Securities Dealers, 
Inc.]Financial Industry Regulatory Authority, Inc. and [the 
Midwest]Chicago Stock Exchange [Incorporated]Inc. Pursuant to SEC Rule 
17d-2 Under the Securities Exchange Act of 1934,'' and any subsequent 
amendments thereafter.
    Whereas, Finra and CHX desire to reduce duplication in the 
examination of their Dual Members (as defined herein) and in the filing 
and processing of certain registration and membership records; and
    Whereas, Finra and CHX desire to execute an agreement covering such 
subjects pursuant to the provisions of Rule 17d-2 under the Exchange 
Act and to file such agreement with the Securities and Exchange 
Commission (the ``SEC'' or ``Commission'') for its approval.
    Now, Therefore, in consideration of the mutual covenants contained 
hereinafter, FINRA and CHX hereby agree as follows:
    1. Definitions. Unless otherwise defined in this Agreement or the 
context otherwise requires, the terms used in this Agreement shall have 
the same meaning as they have under the Exchange Act and the rules and 
regulations thereunder. As used in this Agreement, the following terms 
shall have the following meanings:
    (a) ``CHX Rules'' or ``FINRA Rules'' shall mean: (i) The rules of 
the CHX, or (ii) the rules of FINRA, respectively, as the rules of an 
exchange or association are defined in Exchange Act Section 3(a)(27).
    (b) ``Common Rules'' shall mean the CHX Rules that are 
substantially similar to the applicable FINRA Rules and certain 
provisions of the Exchange Act and SEC rules set forth on Exhibit 1 in 
that examination for compliance with such rules would not require FINRA 
to develop one or more new examination standards, modules, procedures, 
or criteria in order to analyze the application of such provisions or 
rule, or a Dual Member's activity, conduct, or output in relation to 
such rule; provided, however, Common Rules shall not include the 
application of SEC, CHX or FINRA rules as they pertain to violations of 
insider trading activities, which is covered by a separate 17d-2 
Agreement by and among [the American Stock Exchange LLC, BATS Exchange, 
Inc., Chicago Board Options Exchange, Inc., Chicago Stock Exchange, 
Inc., EDGA Exchange, Inc., EDGX Exchange, Inc., Financial Industry 
Regulatory Authority, Inc., International Securities Exchange, LLC, The 
NASDAQ Stock Market LLC, National Stock Exchange, Inc., New York Stock 
Exchange, LLC, NYSE Arca Inc., NYSE Regulation, Inc., NASDAQ OMX BX, 
Inc. and NASDAQ OMX PHLX, Inc. effective April 15, 2010] the Cboe BZX 
Exchange, Inc., Bats Cboe BYX Exchange, Inc., Chicago Stock Exchange, 
Inc., Cboe EDGA Exchange, Inc., Bats Cboe EDGX Exchange, Inc., 
Financial Industry Regulatory Authority, Inc., Nasdaq BX, Inc., Nasdaq 
PHLX LLC, The Nasdaq Stock Market LLC, NYSE National, Inc., New York 
Stock Exchange LLC, NYSE American LLC, NYSE Arca, Inc., and Investors 
Exchange LLC, approved by the SEC on October 10, 2018, as may be 
amended from time to time. Common Rules shall not include provisions 
regarding (i) notice, reporting or any other filings made directly to 
or from CHX, (ii) incorporation by reference of other CHX Rules that 
are not Common Rules, (iii) exercise of discretion in a manner that 
differs from FINRA's exercise of discretion, including, but not limited 
to exercise of exemptive authority, by CHX, (iv) prior written approval 
of CHX, and (v) payment of fees or fines to CHX.
    (c) ``Dual Members'' shall mean those CHX members that are also 
members of FINRA and the associated persons therewith.
    (d) ``Effective Date'' shall be the date this Agreement is approved 
by the Commission.
    (e) ``Enforcement Responsibilities'' shall mean the conduct of 
appropriate proceedings, in accordance with the FINRA Code of Procedure 
(the Rule 9000 Series) and other applicable FINRA procedural rules, to 
determine whether violations of Common Rules have occurred, and if such 
violations are deemed to have occurred, the imposition of appropriate 
sanctions as specified under the FINRA Code of Procedure and sanctions 
guidelines.
    (f) ``Regulatory Responsibilities'' shall mean the examination 
responsibilities and Enforcement Responsibilities relating to 
compliance by the Dual Members with the Common Rules and the provisions 
of the Exchange Act and the rules and regulations thereunder, and other 
applicable laws, rules and regulations, each as set forth on Exhibit 1 
attached hereto.
    2. Regulatory and Enforcement Responsibilities. FINRA shall assume 
Regulatory Responsibilities and Enforcement Responsibilities for Dual 
Members. Attached as Exhibit 1 to this Agreement and made part hereof, 
CHX furnished FINRA with a current list of Common Rules and certified 
to FINRA that such rules are substantially similar to the corresponding 
FINRA Rule (the ``Certification''). FINRA hereby agrees that the rules 
listed in the Certification are Common Rules as defined in this 
Agreement. Each year following the Effective Date of this Agreement, or 
more frequently if required by changes in either the rules of CHX or 
FINRA, CHX shall submit an updated list of Common Rules to FINRA for 
review which shall add CHX Rules not included in the current list of 
Common Rules that qualify as Common Rules as defined in this Agreement; 
delete CHX Rules included in the current list of Common Rules that no 
longer qualify as Common Rules as defined in this Agreement; and 
confirm that the remaining rules on the current list of Common Rules 
continue to be CHX Rules that qualify as Common Rules as defined in 
this Agreement. Within 30 days of receipt of such updated list, FINRA 
shall confirm in writing whether the rules listed in any updated list 
are Common Rules as defined in this Agreement. Notwithstanding anything 
herein to the contrary, it is explicitly understood that the term 
``Regulatory Responsibilities'' does not include, and CHX shall retain 
full responsibility for (unless otherwise addressed by separate 
agreement or rule) the following (collectively, the ``Retained 
Responsibilities''):
    (a) Surveillance, examination, investigation and enforcement with 
respect to trading activities or practices involving CHX's own 
marketplace;
    (b) registration pursuant to its applicable rules of associated 
persons (i.e., registration rules that are not Common Rules);
    (c) discharge of its duties and obligations as a Designated 
Examining Authority pursuant to Rule 17d-1 under the Exchange Act, if 
applicable; and
    (d) any CHX Rules that are not Common Rules except for CHX Rules 
for any CHX affiliate that is a member that operates as a facility (as 
defined in Section 3(a)(2) of the Exchange Act), acts as a router for 
CHX and is a member of FINRA (``Router Member'') as provided in 
paragraph 6. As of the date of this Agreement, Archipelago Securities 
LLC is the only Router Member.

[[Page 25107]]

    3. Dual Members. Prior to the Effective Date, CHX shall furnish 
FINRA with a current list of Dual Members, which shall be updated no 
less frequently than once each quarter.
    4. No Charge. There shall be no charge to CHX by FINRA for 
performing the Regulatory Responsibilities and Enforcement 
Responsibilities under this Agreement except as hereinafter provided. 
FINRA shall provide CHX with ninety (90) days advance written notice in 
the event FINRA decides to impose any charges to CHX for performing the 
Regulatory Responsibilities under this Agreement. If FINRA determines 
to impose a charge, CHX shall have the right at the time of the 
imposition of such charge to terminate this Agreement; provided, 
however, that FINRA's Regulatory Responsibilities under this Agreement 
shall continue until the Commission approves the termination of this 
Agreement.
    5. Applicability of Certain Laws, Rules, Regulations or Orders. 
Notwithstanding any provision hereof, this Agreement shall be subject 
to any statute, or any rule or order of the Commission. To the extent 
such statute, rule or order is inconsistent with one or more provisions 
of this Agreement, the statute, rule or order shall supersede the 
provision(s) hereof to the extent necessary to be properly effectuated 
and the provision(s) hereof in that respect shall be null and void.
    6. Notification of Violations.
    (a) In the event that FINRA becomes aware of apparent violations of 
any CHX Rules, which are not listed as Common Rules, discovered 
pursuant to the performance of the Regulatory Responsibilities assumed 
hereunder, FINRA shall notify CHX of those apparent violations for such 
response as CHX deems appropriate. With respect to apparent violations 
of any CHX Rules by any Router Member, FINRA shall not make referrals 
to CHX pursuant to this paragraph 6. Such apparent violations shall be 
processed by, and enforcement proceedings in respect thereto will be 
conducted by, FINRA as provided in this agreement.
    (b) In the event that CHX becomes aware of apparent violations of 
any Common Rules, discovered pursuant to the performance of the 
Retained Responsibilities, CHX shall notify FINRA of those apparent 
violations and such matters shall be handled by FINRA as provided in 
this Agreement.
    (c) Apparent violations of Common Rules shall be processed by, and 
enforcement proceedings in respect thereto shall be conducted by FINRA 
as provided hereinbefore; provided, however, that in the event a Dual 
Member is the subject of an investigation relating to a transaction on 
the CHX, CHX may in its discretion assume concurrent jurisdiction and 
responsibility.
    (d) Each party agrees to make available promptly all files, records 
and witnesses necessary to assist the other in its investigation or 
proceedings.
    7. Continued Assistance.
    (a) FINRA shall make available to CHX all information obtained by 
FINRA in the performance by it of the Regulatory Responsibilities 
hereunder with respect to the Dual Members subject to this Agreement. 
In particular, and not in limitation of the foregoing, FINRA shall 
furnish CHX any information it obtains about Dual Members which 
reflects adversely on their financial condition. CHX shall make 
available to FINRA any information coming to its attention that 
reflects adversely on the financial condition of Dual Members or 
indicates possible violations of applicable laws, rules or regulations 
by such firms.
    (b) The parties agree that documents or information shared shall be 
held in confidence, and used only for the purposes of carrying out 
their respective regulatory obligations. Neither party shall assert 
regulatory or other privileges as against the other with respect to 
documents or information that is required to be shared pursuant to this 
Agreement.
    (c) The sharing of documents or information between the parties 
pursuant to this Agreement shall not be deemed a waiver as against 
third parties of regulatory or other privileges relating to the 
discovery of documents or information.
    8. Statutory Disqualifications. When FINRA becomes aware of a 
statutory disqualification as defined in the Exchange Act with respect 
to a Dual Member, FINRA shall determine pursuant to Sections 15A(g) 
and/or Section 6(c) of the Exchange Act the acceptability or continued 
applicability of the person to whom such disqualification applies and 
keep CHX advised of its actions in this regard for such subsequent 
proceedings as CHX may initiate.
    9. Customer Complaints. CHX shall forward to FINRA copies of all 
customer complaints involving Dual Members received by CHX relating to 
FINRA's Regulatory Responsibilities under this Agreement. It shall be 
FINRA's responsibility to review and take appropriate action in respect 
to such complaints.
    10. Advertising. FINRA shall assume responsibility to review the 
advertising of Dual Members subject to the Agreement, provided that 
such material is filed with FINRA in accordance with FINRA's filing 
procedures and is accompanied with any applicable filing fees set forth 
in FINRA Rules.
    11. No Restrictions on Regulatory Action. Nothing contained in this 
Agreement shall restrict or in any way encumber the right of either 
party to conduct its own independent or concurrent investigation, 
examination or enforcement proceeding of or against Dual Members, as 
either party, in its sole discretion, shall deem appropriate or 
necessary.
    12. Termination. This Agreement may be terminated by CHX or FINRA 
at any time upon the approval of the Commission after one (1) year's 
written notice to the other party, except as provided in paragraph 4.
    13. Arbitration. In the event of a dispute between the parties as 
to the operation of this Agreement, CHX and FINRA hereby agree that any 
such dispute shall be settled by arbitration in Washington, DC in 
accordance with the rules of the American Arbitration Association then 
in effect, or such other procedures as the parties may mutually agree 
upon. Judgment on the award rendered by the arbitrator(s) may be 
entered in any court having jurisdiction. Each party acknowledges that 
the timely and complete performance of its obligations pursuant to this 
Agreement is critical to the business and operations of the other 
party. In the event of a dispute between the parties, the parties shall 
continue to perform their respective obligations under this Agreement 
in good faith during the resolution of such dispute unless and until 
this Agreement is terminated in accordance with its provisions. Nothing 
in this Section 13 shall interfere with a party's right to terminate 
this Agreement as set forth herein.
    14. Notification of Members. CHX and FINRA shall notify Dual 
Members of this Agreement after the Effective Date by means of a 
uniform joint notice.
    15. Amendment. This Agreement may be amended in writing duly 
approved by each party. All such amendments must be filed with and 
approved by the Commission before they become effective.
    16. Limitation of Liability. Neither FINRA nor CHX nor any of their 
respective directors, governors, officers or employees shall be liable 
to the other party to this Agreement for any liability, loss or damage 
resulting from or claimed to have resulted from any delays, 
inaccuracies, errors or omissions with respect to the provision of 
Regulatory Responsibilities as provided

[[Page 25108]]

hereby or for the failure to provide any such responsibility, except 
with respect to such liability, loss or damages as shall have been 
suffered by one or the other of FINRA or CHX and caused by the willful 
misconduct of the other party or their respective directors, governors, 
officers or employees. No warranties, express or implied, are made by 
FINRA or CHX with respect to any of the responsibilities to be 
performed by each of them hereunder.
    17. Relief from Responsibility. Pursuant to Sections 17(d)(1)(A) 
and 19(g) of the Exchange Act and Rule 17d-2 thereunder, FINRA and CHX 
join in requesting the Commission, upon its approval of this Agreement 
or any part thereof, to relieve CHX of any and all responsibilities 
with respect to matters allocated to FINRA pursuant to this Agreement; 
provided, however, that this Agreement shall not be effective until the 
Effective Date.
    18. Severability. Any term or provision of this Agreement that is 
invalid or unenforceable in any jurisdiction shall, as to such 
jurisdiction, be ineffective to the extent of such invalidity or 
unenforceability without rendering invalid or unenforceable the 
remaining terms and provisions of this Agreement or affecting the 
validity or enforceability of any of the terms or provisions of this 
Agreement in any other jurisdiction.
    19. Counterparts. This Agreement may be executed in one or more 
counterparts, each of which shall be deemed an original, and such 
counterparts together shall constitute one and the same instrument.
    20. Separate Agreement. This Agreement is wholly separate from the 
following agreements: (1) The multiparty agreement for insider trading 
activities, which is covered by a separate 17d-2 Agreement by and among 
Cboe BZX Exchange, Inc., Cboe BYX Exchange, Inc., Chicago Stock 
Exchange, Inc., Cboe EDGA Exchange, Inc., Cboe EDGX Exchange, Inc., 
Financial Industry Regulatory Authority, Inc., Nasdaq BX, Inc., Nasdaq 
PHLX LLC, The Nasdaq Stock Market LLC, NYSE National Inc., New York 
Stock Exchange LLC, NYSE American LLC, and NYSE Arca Inc., and 
Investors Exchange LLC effective October 10, 2018, as may be amended 
from time to time and (2) the multiparty 17d-2 agreement relating to 
Regulation NMS rules by and among Bats BZX Exchange, Inc., Bats BYX 
Exchange, Inc., BOX Options Exchange LLC, Chicago Board Options 
Exchange, Incorporated, C2 Options Exchange, Incorporated, Chicago 
Stock Exchange, Inc., Bats EDGA Exchange, Inc., Bats EDGX Exchange, 
Inc., Financial Industry Regulatory Authority, Inc., International 
Securities Exchange, LLC, Investors Exchange LLC, ISE Gemini, LLC, ISE 
Mercury, LLC, Miami International Securities Exchange, LLC, MIAX PEARL, 
LLC, The NASDAQ Stock Market LLC, NASDAQ BX, Inc., NASDAQ PHLX, Inc., 
National Stock Exchange, Inc., New York Stock Exchange LLC, NYSE MKT 
LLC, and NYSE Arca, Inc. effective February 2, 2017 as may be amended 
from time to time.
    In witness whereof, each party has executed or caused this 
Agreement to be executed on its behalf by a duly authorized officer as 
of the date first written above.

Exhibit 1

Chx Certification of Common Rules

    CHX hereby certifies that the requirements contained in the rules 
listed below for CHX are identical to, or substantially similar to, the 
comparable FINRA (NASD) Rules, Exchange Act provision or SEC rule 
identified (``Common Rules'').
     #Common Rules shall not include provisions regarding (i) notice, 
reporting or any other filings made directly to or from CHX, (ii) 
incorporation by reference to other CHX Rules that are not Common 
Rules, (iii) exercise of discretion in a manner that differs from 
FINRA's exercise of discretion, including but not limited to exercise 
of exemptive authority, by CHX, (iv) prior written approval of CHX, and 
(v) payment of fees or fines to CHX.

------------------------------------------------------------------------
                                       FINRA (NASD) rule, exchange act
              CHX rule                       provision, SEC rule
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Article 6, Rule 5(a) Supervision of  FINRA Rule 3110(a) Supervision*;
 Registered Persons and Branch and    FINRA Rule 2010 Standards of
 Resident Offices#.                   Commercial Honor and Principles of
                                      Trade
Article 6, Rule 5(c) Supervision of  FINRA Rule 3110(b)(1) ,(b)(2)
 Registered Persons and Branch and    (b)(4), (b)(6)(A), (b)(7), (c),
 Resident Offices#.                   and (d) Supervision*
Article 6, Rule 10 Fingerprinting..  Exchange Act Rule 17f-2
Article 6, Rule 11 Continuing        FINRA Rule 1240(a)(1)-(6), and(b)
 Education for Registered Persons#.   Continuing Education Requirements
Article 6, Rule 12 Anti-Money        FINRA Rule 3310 Anti-Money
 Laundering Compliance Program#.      Laundering Compliance Program
Article 8, Rule 3 Fraudulent Acts..  FINRA Rules 2020 Use of
                                      Manipulative, Deceptive or Other
                                      Fraudulent Devices
Article 8, Rule 10 Customer          FINRA Rule 11870(a)(1) Customer
 Dealings--Account Transfers.         Account Transfer Contracts
Article 8, Rule 11 Customer          FINRA Rule 2111(a) and (b)
 Dealings--Suitability.               Suitability
Article 8, Rule 13(a) Advertising,   FINRA Rule 2210(d)(1)(B)
 Promotion and Telemarketing.         Communications with the Public,
                                      FINRA Rule 2010 Standards of
                                      Commercial Honor and Principles of
                                      Trade
Article 8, Rule 13(d) Advertising,   FINRA Rule 3230 Telemarketing
 Promotion and Telemarketing.
Article 9, Rule 2 Just and           FINRA Rule 2010 Standards of
 Equitable Trade Principles#.         Commercial Honor and Principles of
                                      Trade
Article 9, Rule 10 Prearranged       Exchange Act Sections 9(a); 10(b)
 Trades.                              and Rule 10b-5 thereunder*
Article 9, Rule 11 Price             Exchange Act Sections 9(a); 10(b)
 Manipulation.                        and Rule 10b-5 thereunder*; FINRA
                                      Rule 6140(a) Other Trading
                                      Practices
Article 9, Rule 12 Manipulative      Exchange Act Sections 9(a); 10(b)
 Operations.                          and Rule 10b-5 thereunder*; FINRA
                                      Rule 6140(d) Other Trading
                                      Practices
Article 9, Rule 17 Prohibition       FINRA Rule 5320 Prohibition Against
 Against Trading Ahead of Customer    Trading Ahead of Customer Orders
 Orders#.
Article 11, Rule 2 Maintenance of    FINRA Rule 4511 General
 Books and Records#.                  Requirements*
Article 21, Rule 2 Book-Entry        FINRA Rule 11310 Book-Entry
 Settlement Requirements.             Settlement
------------------------------------------------------------------------
* FINRA shall not have any Regulatory Responsibilities for these rules
  as they pertain to violations of insider trading activities, which is
  covered by a separate 17d-2 Agreement by and among the Cboe BZX
  Exchange, Inc., Cboe BYX Exchange, Inc., Chicago Stock Exchange, Inc.,
  Cboe EDGA Exchange, Inc., Cboe EDGX Exchange, Inc., Financial Industry
  Regulatory Authority, Inc., Nasdaq BX, Inc., Nasdaq PHLX LLC, The
  Nasdaq Stock Market LLC, NYSE National, Inc., New York Stock Exchange,
  LLC, NYSE American LLC, and NYSE Arca, Inc. and Investors' Exchange
  LLC effective October 10, 2018, as may be amended from time to time.


[[Page 25109]]

IV. Date of Effectiveness of the Proposed Plan and Timing for 
Commission Action

    Pursuant to Section 17(d)(1) of the Act \14\ and Rule 17d-2 
thereunder,\15\ after June 20, 2019, the Commission may, by written 
notice, declare the plan submitted by FINRA and CHX, File No. 4-274, to 
be effective if the Commission finds that the plan is necessary or 
appropriate in the public interest and for the protection of investors, 
to foster cooperation and coordination among self-regulatory 
organizations, or to remove impediments to and foster the development 
of the national market system and a national system for the clearance 
and settlement of securities transactions and in conformity with the 
factors set forth in Section 17(d) of the Act.
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    \14\ 15 U.S.C. 78q(d)(1).
    \15\ 17 CFR 240.17d-2.
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V. Solicitation of Comments

    In order to assist the Commission in determining whether to approve 
the proposed 17d-2 Plan and to relieve CHX of the responsibilities 
which would be assigned to FINRA, interested persons are invited to 
submit written data, views, and arguments concerning the foregoing. 
Comments may be submitted by any of the following methods:

Electronic Comments

     Use the Commission's internet comment form (http://www.sec.gov/rules/other.shtml); or
     Send an email to rule-comments@sec.gov. Please include 
File Number 4-274 on the subject line.

Paper Comments

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

All submissions should refer to File Number 4-274. 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/other.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 plan also will be available for inspection and 
copying at the principal offices of CHX and FINRA. All comments 
received will be posted without change. Persons submitting comments are 
cautioned that we do not redact or edit personal identifying 
information from comment submissions. You should submit only 
information that you wish to make available publicly. All submissions 
should refer to File Number 4-274 and should be submitted on or before 
June 20, 2019.

    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)(34).
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Eduardo A. Aleman,
Deputy Secretary.
[FR Doc. 2019-11223 Filed 5-29-19; 8:45 am]
 BILLING CODE 8011-01-P


