[Federal Register Volume 61, Number 83 (Monday, April 29, 1996)]
[Notices]
[Pages 18765-18766]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 96-10493]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-37138; File No. SR-Amex-96-14]
Self-Regulatory Organizations; Notice of Filing of Proposed Rule
Change by the American Stock Exchange, Inc. Relating to the Exchange
Board of Governors
April 23, 1996.
Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934
(``Act''), 15 U.S.C. 78s(b)(1), notice is hereby given that on April
18, 1996, the American Stock Exchange, Inc. (``Amex'' or ``Exchange'')
filed with the Securities and Exchange Commission (``Commission'') the
proposed rule change as described in Items I, II, and III below, which
Items have been prepared by the Amex. The Commission is publishing this
notice to solicit comments on the proposed rule change from interested
persons.
I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change
The Amex proposes to amend Articles II, III, and XII of the
Exchange Constitution relating to the Board of Governors (``Board''),
including the appointment of a second Vice-Chairman, the inclusion of
the second highest ranking Exchange executive officer on the Board, and
the eligibility of Governors for nomination to a third term. The text
of the proposed rule change is available at the Office of the
Secretary, the Amex, and at the Commission.
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
[[Page 18766]]
proposed rule change. The text of these statements may be examined at
the places specified in Item IV below. The Amex 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
Board Position Amendments
Article II, Section 2 of the Exchange Constitution currently calls
for the appointment of one Vice-Chairman from among the Exchange
members serving on the Board, and it has been customary over the years
to rotate between the trading floor and ``upstairs'' communities as the
source of that Vice-Chairman. Given the importance of both these
communities to the Exchange, it is desirable to be able to have one
Vice-Chairman from each constituency. Accordingly, the proposed
amendments will permit (but not require) the appointment of two member
Vice-Chairmen, and will specify that if there are two Vice-Chairmen,
one must come from the trading floor and one from upstairs.
The Exchange would also like to create a new position of Executive
Vice-Chairman, who will be the second highest ranking officer of the
Exchange and who will serve as a member of the Board of Governors. If
the Executive Vice-Chairman position is not filled and the Exchange has
a President, then the President will serve on the Board.\1\ If at any
time neither of those offices are filled, then the Chief Executive
would be the only non-elected member of the Board.
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\1\ The Exchange is also proposing to amend Article XII, Section
2 of the Exchange Constitution, Composition of the Emergency
Committee (``Committee''). This Section currently provides that the
Committee is to be composed of the Chairman of the Board of
Governors, the Vice-Chairman of the Board, and the three senior
members of the Board who are regular, options, principal, associate
or allied members of the Exchange (``Trading Members''). The
proposed amendment would change the composition of the Committee
such that any Executive Vice-Chairman or President would be on the
Committee, and thus only two Trading Members would be on the
Committee.
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Third Term Amendment
It has become apparent that at times the special limitations in the
Constitution relating to which kind of Governors can serve third terms
at any given time could be a limitation on having the best possible
slate of public Governor candidates. Accordingly, it is proposed that
the Exchange increase from two to three the maximum number of third
term Governors who can be representatives of the public. There is no
change to the overall limitation that no more than four third-term
Governors may be serving at one time.
2. Basis
The Exchange believes that the proposed rule change is consistent
with Section 6(b) of the Act, in general, and furthers the objectives
of Section 6(b)(5) in particular, in that it protects investors and the
public interest.
B. Self-Regulatory Organization's Statement on Burden on Competition
The Amex does not believe that the proposed rule change will impose
any inappropriate burden on competition.
C. Self-Regulatory Organization's Statement on Comments on the Proposed
Rule Change Received from Members, Participants or Others
No written comments were solicited or received with respect to the
proposed rule change.
III. Date of Effectiveness of the Proposed Rule Change and Timing
for Commission Action
Within 35 days of the date of publication of this notice in the
Federal Register or within such longer period (i) as the Commission may
designate up to 90 days of such date if it finds such longer period to
be appropriate and publishes its reasons for so finding or (ii) as to
which the self-regulatory organization consents, the Commission will:
(A) By order approve such proposed rule change, or
(B) Institute proceedings to determine whether the proposed rule
change should be disapproved.
IV. Solicitation of Comments
Interested persons are invited to submit written data, views and
arguments concerning the foregoing. Persons making written submissions
should file six copies thereof with the Secretary, Securities and
Exchange Commission, 450 Fifth Street, N.W., Washington, D.C. 20549.
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 inspection and copying in the
Commission's Public Reference Section, 450 Fifth Street, N.W.,
Washington, D.C. Copies of such filing will also be available for
inspection and copying at the principal office of the Amex. All
submissions should refer to File No. SR-Amex-96-14 and should be
submitted by May 20, 1996.
For the Commission, by the Division of Market Regulation,
pursuant to delegated authority.\2\
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\2\ 17 CFR 200.30-3(a)(12).
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[FR Doc. 96-10493 Filed 4-26-96; 8:45 am]
BILLING CODE 8010-01-M
