[Federal Register Volume 59, Number 165 (Friday, August 26, 1994)]
[Unknown Section]
[Page 0]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 94-21059]
[[Page Unknown]]
[Federal Register: August 26, 1994]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-34567; File No. SR-PHLX-94-36]
Self-Regulatory Organizations; Notice of Filing of Proposed Rule
Change by the Philadelphia Stock Exchange, Inc., Relating to By-Law
Articles IX and X Respecting the Trustees of the Stock Exchange Fund
and the Executive Committee
August 19, 1994.
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 July 9,
1994, the Philadelphia Stock Exchange, Inc. (``PHLX'' or ``Exchange'')
filed with the Securities and Exchange Commission (``SEC'' or
``Commission'') the proposed rule change as described in Items I, II
and III below, which Items have been prepared by the self-regulatory
organization. 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
Currently, Section 9-1, ``Trustees of Stock Exchange Fund--How
Appointed'' of Article IX, ``Trustees of Stock Exchange Fund'' of the
Exchange's By-Laws requires that the trustees of the Stock Exchange
Fund (``Fund'') include the Chairman of the Exchange's Board of
Governors, two Vice Chairmen of the Board of Governors and up to five
other Exchange members, all of whom are appointed by the Exchange's
Board of Governors and serve for three years or until a successor is
appointed. The PHLX proposes to amend Section 9-1 to allow two members
of the Exchange's Board of Governors, rather than two Vice Chairmen, to
serve as trustees of the Fund and to allow qualified non-members to
serve as trustees. In addition, the PHLX proposes to amend Section 10-
13, ``Executive Committee,'' of By-Law Article X, ``Standing
Committees,'' to delete the requirement that the Executive Vice
President of the Exchange serve on the Exchange's Executive Committee.
The text of the proposed rule change is available at the Office of
the Secretary, PHLX, 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 self-regulatory organization
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 self-regulatory organization
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
The PHLX states that the proposal to amend By-Law Article IX,
Section 9-1 will give the Exchange's Board of Governors more
flexibility in choosing trustees of the Fund by eliminating the
requirement that all trustees be Exchange members or affiliated with
member organizations. Under the proposal, the Board of Governors will
be able to choose qualified persons with investment management
expertise regardless of their status respecting Exchange membership or
affiliation.
The proposed amendment will also eliminate the requirement that the
Exchange's Vice Chairmen serve as Fund trustees, to ease the
administrative burdens currently imposed upon the Vice Chairmen. The
proposal retains the Board of Governors' oversight of the trustees by
continuing to require the Chairman of the Board of Governors to be a
trustee and by imposing a new requirement that two other members of the
Board of Governors be trustees.
The proposed amendment to By-Law Article X, Section 10-13 deletes
the Executive Vice President of the PHLX from membership on the
Exchange's Executive Committee. The PHLX states that the Exchange's
management will continue to be represented on the Executive Committee
by the Exchange's President and Chief Executive Officer.
The PHLX believes that the proposal is consistent with section 6 of
the Act, in general, and, in particular with Section 6(b)(3), in that
it is designed to assure a fair representation of the Exchange's
members in the administration of its affairs and to provide that one or
more Fund trustees may be representatives not associated with a member
of the Exchange.\1\
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\1\Telephone conversation between Murray L. Ross, Secretary,
PHLX, and Yvonne Fraticelli, Attorney, Options Branch, Division of
Market Regulation, Commission, on July 27, 1994.
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(B) Self-Regulatory Organization's Statement on Burden on Competition
The PHLX does not believe that the proposed rule change will impose
any burden on competition.
(C) Self-Regulatory Organization's Statement on Comments on the
Proposed Rule Change Received from Members, Participants or Others
As a proposed By-Law change, the Exchange solicited comment from
its membership by Circular 94-79, dated May 19, 1994. Receiving none,
the Exchange Board of Governors approved the proposal for submission to
the Commission.
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 reason 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, DC 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 at the
Commission's Public Reference Section, 450 Fifth Street, N.W.,
Washington, DC. Copies of such filing will also be available for
inspection and copying at the principal office of the above-mentioned
self-regulatory organization. All submissions should refer to the file
number in the caption above and should be submitted by September 16,
1994.
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) (1993).
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Margaret H. McFarland,
Deputy Secretary.
[FR Doc. 94-21059 Filed 8-25-94; 8:45 am]
BILLING CODE 8010-01-M
