Enforcement Files

SEC SORN 42.pdf

Rule 17a-25, Electronic Submission of Securities Trading Data by Exchange Members, Brokers, and Dealers.

Enforcement Files

OMB: 3235-0540

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Federal Register / Vol. 76, No. 100 / Tuesday, May 24, 2011 / Notices
Other matters relating to enforcement
proceedings.
At times, changes in Commission
priorities require alterations in the
scheduling of meeting items.
For further information and to
ascertain what, if any, matters have been
added, deleted or postponed, please
contact:
The Office of the Secretary at (202)
551–5400.
Dated: May 19, 2011.
Elizabeth M. Murphy,
Secretary.
[FR Doc. 2011–12862 Filed 5–20–11; 11:15 am]
BILLING CODE 8011–01–P

SECURITIES AND EXCHANGE
COMMISSION
[Release No. PA–46; File No. S7–20–11]

Privacy Act of 1974: Systems of
Records
Securities and Exchange
Commission.
ACTION: Notice.
AGENCY:

In accordance with the
requirements of the Privacy Act of 1974,
as amended, 5 U.S.C. 552a, the
Securities and Exchange Commission
(‘‘Commission’’ or ‘‘SEC’’) proposes to
establish three new systems of records
and revise two existing systems of
records. The three new systems of
records are ‘‘Tips, Complaints, and
Referrals (TCR) Records (SEC–63)’’,
‘‘SEC Security in the Workplace Incident
Records (SEC–64)’’, and ‘‘Investor
Response Information System (IRIS)
(SEC–65).’’ In a companion release
published elsewhere in this issue of the
Federal Register the Commission is
issuing a Proposed Rule concurrent with
this notice. Additionally, two existing
systems of records are being revised:
‘‘Personnel Management Code of
Conduct and Employee Performance
Files (SEC–38)’’, last published in the
Federal Register Volume 62, Number
176 on Thursday, September 11, 1997;
and ‘‘Enforcement Files (SEC–42)’’, last
published in the Federal Register
Volume 67, Number 142 on Wednesday,
July 24, 2002.
DATES: The proposed systems will
become effective July 3, 2011, unless
further notice is given. The Commission
will publish a new notice if the effective
date is delayed to review comments or
if changes are made based on comments
received. To be assured of
consideration, comments should be
received on or before June 23, 2011.

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SUMMARY:

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Comments may be
submitted by any of the following
methods:

ADDRESSES:

Electronic Comments
• Use the Commission’s Internet
comment form (http://www.sec.gov/
rules/other.shtml); or
• Send an e-mail to rule-comments@
sec.gov. Please include File Number S7–
20–11 on the subject line.
Paper Comments
Send paper comments in triplicate to
Elizabeth M. Murphy, Secretary, U.S.
Securities and Exchange Commission,
100 F Street, NE., Washington, DC
20549–1090.
All submissions should refer to File
Number S7–20–11. This file number
should be included on the subject line
if e-mail is used. To help us 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/other.shtml).
Comments are also 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.
All comments received will be posted
without change; we do not edit personal
identifying information from
submissions. You should submit only
information that you wish to make
available publicly.
FOR FURTHER INFORMATION CONTACT:
Cristal Perpignan, Acting Chief Privacy
Officer, Office of Information
Technology, 202–551–7716.
SUPPLEMENTARY INFORMATION: The
Commission proposes to establish three
new systems of records, ‘‘Tips,
Complaints, and Referrals (TCR)
Records (SEC–63)’’, ‘‘SEC Security in the
Workplace Incident Records (SEC–64)’’,
and ‘‘Investor Response Information
System (IRIS) (SEC–65).’’ The TCR
Records (SEC–63) system of records
contains records related to tips,
complaints, referrals of misconduct, or
related information about actual or
potential violations of the Federal
securities laws; investor harm; conduct
of public companies; securities
professionals; regulated entities; and
associated persons. The SEC Security in
the Workplace Incident Records (SEC–
64) system of records contains records
related to reports involving incidents of
assault, harassment, intimidation,
bullying, weapons possession or threats
at the SEC workplace. The IRIS (SEC–
65) system of records contains records
related to complaints/inquiries/requests

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30213

from members of the public and others.
In a companion release published
elsewhere in this issue of the Federal
Register the Commission is issuing a
Notice of Proposed Rulemaking
concurrent with this notice to exempt
these systems from certain provisions of
the Privacy Act to the extent that they
contain investigatory materials for law
enforcement purposes.
Additionally, the Commission
proposes to revise two existing systems
of records, ‘‘Personnel Management
Code of Conduct and Employee
Performance Files (SEC–38)’’, and
‘‘Enforcement Files (SEC–42)’’. As
described in the last published notice,
the Personnel Management Code of
Conduct and Employee Performance
Files (SEC–38) system is used to verify
employee and agency compliance with
law, regulation, case decisions, agency
policies, and the Collective Bargaining
Agreement. Minor administrative
changes to SEC–38 have been
incorporated to reflect the Commission’s
current address in the following
sections: System Location; and
Notification, Access and Contesting
Records Procedures. Substantive
changes to the notice have been made to
the following sections: (1) System
Name, reflecting the new title:
‘‘Disciplinary and Adverse Actions,
Employee Conduct, and Labor Relations
Files’’; (2) Categories of Records,
deleting records no longer maintained
in this system; and (3) Routine Uses,
adding certain standard routine uses as
applicable to this system of records
(those numbered 1, 2, 4, 5, 6, 7, 8, and
9). On September 8, 2009 (74 FR 46254),
the Commission published notice that
records related to the Ethics Conduct
Rules applicable to Commission
Members and employees, including
reports on securities transactions,
holdings, and accounts required by
applicable Federal securities laws and
regulations, which were previously
contained in SEC–38, would be
maintained in a new systems of records
titled: Ethics Conduct Rules Files (SEC–
60). The Categories of Records Section
of SEC–38 has been revised to reflect the
removal of these records.
As described in the last published
notice, the Enforcement Files (SEC–42)
system will be used for purposes of the
Commission’s investigations and actions
to enforce the Federal securities laws.
Additionally, the information in the
system is used in conjunction with the
collection of amounts ordered to be paid
in enforcement actions. Minor
administrative changes to SEC–42 have
been incorporated to reflect the
Commission’s current address in the
following sections: System Location;

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Federal Register / Vol. 76, No. 100 / Tuesday, May 24, 2011 / Notices

and Notification, Access and Contesting
Records Procedures. A substantive
change to the notice has been made to
the Routine Uses section to allow
disclosure of records in the event of a
breach of records.
The Commission has submitted a
report of the new systems of records and
the amended existing systems of records
to the appropriate Congressional
committees and to the Director of the
Office of Management and Budget
(‘‘OMB’’) as required by 5 U.S.C. 552a(r)
(Privacy Act of 1974) and guidelines
issued by OMB on December 12, 2000
(65 FR 77677).
Accordingly, the Commission is
proposing three new systems of records
and amendment of two existing systems
of records to read as follows:
SEC–63
SYSTEM NAME:

Tips, Complaints, and Referrals (TCR)
Records.
SYSTEM LOCATION:

(1) Individuals that submit tips,
complaints, or related information about
actual or potential violations of the
Federal securities laws; investor harm;
conduct of public companies, securities
professionals, regulated entities, and
associated persons; and internal and
external referrals of misconduct; (2)
Individuals that are the subjects of a tip
or complaint related to an actual or
potential securities law violation; (3)
Attorneys or other related individuals;
and (4) SEC personnel or contractors
assigned to handle such tips,
complaints, and referrals.

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CATEGORIES OF RECORDS IN THE SYSTEM:

Records may include individual
names; dates of birth; social security
numbers; addresses; telephone numbers;
tip, complaint, and referral information
including allegation descriptions, dates,
and supporting details; supporting
documentation; web forms; e-mails;
criminal history; working papers of the
staff; and other documents and records
relating to the matter.
AUTHORITY FOR MAINTENANCE OF THE SYSTEM:

15 U.S.C. 77a et seq., 78a et seq., 80a–
1 et seq., 80b–1 et seq., and 5 U.S.C.
302.

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PURPOSE(S):

For use by authorized SEC personnel
in receiving, recording, assigning,
tracking, and taking action on tips,
complaints, and referrals received from
individuals and entities related to actual
or potential violations of the Federal
securities laws; investor harm; or
conduct of public companies, securities
professionals, regulated entities and
associated persons.
ROUTINE USES OF RECORDS MAINTAINED IN THE
SYSTEM, INCLUDING CATEGORIES OF USERS AND
THE PURPOSES OF SUCH USES:

In addition to those disclosures
generally permitted under 5 U.S.C.
552a(b) of the Privacy Act, these records
or information contained therein may
specifically be disclosed outside the
Commission as a routine use pursuant
to 5 U.S.C. 552a(b)(3) as follows:
1. To appropriate agencies, entities,
and persons when (a) it is suspected or
confirmed that the security or
confidentiality of information in the
system of records has been
compromised; (b) the SEC has
determined that, as a result of the
suspected or confirmed compromise,
there is a risk of harm to economic or
property interests, identity theft or
fraud, or harm to the security or
integrity of this system or other systems
or programs (whether maintained by the
SEC or another agency or entity) that
rely upon the compromised
information; and (c) the disclosure made
to such agencies, entities, and persons is
reasonably necessary to assist in
connection with the SEC’s efforts to
respond to the suspected or confirmed
compromise and prevent, minimize, or
remedy such harm.
2. To other Federal, State, local, or
foreign law enforcement agencies;
securities self-regulatory organizations;
and foreign financial regulatory
authorities to assist in or coordinate
regulatory or law enforcement activities
with the SEC.
3. To national securities exchanges
and national securities associations that
are registered with the SEC, the
Municipal Securities Rulemaking Board;
the Securities Investor Protection
Corporation; the Public Company
Accounting Oversight Board; the
Federal banking authorities, including,
but not limited to, the Board of
Governors of the Federal Reserve
System, the Comptroller of the
Currency, and the Federal Deposit
Insurance Corporation; state securities
regulatory agencies or organizations; or
regulatory authorities of a foreign
government in connection with their
regulatory or enforcement
responsibilities.

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4. By SEC personnel for purposes of
investigating possible violations of, or to
conduct investigations authorized by,
the Federal securities laws.
5. In any proceeding where the
Federal securities laws are in issue or in
which the Commission, or past or
present members of its staff, is a party
or otherwise involved in an official
capacity.
6. In connection with proceedings by
the Commission pursuant to Rule 102(e)
of its Rules of Practice, 17 CFR
201.102(e).
7. To a bar association, state
accountancy board, or other Federal,
State, local, or foreign licensing or
oversight authority; or professional
association or self-regulatory authority
to the extent that it performs similar
functions (including the Public
Company Accounting Oversight Board)
for investigations or possible
disciplinary action.
8. To a Federal, State, local, tribal,
foreign, or international agency, if
necessary to obtain information relevant
to the SEC’s decision concerning the
hiring or retention of an employee; the
issuance of a security clearance; the
letting of a contract; or the issuance of
a license, grant, or other benefit.
9. To a Federal, State, local, tribal,
foreign, or international agency in
response to its request for information
concerning the hiring or retention of an
employee; the issuance of a security
clearance; the reporting of an
investigation of an employee; the letting
of a contract; or the issuance of a
license, grant, or other benefit by the
requesting agency, to the extent that the
information is relevant and necessary to
the requesting agency’s decision on the
matter.
10. To produce summary descriptive
statistics and analytical studies, as a
data source for management
information, in support of the function
for which the records are collected and
maintained or for related personnel
management functions or manpower
studies; may also be used to respond to
general requests for statistical
information (without personal
identification of individuals) under the
Freedom of Information Act.
11. To any trustee, receiver, master,
special counsel, or other individual or
entity that is appointed by a court of
competent jurisdiction, or as a result of
an agreement between the parties in
connection with litigation or
administrative proceedings involving
allegations of violations of the Federal
securities laws (as defined in section
3(a)(47) of the Securities Exchange Act
of 1934, 15 U.S.C. 78c(a)(47)) or
pursuant to the Commission’s Rules of

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Federal Register / Vol. 76, No. 100 / Tuesday, May 24, 2011 / Notices
Practice, 17 CFR 201.100–900 or the
Commission’s Rules of Fair Fund and
Disgorgement Plans, 17 CFR 201.1100–
1106, or otherwise, where such trustee,
receiver, master, special counsel, or
other individual or entity is specifically
designated to perform particular
functions with respect to, or as a result
of, the pending action or proceeding or
in connection with the administration
and enforcement by the Commission of
the Federal securities laws or the
Commission’s Rules of Practice or the
Rules of Fair Fund and Disgorgement
Plans.
12. To any persons during the course
of any inquiry, examination, or
investigation conducted by the SEC’s
staff, or in connection with civil
litigation, if the staff has reason to
believe that the person to whom the
record is disclosed may have further
information about the matters related
therein, and those matters appeared to
be relevant at the time to the subject
matter of the inquiry.
13. To interns, grantees, experts,
contractors, and others who have been
engaged by the Commission to assist in
the performance of a service related to
this system of records and who need
access to the records for the purpose of
assisting the Commission in the efficient
administration of its programs,
including by performing clerical,
stenographic, or data analysis functions,
or by reproduction of records by
electronic or other means. Recipients of
these records shall be required to
comply with the requirements of the
Privacy Act of 1974, as amended, 5
U.S.C. 552a.
14. In reports published by the
Commission pursuant to authority
granted in the Federal securities laws
(as such term is defined in section
3(a)(47) of the Securities Exchange Act
of 1934, 15 U.S.C. 78c(a)(47)), which
authority shall include, but not be
limited to, section 21(a) of the Securities
Exchange Act of 1934, 15 U.S.C. 78u(a)).
15. To members of advisory
committees that are created by the
Commission or by Congress to render
advice and recommendations to the
Commission or to Congress, to be used
solely in connection with their official
designated functions.
16. To any person who is or has
agreed to be subject to the Commission’s
Rules of Conduct, 17 CFR 200.735–1 to
200.735–18, and who assists in the
investigation by the Commission of
possible violations of the Federal
securities laws (as such term is defined
in section 3(a)(47) of the Securities
Exchange Act of 1934, 15 U.S.C.
78c(a)(47)), in the preparation or
conduct of enforcement actions brought

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by the Commission for such violations,
or otherwise in connection with the
Commission’s enforcement or regulatory
functions under the Federal securities
laws.
17. To a Congressional office from the
record of an individual in response to
an inquiry from the Congressional office
made at the request of that individual.
18. To members of Congress, the
press, and the public in response to
inquiries relating to particular
Registrants and their activities, and
other matters under the Commission’s
jurisdiction.
19. To prepare and publish
information relating to violations of the
Federal securities laws as provided in
15 U.S.C. 78c(a)(47)), as amended.
20. To respond to subpoenas in any
litigation or other proceeding.
21. To a trustee in bankruptcy.
22. To members of Congress, the
General Accountability Office, or others
charged with monitoring the work of the
Commission or conducting records
management inspections.
POLICIES AND PRACTICES FOR STORING,
RETRIEVING, ACCESSING, RETAINING, AND
DISPOSING OF RECORDS IN THE SYSTEM:
STORAGE:

30215

are contractually obligated to maintain
equivalent safeguards.
RETENTION AND DISPOSAL:

These records will be maintained
until they become inactive, at which
time they will be retired or destroyed in
accordance with records schedules of
the United States Securities and
Exchange Commission and as approved
by the National Archives and Records
Administration.
SYSTEM MANAGER(S) AND ADDRESS:

Deputy Director, Division of Risk,
Strategy, and Financial Innovation, U.S.
Securities and Exchange Commission,
100 F Street, NE., Washington, DC
20549
NOTIFICATION PROCEDURE:

All requests to determine whether this
system of records contains a record
pertaining to the requesting individual
may be directed to the FOIA/PA Officer,
Securities and Exchange Commission,
100 F Street, NE., Washington, DC
20549–5100.
RECORD ACCESS PROCEDURES:

Persons wishing to obtain information
on the procedures for gaining access to
or contesting the contents of these
records may contact the FOIA/PA
Officer, Securities and Exchange
Commission, 100 F Street, NE.,
Washington, DC 20549–5100.
CONTESTING RECORD PROCEDURES:

See Record Access Procedures above.

RETRIEVABILITY:

RECORD SOURCE CATEGORIES:

Records may be retrieved by an
individual’s or entity’s name, receipt
date, subject matter, keywords that may
include personal information, and/or
other personal identifier. The system
will also enable authorized SEC
personnel to search for and retrieve
records using conventional methods
including but not limited to the use of
unique record identifiers, keyword
searches, geographic data (e.g. zip code),
date and time searches, and sorts and
filters.

Information in these records may be
supplied by investors and the general
public, Commission-regulated entities
including broker-dealers, investment
advisers, self-regulatory organizations,
other government agencies, and foreign
regulators.

SAFEGUARDS:

Records are safeguarded in a secured
environment. Buildings where records
are stored have security cameras and 24
hour security guard service. The records
are kept in limited access areas during
duty hours and in locked file cabinets
and/or locked offices or file rooms at all
other times. Access is limited to those
personnel whose official duties require
access. Computerized records are
safeguarded through use of access codes
and information technology security.
Contractors and other recipients
providing services to the Commission

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EXEMPTIONS CLAIMED FOR THE SYSTEM:

Under 5 U.S.C. 552a(k)(2), this system
of records is exempted from the
following provisions of the Privacy Act,
5 U.S.C. 552a(c)(3), (d), (e)(1), (e)(4)(G),
(H), and (I), and (f) and 17 CFR 200.303,
200.304, and 200.306, insofar as it
contains investigatory materials
compiled for law enforcement purposes.
This exemption is contained in 17 CFR
200.312(a)(1).
SEC–64
SYSTEM NAME:

SEC Security in the Workplace
Incident Records.
SYSTEM LOCATION:

Securities and Exchange Commission,
100 F Street, NE., Washington, DC
20549.

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Federal Register / Vol. 76, No. 100 / Tuesday, May 24, 2011 / Notices

CATEGORIES OF INDIVIDUALS COVERED BY THE
SYSTEM:

Past and present employees, interns,
and volunteers of the Securities and
Exchange Commission (employees),
contractors, visitors, and others who
have access to SEC facilities who report
potential or actual workplace violence;
persons accused of threatening to
commit, or committing workplace
violence, and persons interviewed or
investigated in connection with reports
or allegations of potential or actual
workplace violence.
CATEGORIES OF RECORDS IN THE SYSTEM:

These records include, but are not
limited to: Case number, victim’s name,
office telephone number, room number,
office/division, duty station, position,
supervisor, supervisor’s telephone
number, location of incident, activity at
time of incident, circumstances
surrounding the incident, perpetrator,
name(s) and telephone number(s) of
witness(es), injured party(s), medical
treatment(s), medical report, property
damages, report(s) to police, and related
information needed to investigate
violence, threats, harassment,
intimidation, or other inappropriate
behavior causing SEC employees,
contractors, or other individuals to fear
for their personal safety in the SEC
workplace.
AUTHORITY FOR MAINTENANCE OF THE SYSTEM:

5 U.S.C. 7902(d) and (e).
PURPOSE(S):

The records are used by SEC
personnel to take action on, or to
respond to a complaint about a threat,
harassment, intimidation, violence, or
other inappropriate behavior involving
one or more SEC employees,
contractors, interns, or other individuals
against an SEC employee; and to make
assessments of violent or potentially
violent situations and then make
recommendations regarding
interventions for those persons involved
with the situations.

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ROUTINE USES OF RECORDS MAINTAINED IN THE
SYSTEM, INCLUDING CATEGORIES OF USERS AND
THE PURPOSES OF SUCH USES:

In addition to those disclosures
generally permitted under 5 U.S.C.
552a(b) of the Privacy Act, these records
or information contained therein may
specifically be disclosed as follows:
1. To appropriate agencies, entities,
and persons when (a) It is suspected or
confirmed that the security or
confidentiality of information in the
system of records has been
compromised; (b) the SEC has
determined that, as a result of the
suspected or confirmed compromise,

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there is a risk of harm to economic or
property interests, identity theft or
fraud, or harm to the security or
integrity of this system or other systems
or programs (whether maintained by the
SEC or another agency or entity) that
rely upon the compromised
information; and (c) the disclosure made
to such agencies, entities, and persons is
reasonably necessary to assist in
connection with the SEC’s efforts to
respond to the suspected or confirmed
compromise and prevent, minimize, or
remedy such harm.
2. When a person or property is
harmed, or when threats of harm to a
person or property are reported,
disclosure will be made, as appropriate,
to law enforcement authorities, medical
treatment authorities, and those persons
being threatened or harmed.
3. To other Federal, State, local, or
foreign law enforcement agencies;
securities self-regulatory organizations;
and foreign securities authorities to
assist in or coordinate regulatory or law
enforcement activities with the SEC.
4. To a bar association, a state
accountancy board, the Public Company
Accounting Oversight Board, or any
similar Federal, State, or local licensing
authority for possible disciplinary
action.
5. To a Federal, State, local, tribal,
foreign, or international agency, if
necessary to obtain information relevant
to the SEC’s decision concerning the
hiring or retention of an employee; the
issuance of a security clearance; the
letting of a contract; or the issuance of
a license, grant, or other benefit.
6. To a Federal, State, local, tribal,
foreign, or international agency in
response to its request for information
concerning the hiring or retention of an
employee; the issuance of a security
clearance; the reporting of an
investigation of an employee; the letting
of a contract; or the issuance of a
license, grant, or other benefit by the
requesting agency, to the extent that the
information is relevant and necessary to
the requesting agency’s decision on the
matter.
7. To produce summary descriptive
statistics and analytical studies, as a
data source for management
information, in support of the function
for which the records are collected and
maintained or for related personnel
management functions or manpower
studies; may also be used to respond to
general requests for statistical
information (without personal
identification of individuals) under the
Freedom of Information Act.
8. To any persons during the course
of any inquiry, examination, or
investigation conducted by the SEC’s

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Sfmt 4703

staff, or in connection with civil
litigation, if the staff has reason to
believe that the person to whom the
record is disclosed may have further
information about the matters related
therein, and those matters appeared to
be relevant at the time to the subject
matter of the inquiry.
9. To interns, grantees, experts,
contractors, and others who have been
engaged by the Commission to assist in
the performance of a service related to
this system of records and who need
access to the records for the purpose of
assisting the Commission in the efficient
administration of its programs,
including by performing clerical,
stenographic, or data analysis functions,
or by reproduction of records by
electronic or other means. Recipients of
these records shall be required to
comply with the requirements of the
Privacy Act of 1974, as amended, 5
U.S.C. 552a.
10. To members of advisory
committees that are created by the
Commission or by Congress to render
advice and recommendations to the
Commission or to Congress, to be used
solely in connection with their official
designated functions.
11. To any person who is or has
agreed to be subject to the Commission’s
Rules of Conduct, 17 CFR 200.735–1 to
200.735–18, and who assists in the
investigation by the Commission of
possible violations of the Federal
securities laws (as such term is defined
in section 3(a)(47) of the Securities
Exchange Act of 1934, 15 U.S.C.
78c(a)(47)), in the preparation or
conduct of enforcement actions brought
by the Commission for such violations,
or otherwise in connection with the
Commission’s enforcement or regulatory
functions under the Federal securities
laws.
12. To a Congressional office in
response to an inquiry from that
Congressional office made at the request
of the individual to whom the record
pertains.
13. To respond to subpoenas in any
litigation or other proceeding.
14. To members of Congress, the
Government Accountability Office, or
others charged with monitoring the
work of the Commission or conducting
records management inspections.
POLICIES AND PRACTICES FOR STORING,
RETRIEVING, ACCESSING, RETAINING, AND
DISPOSING OF RECORDS IN THE SYSTEM:
STORAGE:

Records are maintained in electronic
and paper format. Electronic records are
stored in computerized databases and/or
on computer disc in accordance with all
appropriate laws. Paper records are

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Federal Register / Vol. 76, No. 100 / Tuesday, May 24, 2011 / Notices
EXEMPTIONS CLAIMED FOR THE SYSTEM:

stored in locked file rooms and/or file
cabinets.
RETRIEVABILITY:

Records are retrieved by name or case
designation (those who reported a
violent or potentially violent event and
those who were reported), event date,
and event location.
SAFEGUARDS:

Records are safeguarded in a secured
environment. Buildings where records
are stored have security cameras and 24
hour security guard service. Access is
limited to those personnel whose
official duties require access. Paper
records are maintained in limited access
areas during duty hours and in locked
file cabinets and/or locked offices or file
rooms at all other times. Computerized
records are safeguarded through use of
access codes and information
technology security.
RETENTION AND DISPOSAL:

Chief, SEC Security Branch, 100 F
Street, NE., Washington, DC 20549–
5100
NOTIFICATION PROCEDURE:

Persons wishing to obtain information
on the procedures for gaining access to
or contesting the contents of these
records may contact the FOIA/Privacy
Act Officer, Securities and Exchange
Commission, 100 F Street, NE.,
Washington, DC 20549–5100.
CONTESTING RECORD PROCEDURES:

See Record Access Procedures above.
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RECORD SOURCE CATEGORIES:

Records source is from individuals
who report potential or actual
workplace security incidents, and
reports made on individuals
interviewed or investigated in
connection with allegations of potential
or actual workplace security incidents.

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Investor Response Information System
(IRIS).
SYSTEM LOCATION:

Securities and Exchange Commission,
100 F Street, NE., Washington, DC
20549. Also, records covered by
Subsystem A are received by and
maintained in the Commission’s
Regional Offices, whose addresses are
listed below under System Manager(s)
and Address.
CATEGORIES OF INDIVIDUALS COVERED BY THE
SYSTEM:

Subsystem A: Records are maintained
on members of the public and others
who submit inquiries or make
complaints to the Commission,
generally, or to Divisions and Offices of
the Commission or who contact the
Office of Investor Education and
Advocacy (OIEA) or the Commission’s
Regional Offices.
Subsystem B: Records are maintained
on members of the public, members of
Congress or their staff, and others who
address their inquiries or complaints to
the Commission’s Chairman or the
Office of Legislative and
Intergovernmental Affairs.
Subsystem C: Records are maintained
on members of the public who submit
requests for copies of, or review of
records accessible through the
Commission’s Public Reference Room.
Subsystem D: Computerized records
are comprised of data collected in all of
the above subsystems.
CATEGORIES OF RECORDS IN THE SYSTEM:

Both electronic and paper records in
this system/subsystems may contain the
name of the complainant/inquirer/
requester or their representative, the
name of the entity and/or subject of the
complaint/inquiry/request, the date
relating to the receipt and disposition of
the complaint/inquiry/request and,
where applicable, the type of complaint/
inquiry/request and other information
derived from or relating to the
complaint/inquiry/request. Paper
records may include, but are not limited

Frm 00130

to, letters of complaint/inquiry/request,
responses, and related documentation.
AUTHORITY FOR MAINTENANCE OF THE SYSTEM:

15 U.S.C. 77s, 77sss, 78d, 78d–1, 78d–
2, 78w, 78ll(d), 79t, 80a–37, and 80b–11.
PURPOSE(S):

The records will be used by the staff
to track and process complaints/
inquiries/requests from members of the
public and others.
ROUTINE USES OF RECORDS MAINTAINED IN THE
SYSTEM, INCLUDING CATEGORIES OF USERS AND
THE PURPOSES OF SUCH USES:

SYSTEM NAME:

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Fmt 4703

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In addition to those disclosures
generally permitted under 5 U.S.C.
552a(b) of the Privacy Act, these records
or information contained therein may
specifically be disclosed outside the
Commission as a routine use pursuant
to 5 U.S.C. 552 a(b)(3) as follows:
1. To appropriate agencies, entities,
and persons when (a) it is suspected or
confirmed that the security or
confidentiality of information in the
system of records has been
compromised; (b) the SEC has
determined that, as a result of the
suspected or confirmed compromise,
there is a risk of harm to economic or
property interests, identity theft or
fraud, or harm to the security or
integrity of this system or other systems
or programs (whether maintained by the
SEC or another agency or entity) that
rely upon the compromised
information; and (c) the disclosure made
to such agencies, entities, and persons is
reasonably necessary to assist in
connection with the SEC’s efforts to
respond to the suspected or confirmed
compromise and prevent, minimize, or
remedy such harm.
2. To other Federal, State, local, or
foreign law enforcement agencies;
securities self-regulatory organizations;
and foreign financial regulatory
authorities to assist in or coordinate
regulatory or law enforcement activities
with the SEC.
3. To national securities exchanges
and national securities associations that
are registered with the SEC, the
Municipal Securities Rulemaking Board;
the Securities Investor Protection
Corporation; the Public Company
Accounting Oversight Board; the
Federal banking authorities, including,
but not limited to, the Board of
Governors of the Federal Reserve
System, the Comptroller of the
Currency, and the Federal Deposit
Insurance Corporation; state securities
regulatory agencies or organizations; or
regulatory authorities of a foreign
government in connection with their
regulatory or enforcement
responsibilities.

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Practice, 17 CFR 201.100–900 or the
Commission’s Rules of Fair Fund and
Disgorgement Plans, 17 CFR 201.1100–
1106, or otherwise, where such trustee,
receiver, master, special counsel, or
other individual or entity is specifically
designated to perform particular
functions with respect to, or as a result
of, the pending action or proceeding or
in connection with the administration
and enforcement by the Commission of
the Federal securities laws or the
Commission’s Rules of Practice or the
Rules of Fair Fund and Disgorgement
Plans.
12. To any persons during the course
of any inquiry, examination, or
investigation conducted by the SEC’s
staff, or in connection with civil
litigation, if the staff has reason to
believe that the person to whom the
record is disclosed may have further
information about the matters related
therein, and those matters appeared to
be relevant at the time to the subject
matter of the inquiry.
13. To interns, grantees, experts,
contractors, and others who have been
engaged by the Commission to assist in
the performance of a service related to
this system of records and who need
access to the records for the purpose of
assisting the Commission in the efficient
administration of its programs,
including by performing clerical,
stenographic, or data analysis functions,
or by reproduction of records by
electronic or other means. Recipients of
these records shall be required to
comply with the requirements of the
Privacy Act of 1974, as amended, 5
U.S.C. 552a.
14. In reports published by the
Commission pursuant to authority
granted in the Federal securities laws
(as such term is defined in section
3(a)(47) of the Securities Exchange Act
of 1934, 15 U.S.C. 78c(a)(47)), which
authority shall include, but not be
limited to, section 21(a) of the Securities
Exchange Act of 1934, 15 U.S.C. 78u(a)).
15. To members of advisory
committees that are created by the
Commission or by Congress to render
advice and recommendations to the
Commission or to Congress, to be used
solely in connection with their official
designated functions.
16. To any person who is or has
agreed to be subject to the Commission’s
Rules of Conduct, 17 CFR 200.735–1 to
200.735–18, and who assists in the
investigation by the Commission of
possible violations of the Federal
securities laws (as such term is defined
in section 3(a)(47) of the Securities
Exchange Act of 1934, 15 U.S.C.
78c(a)(47)), in the preparation or
conduct of enforcement actions brought

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Sfmt 4703

by the Commission for such violations,
or otherwise in connection with the
Commission’s enforcement or regulatory
functions under the Federal securities
laws.
17. To a Congressional office from the
record of an individual in response to
an inquiry from the Congressional office
made at the request of that individual.
18. To members of Congress, the
press, and the public in response to
inquiries relating to particular
Registrants and their activities, and
other matters under the Commission’s
jurisdiction.
19. To prepare and publish
information relating to violations of the
Federal securities laws as provided in
15 U.S.C. 78c(a)(47)), as amended.
20. To respond to subpoenas in any
litigation or other proceeding.
21. To a trustee in bankruptcy.
22. To members of Congress, the
General Accountability Office, or others
charged with monitoring the work of the
Commission or conducting records
management inspections.
23. To respond to inquiries from
individuals who have submitted
complaints/inquiries/request, or from
their representatives.
24. To entities against which
complaints/inquiries/requests are
directed when Commission staff
requests them to research the issues
raised and report back to the staff.
POLICIES AND PRACTICES FOR STORING,
RETRIEVING, ACCESSING, RETAINING, AND
DISPOSING OF RECORDS IN THE SYSTEM:
STORAGE:

Records are maintained in electronic
and paper format. Electronic records are
stored in computerized databases and/or
on computer disc. Paper records and
records on computer disc are stored in
file rooms and/or file cabinets, as well
as off-site locations including the
Federal Records Center, pursuant to
applicable record retention guidelines.
RETRIEVABILITY:

By use of the computerized records in
Subsystem D, the files (both paper and
electronic) in Subsystems A, B, and C
are retrievable by the name, receipt date,
name of the registered representative or
associated person named in the
complaint/inquiry/request, or the name
of the entity/issuer that is the subject of
the complaint/inquiry/request.
SAFEGUARDS:

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Federal Register / Vol. 76, No. 100 / Tuesday, May 24, 2011 / Notices
offices or file rooms at all other times.
Computerized records are safeguarded
through use of access codes and
information technology security.
Contractors and other recipients
providing services to the Commission
are contractually obligated to maintain
equivalent safeguards.
RETENTION AND DISPOSAL:

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SYSTEM MANAGER(S) AND ADDRESS:

Subsystem A: Chief Counsel, Office of
Investor Education and Advocacy,
Securities and Exchange Commission,
100 F Street, NE., Washington, DC
20549; New York Regional Office,
Regional Director, 3 World Financial
Center, Suite 400, New York, NY
10281–1022; Boston Regional Office,
Regional Director, 33 Arch Street, 23rd
Floor, Boston, MA 02110–1424;
Philadelphia Regional Office, Regional
Director, The Mellon Independence
Center, 701 Market Street, Suite 2000,
Philadelphia, PA 19106–1532; Miami
Regional Office, Regional Director, 801
Brickell Avenue, Suite 1800, Miami, FL
33131–4901, Atlanta Regional Office,
Regional Director, 3475 Lenox Road,
NE., Suite 1000, Atlanta, GA 30326–
1232; Chicago Regional Office, Regional
Director, 175 West Jackson Boulevard,
Suite 900, Chicago, IL 60604–2908;
Denver Regional Office, Regional
Director, 1801 California Street, Suite
1500, Denver, CO 80202–2656; Fort
Worth Regional Office, Regional
Director, Burnett Plaza, Suite 1900, 801
Cherry Street, Unit #18, Fort Worth, TX
76102–6882; Salt Lake Regional Office,
Regional Director, 15 West South
Temple Street, Suite 1800, Salt Lake
City, UT 84101–1573; Los Angeles
Regional Office, Regional Director, 5670
Wilshire Boulevard, 11th Floor, Los
Angeles, CA 90036–3648; San Francisco
Regional Office, Regional Director, 44
Montgomery Street, Suite 2600, San
Francisco, CA 94104–4716.
Subsystem B: Office of the Chairman,
Securities and Exchange Commission,
100 F Street, NE., Washington, DC
20549.
Subsystem C: Records Officer, Office
of Records Management Services,
Securities and Exchange Commission,
100 F Street, NE., Washington, DC
20549.
Subsystem D: Chief Information
Officer, Office of Information

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16:47 May 23, 2011

Jkt 223001

Technology, Securities and Exchange
Commission, Operations Center, Mail
Stop 0–4, 6432 General Green Way,
Alexandria, VA 22312.
NOTIFICATION PROCEDURE:

See Record access procedures above.
RECORD SOURCE CATEGORIES:

Information collected in all
subsystems is received from individuals
primarily through letters, telephone
calls, or personal visits to the
Commission’s offices.
EXEMPTIONS CLAIMED FOR THE SYSTEM:

Disciplinary and Adverse Actions,
Employee Conduct, and Labor Relations
Files.
SYSTEM LOCATION:

Securities and Exchange Commission,
Office of Human Resources, 100 F Street
NE., Washington, DC 20549–3990.
CATEGORIES OF INDIVIDUALS COVERED BY THE
SYSTEM:

Present and former SEC employees.
CATEGORIES OF RECORDS IN THE SYSTEM:

The system of records includes
information in the following categories
of records: (a) Disciplinary and adverse
action cases, regulatory appeal files,
grievances and complaints relating to an
employee, union issues (including
collective bargaining documents and
dues withholding forms), leave bank/
transfer date, and third party

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30219

complaints; (b) Investigatory materials
gathered in connection with the
individual’s initial appointment to the
agency as well as materials gathered in
connection with investigations into
allegations of employee misconduct.
AUTHORITY FOR MAINTENANCE OF THE SYSTEM:

5 U.S.C. 1302 & 2951 and 17 CFR
200.735–13.
PURPOSE(S):

Assigned staff uses records to verify
employee and agency compliance with
law, regulation, case decisions, agency
policies, and the Collective Bargaining
Agreement.
ROUTINE USES OF RECORDS MAINTAINED IN THE
SYSTEM, INCLUDING CATEGORIES OF USERS AND
THE PURPOSES OF SUCH USES:

In addition to those disclosures
generally permitted under 5 U.S.C.
552a(b) of the Privacy Act, these records
or information contained therein may
specifically be disclosed outside the
Commission as a routine use pursuant
to 5 U.S.C. 552 a(b)(3) as follows:
1. To appropriate agencies, entities,
and persons when (a) it is suspected or
confirmed that the security or
confidentiality of information in the
system of records has been
compromised; (b) the SEC has
determined that, as a result of the
suspected or confirmed compromise,
there is a risk of harm to economic or
property interests, identity theft or
fraud, or harm to the security or
integrity of this system or other systems
or programs (whether maintained by the
SEC or another agency or entity) that
rely upon the compromised
information; and (c) the disclosure made
to such agencies, entities, and persons is
reasonably necessary to assist in
connection with the SEC’s efforts to
respond to the suspected or confirmed
compromise and prevent, minimize, or
remedy such harm.
2. To other Federal, State, local, or
foreign law enforcement agencies;
securities self-regulatory organizations;
and foreign financial regulatory
authorities to assist in or coordinate
regulatory or law enforcement activities
with the SEC.
3. In any proceeding where the
human resources law or regulations are
in issue or in which the Commission, or
past or present members of its staff, is
a party or otherwise involved in an
official capacity.
4. To a Federal, State, local, tribal,
foreign, or international agency, if
necessary to obtain information relevant
to the SEC’s decision concerning the
hiring or retention of an employee; the
issuance of a security clearance; the

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letting of a contract; or the issuance of
a license, grant, or other benefit.
5. To produce summary descriptive
statistics and analytical studies, as a
data source for management
information, in support of the function
for which the records are collected and
maintained or for related personnel
management functions or manpower
studies; may also be used to respond to
general requests for statistical
information (without personal
identification of individuals) under the
Freedom of Information Act.
6. To any persons during the course
of any inquiry, examination, or
investigation conducted by the SEC’s
staff, or in connection with civil
litigation, if the staff has reason to
believe that the person to whom the
record is disclosed may have further
information about the matters related
therein, and those matters appeared to
be relevant at the time to the subject
matter of the inquiry.
7. To interns, grantees, experts,
contractors, and others who have been
engaged by the Commission to assist in
the performance of a service related to
this system of records and who need
access to the records for the purpose of
assisting the Commission in the efficient
administration of its programs,
including by performing clerical,
stenographic, or data analysis functions,
or by reproduction of records by
electronic or other means. Recipients of
these records shall be required to
comply with the requirements of the
Privacy Act of 1974, as amended, 5
U.S.C. 552a.
8. To a Congressional office from the
record of an individual in response to
an inquiry from the Congressional office
made at the request of that individual.
9. To members of Congress, the
Government Accountability Office, or
others charged with monitoring the
work of the Commission or conducting
records management inspections.
10. To a commercial contractor in
connection with benefit programs
administered by the contractor on the
Commission’s behalf, including, but not
limited to, supplemental health, dental,
disability, life and other benefit
programs.

jlentini on DSK4TPTVN1PROD with NOTICES

Associate Executive Director, Office of
Human Resources, Securities and
Exchange Commission, 100 F Street,
NE., Washington, DC 20549–3990.
NOTIFICATION PROCEDURE:

See Record access procedures above.

EXEMPTIONS CLAIMED FOR THE SYSTEM:

Jkt 223001

SAFEGUARDS:

Employees, managers, union officials.

STORAGE:

16:47 May 23, 2011

Records are indexed and retrieved by
employee name or assigned ID.

RECORD SOURCE CATEGORIES:

POLICIES AND PRACTICES FOR STORING,
RETRIEVING, ACCESSING, RETAINING, AND
DISPOSING OF RECORDS IN THE SYSTEM:

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RETRIEVABILITY:

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Sfmt 4703

compiled to determine an individual’s
suitability, eligibility, and qualifications
for Federal civilian employment or
access to classified information, but
only to the extent that the disclosure of
such material would reveal the identity
of a source who furnished information
to the Government under an express
promise that the identity of the source
would be held in confidence, or, prior
to September 27, 1975, under an
implied promise that the identity of the
source would be held in confidence.
This exemption is contained in 17 CFR
200.312(b)(1).
SEC–42
SYSTEM NAME:

Enforcement Files.
SYSTEM LOCATION:

Securities and Exchange Commission,
100 F Street, NE., Washington, DC
20549. Files may also be maintained in
the Commission’s Regional Offices that
conducted an investigation or litigation,
or at a records management company
under contract with the Commission.
Closed investigatory files are stored at a
Federal records center.
CATEGORIES OF INDIVIDUALS COVERED BY THE
SYSTEM:

Records are maintained on persons
who have been involved in Commission
investigations or litigation, or in
activities which violated or may have
violated Federal, State or foreign laws
relating to transactions in securities, the
conduct of securities business or
investment advisory activities, and
banking or other financial activities.
CATEGORIES OF RECORDS IN THE SYSTEM:

Records contain names and addresses
of persons involved in Commission
investigations or litigation. Also,
correspondence relevant to the matter,
internal staff memoranda, Commission
Minutes and Commission Orders, copies
of subpoenas issued in the course of the
matter, affidavits, transcripts of
testimony and exhibits thereto, copies of
pleadings and exhibits in related private
or governmental actions, documents and
other evidence obtained in the course of
the matter, computerized records,
working papers of the staff and other
documents and records relating to the
matter, opening reports, progress reports
and closing reports, and miscellaneous
records relating to investigations or
litigation.
AUTHORITY FOR MAINTENANCE OF THE SYSTEM:

15 U.S.C. 77s, 77t, 78u, 77uuu, 80a–
41, and 80b–9. 17 CFR 202.5.

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Federal Register / Vol. 76, No. 100 / Tuesday, May 24, 2011 / Notices
PURPOSE(S):

The records are maintained for
purposes of the Commission’s
investigations and actions to enforce the
Federal securities laws. Additionally,
the information in the system is used in
conjunction with the collection of
amounts ordered to be paid in
enforcement actions, a function that is
a necessary component of litigation.

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ROUTINE USES OF RECORDS MAINTAINED IN THE
SYSTEM, INCLUDING CATEGORIES OF USERS AND
THE PURPOSES OF SUCH USES:

In addition to those disclosures
generally permitted under 5 U.S.C.
552a(b) of the Privacy Act, these records
or information contained therein may
specifically be disclosed outside the
Commission as a routine use pursuant
to 5 U.S.C. 552 a(b)(3) as follows:
1. To appropriate agencies, entities,
and persons when (a) it is suspected or
confirmed that the security or
confidentiality of information in the
system of records has been
compromised; (b) the SEC has
determined that, as a result of the
suspected or confirmed compromise,
there is a risk of harm to economic or
property interests, identity theft or
fraud, or harm to the security or
integrity of this system or other systems
or programs (whether maintained by the
SEC or another agency or entity) that
rely upon the compromised
information; and (c) the disclosure made
to such agencies, entities, and persons is
reasonably necessary to assist in
connection with the SEC’s efforts to
respond to the suspected or confirmed
compromise and prevent, minimize, or
remedy such harm.
2. To other Federal, State, local, or
foreign law enforcement agencies;
securities self-regulatory organizations;
and foreign financial regulatory
authorities to assist in or coordinate
regulatory or law enforcement activities
with the SEC.
3. To national securities exchanges
and national securities associations that
are registered with the SEC, the
Municipal Securities Rulemaking Board;
the Securities Investor Protection
Corporation; the Public Company
Accounting Oversight Board; the
Federal banking authorities, including,
but not limited to, the Board of
Governors of the Federal Reserve
System, the Comptroller of the
Currency, and the Federal Deposit
Insurance Corporation; state securities
regulatory agencies or organizations; or
regulatory authorities of a foreign
government in connection with their
regulatory or enforcement
responsibilities.

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16:47 May 23, 2011

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by the Commission for such violations,
or otherwise in connection with the
Commission’s enforcement or regulatory
functions under the Federal securities
laws.
17. To a Congressional office from the
record of an individual in response to
an inquiry from the Congressional office
made at the request of that individual.
18. To members of Congress, the
press, and the public in response to
inquiries relating to particular
Registrants and their activities, and
other matters under the Commission’s
jurisdiction.
19. To prepare and publish
information relating to violations of the
Federal securities laws as provided in
15 U.S.C. 78c(a)(47), as amended.
20. To respond to subpoenas in any
litigation or other proceeding.
21. To a trustee in bankruptcy.
22. To any governmental agency,
governmental or private collection
agent, consumer reporting agency or
commercial reporting agency,
governmental or private employer of a
debtor, or any other person, for
collection, including collection by
administrative offset, Federal salary
offset, tax refund offset, or
administrative wage garnishment, of
amounts owed as a result of
Commission civil or administrative
proceedings.

When the Commission seeks to collect
a debt arising from a civil action or
administrative proceeding, it may
disclose the following information to a
consumer reporting agency: (i)
information necessary to establish the
identity of the debtor, including name,
address and taxpayer identification
number or social security number; (ii)
the amount, status, and history of the
debt; and (iii) the fact that the debt arose
from a Commission action or proceeding
to enforce the Federal securities laws.
POLICIES AND PRACTICES FOR STORING,
RETRIEVING, ACCESSING, RETAINING, AND
DISPOSING OF RECORDS IN THE SYSTEM:

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STORAGE:

The records are retrieved by the name
under which the investigation is
conducted or administrative or judicial
litigation is filed. Access to information
about an individual may be obtained

16:47 May 23, 2011

Jkt 223001

SAFEGUARDS:

Temple Street, Suite 1800, Salt Lake
City, UT 84101; Los Angeles Regional
Office, Regional Director, 5670 Wilshire
Boulevard, 11th Floor, Los Angeles, CA
90036–3648; San Francisco Regional
Office, Regional Director, 44
Montgomery Street, Suite 2600, San
Francisco, CA 94104.

NOTIFICATION PROCEDURE:

RETENTION AND DISPOSAL:

CONTESTING RECORD PROCEDURES:

DISCLOSURE TO CONSUMER REPORTING
AGENCIES:

VerDate Mar<15>2010

through the Commission’s NameRelationship Search Index system by the
name of the individual. Information
concerning an individual may also be
obtained by reference to computer-based
indices maintained by the Division of
Enforcement.

Director, Division of Enforcement,
Securities and Exchange Commission,
100 F Street, NE., Washington, DC
20549–0801; Records Officer, Office of
Records Management Services,
Securities and Exchange Commission,
100 F Street, NE., Washington, DC
20549; New York Regional Office,
Regional Director, 3 World Financial
Center, Suite 400, New York, NY
10281–1022; Boston Regional Office,
Regional Director, 33 Arch Street, 23rd
Floor, Boston, MA 02110–1424;
Philadelphia Regional Office, Regional
Director, The Mellon Independence
Center, 701 Market Street, Philadelphia,
PA 19106–1532; Miami Regional Office,
Regional Director, 801 Brickell Ave.,
Suite 1800, Miami, FL 33131, Atlanta
Regional Office, Regional Director, 3475
Lenox Road, NE., Suite 1000, Atlanta,
GA 30326–1232; Chicago Regional
Office, Regional Director, 175 W.
Jackson Boulevard, Suite 900, Chicago,
IL 60604; Denver Regional Office,
Regional Director, 1801 California
Street, Suite 1500, Denver, CO 80202–
2656; Fort Worth Regional Office,
Regional Director, Burnett Plaza, Suite
1900, 801 Cherry Street, Unit 18, Fort
Worth, TX 76102; Salt Lake Regional
Office, Regional Director, 15 W. South

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Information in these records is
supplied by: Individuals including,
where practicable, those to whom the
information relates; witnesses, banks,
corporations, or other entities; selfregulatory organizations; the Postal
Inspection Service, the Department of
Justice, state securities commissions,
other Federal, state, or local bodies and
law enforcement agencies or foreign
governmental authorities; public
sources, i.e., libraries, newspapers,
television, radio, court records, filings
with Federal, state, and local bodies;
filings made with the SEC pursuant to
law; electronic information sources;
other offices within the Commission;
documents, litigation, transcripts of
testimony, evidence introduced into
court, orders entered by a court and
correspondence relating to litigation;
pleadings in administrative
proceedings, transcripts of testimony,
documents, including evidence entered
in such proceedings, and miscellaneous
other sources.
EXEMPTIONS CLAIMED FOR THE SYSTEM:

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Federal Register / Vol. 76, No. 100 / Tuesday, May 24, 2011 / Notices
Dated: May 18, 2011.
Elizabeth M. Murphy,
Secretary.

principal office of the Exchange, at the
Commission’s Public Reference Room,
and on the Commission’s Web site at
http://www.sec.gov.

[FR Doc. 2011–12699 Filed 5–23–11; 8:45 am]
BILLING CODE 8011–01–P

SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–64520; File No. SR–Phlx–
2011–66]

Self-Regulatory Organizations; Notice
of Filing and Immediate Effectiveness
of Proposed Rule Change by NASDAQ
OMX PHLX LLC Relating to Qualified
Contingent Cross Fees
May 19, 2011.

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 May 13,
2011, NASDAQ OMX PHLX LLC (‘‘Phlx’’
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 Exchange. 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 Exchange proposes to amend its
Fee Schedule to adopt fees applicable to
a Qualified Contingent Cross Order
(‘‘QCC Order’’) for execution in the Phlx
XL II System.3
While changes to the Fee Schedule
pursuant to this proposal are effective
upon filing, the Exchange has
designated these changes to be operative
on May 16, 2011.
The text of the proposed rule change
is available on the Exchange’s Web site
at http://nasdaqtrader.com/
micro.aspx?id=PHLXfilings, at the
1 15

U.S.C. 78s(b)(1).
CFR 240.19b–4.
3 A QCC Order is comprised of an order to buy
or sell at least 1000 contracts that is identified as
being part of a qualified contingent trade, as that
term is defined in Rule 1080(o)(3), coupled with a
contra-side order to buy or sell an equal number of
contracts. The QCC Order must be executed at a
price at or between the National Best Bid and Offer
and be rejected if a Customer order is resting on the
Exchange book at the same price. A QCC Order
shall only be submitted electronically from off the
floor to the PHLX XL II System. See Rule 1080(o).
See also Securities Exchange Act Release No. 64249
(April 7, 2011), 76 FR 20773 (April 13, 2011) (SR–
Phlx–2011–47) (a rule change to establish a QCC
Order to facilitate the execution of stock/option
Qualified Contingent Trades that satisfy the
requirements of the trade through exemption in
connection with Rule 611(d) of the Regulation
NMS).

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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 purpose of the proposed rule
change is to amend Sections I and II, of
the Exchange’s Fee Schedule, entitled
‘‘Rebates and Fees for Adding and
Removing Liquidity in Select Symbols’’ 4
and ‘‘Equity Options Fees’’ 5 to establish
fees for a new order type called
Qualified Contingent Cross.6
There are currently several categories
of market participants: Customers,
Directed Participants,7 Specialists,8
Registered Options Traders,9 SQTs,10
RSQTs,11 Broker-Dealers, Firms and
4 Section I fees and rebates are applicable to
certain select symbols which are defined in Section
I (‘‘Select Symbols’’).
5 Section II includes options overlying equities,
ETFs, ETNs, indexes and HOLDRS which are
Multiply Listed.
6 The Qualified Contingent Cross functionality
will be operative on May 16, 2011.
7 A Directed Participant is a Specialist, SQT, or
RSQT that executes a customer order that is
directed to them by an Order Flow Provider and is
executed electronically on PHLX XL II.
8 A Specialist is an Exchange member who is
registered as an options specialist pursuant to Rule
1020(a).
9 A Registered Options Trader (‘‘ROT’’) includes a
Streaming Quote Trader (‘‘SQT’’), a Remote
Streaming Quote Trader (‘‘RSQT’’) and a Non-SQT
ROT, which by definition is neither a SQT or a
RSQT. A ROT is defined in Exchange Rule 1014(b)
as a regular member or a foreign currency options
participant of the Exchange located on the trading
floor who has received permission from the
Exchange to trade in options for his own account.
See Exchange Rule 1014(b)(i) and (ii).
10 An SQT is defined in Exchange Rule
1014(b)(ii)(A) as an ROT who has received
permission from the Exchange to generate and
submit option quotations electronically in options
to which such SQT is assigned.
11 An RSQT is defined Exchange Rule in
1014(b)(ii)(B) as an ROT that is a member or
member organization with no physical trading floor

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Professional.12 The Exchange proposes
to adopt pricing for QCC Orders for the
above categories applicable to both
Sections I and II. QCC Transaction Fees
will apply to the Select Symbols listed
in Section I and the symbols applicable
to Section II. The Exchange proposes to
assess Directed Participants, Specialists,
ROTs, SQTs, RSQTs, Professionals,
Firms and Broker-Dealers a $0.20 per
contract QCC transaction fee (‘‘QCC
Transaction Fees’’). A Customer would
not be assessed a QCC Fee.
As mentioned, the proposed QCC
Fees would apply to Sections I and II of
the Fee Schedule and would be subject
to the Firm Related Equity Option Cap
and the Monthly Cap. The Firm Related
Equity Option Cap is currently
$75,000.13 ROTs and Specialists are
currently subject to a Monthly Cap of
$550,000.14
The Exchange also proposes
additional text to Sections I and II of the
Fee Schedule to describe the
applicability of both the Firm Related
Equity Option Cap and the Monthly Cap
to those sections of the Fee Schedule.
While changes to the Fee Schedule
pursuant to this proposal are effective
upon filing, the Exchange has
designated these changes to be operative
on May 16, 2011.
2. Statutory Basis
The Exchange believes that its
proposal to amend its Fee Schedule is
presence who has received permission from the
Exchange to generate and submit option quotations
electronically in options to which such RSQT has
been assigned. An RSQT may only submit such
quotations electronically from off the floor of the
Exchange.
12 The Exchange defines a ‘‘professional’’ as any
person or entity that (i) is not a broker or dealer in
securities, and (ii) places more than 390 orders in
listed options per day on average during a calendar
month for its own beneficial account(s) (hereinafter
‘‘Professional’’).
13 Firm equity option transaction charges, in the
aggregate, for one billing month will not exceed the
Firm Related Equity Option Cap per member
organization when such members are trading in
their own proprietary account. The Firm equity
options transaction charges will be waived for
members executing facilitation orders pursuant to
Exchange Rule 1064 when such members are
trading in their own proprietary account. Firms that
(i) are on the contra-side of an electronicallydelivered and executed Customer complex order;
and (ii) have reached the Firm Related Equity
Option Cap will be assessed a $0.05 per contract
fee. See Securities Exchange Act Release No. 63780
(January 26, 2011), 76 FR 5846 (February 2, 2011)
(SR–Phlx–2011–07).
14 The trading activity of separate ROTs and
Specialist member organizations will be aggregated
in calculating the Monthly Cap if there is at least
75% common ownership between the member
organizations. In addition, ROTs and Specialists
that (i) are on the contra-side of an electronicallydelivered and executed Customer complex order;
and (ii) have reached the Monthly Cap will be
assessed a $0.05 per contract fee. See Securities
Exchange Act Release No. 64113 (March 23, 2011),
76 FR 17468 (March 29, 2011) (SR–Phlx–2011–36).

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File Modified	2016-01-12
File Created	2016-01-12