[Federal Register Volume 75, Number 200 (Monday, October 18, 2010)]
[Notices]
[Pages 63887-63888]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2010-26178]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-63088; File No. SR-MSRB-2010-11]
Self-Regulatory Organizations; Municipal Securities Rulemaking
Board; Notice of Filing and Immediate Effectiveness of Amended and
Restated Articles of Incorporation of Municipal Securities Rulemaking
Board
October 13, 2010.
Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934
(``the Act'') \1\ and Rule 19b-4 thereunder,\2\ notice is hereby given
that on October 1, 2010, the Municipal Securities Rulemaking Board
(``Board'' or ``MSRB'') 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 MSRB.
The MSRB has filed the proposal pursuant to Section 19(b)(3)(A)(iii) of
the Act,\3\ and Rule 19b-4(f)(3) thereunder,\4\ which renders the
proposal effective upon filing with the Commission. The Commission is
publishing this notice to solicit comments on the proposed rule change
from interested persons.
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\1\ 15 U.S.C. 78s(b)(1).
\2\ 17 CFR 240.19b-4.
\3\ 15 U.S.C. 78s(b)(3)(A)(iii).
\4\ 17 CFR 240.19b-4(f)(3).
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I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change
The MSRB filed with the Commission a proposed rule change
consisting of an Amended and Restated Articles of Incorporation.
The text of the proposed rule change is available on the MSRB's Web
site at http://www.msrb.org/msrb1/sec.asp, at the MSRB's principal
office, and at the Commission's Public Reference Room.
II. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change
In its filing with the Commission, the MSRB 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 Board 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 make changes to the
MSRB's Articles of Incorporation as are necessary and appropriate in
order to comply with Section 15B of the Act, as amended by the Dodd-
Frank Wall Street Reform and Consumer Protection Act \5\ (the ``Dodd-
Frank Act''), and to reflect its expanded mission and rulemaking
authority. On July 21, 2010, the Dodd-Frank Act, was signed into law by
President Obama. This comprehensive financial reform legislation
contains various provisions that affect the governance and mandate of
the MSRB. The effective date of these provisions is October 1, 2010,
which coincides with the first day of the MSRB's 2011 fiscal year.
Regarding the jurisdiction of the MSRB, the Dodd-Frank Act, for the
first time, provides the MSRB with rulemaking authority over municipal
advisors. The proposed amendments to the Articles of Incorporation
reflect the expanded jurisdiction of the MSRB and, therefore, delete
specific references to brokers, dealers, and municipal securities
dealers. Rather, the Articles of Incorporation refer generally to
Section 15B of the Act, which is modified by the Dodd-Frank Act,
effective October 1, 2010, and the obligations of the Board under the
Act. Additionally, the Articles of Incorporation now provide that Board
members elected for fiscal year 2011 will have two year terms and all
other Board members will have three year terms to reflect the new,
expanded composition of the Board and the terms of office for Board
members. Finally, the changes to the Purpose section reflect the
evolving role of the MSRB as a self-regulatory organization in
providing education, outreach and market leadership regarding issues
that impact the municipal securities market. The MSRB is a Virginia
nonprofit, nonstock corporation, and the Amended and Restated Articles
of Incorporation have been filed concurrently with the State
Corporation Commission of the Commonwealth of Virginia.
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\5\ See Public L. 111-203, section 975, 124 Stat. 1376 (2010).
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2. Statutory Basis
The MSRB believes that the proposed rule change to its Articles of
Incorporation are [sic] necessary and appropriate in order to comply
with Section 15B of the Act, as amended by
[[Page 63888]]
the Dodd-Frank Act, as more fully described above.
B. Self-Regulatory Organization's Statement on Burden on Competition
The MSRB does not believe that the proposed rule change will impose
any burden on competition not necessary or appropriate in furtherance
of the purposes of the Act, since it solely concerns the administration
of the MSRB.
C. Self-Regulatory Organization's Statement on Comments Received on the
Proposed Rule Change by Members, Participants, or Others
Written comments were neither solicited nor received on the
proposed rule change.
III. Date of Effectiveness of the Proposed Rule Change and Timing for
Commission Action
The proposed rule change has become effective pursuant to Section
19(b)(3)(A)(iii) of the Act \6\ and Rule 19b-4(f)(3) \7\ thereunder,
because it is concerned solely with the operation and administration of
the MSRB. At any time within 60 days of the filing of the proposed rule
change, the Commission summarily may temporarily suspend such rule
change if it appears to the Commission that such action is necessary or
appropriate in the public interest, for the protection of investors, or
otherwise in furtherance of the purposes of the Act.\8\
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\6\ 15 U.S.C. 78s(b)(3)(A)(iii).
\7\ 17 CFR 240.19b-4(f)(3).
\8\ See Section 19(b)(3)(C) of the Act, 15 U.S.C. 78s(b)(3)(C).
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IV. Solicitation of Comments
Interested persons are invited to submit written data, views, and
arguments concerning the foregoing, including whether the proposed rule
change is consistent with the Act. Comments may be submitted by any of
the following methods:
Electronic Comments
Use the Commission's Internet comment form (http://www.sec.gov/rules/sro.shtml); or
Send an e-mail to [email protected]. Please include
File Number SR-MSRB-2010-11 on the subject line.
Paper Comments
Send paper comments in triplicate to Elizabeth M. Murphy,
Secretary, Securities and Exchange Commission, 100 F Street, NE.,
Washington, DC 20549-1090.
All submissions should refer to File Number SR-MSRB-2010-11. This file
number should be included on the subject line if e-mail 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 Web site (http://www.sec.gov/rules/sro.shtml). Copies
of the submission, all subsequent amendments, all written statements
with respect to the proposed rule change that are filed with the
Commission, and all written communications relating to the proposed
rule change between the Commission and any person, other than those
that may be withheld from the public in accordance with the provisions
of 5 U.S.C. 552, will be available for website viewing and printing in
the Commission's Public Reference Room, 100 F Street, NE., Washington,
DC 20549, on official business days between the hours of 10 a.m. and 3
p.m. Copies of such filing also will be available for inspection and
copying at the MSRB's offices. All comments received will be posted
without change; the Commission does not edit personal identifying
information from submissions. You should submit only information that
you wish to make available publicly. All submissions should refer to
File Number SR-MSRB-2010-11 and should be submitted on or before
November 8, 2010.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\9\
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\9\ 17 CFR 200.30-3(a)(12).
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Florence E. Harmon,
Deputy Secretary.
[FR Doc. 2010-26178 Filed 10-15-10; 8:45 am]
BILLING CODE 8011-01-P