Notice2022-27788
Self-Regulatory Organizations; MIAX Emerald, LLC; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change To Amend Its Fee Schedule Relating to FINRA Fees
Primary source
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Published
December 22, 2022
Issuing agencies
Securities and Exchange Commission
Full Text
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<title>Federal Register, Volume 87 Issue 245 (Thursday, December 22, 2022)</title>
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[Federal Register Volume 87, Number 245 (Thursday, December 22, 2022)]
[Notices]
[Pages 78728-78730]
From the Federal Register Online via the Government Publishing Office [<a href="http://www.gpo.gov">www.gpo.gov</a>]
[FR Doc No: 2022-27788]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-96521; File No. SR-EMERALD-2022-36]
Self-Regulatory Organizations; MIAX Emerald, LLC; Notice of
Filing and Immediate Effectiveness of a Proposed Rule Change To Amend
Its Fee Schedule Relating to FINRA Fees
December 16, 2022.
Pursuant to the provisions of 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 December 8, 2022, MIAX Emerald, LLC (``MIAX
Emerald'' or ``Exchange''), filed with the Securities and Exchange
Commission (``Commission'') a 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.
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\1\ 15 U.S.C. 78s(b)(1).
\2\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change
The Exchange is filing a proposal to amend the MIAX Emerald Fee
Schedule (the ``Fee Schedule'') to reflect adjustments to the Financial
Industry Regulatory Authority, Inc. (``FINRA'') Registration Fees and
Fingerprinting Fees.
While the changes proposed herein are effective upon filing, the
Exchange has designated the additional processing of each initial or
amended Form U4, Form U5 or Form BD and electronic Fingerprint
Processing Fees to become operative on January 2, 2023. Additionally,
the Exchange designates that the FINRA Annual System Processing Fee
Assessed only during Renewals become operative on January 2, 2024.\3\
The amendments to the paper Fingerprint Fees are immediately effective.
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\3\ See Securities Exchange Act Release No. 90176 (October 14,
2020), 85 FR 66592 (October 20, 2020) (SR-FINRA-2020-032) (Notice of
Filing and Immediate Effectiveness of a Proposed Rule Change to
Adjust FINRA Fees to Provide Sustainable Funding for FINRA's
Regulatory Mission).
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The text of the proposed rule change is available on the Exchange's
website at <a href="http://www.miaxoptions.com/rule-filings/emerald">http://www.miaxoptions.com/rule-filings/emerald</a>, at MIAX'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 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.
[[Page 78729]]
A. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change
1. Purpose
The Exchange proposes to amend Section 2)c) of the Fee Schedule,
Web CRD Fees, to reflect adjustments to the FINRA Registration Fees and
Fingerprinting Fees.\4\ The FINRA fees are collected and retained by
FINRA via Web CRD for the registration of employees of MIAX Emerald
Members \5\ organizations that are not also FINRA members (``Non-FINRA
members''). The Exchange merely lists these fees in its Fee Schedule.
The Exchange does not collect or retain these fees.
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\4\ FINRA operates Web CRD, the central licensing and
registration system for the U.S. securities industry. FINRA uses Web
CRD to maintain the qualification, employment and disciplinary
histories or registered associated persons of broker-dealers.
\5\ The term ``Member'' means an individual or organization
approved to exercise the trading rights associated with a Trading
Permit. Members are deemed ``members'' under the Exchange Act. See
Exchange Rule 100.
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The Exchange proposes to amend: (1) the $110 fee for the additional
processing of each initial or amended Form U4, Form U5 or Form BD that
includes the initial reporting, amendment, or certification or one or
more disclosure events or proceedings to $155; (2) the $45 FINRA Annual
System Processing Fee Assessed only during Renewals to $70; and (3) the
$15 Second Submission (Electronic) Fingerprint Processing Fee to $20.
Each of these fees are listed within Section 2(c) of the Fee Schedule,
Web CRD Fees. These amendments are being made in accordance with a
FINRA rule change to adjust to its fees.\6\
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\6\ See note 3. FINRA noted in its rule change that it was
adjusting its fees to provide sustainable funding for FINRA's
regulatory mission.
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The Exchange also proposes to amend the following Fingerprint Fees:
(1) the $29.50 Initial Submission (Electronic) fee to $31.25; \7\ (2)
the $44.50 Initial Submission (Paper) fee to $41.25; \8\ (3) the $29.50
Third Submission (Electronic) fee to $31.25; \9\ and (4) the $44.50
Third Submission (Paper) fee to $41.25.\10\ Specifically, today, the
FBI fingerprint charge is $11.25 \11\ and the FINRA electronic
Fingerprint Fee will increase from $15 to $20 in 2023.\12\ While FINRA
did not amend the paper Fingerprint Fee, previously the FBI fee was
reduced from $14.50 to $11.25.\13\ The paper Fingerprint Fees are not
currently reflecting the amount assessed by FINRA. The amendment to the
paper Fingerprint Fees will conform these fees with those of FINRA.
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\7\ This fee includes a $20.00 FINRA fee and $11.25 FBI fee. See
<a href="https://www.finra.org/registration-exams-ce/classic-crd/fingerprints/fingerprint-fees">https://www.finra.org/registration-exams-ce/classic-crd/fingerprints/fingerprint-fees</a>.
\8\ This fee includes a $30.00 FINRA fee and a $11.25 FBI fee.
See <a href="https://www.finra.org/registration-exams-ce/classic-crd/fingerprints/fingerprint-fees">https://www.finra.org/registration-exams-ce/classic-crd/fingerprints/fingerprint-fees</a>.
\9\ This fee includes a $20.00 FINRA fee and $11.25 FBI fee. See
<a href="https://www.finra.org/registration-exams-ce/classic-crd/fingerprints/fingerprint-fees">https://www.finra.org/registration-exams-ce/classic-crd/fingerprints/fingerprint-fees</a>.
\10\ This fee includes a $30.00 FINRA fee and a $11.25 FBI fee.
See <a href="https://www.finra.org/registration-exams-ce/classic-crd/fingerprints/fingerprint-fees">https://www.finra.org/registration-exams-ce/classic-crd/fingerprints/fingerprint-fees</a>.
\11\ See Securities Exchange Act Release No. 67247 (June 25,
2012) 77 FR 38866 (June 29, 2012) (SR-FINRA-2012-030) (Notice of
Filing and Immediate Effectiveness of Proposed Rule Change to Amend
Sections 4 and 6 of Schedule A to the FINRA By-Laws Regarding Fees
Relating to the Central Registration Depository) (``2012 Rule
Change'').
\12\ See note 3.
\13\ See 2012 Rule Change at note 11. The FBI does not charge
its fee on a second fingerprint transaction when it identifies the
first set of fingerprints as illegible for the same individual.
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The FINRA Web CRD Fees are user-based, and there is no distinction
in the cost incurred by FINRA if the user is a FINRA member or a Non-
FINRA member. Accordingly, the proposed fees mirror those currently
assessed by FINRA.
2. Statutory Basis
The Exchange believes the proposal is consistent with Section 6(b)
of the Act,\14\ in general, and Sections 6(b)(4) and 6(b)(5) of the
Act,\15\ in particular, in that it provides for the equitable
allocation of reasonable dues, fees and other charges among members and
issuers and other persons using any facility, and is not designed to
permit unfair discrimination between customers, issuers, brokers, or
dealers.
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\14\ 15 U.S.C. 78f(b).
\15\ 15 U.S.C. 78f(b)(5).
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The Exchange believes it is reasonable to increase: (1) the $110
fee for the additional processing of each initial or amended Form U4,
Form U5 or Form BD that includes the initial reporting, amendment, or
certification or one or more disclosure events or proceedings to $155;
(2) the $45 FINRA Annual System Processing Fee Assessed only during
Renewals to $70; and (3) the electronic Fingerprint Fees from $15 to
$20 in accordance with an adjustment to FINRA's fees \16\ because the
proposed fees are identical to those adopted by FINRA for use of Web
CRD for disclosure and the registration of FINRA members and their
associated persons.
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\16\ The $20 FINRA Fee is in addition to the $11.25 FBI Fee
except for the second fingerprint transaction.
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Those costs are borne by FINRA when a Non-FINRA member uses Web
CRD. The Exchange's rule text will reflect the current registration and
electronic fingerprint rates that will be assessed by FINRA as of
January 2, 2023 for the additional processing of each initial or
amended Form U4, Form U5 or Form BD and Second Submission (Electronic)
Fingerprint Processing Fee and the registration rates that will be
assessed by FINRA as of January 2, 2024 for the FINRA Annual System
Processing Fee Assessed only during Renewals.\17\
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\17\ See note 3.
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The Exchange believes it is reasonable to correct the paper
Fingerprint Fees to reflect the reduced FBI Fee of $11.25.\18\ The
amendments to the paper Fingerprint Fees will provide all MIAX Emerald
Electronic Exchange Member and Market Maker organizations with the
correct Fingerprint Fees.
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\18\ See 2012 Rule Change at note 11. The FBI does not charge
its fee on a second fingerprint transaction when it identifies the
first set of fingerprints as illegible for the same individual.
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The Exchange believes it is equitable and not unfairly
discriminatory to increase: (1) the $110 fee for the additional
processing of each initial or amended Form U4, Form U5 or Form BD that
includes the initial reporting, amendment, or certification or one or
more disclosure events or proceedings to $155; (2) the $45 FINRA Annual
System Processing Fee Assessed only during Renewals to $70; and (3) the
electronic Fingerprint Fees from $15 to $20 in accordance with an
adjustment to FINRA's fees \19\ because the Exchange will not be
collecting or retaining these fees, therefore, the Exchange will not be
in a position to apply them in an inequitable or unfairly
discriminatory manner. Similarly, the Exchange believes it is equitable
and not unfairly discriminatory to correct the paper Fingerprint Fees
to reflect the reduced FBI Fee of $11.25 \20\ because the Exchange will
not be collecting or retaining these fees, therefore, the Exchange will
not be in a position to apply them in an inequitable or unfairly
discriminatory manner.
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\19\ The $20 FINRA Fee is in addition to the $11.25 FBI Fee
except for the second fingerprint transaction.
\20\ See 2012 Rule Change at note 11. The FBI does not charge
its fee on a second fingerprint transaction when it identifies the
first set of fingerprints as illegible for the same individual.
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B. Self-Regulatory Organization's Statement on Burden on Competition
The Exchange does not believe that the proposed rule change will
impose any burden on competition that is not necessary or appropriate
in furtherance of the purposes of the Act. The Exchange believes that
its proposal to increase: (1) the $110 fee for the additional
processing of each initial or amended Form U4, Form U5 or Form BD that
includes the initial reporting, amendment, or certification or one or
[[Page 78730]]
more disclosure events or proceedings to $155; (2) the $45 FINRA Annual
System Processing Fee Assessed only during Renewals to $70; and (3) the
electronic Fingerprint Fees from $15 to $20 in accordance with an
adjustment to FINRA's fees \21\ does not impose an undue burden on
competition because the Exchange will not be collecting or retaining
these fees, therefore, the Exchange will not be in a position to apply
them in an inequitable or unfairly discriminatory manner. The proposal
will reflect the fees that will be assessed by FINRA to all Members who
register or require fingerprints as of January 2, 2023, and January 2,
2024 respectively.
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\21\ The $20 FINRA Fee is in addition to the $11.25 FBI Fee
except for the second fingerprint transaction.
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Similarly, the Exchange believes it does not impose an undue burden
on competition to correct the paper Fingerprint Fees to reflect the
reduced FBI Fee of $11.25 because the Exchange will not be collecting
or retaining these fees, therefore, the Exchange will not be in a
position to apply them in an inequitable or unfairly discriminatory
manner.
C. Self-Regulatory Organization's Statement on Comments on the Proposed
Rule Change Received From Members, Participants, or Others
Written comments were neither solicited nor received.
III. Date of Effectiveness of the Proposed Rule Change and Timing for
Commission Action
The foregoing rule change has become effective pursuant to Section
19(b)(3)(A)(ii) of the Act,\22\ and Rule 19b-4(f)(2) \23\ thereunder.
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. If the Commission takes such
action, the Commission shall institute proceedings to determine whether
the proposed rule should be approved or disapproved.
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\22\ 15 U.S.C. 78s(b)(3)(A)(ii).
\23\ 17 CFR 240.19b-4(f)(2).
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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
<bullet> Use the Commission's internet comment form (<a href="http://www.sec.gov/rules/sro.shtml">http://www.sec.gov/rules/sro.shtml</a>); or
<bullet> Send an email to <a href="/cdn-cgi/l/email-protection#ff8d8a939ad29c9092929a918b8cbf8c9a9cd1989089"><span class="__cf_email__" data-cfemail="691b1c050c440a0604040c071d1a291a0c0a470e061f">[email protected]</span></a>. Please include
File Number SR-EMERALD-2022-36 on the subject line.
Paper Comments
<bullet> Send paper comments in triplicate to Secretary, Securities
and Exchange Commission, 100 F Street NE, Washington, DC 20549-1090.
All submissions should refer to File Number SR-EMERALD-2022-36. 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 (<a href="http://www.sec.gov/rules/sro.shtml">http://www.sec.gov/rules/sro.shtml</a>).
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 filing also will be available for inspection
and copying at the principal office of the Exchange. 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 SR-EMERALD-2022-36 and should be submitted
on or before January 12, 2023.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\24\
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\24\ 17 CFR 200.30-3(a)(12).
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Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2022-27788 Filed 12-21-22; 8:45 am]
BILLING CODE 8011-01-P
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