On August 1, the American Stock Exchange (Amex) filed a proposal with the Securities and Exchange Commission to permit its merger into the NYSE Group, a wholly owned subsidiary of NYSE Euronext, and its renaming as “NYSE Alternext US.” The proposal would also make certain other changes relating to corporate governance and other items to accommodate the transformation of the Amex from its current status as a subsidiary of a not-for-profit member-owned corporation into its post-merger status as a U.S.-regulated subsidiary of NYSE Euronext. Upon completion of the NYSE/Amex merger, NYSE Alternext US will continue to engage in the business of operating a national securities exchange registered under Section 6 of the Securities Exchange Act of 1934, and will continue to have self-regulatory responsibilities over its members. NYSE Alternext US will contract for the performance of its regulatory responsibilities with NYSE Regulation, an indirect wholly owned subsidiary of NYSE Euronext, pursuant to a regulatory services agreement.
NYSE Euronext has filed a concurrent proposal to approve certain rules changes to effect the merger. Under the proposal, a number of technical changes will be made to the NYSE Euronext bylaws to properly reflect the post-merger corporate structure. The proposal also modifies the SEC-approved independence policy of the NYSE Euronext board of directors by decreasing the “look-back period” with respect to directors’ relationships with members of the Exchange and NYSE Arca from three years to one year. The proposal will also expand the Committee for Review, which hears disciplinary appeals for NYSE Alternext, to include four individuals associated with member organizations of NYSE Alternext.
NYSE Proposal: http://www.sec.gov/rules/sro/nyse/2008/34-58285.pdf
AMEX Proposal: http://www.sec.gov/rules/sro/amex/2008/34-58284.pdf