Securities Lawyer's Deskbook                          published by The University of Cincinnati College of Law

Rule 303 -- Record Preservation Requirements for Alternative Trading Systems

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1. To comply with the condition set forth in paragraph (b)(9) of Rule 301, an alternative trading system shall preserve the following records:
   
   
   1. For a period of not less than three years, the first two years in an easily accessible place, an alternative trading system shall preserve:
      
      
      1. All records required to be made pursuant to Rule 302;
         
         
      2. All notices provided by such alternative trading system to subscribers generally, whether written or communicated through automated means, including, but not limited to, notices addressing hours of system operations, system malfunctions, changes to system procedures, maintenance of hardware and software, instructions pertaining to access to the market and denials of, or limitations on, access to the alternative trading system;
         
         
      3. If subject to paragraph (b)(5)(ii) of Rule 301, at least one copy of such alternative trading system's standards for access to trading, all documents relevant to the alternative trading systems decision to grant, deny, or limit access to any person, and all other documents made or received by the alternative trading system in the course of complying with paragraph (b)(5) of Rule 301; and
         
         
      4. At least one copy of all documents made or received by the alternative trading system in the course of complying with paragraph (b)(6) of Rule 301, including all correspondence, memoranda, papers, books, notices, accounts, reports, test scripts, test results, and other similar records.
         
         
   2. During the life of the enterprise and of any successor enterprise, an alternative trading system shall preserve:
      
      
      1. All partnership articles or, in the case of a corporation, all articles of incorporation or charter, minute books and stock certificate books; and
         
         
      2. Copies of reports filed pursuant to paragraph (b)(2) of Rule 301 and records made pursuant to paragraph (b)(5) of Rule 301.
         
         
2. The records required to be maintained and preserved pursuant to paragraph (a) of this section must be produced, reproduced, and maintained in paper form or in any of the forms permitted under Rule 17a-4(f) under the Securities Exchange Act of 1934.
   
   
3. Alternative trading systems must comply with any other applicable recordkeeping or reporting requirement in the Act, and the rules and regulations thereunder. If the information in a record required to be made pursuant to this section is preserved in a record made pursuant to Rule 17a-3 or Rule 17a-4 under the Securities Exchange Act of 1934, or otherwise preserved by the alternative trading system (whether in summary or some other form), this section shall not require the sponsor to maintain such information in a separate file, provided that the sponsor can promptly sort and retrieve the information as if it had been kept in a separate file as a record made pursuant to this section, and preserves the information in accordance with the time periods specified in paragraph (a) of this section.
   
   
4. The records required to be maintained and preserved pursuant to this section may be prepared or maintained by a service bureau, depository, or other recordkeeping service on behalf of the alternative trading system. An agreement with a service bureau, depository, or other recordkeeping service shall not relieve the alternative trading system from the responsibility to prepare and maintain records as specified in this section. The service bureau, depository, or other recordkeeping service shall file with the Commission a written undertaking in a form acceptable to the Commission, signed by a duly authorized person, to the effect that such records are the property of the alternative trading system required to be maintained and preserved and will be surrendered promptly on request of the alternative trading system, and shall include the following provision: With respect to any books and records maintained or preserved on behalf of (name of alternative trading system), the undersigned hereby undertakes to permit examination of such books and records at any time, or from time to time, during business hours by the staff of the Securities and Exchange Commission, any self-regulatory organization of which the alternative trading system is a member, or any State securities regulator having jurisdiction over the alternative trading system, and to promptly furnish to the Commission, self-regulatory organization of which the alternative trading system is a member, or any State securities regulator having jurisdiction over the alternative trading system a true, correct, complete and current hard copy of any, all, or any part of, such books and records.
   
   
5. Every alternative trading system shall furnish to any representative of the Commission promptly upon request, legible, true, and complete copies of those records that are required to be preserved under this section.
   
   

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