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NYSE concerned about stock offer short-selling
Mon Jun 19, 2006 6:24 PM ET
By Megan Davies
NEW YORK, June 19 (Reuters) - NYSE's head of regulation, Richard Ketchum, said on Monday he was concerned about potentially improper short-selling practices surrounding stock offerings.
Short-selling involves a bet that a company's stock will fall. Typically, an investor sells borrowed stock, and hopes to buy it back at a lower price to reimburse the lender.
"We are seeing a lot of what appear to be -- without reaching conclusions that haven't been proven -- appear to be instances where active traders are selling short before an offering and covering in the offering," Ketchum told reporters on the sidelines of the NYSE's annual regulation conference.
"That type of behavior is specifically prohibited and potentially manipulative."
Ketchum said he had not concluded that such trades were in violation of a rule, but the NYSE was looking at it and sharing its concerns with the U.S. Securities and Exchange Commission.
The NYSE is concerned with customers selling stock short before an offering and then covering using offering stock bought from a participant in the offering -- a violation of an SEC regulation called Rule 105 of Reg M.
According to the SEC's Web site, Rule 105 prohibits covering short sales with offered securities purchased from an underwriter, broker or dealer participating in the offering. The practice concerns secondary offerings, rather than initial public offerings, as there is already traded stock to short.
"The next step for us is to determine whether we go forward with enforcement action," said Susan Merrill, NYSE Regulation's head of enforcement. "In some cases, we don't have jurisdiction over the customer who was shorting but we do have jurisdiction over the broker-dealer."
Separately, Ketchum said he aimed to get an initial set of proposals on harmonizing NYSE Regulation's rules with brokerage regulator NASD to the SEC by March.
"The process may go on beyond March," he told reporters.
Ketchum and NYSE CEO John Thain have advocated eliminating the duplication that results from the two self-regulatory bodies administering separate exams to member firms.
However Thain told Reuters in May that while he continues to push for a joint venture between NYSE and the NASD regarding broker-dealer examinations, talks have stalled over disagreements about control and ownership.
Asked whether they would pursue a venture, Ketchum said the NASD and NYSE still had different views of how consolidation would occur. "I can't tell you if there will be progress or not but we are still willing to entertain it," he said.
The NYSE recently struck a deal to buy European exchange Euronext <ENXT.PA>, a deal which is being challenged by a rival offer from Frankfurt-based Deutsche Boerse <DB1Gn.DE>.
NYSE Regulation is a not-for-profit subsidiary of NYSE Group Inc. <NYX.N>, which owns the New York Stock Exchange.
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