Self-Regulatory Organizations; Boston Stock Exchange, Inc.; Order Approving Proposed Rule Change, and Amendments No. 1, 2, 3, and 4 Thereto, Relating to the Composition of the Board of Directors and Executive Committee of Boston Options Exchange Regulation LLC, 36673-36674 [E5-3274]
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Federal Register / Vol. 70, No. 121 / Friday, June 24, 2005 / Notices
All submissions should refer to File
Number SR–Amex–2005–044. 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
Internet Web site (https://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 inspection and copying in
the Commission’s Public Reference
Section, 100 F Street, NE., Washington,
DC 20549. Copies of such filing also will
be available for inspection and copying
at the principal office of the Amex. 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 publicly available. All
submissions should refer to File
Number SR–Amex–2005–044 and
should be submitted on or before July
15, 2005.
IV. Commission’s Findings and Order
Granting Accelerated Approval of
Proposed Rule Change
After careful consideration, the
Commission finds that the proposed
rule change is consistent with the
requirements of the Act and the rules
and regulations thereunder, applicable
to a national securities exchange.7 In
particular, the Commission believes that
the proposed rule change is consistent
with Section 6(b)(5) of the Act,8 which
requires among other things, that the
rules of the Exchange are designed to
promote just and equitable principles of
trade, to remove impediments to and
perfect the mechanism of a free and
open market and a national market
system, and, in general, to protect
investors and the public interest. The
Commission believes that the proposed
index dissemination requirement,
which is similar to the index
dissemination requirement used in the
listing standards for narrow-based index
7 In approving this proposal, the Commission has
considered its impact on efficiency, competition,
and capital formation. 15 U.S.C. 78c(f).
8 15 U.S.C. 78f(b)(5).
VerDate jul<14>2003
19:06 Jun 23, 2005
Jkt 205001
options,9 will help to ensure the
transparency of current index values for
indexes underlying PDRs and IFSs.
The Amex has requested that the
Commission find good cause for
approving the proposed rule change
prior to the thirtieth day after
publication of notice thereof in the
Federal Register. The Commission notes
that it has recently approved a similar
proposal regarding the dissemination of
the underlying index value for PDRs
and IFSs traded on Nasdaq.10 The
Commission believes that granting
accelerated approval of the proposal
will allow the Amex to immediately
implement these similar listing
standards already in place on Nasdaq.
Accordingly, the Commission finds
good cause, pursuant to Section 19(b)(2)
of the Act,11 for approving the proposed
rule change prior to the thirtieth day
after the date of publication of notice
thereof in the Federal Register.
V. Conclusion
It is therefore ordered, pursuant to
Section 19(b)(2) of the Act,12 that the
proposed rule change (SR–Amex–2005–
044) be, and hereby is, approved on an
accelerated basis.
For the Commission, by the Division of
Market Regulation, pursuant to delegated
authority.13
Jill M. Peterson,
Assistant Secretary.
[FR Doc. E5–3278 Filed 6–23–05; 8:45 am]
BILLING CODE 8010–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–51879; File No. SR–BSE–
2004–58]
Self-Regulatory Organizations; Boston
Stock Exchange, Inc.; Order Approving
Proposed Rule Change, and
Amendments No. 1, 2, 3, and 4 Thereto,
Relating to the Composition of the
Board of Directors and Executive
Committee of Boston Options
Exchange Regulation LLC
June 20, 2005.
I. Introduction
On December 9, 2004, the Boston
Stock Exchange, Inc. (‘‘BSE’’ or
‘‘Exchange’’) filed with the Securities
and Exchange Commission
(‘‘Commission’’), pursuant to Section
19(b)(1) of the Securities Exchange Act
of 1934 (‘‘Act’’),1 and Rule 19b–4
thereunder,2 a proposed rule change to
amend certain sections of the By-laws of
Boston Options Exchange Regulation
LLC (‘‘BOXR’’) relating to BSE Governor
representation on BOXR’s Board of
Directors (‘‘BOXR Board’’) and
Executive Committee. BOXR is a wholly
owned subsidiary of the Exchange and
the Exchange has delegated certain
functions to BOXR so that BOXR is
responsible for the regulatory oversight
of the Boston Options Exchange, a
facility of the BSE.
On December 13, 2004, the BSE filed
Amendment No. 1 to the proposed rule
change.3 On December 16, 2004, the
BSE filed Amendment No. 2 to the
proposed rule change.4 On March 8,
2005, the BSE filed Amendment No. 3
to the proposed rule change.5 On March
10, 2005, the BSE filed Amendment No.
4 to the proposed rule change.6 The
proposed rule change, as amended, was
published for comment in the Federal
Register on March 24, 2005.7 The
1 15
U.S.C. 78s(b)(1).
CFR 240.19b–4.
3 In Amendment No. 1, the Exchange revised the
proposed rule text. Amendment No. 1 replaced the
BSE’s original filing in its entirety.
4 In Amendment No. 2, the Exchange withdrew
its request that the proposed rule change become
immediately effective and requested that the
proposed rule change become effective pursuant to
Section 19(b)(2) of the Act.
5 In Amendment No. 3, the Exchange revised the
purpose section and rule text of the proposed rule
change. Amendment No. 3 replaced Amendment
No. 1, as amended by Amendment No. 2, in its
entirety.
6 In Amendment No. 4, the Exchange amended its
filing to reflect that Amendment No. 3 was
incorrectly filed pursuant to Rule 19(b)(3)(A) of the
Act and should have been filed pursuant to section
19(b)(2) of the Act.
7 See Securities Exchange Act Release No. 51388
(March 17, 2005), 70 FR 15135.
2 17
9 See e.g., Chicago Board Options Exchange Rule
24.2(b); International Securities Exchange Rule
2002(b); Pacific Exchange Rule 5.13; and
Philadelphia Stock Exchange Rule 1009A(b) (listing
standards for narrow-based index options requiring
that, among other things, the current underlying
index value be reported at least once every 15
seconds during the time the index option trades on
the exchange).
10 See Securities Exchange Act Release No. 51748
(May 26, 2005) (order approving File No. SR–
NASD–2005–024 relating to dissemination of the
underlying index value for PDRs and IFSs trading
on Nasdaq).
11 15 U.S.C. 78s(b)(2).
12 15 U.S.C. 78s(b)(2).
13 17 CFR 200.30–3(a)(12).
PO 00000
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36674
Federal Register / Vol. 70, No. 121 / Friday, June 24, 2005 / Notices
Commission received no comments on
the proposal.
II. Description of the Proposal
The Exchange proposed the following
amendments to BOXR’s By-laws: (1)
Replace the requirement in Section 4
that the BSE Chairman be a member of
the BOXR Board with the requirement
that at least one Governor of the BSE
Board of Governors must be a member
of the BOXR Board; (2) replace the
requirement in Section 14 that the BSE
Chairman must be a member of BOXR’s
Executive Committee with the
requirement that at least one Governor
of the BSE Board of Governors, who
shall also be a member of the BOXR
Board, must be a member of BOXR’s
Executive Committee; and (3) eliminate
language in both Sections 3 and 4 that
provides that the BSE Chairman shall
not be considered a member of the
BOXR Board for ‘‘qualification
purposes.’’ Section 4 of BOXR’s By-laws
provides that at least 50% of the
Directors on the BOXR Board must be
Public Directors 8 and at least 20% of
the Directors on the BOXR Board must
be representatives of BOX Options
Participants.9 However, currently, the
BSE Chairman is not considered to be a
Public Director, BOX Options
Participant Director or Industry
Director 10 and is not taken into account
when determining whether the
composition of the BOXR Board
complies with the composition
requirements of Section 4, although the
BSE Chairman is a voting member of the
BOXR Board. The proposed rule change,
however, would require BOXR to
consider the BSE Governor
representative on the BOXR Board for
the purpose of determining compliance
with the composition requirements of
Section 4, whether the BSE Governor
representative is the BSE’s Chairman or
another member of the BSE Board of
Governors.
III. Discussion and Commission
Findings
The Commission finds that the
proposed rule change, as amended, is
consistent with the requirements of the
Act and the rules and regulations
thereunder applicable to a national
securities exchange 11 and, in particular,
8 See Definitions, Paragraph (p) of the BOXR Bylaws.
9 See Definitions, Paragraph (o) of the BOXR Bylaws.
10 See Article II, Section 1 of the BSE
Constitution.
11 In approving this proposed rule change, the
Commission notes that it has considered the
proposed rule’s impact on efficiency, competition,
and capital formation. 15 U.S.C. 78c(f).
VerDate jul<14>2003
19:06 Jun 23, 2005
Jkt 205001
the requirements of Section 6(b) of the
Act 12 and the rules and regulations
thereunder. The Commission finds
specifically that the proposed rule
change, as amended, is consistent with
Section 6(b)(1) of the Act,13 in that the
proposal is designed so that the
Exchange is organized and has the
capacity to carry out the purposes of the
Act; Section 6(b)(3) of the Act,14 in that
the proposal is designed so the rules of
the Exchange assure a fair
representation of its members in the
selection of its directors and the
administration of its affairs; and Section
6(b)(5) of the Act,15 in that the proposal
is designed to promote just and
equitable principles of trade, remove
impediments to and perfect the
mechanism of a free and open market
and a national market system, and to
protect investors and the public interest.
The Commission notes that the
proposal is designed to provide the
Exchange with greater flexibility with
respect to the appointment of a BSE
Governor to serve on the BOXR Board
and Executive Committee. The
Exchange’s Constitution permits, but
does not mandate, that the Exchange’s
Chairman and Chief Executive Officer
(‘‘CEO’’) positions be separated. If the
positions are in fact held by two
individuals, then the Exchange’s
Chairman would be responsible for the
regulatory functions of the Exchange
and it would be consistent with BOXR’s
regulatory mandate to have the BSE
Chairman be a member of the BOXR
Board and Executive Committee.
However, in the event that the positions
are held by a single individual, then the
Exchange’s Board would be able to
appoint a BSE Governor other than the
BSE Chairman to the BOXR Board. The
Commission considers it appropriate for
the Exchange to have a BSE Governor
other than the Exchange’s Chairman be
appointed to the BOXR Board and
Executive Committee, particularly in
light of the Exchange’s goal to maintain
an adequate separation between its
business and regulatory functions.
In addition, the proposal would allow
the BSE Governor that serves on the
BOXR Board to be considered for the
purpose of determining the qualification
percentages of the BOXR Board. The
Commission notes that this provision
would not alter the current requirement
of the BOXR By-laws that at least 20%
of the BOXR Directors (but no fewer
than two Directors) be officers or
directors of a firm approved as a BOX
PO 00000
U.S.C. 78f(b).
U.S.C. 78f(b)(1).
14 15 U.S.C. 78f(b)(3).
15 15 U.S.C. 78f(b)(5).
Option Participant. Therefore, in the
Commission’s view, the proposal is
consistent with the Act’s requirement
that the Exchange assure the fair
representation of members in the
selection of its directors and
administration of its affairs.
It is therefore ordered, pursuant to
Section 19(b)(2) of the Act,16 that the
proposed rule change (SR–BSE–2004–
58), as amended, be, and hereby is,
approved.
For the Commission, by the Division of
Market Regulation, pursuant to delegated
authority.17
Jill M. Peterson,
Assistant Secretary.
[FR Doc. E5–3274 Filed 6–23–05; 8:45 am]
BILLING CODE 8010–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–51881; File No. SR–BSE–
2005–15]
Self-Regulatory Organizations; Boston
Stock Exchange, Inc.; Notice of Filing
of a Proposed Rule Change Relating to
Listing Fees
June 20, 2005.
Pursuant to 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 May 31,
2005, the Boston Stock Exchange, Inc.
(‘‘BSE’’ or ‘‘Exchange’’) 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 Exchange. The
Commission is publishing this notice to
solicit comments on the proposed rule
change from interested persons.
I. Self-Regulatory Organization’s
Statement of the Terms of Substance of
the Proposed Rule Change
The Exchange proposes to amend its
Listing Fees schedule by increasing its
listing fees. The text of the proposed
rule change appears below. Proposed
new language is in italics; proposed
deletions are in [brackets].
*
*
*
*
*
LISTING FEE SCHEDULE
Stocks
Listing Application Fee: [$250.00]
$500 per original listing application. Fee
is non-refundable, but will be applied
12 15
16 15
13 15
17 17
Frm 00118
Fmt 4703
U.S.C. 78s(b)(2).
CFR 200.30–3(a)(12).
1 15 U.S.C. 78s(b)(1).
2 17 CFR 240.19b–4.
Sfmt 4703
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24JNN1
]]>Agencies
[Federal Register Volume 70, Number 121 (Friday, June 24, 2005)]
[Notices]
[Pages 36673-36674]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: E5-3274]
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-51879; File No. SR-BSE-2004-58]
Self-Regulatory Organizations; Boston Stock Exchange, Inc.; Order
Approving Proposed Rule Change, and Amendments No. 1, 2, 3, and 4
Thereto, Relating to the Composition of the Board of Directors and
Executive Committee of Boston Options Exchange Regulation LLC
June 20, 2005.
I. Introduction
On December 9, 2004, the Boston Stock Exchange, Inc. (``BSE'' or
``Exchange'') filed with the Securities and Exchange Commission
(``Commission''), pursuant to Section 19(b)(1) of the Securities
Exchange Act of 1934 (``Act''),\1\ and Rule 19b-4 thereunder,\2\ a
proposed rule change to amend certain sections of the By-laws of Boston
Options Exchange Regulation LLC (``BOXR'') relating to BSE Governor
representation on BOXR's Board of Directors (``BOXR Board'') and
Executive Committee. BOXR is a wholly owned subsidiary of the Exchange
and the Exchange has delegated certain functions to BOXR so that BOXR
is responsible for the regulatory oversight of the Boston Options
Exchange, a facility of the BSE.
---------------------------------------------------------------------------
\1\ 15 U.S.C. 78s(b)(1).
\2\ 17 CFR 240.19b-4.
---------------------------------------------------------------------------
On December 13, 2004, the BSE filed Amendment No. 1 to the proposed
rule change.\3\ On December 16, 2004, the BSE filed Amendment No. 2 to
the proposed rule change.\4\ On March 8, 2005, the BSE filed Amendment
No. 3 to the proposed rule change.\5\ On March 10, 2005, the BSE filed
Amendment No. 4 to the proposed rule change.\6\ The proposed rule
change, as amended, was published for comment in the Federal Register
on March 24, 2005.\7\ The
[[Page 36674]]
Commission received no comments on the proposal.
---------------------------------------------------------------------------
\3\ In Amendment No. 1, the Exchange revised the proposed rule
text. Amendment No. 1 replaced the BSE's original filing in its
entirety.
\4\ In Amendment No. 2, the Exchange withdrew its request that
the proposed rule change become immediately effective and requested
that the proposed rule change become effective pursuant to Section
19(b)(2) of the Act.
\5\ In Amendment No. 3, the Exchange revised the purpose section
and rule text of the proposed rule change. Amendment No. 3 replaced
Amendment No. 1, as amended by Amendment No. 2, in its entirety.
\6\ In Amendment No. 4, the Exchange amended its filing to
reflect that Amendment No. 3 was incorrectly filed pursuant to Rule
19(b)(3)(A) of the Act and should have been filed pursuant to
section 19(b)(2) of the Act.
\7\ See Securities Exchange Act Release No. 51388 (March 17,
2005), 70 FR 15135.
---------------------------------------------------------------------------
II. Description of the Proposal
The Exchange proposed the following amendments to BOXR's By-laws:
(1) Replace the requirement in Section 4 that the BSE Chairman be a
member of the BOXR Board with the requirement that at least one
Governor of the BSE Board of Governors must be a member of the BOXR
Board; (2) replace the requirement in Section 14 that the BSE Chairman
must be a member of BOXR's Executive Committee with the requirement
that at least one Governor of the BSE Board of Governors, who shall
also be a member of the BOXR Board, must be a member of BOXR's
Executive Committee; and (3) eliminate language in both Sections 3 and
4 that provides that the BSE Chairman shall not be considered a member
of the BOXR Board for ``qualification purposes.'' Section 4 of BOXR's
By-laws provides that at least 50% of the Directors on the BOXR Board
must be Public Directors \8\ and at least 20% of the Directors on the
BOXR Board must be representatives of BOX Options Participants.\9\
However, currently, the BSE Chairman is not considered to be a Public
Director, BOX Options Participant Director or Industry Director \10\
and is not taken into account when determining whether the composition
of the BOXR Board complies with the composition requirements of Section
4, although the BSE Chairman is a voting member of the BOXR Board. The
proposed rule change, however, would require BOXR to consider the BSE
Governor representative on the BOXR Board for the purpose of
determining compliance with the composition requirements of Section 4,
whether the BSE Governor representative is the BSE's Chairman or
another member of the BSE Board of Governors.
---------------------------------------------------------------------------
\8\ See Definitions, Paragraph (p) of the BOXR By-laws.
\9\ See Definitions, Paragraph (o) of the BOXR By-laws.
\10\ See Article II, Section 1 of the BSE Constitution.
---------------------------------------------------------------------------
III. Discussion and Commission Findings
The Commission finds that the proposed rule change, as amended, is
consistent with the requirements of the Act and the rules and
regulations thereunder applicable to a national securities exchange
\11\ and, in particular, the requirements of Section 6(b) of the Act
\12\ and the rules and regulations thereunder. The Commission finds
specifically that the proposed rule change, as amended, is consistent
with Section 6(b)(1) of the Act,\13\ in that the proposal is designed
so that the Exchange is organized and has the capacity to carry out the
purposes of the Act; Section 6(b)(3) of the Act,\14\ in that the
proposal is designed so the rules of the Exchange assure a fair
representation of its members in the selection of its directors and the
administration of its affairs; and Section 6(b)(5) of the Act,\15\ in
that the proposal is designed to promote just and equitable principles
of trade, remove impediments to and perfect the mechanism of a free and
open market and a national market system, and to protect investors and
the public interest.
---------------------------------------------------------------------------
\11\ In approving this proposed rule change, the Commission
notes that it has considered the proposed rule's impact on
efficiency, competition, and capital formation. 15 U.S.C. 78c(f).
\12\ 15 U.S.C. 78f(b).
\13\ 15 U.S.C. 78f(b)(1).
\14\ 15 U.S.C. 78f(b)(3).
\15\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------
The Commission notes that the proposal is designed to provide the
Exchange with greater flexibility with respect to the appointment of a
BSE Governor to serve on the BOXR Board and Executive Committee. The
Exchange's Constitution permits, but does not mandate, that the
Exchange's Chairman and Chief Executive Officer (``CEO'') positions be
separated. If the positions are in fact held by two individuals, then
the Exchange's Chairman would be responsible for the regulatory
functions of the Exchange and it would be consistent with BOXR's
regulatory mandate to have the BSE Chairman be a member of the BOXR
Board and Executive Committee. However, in the event that the positions
are held by a single individual, then the Exchange's Board would be
able to appoint a BSE Governor other than the BSE Chairman to the BOXR
Board. The Commission considers it appropriate for the Exchange to have
a BSE Governor other than the Exchange's Chairman be appointed to the
BOXR Board and Executive Committee, particularly in light of the
Exchange's goal to maintain an adequate separation between its business
and regulatory functions.
In addition, the proposal would allow the BSE Governor that serves
on the BOXR Board to be considered for the purpose of determining the
qualification percentages of the BOXR Board. The Commission notes that
this provision would not alter the current requirement of the BOXR By-
laws that at least 20% of the BOXR Directors (but no fewer than two
Directors) be officers or directors of a firm approved as a BOX Option
Participant. Therefore, in the Commission's view, the proposal is
consistent with the Act's requirement that the Exchange assure the fair
representation of members in the selection of its directors and
administration of its affairs.
It is therefore ordered, pursuant to Section 19(b)(2) of the
Act,\16\ that the proposed rule change (SR-BSE-2004-58), as amended,
be, and hereby is, approved.
---------------------------------------------------------------------------
\16\ 15 U.S.C. 78s(b)(2).
For the Commission, by the Division of Market Regulation,
pursuant to delegated authority.\17\
---------------------------------------------------------------------------
\17\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------
Jill M. Peterson,
Assistant Secretary.
[FR Doc. E5-3274 Filed 6-23-05; 8:45 am]
BILLING CODE 8010-01-P
