Self-Regulatory Organizations; American Stock Exchange LLC; Order Granting Approval of Proposed Rule Change and Amendment Nos. 1 and 2 Thereto Relating to Amendments to the Amex Membership Corporation's Certificate of Incorporation, 15231-15232 [E6-4368]
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Federal Register / Vol. 71, No. 58 / Monday, March 27, 2006 / Notices
the 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.
For the Commission, by the Division of
Market Regulation, pursuant to delegated
authority.17
Nancy M. Morris,
Secretary.
[FR Doc. E6–4343 Filed 3–24–06; 8:45 am]
IV. Solicitation of Comments
BILLING CODE 8010–01–P
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
wwhite on PROD1PC65 with NOTICES
• Use the Commission’s Internet
comment form (https://www.sec.gov/
rules/sro.shtml); or
• Send an e-mail to rulecomments@sec.gov. Please include File
Number SR–Amex–2006–26 on the
subject line.
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–53525; File No. SR–Amex–
2005–117]
Self-Regulatory Organizations;
American Stock Exchange LLC; Order
Granting Approval of Proposed Rule
Change and Amendment Nos. 1 and 2
Thereto Relating to Amendments to
the Amex Membership Corporation’s
Certificate of Incorporation
March 21, 2006.
I. Introduction
On November 23, 2005, the American
Paper Comments
Stock Exchange LLC (‘‘Amex’’ or
‘‘Exchange’’) filed with the Securities
• Send paper comments in triplicate
and Exchange Commission
to Nancy M. Morris, Secretary,
(‘‘Commission’’), pursuant to section
Securities and Exchange Commission,
19(b)(1) of the Securities Exchange Act
100 F Street, NE., Washington, DC
of 1934 (‘‘Act’’) 1 andRule 19b–4
20549–1090.
thereunder,2 a proposed rule change to
All submissions should refer to File
amend the Amex Membership
Number SR–Amex–2006–26. This file
Corporation’s (‘‘AMC’’) 3 Restated
number should be included on the
Certificate of Incorporation (‘‘AMC
subject line if e-mail is used. To help the Certificate’’) and AMC Constitution. On
Commission process and review your
January 24, 2006, Amex filed
comments more efficiently, please use
Amendment No. 1 to the proposed rule
only one method. The Commission will change.4 On February 1, 2006, Amex
post all comments on the Commission’s filed Amendment No. 2 to the proposed
Internet Web site (https://www.sec.gov/
rule change.5 The proposed rule change,
rules/sro.shtml). Copies of the
as amended, was published for
submission, all subsequent
comment in the Federal Register on
amendments, all written statements
February 16, 2006.6 The Commission
with respect to the proposed rule
received no comments on the proposal.
change that are filed with the
This order approves the proposed rule
Commission, and all written
change, as amended.
communications relating to the
II. Description and Discussion
proposed rule change between the
Commission and any person, other than
Currently, section 6 of the AMC
those that may be withheld from the
Certificate provides that AMC shall
public in accordance with the
make available one Regular Trading
provisions of 5 U.S.C. 552, will be
Right for each Regular Member and one
available for inspection and copying in
Options Principal Trading Right for
the Commission’s Public Reference
each Options Principal Member and that
Room. Copies of such filing also will be such trading rights shall not be
available for inspection and copying at
17 17 CFR 200.30–3(a)(12).
the principal office of the Amex. All
1 15 U.S.C. 78s(b)(1).
comments received will be posted
2 17 CFR 240.19b–4.
without change; the Commission does
3 AMC is the sole owner of the Exchange. Amex
not edit personal identifying
members (Regular and Options Principal Members)
information from submissions. You
are members of AMC. See Securities Exchange Act
should submit only information that
Release No. 50927 (December 23, 2004), 69 FR
you wish to make available publicly. All 78486 (December 30, 2004).
4 Amendment No. 1 replaced the original filing in
submissions should refer to File
its entirety.
Number SR–Amex–2006–26 and should
5 See Partial Amendment No. 2.
be submitted on or before April 17,
6 See Securities Exchange Act Release No. 53264
2006.
(February 9, 2006), 71 FR 8320.
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18:19 Mar 24, 2006
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15231
transferred or leased apart from those
memberships. In addition, section
7(a)(ii) of the AMC Certificate requires
the consent of the AMC members (i.e.,
the Amex members) to authorize, grant,
or issue trading rights other than
Regular Trading Rights, Options
Principal Trading Rights, or Limited
Trading Permits.
The proposed rule change would
amend the AMC Certificate to: (i)
Eliminate the reference in section 6 to
one trading right, thus allowing the
issuance of more than one right to
Regular Members and Options Principal
Members; (ii) eliminate the prohibition
in section 6 on such trading rights being
transferred or leased apart from Regular
and Options Principal Memberships;
and (iii) eliminate the requirement that
a vote of the membership is required for
the authorization, grant, or issuance of
trading rights as described in section
7(a)(ii).7 The AMC Board determined to
make these changes to give flexibility to
Amex to take prompt action to
implement new forms of trading rights
designed to enhance Amex’s position in
an increasingly competitive and fast
moving marketplace. AMC
membership’s consent will still be
required for any action taken to increase
the number of memberships issued by
AMC. The proposed rule change, as
amended, also makes other nonsubstantive changes to the AMC
Certificate and the Amex Constitution.
The Commission finds that the
proposed rule change, as amended, is
consistent with the requirements of
section 6 of the Act,8 and the rules and
regulations thereunder applicable to a
national securities exchange.9 In
particular, the Commission finds that
the proposed rule change is consistent
with section 6(b)(5) of the Act,10 which
requires, among other things, that the
Exchange’s rules be designed to prevent
fraudulent and manipulative acts and
practices, to promote just and equitable
principles of trade, to foster cooperation
and coordination with persons engaged
in facilitating transactions in securities,
and 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 notes that Amex will still
need to obtain AMC Board approval for
7 Amex will still need to obtain the consent of the
AMC Board to authorize, grant, or issue new trading
rights. See Amex Constitution Article 11, section 8.
8 15 U.S.C. 78f(b).
9 In approving this proposed rule change, the
Commission has considered the proposed rule’s
impact on efficiency, competition, and capital
formation. 15 U.S.C. 78c(f).
10 15 U.S.C. 78f(b)(5).
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15232
Federal Register / Vol. 71, No. 58 / Monday, March 27, 2006 / Notices
the issuance of new trading rights.11 The
AMC Board can, if it so chooses, seek
the consent of its full membership for
any proposal calling for the issuance of
new trading rights. Further, any new
trading rights would be subject to
approval by the Commission pursuant
to the rule filing process of section 19
of the Act. The Commission also notes
that the AMC membership’s consent
will be required for any action taken by
Amex to increase the number of
memberships issued by AMC.12 In
addition, these changes to the AMC
Certificate shall provide Amex with
more flexibility to take prompt action to
implement new forms of trading rights.
It is therefore ordered, pursuant to
section 19(b)(2) of the Act,13 that the
proposed rule change (SR–Amex–2005–
117), as amended, is approved.
For the Commission, by the Division of
Market Regulation, pursuant to delegated
authority.14
Nancy M. Morris,
Secretary.
[FR Doc. E6–4368 Filed 3–24–06; 8:45 am]
BILLING CODE 8010–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–53516; File No. SR–BSE–
2006–14]
Self-Regulatory Organizations; Boston
Stock Exchange, Inc.; Notice of Filing
and Immediate Effectiveness of
Proposed Rule Change and
Amendments No. 1 and 2 Thereto
Relating to Information Contained in a
Directed Order on the Boston Options
Exchange
March 20, 2006.
wwhite on PROD1PC65 with NOTICES
Pursuant to section 19(b)(1) of the
Securities Exchange Act of 1934 (the
‘‘Act’’),1 and Rule 19b–4 thereunder,2
notice is hereby given that on March 14,
2006, 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 and II
11 See Amex Constitution Article II, section 8.
The AMC Nominating Committee nominates
director candidates for the AMC board of directors,
and AMC members have the right to put up their
own nominees by petition. The AMC board is then
elected by the members of AMC. See Amended and
Restated By-Laws of The Amex Membership
Corporation Sections 1.10, 1.13 and 3.03.
12 See AMC Certificate section 7(a)(ii); Amex
Constitution Article II, section 8; and Amex
Constitution Article IV, section 1(a)(1) and section
1(b)(1).
13 15 U.S.C. 78s(b)(2).
14 17 CFR 200.30–3(a)(12).
1 15 U.S.C. 78s(b)(1).
2 17 CFR 240.19b–4.
VerDate Aug<31>2005
18:19 Mar 24, 2006
Jkt 208001
below, which Items have been prepared
by the BSE. On March 16, 2006, the BSE
filed Amendment No. 1 to the proposed
rule change.3 On March 17, 2006, the
BSE filed Amendment No. 2 to the
proposed rule change.4 The BSE filed
the proposed rule change pursuant to
section 19(b)(3)(A) of the Act 5 and Rule
19b–4(f)(6) thereunder,6 which renders
the proposed rule change effective upon
filing with the Commission. The
Commission is publishing this notice to
solicit comments on the proposed rule
change, as amended, from interested
persons.
I. Self-Regulatory Organization’s
Statement of the Terms of Substance of
the Proposed Rule Change
The Boston Stock Exchange, Inc.
(‘‘BSE’’ or ‘‘Exchange’’) is proposing to
amend its rules governing its Directed
Order process on the Boston Options
Exchange (‘‘BOX’’). The Exchange is
proposing to clearly state that the BOX
Trading Host identifies to an Executing
Participant (‘‘EP’’) 7 the identity of the
firm entering a Directed Order. This rule
will be effective until June 30, 2006,
while the Commission considers a
corresponding Exchange proposal 8 to
amend its rules to permit EPs to choose
the firms from whom they will accept
Directed Orders, while providing
complete anonymity of the firm entering
a Directed Order.9 In addition, the
Exchange commits that it will cease to
provide the identity of order entry firms
prior to June 30, 2006, if the
Commission staff prohibits all options
exchanges from disclosing the identity
of order entry firms in their Directed
Order systems.
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
BSE included statements concerning the
3 In Amendment No. 1, which supersedes and
replaces the original filing in its entirety, the BSE
changed the statutory basis of the filing.
4 In Amendment No. 2, which supersedes and
replaces the original filing and Amendment No. 1
in its entirety, the BSE changed the statutory basis
of the filing.
5 15 U.S.C. 78s(b)(3)(A).
6 17 CFR 240.19b–4(f)(6).
7 BSE proposes that a Market Maker who desires
to accept Directed Orders must systemically
indicate that it is an EP whenever the Market Maker
wishes to receive Directed Orders.
8 See Securities Exchange Act Release No. 53357
(February 23, 2006), 71 FR 10730 (March 2, 2006)
(SR–BSE–2005–52).
9 In the event that the issue of anonymity in the
Directed Order process is not resolved by June 30,
2006, the Exchange intends to submit another filing
under Rule 19b–4(f)(1) under the Act extending this
rule and system process.
PO 00000
Frm 00076
Fmt 4703
Sfmt 4703
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 BSE has prepared
summaries, set forth in sections A, B,
and C below, of the most significant
aspects of such statements.
A. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
1. Purpose
BSE seeks to amend its rules to clearly
state that the BOX Trading Host
identifies to an EP the identity of the
firm entering a Directed Order. Market
Makers are able to handle orders on an
agency basis directed to them by Order
Flow Providers (‘‘OFPs’’). In Section 1,
Chapter I of the BOX Rules, a Directed
Order is defined as a Customer Order
directed to a Market Maker by an OFP.
An OFP sends a Directed Order to BOX
with a designation of the Market Maker
to whom the order is to be directed.
BOX then routes the Directed Order to
the appropriate Market Maker. Under
Chapter VI, Section 5(c)(ii) of the BOX
Rules, a Market Maker only has two
choices when he receives a Directed
Order: (1) Submit the order to the PIP
process; or (2) send the order back to
BOX for placement onto the BOX Book.
The BSE proposes to amend Chapter
VI, Section 5(c)(i) of the BOX Rules to
clarify that unlike all other orders
submitted to the BOX Trading Host,
Directed Orders are not anonymous. The
Options Participant identification
number (‘‘Participant ID’’) of the OFP
sending the Directed Order will be
revealed to the Market Maker recipient.
The Market Maker must submit this
Participant ID to BOX whenever the
Market Maker chooses to submit the
Directed Order and his Primary
Improvement Order to the PIP process.
However, once the Directed Order is
submitted to the PIP process or the BOX
Book, the Participant ID is not shown to
any market participant and the identity
of the OFP will be anonymous pursuant
to Chapter V, Section 14(e) of the BOX
Rules.
Chapter VI, Section 5(c)(i) of the BOX
Rules prohibits a Market Maker from
rejecting a Directed Order. The BSE
wishes to clarify that upon
systematically indicating its desire to
accept Directed Orders, a Market Maker
that receives a Directed Order is not,
under any circumstances, to reject the
receipt of the Directed Order from the
BOX Trading Host nor reject the
Directed Order back to the OFP who
\\ALPHA3\E\FR\FM\27MRN1.SGM
27MRN1
]]>Agencies
[Federal Register Volume 71, Number 58 (Monday, March 27, 2006)]
[Notices]
[Pages 15231-15232]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: E6-4368]
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-53525; File No. SR-Amex-2005-117]
Self-Regulatory Organizations; American Stock Exchange LLC; Order
Granting Approval of Proposed Rule Change and Amendment Nos. 1 and 2
Thereto Relating to Amendments to the Amex Membership Corporation's
Certificate of Incorporation
March 21, 2006.
I. Introduction
On November 23, 2005, the American Stock Exchange LLC (``Amex'' 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\ andRule 19b-4 thereunder,\2\ a
proposed rule change to amend the Amex Membership Corporation's
(``AMC'') \3\ Restated Certificate of Incorporation (``AMC
Certificate'') and AMC Constitution. On January 24, 2006, Amex filed
Amendment No. 1 to the proposed rule change.\4\ On February 1, 2006,
Amex filed Amendment No. 2 to the proposed rule change.\5\ The proposed
rule change, as amended, was published for comment in the Federal
Register on February 16, 2006.\6\ The Commission received no comments
on the proposal. This order approves the proposed rule change, as
amended.
---------------------------------------------------------------------------
\1\ 15 U.S.C. 78s(b)(1).
\2\ 17 CFR 240.19b-4.
\3\ AMC is the sole owner of the Exchange. Amex members (Regular
and Options Principal Members) are members of AMC. See Securities
Exchange Act Release No. 50927 (December 23, 2004), 69 FR 78486
(December 30, 2004).
\4\ Amendment No. 1 replaced the original filing in its
entirety.
\5\ See Partial Amendment No. 2.
\6\ See Securities Exchange Act Release No. 53264 (February 9,
2006), 71 FR 8320.
---------------------------------------------------------------------------
II. Description and Discussion
Currently, section 6 of the AMC Certificate provides that AMC shall
make available one Regular Trading Right for each Regular Member and
one Options Principal Trading Right for each Options Principal Member
and that such trading rights shall not be transferred or leased apart
from those memberships. In addition, section 7(a)(ii) of the AMC
Certificate requires the consent of the AMC members (i.e., the Amex
members) to authorize, grant, or issue trading rights other than
Regular Trading Rights, Options Principal Trading Rights, or Limited
Trading Permits.
The proposed rule change would amend the AMC Certificate to: (i)
Eliminate the reference in section 6 to one trading right, thus
allowing the issuance of more than one right to Regular Members and
Options Principal Members; (ii) eliminate the prohibition in section 6
on such trading rights being transferred or leased apart from Regular
and Options Principal Memberships; and (iii) eliminate the requirement
that a vote of the membership is required for the authorization, grant,
or issuance of trading rights as described in section 7(a)(ii).\7\ The
AMC Board determined to make these changes to give flexibility to Amex
to take prompt action to implement new forms of trading rights designed
to enhance Amex's position in an increasingly competitive and fast
moving marketplace. AMC membership's consent will still be required for
any action taken to increase the number of memberships issued by AMC.
The proposed rule change, as amended, also makes other non-substantive
changes to the AMC Certificate and the Amex Constitution.
---------------------------------------------------------------------------
\7\ Amex will still need to obtain the consent of the AMC Board
to authorize, grant, or issue new trading rights. See Amex
Constitution Article 11, section 8.
---------------------------------------------------------------------------
The Commission finds that the proposed rule change, as amended, is
consistent with the requirements of section 6 of the Act,\8\ and the
rules and regulations thereunder applicable to a national securities
exchange.\9\ In particular, the Commission finds that the proposed rule
change is consistent with section 6(b)(5) of the Act,\10\ which
requires, among other things, that the Exchange's rules be designed to
prevent fraudulent and manipulative acts and practices, to promote just
and equitable principles of trade, to foster cooperation and
coordination with persons engaged in facilitating transactions in
securities, and 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 notes that
Amex will still need to obtain AMC Board approval for
[[Page 15232]]
the issuance of new trading rights.\11\ The AMC Board can, if it so
chooses, seek the consent of its full membership for any proposal
calling for the issuance of new trading rights. Further, any new
trading rights would be subject to approval by the Commission pursuant
to the rule filing process of section 19 of the Act. The Commission
also notes that the AMC membership's consent will be required for any
action taken by Amex to increase the number of memberships issued by
AMC.\12\ In addition, these changes to the AMC Certificate shall
provide Amex with more flexibility to take prompt action to implement
new forms of trading rights.
---------------------------------------------------------------------------
\8\ 15 U.S.C. 78f(b).
\9\ In approving this proposed rule change, the Commission has
considered the proposed rule's impact on efficiency, competition,
and capital formation. 15 U.S.C. 78c(f).
\10\ 15 U.S.C. 78f(b)(5).
\11\ See Amex Constitution Article II, section 8. The AMC
Nominating Committee nominates director candidates for the AMC board
of directors, and AMC members have the right to put up their own
nominees by petition. The AMC board is then elected by the members
of AMC. See Amended and Restated By-Laws of The Amex Membership
Corporation Sections 1.10, 1.13 and 3.03.
\12\ See AMC Certificate section 7(a)(ii); Amex Constitution
Article II, section 8; and Amex Constitution Article IV, section
1(a)(1) and section 1(b)(1).
---------------------------------------------------------------------------
It is therefore ordered, pursuant to section 19(b)(2) of the
Act,\13\ that the proposed rule change (SR-Amex-2005-117), as amended,
is approved.
---------------------------------------------------------------------------
\13\ 15 U.S.C. 78s(b)(2).
For the Commission, by the Division of Market Regulation,
pursuant to delegated authority.\14\
---------------------------------------------------------------------------
\14\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------
Nancy M. Morris,
Secretary.
[FR Doc. E6-4368 Filed 3-24-06; 8:45 am]
BILLING CODE 8010-01-P
