Self-Regulatory Organizations; Boston Stock Exchange, Inc.; Notice of Filing and Immediate Effectiveness of Proposed Rule Change Regarding Transfer of BOX Units From the Montre, 24327-24329 [E8-9695]
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Federal Register / Vol. 73, No. 86 / Friday, May 2, 2008 / Notices
11. The Commission shall have issued
an order approving the Substitution
under Section 26(c) of the 1940 Act.
12. A registration statement for the
Substitute Fund is effective and the
investment objectives and policies and
fees and expenses for the Substitute
Fund as described herein have been
implemented.
13. Each Affected Contract Owner
will have been sent a copy of (a) a
Contract prospectus supplement
informing shareholders of this
Application; (b) a prospectus for the
Substitute Fund, and (c) a second
supplement to the Contract prospectus
setting forth the Effective Date and
advising Affected Contract Owners of
their right to reconsider the Substitution
and, if they so choose, any time prior to
the Effective Date and for 30 days
thereafter, to reallocate or withdraw
amounts under their affected Contract or
otherwise terminate their interest
therein in accordance with the terms
and conditions of their Contract.
14. The Companies shall have
satisfied themselves, that (a) the
Contracts allow the substitution of
investment company shares in the
manner contemplated by the
Substitution and related transactions
described herein; (b) the transaction can
be consummated as described in this
Application under applicable insurance
laws; and (c) that any regulatory
requirements in each jurisdiction where
the Contracts are qualified for sale, have
been complied with to the extent
necessary to complete the transaction.
Conclusion
For the reasons and upon the facts set
forth above, Applicants submit that the
requested order meets the standards set
forth in Section 26(c) of the 1940 Act.
Applicants request an order of the
Commission, pursuant to Section 26(c)
of the 1940 Act, approving the
Substitutions.
For the Commission, by the Division of
Investment Management, pursuant to
delegated authority.
Florence E. Harmon,
Deputy Secretary.
[FR Doc. E8–9632 Filed 5–1–08; 8:45 am]
BILLING CODE 8010–01–P
mstockstill on PROD1PC66 with NOTICES
SECURITIES AND EXCHANGE
COMMISSION
Sunshine Act Meeting
Notice is hereby given, pursuant to
the provisions of the Government in the
Sunshine Act, Pub. L. 94–409, that the
Securities and Exchange Commission
will hold an Open Meeting on Monday,
VerDate Aug<31>2005
17:17 May 01, 2008
Jkt 214001
May 5, 2008 at 10 a.m., in the
Auditorium, Room L–002.
The subject matter of the Open
Meeting will be:
1. The Commission will hear oral
argument on an appeal by Impax
Laboratories, Inc. from an initial
decision of an administrative law judge.
Impax, a Delaware corporation,
develops, manufactures, and distributes
pharmaceutical products. Impax’s
common stock is registered with the
Commission pursuant to Section 12(g)
of the Securities Exchange Act of 1934.
The law judge found that Impax had
violated Exchange Act Section 13(a) and
Exchange Act Rules 13a–1 and 13a–13
thereunder by failing to file its required
quarterly and annual reports for any
period after September 30, 2004. The
law judge revoked the registration of
Impax’s common stock.
Impax does not appeal the law judge’s
findings of violation. However, Impax
does appeal the sanction imposed by the
law judge.
Issues likely to be considered include
whether the protection of investors
requires revoking the Section 12(g)
registration of Impax’s common stock.
2. The Commission will also hear oral
argument on an appeal by Robert
Radano from an initial decision of an
administrative law judge barring him
from associating with any investment
adviser. The law judge based his
decision to impose a bar on Radano’s
having been enjoined from future
violations of (A) Sections 206(1) and
(2)—the antifraud provisions—of the
Investment Advisers Act, and (B)
Investment Advisers Act Section 203(f),
which prohibits investment advisers
from associating with a barred
individual. Issues likely to be
considered include whether it is in the
public interest to bar Radano from
association with any investment
adviser.
At times, changes in Commission
priorities require alterations in the
scheduling of meeting items.
For further information and to
ascertain what, if any, matters have been
added, deleted or postponed, please
contact:
The Office of the Secretary at (202)
551–5400.
Dated: April 28, 2008.
Florence E. Harmon,
Deputy Secretary.
[FR Doc. E8–9644 Filed 5–1–08; 8:45 am]
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24327
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–57713; File No. SR–BSE–
2008–28]
Self-Regulatory Organizations; Boston
Stock Exchange, Inc.; Notice of Filing
and Immediate Effectiveness of
Proposed Rule Change Regarding
Transfer of BOX Units From the
´
Montreal Exchange Inc. to MX US 2,
Inc.
April 25, 2008.
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 April 22,
2008, 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
below which Items have been
substantially prepared by the BSE. The
Exchange filed the proposal as a ‘‘noncontroversial’’ proposed rule change
pursuant to Section 19(b)(3)(A) of the
Act 3 and Rule 19b–4(f)(6) thereunder,4
which renders the proposal effective
upon filing with the Commission. 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 is submitting the
proposed rule change to the
Commission to amend the Fifth
Amended and Restated Operating
Agreement, dated January 26, 2005,
(‘‘BOX LLC Agreement’’), of the Boston
Options Exchange Group LLC (‘‘BOX
LLC’’), in connection with the transfer
´
by the Montreal Exchange Inc.,5 a
´
company incorporated in Quebec,
Canada (‘‘MX’’), of its 31.37%
ownership interest in BOX LLC to MX
U.S. 2, Inc. (‘‘MX US’’), a wholly-owned
U.S. subsidiary of MX.6 The text of the
proposed rule change is available at the
BSE, the Commission’s Public Reference
Room, and https://www.bostonstock.com.
1 15
U.S.C. 78s(b)(1).
CFR 240.19b–4.
3 15 U.S.C. 78s(b)(3)(A).
4 17 CFR 240.19b–4(f)(6).
5 The Montreal Exchange Inc. is also known in
´
´
French as the Bourse de Montreal Inc.
6 Capitalized terms not otherwise defined herein
shall have the meanings set forth in the BOX LLC
Agreement.
2 17
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Federal Register / Vol. 73, No. 86 / Friday, May 2, 2008 / Notices
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
Exchange included statements
concerning the purpose of, and basis for,
the proposed rule change and discussed
any comments it received on the
proposal. 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
mstockstill on PROD1PC66 with NOTICES
1. Purpose
On January 13, 2004, the Commission
approved four BSE proposals that
together established, through an
operating agreement among its owners,
a Delaware limited liability company,
BOX LLC, to operate the BOX market as
an options trading facility of the
Exchange.7 MX has transferred its
31.37% ownership interest in BOX LLC
to MX US. The Exchange is submitting
the proposed rule change to the
Commission to amend the BOX LLC
Agreement pursuant to the proposed
Instrument of Accession in connection
with the transfer of MX’s 31.37%
ownership interest in BOX LLC to MX
US.8 As a result, MX will agree to abide
by all the provisions of the BOX LLC
Agreement, including those provisions
requiring submission to the jurisdiction
of the Commission.9
7 See Securities Exchange Act Release Nos. 49066
(January 13, 2004), 69 FR 2773 (January 20, 2004)
(SR–BSE–2003–17) (establishing a fee schedule for
the proposed BOX facility); 49065 (January 13,
2004), 69 FR 2768 (January 20, 2004) (SR–BSE–
2003–04) (creating Boston Options Exchange
Regulation LLC to which the BSE would delegate
its self-regulatory functions with respect to the BOX
facility); 49068 (January 13, 2004), 69 FR 2775
(January 20, 2004) (SR–BSE–2002–15) (approving
trading rules for the BOX facility); and 49067
(January 13, 2004), 69 FR 2761 (January 20, 2004)
(SR–BSE–2003–19) (approving certain regulatory
provisions of the BOX LLC Agreement).
8 The Exchange represented that the Instrument of
Accession was executed on April 22, 2008. See
electronic mail from Lisa J. Fall, General Counsel,
BOX LLC, to Molly Kim, Special Counsel, Division
of Trading and Markets (‘‘Division’’), Commission,
and Johnna Dumler, Special Counsel, Division,
Commission, dated April 22, 2008.
9 The BOX LLC states, in part, that ‘‘the Members,
officers, directors, agents, and employees of
Members irrevocably submit to the exclusive
jurisdiction of the U.S. federal courts, U.S.
Securities and Exchange Commission, and the
Boston Stock Exchange, for the purposes of any
suit, action or proceeding pursuant to U.S. federal
securities laws, the rules or regulations thereunder,
arising out of, or relating to, BOX activities or
Article 19.6(a), (except that such jurisdictions shall
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Jkt 214001
For the reasons stated above, the BSE
is submitting to the Commission the
proposed Instrument of Accession to the
BOX LLC Agreement as a rule change.
2. Statutory Basis
The Exchange believes that its
proposal is consistent with the
requirements of Section 6(b) of the
Act,10 in general, and furthers the
objectives of Section 6(b)(1),11 in
particular, in that it enables the
Exchange to be so organized so as to
have the capacity to be able to carry out
the purposes of the Act and to comply,
and to enforce compliance by its
exchange members and persons
associated with its exchange members,
with the provisions of the Act, the rules
and regulations thereunder, and the
rules of the Exchange.
The Exchange also believes that this
filing furthers the objectives of Section
6(b)(5) of the Act 12 in that it is designed
to facilitate transactions in securities, 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 regulating, clearing,
settling, processing information with
respect to, and facilitating transactions
in securities, 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.
B. Self-Regulatory Organization’s
Statement on Burden on Competition
The Exchange does not believe that
the proposed rule change will impose
any burden on competition that is not
necessary or appropriate in furtherance
of the purposes of the Act.
C. Self-Regulatory Organization’s
Statement on Comments on the
Proposed Rule Change Received From
Members, Participants, or Others
The Exchange has neither solicited
nor received comments on the proposed
rule change.
also include Delaware for any such matter relating
to the organization or internal affairs of BOX,
provided that such matter is not related to trading
on, or the regulation, of the BOX Market), and
hereby waive, and agree not to assert by way of
motion, as a defense or otherwise in any such suit,
action or proceeding, any claims that they are not
personally subject to the jurisdiction of the U.S.
Securities and Exchange Commission, that the suit,
action or proceeding is an inconvenient forum or
that the venue of the suit, action or proceeding is
improper, or that the subject matter hereof may not
be enforced in or by such courts or agency.’’ See
BOX LLC Agreement, Section 19.6.
10 15 U.S.C. 78f(b).
11 15 U.S.C. 78f(b)(1).
12 15 U.S.C. 78f(b)(5).
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III. Date of Effectiveness of the
Proposed Rule Change and Timing for
Commission Action
Because the foregoing proposed rule
change does not: (i) Significantly affect
the protection of investors or the public
interest; (ii) impose any significant
burden on competition; and (iii) become
operative for 30 days from the date on
which it was filed, or such shorter time
as the Commission may designate if
consistent with the protection of
investors and the public interest, it has
become effective pursuant to Section
19(b)(3)(A) of the Act 13 and Rule 19b–
4(f)(6) thereunder.14
A proposed rule change filed under
Rule 19b–4(f)(6) normally may not
become operative prior to 30-days after
the date of filing.15 However, Rule 19b–
4(f)(6)(iii) permits the Commission to
designate a shorter time if such action
is consistent with the protection of
investors and the public interest.16 The
Exchange has requested that the
Commission waive the 30-day operative
delay. The Commission believes that
waiving the 30-day operative delay is
consistent with the protection of
investors and the public interest
because the Instrument of Accession
was executed on April 22, 2008, and
there is no reason to delay
implementation of the changes to the
BOX LLC Agreement pursuant to the
Instrument of Accession. For these
reasons, the Commission designates the
proposal to be operative upon filing
with the Commission.17
At any time within 60 days of the
filing of the proposed rule change, the
Commission may summarily abrogate
such 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.18
IV. Solicitation of Comments
Interested persons are invited to
submit written data, views, and
arguments concerning the foregoing,
13 15
U.S.C. 78s(b)(3)(A).
CFR 240.19b–4(f)(6).
15 17 CFR 240.19b–4(f)(6)(iii). In addition, Rule
19b–4(f)(6)(iii) requires the self-regulatory
organization to give the Commission notice of its
intent to file the proposed rule change, along with
a brief description and text of the proposed rule
change, at least five business days prior to the date
of filing of the proposed rule change, or such
shorter time as designated by the Commission. BSE
has satisfied the five-day pre-filing requirement.
16 17 CFR 240.19b–4(f)(6)(iii).
17 For purposes only of waiving the 30-day
operative delay, the Commission has considered the
proposed rule’s impact on efficiency, competition,
and capital formation. 15 U.S.C. 78c(f).
18 See 15 U.S.C. 78s(b)(3)(C).
14 17
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Federal Register / Vol. 73, No. 86 / Friday, May 2, 2008 / Notices
including whether the proposed rule
change is consistent with the Act.
Comments may be submitted by any of
the following methods:
Electronic Comments
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–57716; File No. SR–CBOE–
2007–39]
Self-Regulatory Organizations;
Chicago Board Options Exchange,
Incorporated; Notice of Filing of
Amendment No. 2 and Order Granting
Accelerated Approval of a Proposed
Rule Change, as Modified by
Amendment No. 2 Thereto, Regarding
Penny Price Improvement
Paper Comments
April 25, 2008.
• Send paper comments in triplicate
to Nancy M. Morris, Secretary,
Securities and Exchange Commission,
100 F Street, NE., Washington, DC
20549–1090.
All submissions should refer to File
Number SR–BSE–2008–28. 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
Room, 100 F Street, NE., Washington,
DC 20549, on official business days
between the hours of 10 a.m. and 3 p.m.
Copies of the filing also will be available
for inspection and copying at the
principal office of the BSE. 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 available publicly. All
submissions should refer to File
Number SR–BSE–2008–28 and should
be submitted on or before May 23, 2008.
mstockstill on PROD1PC66 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–BSE–2008–28 on the
subject line.
I. Introduction
On April 24, 2007, the Chicago Board
Options Exchange, Incorporated
(‘‘CBOE’’ 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 its rules regarding price
improvement for options not currently
quoted in one-cent increments. The
proposed rule change was published for
comment in the Federal Register on
May 14, 2007.3 The Commission
received two comment letters in
response to the proposed rule change.4
On March 25, 2008, the Exchange filed
Amendment No. 1 to make certain
modifications to the original rule filing.
On March 28, 2008, the Exchange
withdrew Amendment No. 1 to the
proposed rule change and
simultaneously filed Amendment No. 2
to the proposal. This order provides
notice of the proposed rule change, as
modified by Amendment No. 2, and
approves the proposed rule change, as
modified by Amendment No. 2, on an
accelerated basis.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.19
Florence E. Harmon,
Deputy Secretary.
[FR Doc. E8–9695 Filed 5–1–08; 8:45 am]
BILLING CODE 8010–01–P
19 17
CFR 200.30–3(a)(12).
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II. Description of the Proposal
Proposed CBOE Rule 6.13B will
expand the ability of Exchange users to
effect transactions in penny increments
in classes and/or series trading on
CBOE’s Hybrid System that are not
currently quoting in penny increments.5
The Exchange will designate the
classes/series eligible for this penny
pricing, and the penny pricing will be
1 15
U.S.C. 78s(b)(1).
CFR 240.19b–4.
3 See Securities Exchange Act Release No. 55724
(May 8, 2007), 72 FR 27156.
4 See letter to Nancy Morris, Secretary,
Commission, from John C. Nagel, Director &
Associate General Counsel, Citadel, dated June 4,
2007 (‘‘Citadel Letter’’) and letter to Nancy M.
Morris, Secretary, Commission, from Michael J.
Simon, Secretary, International Securities
Exchange, LLC, dated June 1, 2007 (‘‘ISE Letter’’).
5 Amendment No. 2 clarified that the program
will not apply to Hybrid 3.0 classes.
2 17
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24329
available electronically and in open
outcry.
As proposed, all limit orders or quotes
electronically sent to CBOE (regardless
of sender origin type) can be priced in
a one-cent increment. Specifically, an
Exchange Market-Maker can provide the
Exchange with indications to trade in
one-cent increments that improve on the
Market-Maker’s disseminated quotation.
Such indications of interest will be firm
for all interest received by the Exchange.
Further, all other users can
electronically submit orders priced in
one-cent increments. The Exchange will
round the limit price to the nearest
permissible quoted increment for
display purposes, but will maintain the
one-cent increment limit price for trade
execution and allocation purposes.6 To
the extent there is trading interest from
multiple sources at the same one-cent
increment price, priority will be
established in the same manner as
priority at a standard quoting increment
(i.e., normal allocation procedures will
be used). The Exchange has represented
that the system will not execute an
order at a price that would cause a
trade-through of another options
exchange.
With respect to open outcry, crowd
members will be able to provide price
improvement in one-cent increments
over the Exchange’s Best Bid or Offer
(‘‘BBO’’). The Exchange has represented
that any resulting trade will not cause
a trade-through of another options
exchange. Further, prior to executing
any order in open outcry in a one-cent
increment, Exchange members will be
required to electronically ‘‘sweep’’ any
penny pricing interest on the book that
may exist.7 The ‘‘sweep’’ is designed to
ensure that better-priced orders resting
in one-cent increments are executed
prior to the open outcry transaction and
6 For example, if the CBOE market is 1–1.20 and
an order is received to buy 10 contracts at 1.08,
CBOE would disseminate a 1.05 bid for 10
contracts, and any subsequent sell market order
received by the Exchange would trade at 1.08 for
up to 10 contracts (after that, the quote would revert
back to 1–1.20).
Amendment No. 2 deletes a provision in the
original filing that would have allowed the
Exchange to append an indicator to the OPRA quote
representing the existence of penny pricing.
Additionally, in Amendment No. 2, the Exchange
represents that the size and price of any penny
pricing will not be displayed or made available to
anyone (other than the size that is added to the
Exchange’s BBO to reflect the size of rounded,
penny-priced orders).
7 Open outcry penny pricing generally will be
available in instances where a Floor Broker is
attempting to cross an order pursuant to CBOE Rule
6.74, except it will not be available in those
instances where: (i) A Floor Broker is attempting to
cross orders during the opening rotation in open
outcry (see CBOE Rule 6.74(c)); or (ii) a Floor
Broker is utilizing the Exchange’s SizeQuote
Mechanism (see CBOE Rule 6.74(f)).
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]]>Agencies
[Federal Register Volume 73, Number 86 (Friday, May 2, 2008)]
[Notices]
[Pages 24327-24329]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: E8-9695]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-57713; File No. SR-BSE-2008-28]
Self-Regulatory Organizations; Boston Stock Exchange, Inc.;
Notice of Filing and Immediate Effectiveness of Proposed Rule Change
Regarding Transfer of BOX Units From the Montreal Exchange Inc. to MX
US 2, Inc.
April 25, 2008.
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 April 22, 2008, 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 below which Items have been substantially prepared by the BSE. The
Exchange filed the proposal as a ``non-controversial'' proposed rule
change pursuant to Section 19(b)(3)(A) of the Act \3\ and Rule 19b-
4(f)(6) thereunder,\4\ which renders the proposal effective upon filing
with the Commission. The Commission is publishing this notice to
solicit comments on the proposed rule change from interested persons.
---------------------------------------------------------------------------
\1\ 15 U.S.C. 78s(b)(1).
\2\ 17 CFR 240.19b-4.
\3\ 15 U.S.C. 78s(b)(3)(A).
\4\ 17 CFR 240.19b-4(f)(6).
---------------------------------------------------------------------------
I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change
The Exchange is submitting the proposed rule change to the
Commission to amend the Fifth Amended and Restated Operating Agreement,
dated January 26, 2005, (``BOX LLC Agreement''), of the Boston Options
Exchange Group LLC (``BOX LLC''), in connection with the transfer by
the Montreal Exchange Inc.,\5\ a company incorporated in Qu[eacute]bec,
Canada (``MX''), of its 31.37% ownership interest in BOX LLC to MX U.S.
2, Inc. (``MX US''), a wholly-owned U.S. subsidiary of MX.\6\ The text
of the proposed rule change is available at the BSE, the Commission's
Public Reference Room, and https://www.bostonstock.com.
---------------------------------------------------------------------------
\5\ The Montreal Exchange Inc. is also known in French as the
Bourse de Montreal Inc.
\6\ Capitalized terms not otherwise defined herein shall have
the meanings set forth in the BOX LLC Agreement.
---------------------------------------------------------------------------
[[Page 24328]]
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 Exchange included statements
concerning the purpose of, and basis for, the proposed rule change and
discussed any comments it received on the proposal. 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
On January 13, 2004, the Commission approved four BSE proposals
that together established, through an operating agreement among its
owners, a Delaware limited liability company, BOX LLC, to operate the
BOX market as an options trading facility of the Exchange.\7\ MX has
transferred its 31.37% ownership interest in BOX LLC to MX US. The
Exchange is submitting the proposed rule change to the Commission to
amend the BOX LLC Agreement pursuant to the proposed Instrument of
Accession in connection with the transfer of MX's 31.37% ownership
interest in BOX LLC to MX US.\8\ As a result, MX will agree to abide by
all the provisions of the BOX LLC Agreement, including those provisions
requiring submission to the jurisdiction of the Commission.\9\
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\7\ See Securities Exchange Act Release Nos. 49066 (January 13,
2004), 69 FR 2773 (January 20, 2004) (SR-BSE-2003-17) (establishing
a fee schedule for the proposed BOX facility); 49065 (January 13,
2004), 69 FR 2768 (January 20, 2004) (SR-BSE-2003-04) (creating
Boston Options Exchange Regulation LLC to which the BSE would
delegate its self-regulatory functions with respect to the BOX
facility); 49068 (January 13, 2004), 69 FR 2775 (January 20, 2004)
(SR-BSE-2002-15) (approving trading rules for the BOX facility); and
49067 (January 13, 2004), 69 FR 2761 (January 20, 2004) (SR-BSE-
2003-19) (approving certain regulatory provisions of the BOX LLC
Agreement).
\8\ The Exchange represented that the Instrument of Accession
was executed on April 22, 2008. See electronic mail from Lisa J.
Fall, General Counsel, BOX LLC, to Molly Kim, Special Counsel,
Division of Trading and Markets (``Division''), Commission, and
Johnna Dumler, Special Counsel, Division, Commission, dated April
22, 2008.
\9\ The BOX LLC states, in part, that ``the Members, officers,
directors, agents, and employees of Members irrevocably submit to
the exclusive jurisdiction of the U.S. federal courts, U.S.
Securities and Exchange Commission, and the Boston Stock Exchange,
for the purposes of any suit, action or proceeding pursuant to U.S.
federal securities laws, the rules or regulations thereunder,
arising out of, or relating to, BOX activities or Article 19.6(a),
(except that such jurisdictions shall also include Delaware for any
such matter relating to the organization or internal affairs of BOX,
provided that such matter is not related to trading on, or the
regulation, of the BOX Market), and hereby waive, and agree not to
assert by way of motion, as a defense or otherwise in any such suit,
action or proceeding, any claims that they are not personally
subject to the jurisdiction of the U.S. Securities and Exchange
Commission, that the suit, action or proceeding is an inconvenient
forum or that the venue of the suit, action or proceeding is
improper, or that the subject matter hereof may not be enforced in
or by such courts or agency.'' See BOX LLC Agreement, Section 19.6.
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For the reasons stated above, the BSE is submitting to the
Commission the proposed Instrument of Accession to the BOX LLC
Agreement as a rule change.
2. Statutory Basis
The Exchange believes that its proposal is consistent with the
requirements of Section 6(b) of the Act,\10\ in general, and furthers
the objectives of Section 6(b)(1),\11\ in particular, in that it
enables the Exchange to be so organized so as to have the capacity to
be able to carry out the purposes of the Act and to comply, and to
enforce compliance by its exchange members and persons associated with
its exchange members, with the provisions of the Act, the rules and
regulations thereunder, and the rules of the Exchange.
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\10\ 15 U.S.C. 78f(b).
\11\ 15 U.S.C. 78f(b)(1).
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The Exchange also believes that this filing furthers the objectives
of Section 6(b)(5) of the Act \12\ in that it is designed to facilitate
transactions in securities, 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 regulating,
clearing, settling, processing information with respect to, and
facilitating transactions in securities, 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.
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\12\ 15 U.S.C. 78f(b)(5).
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B. Self-Regulatory Organization's Statement on Burden on Competition
The Exchange does not believe that the proposed rule change will
impose any burden on competition that is not necessary or appropriate
in furtherance of the purposes of the Act.
C. Self-Regulatory Organization's Statement on Comments on the Proposed
Rule Change Received From Members, Participants, or Others
The Exchange has neither solicited nor received comments on the
proposed rule change.
III. Date of Effectiveness of the Proposed Rule Change and Timing for
Commission Action
Because the foregoing proposed rule change does not: (i)
Significantly affect the protection of investors or the public
interest; (ii) impose any significant burden on competition; and (iii)
become operative for 30 days from the date on which it was filed, or
such shorter time as the Commission may designate if consistent with
the protection of investors and the public interest, it has become
effective pursuant to Section 19(b)(3)(A) of the Act \13\ and Rule 19b-
4(f)(6) thereunder.\14\
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\13\ 15 U.S.C. 78s(b)(3)(A).
\14\ 17 CFR 240.19b-4(f)(6).
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A proposed rule change filed under Rule 19b-4(f)(6) normally may
not become operative prior to 30-days after the date of filing.\15\
However, Rule 19b-4(f)(6)(iii) permits the Commission to designate a
shorter time if such action is consistent with the protection of
investors and the public interest.\16\ The Exchange has requested that
the Commission waive the 30-day operative delay. The Commission
believes that waiving the 30-day operative delay is consistent with the
protection of investors and the public interest because the Instrument
of Accession was executed on April 22, 2008, and there is no reason to
delay implementation of the changes to the BOX LLC Agreement pursuant
to the Instrument of Accession. For these reasons, the Commission
designates the proposal to be operative upon filing with the
Commission.\17\
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\15\ 17 CFR 240.19b-4(f)(6)(iii). In addition, Rule 19b-
4(f)(6)(iii) requires the self-regulatory organization to give the
Commission notice of its intent to file the proposed rule change,
along with a brief description and text of the proposed rule change,
at least five business days prior to the date of filing of the
proposed rule change, or such shorter time as designated by the
Commission. BSE has satisfied the five-day pre-filing requirement.
\16\ 17 CFR 240.19b-4(f)(6)(iii).
\17\ For purposes only of waiving the 30-day operative delay,
the Commission has considered the proposed rule's impact on
efficiency, competition, and capital formation. 15 U.S.C. 78c(f).
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At any time within 60 days of the filing of the proposed rule
change, the Commission may summarily abrogate such 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.\18\
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\18\ See 15 U.S.C. 78s(b)(3)(C).
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IV. Solicitation of Comments
Interested persons are invited to submit written data, views, and
arguments concerning the foregoing,
[[Page 24329]]
including whether the proposed rule change is consistent with the Act.
Comments may be submitted by any of the following methods:
Electronic Comments
Use the Commission's Internet comment form (https://
www.sec.gov/rules/sro.shtml); or
Send an e-mail to rule-comments@sec.gov. Please include
File Number SR-BSE-2008-28 on the subject line.
Paper Comments
Send paper comments in triplicate to Nancy M. Morris,
Secretary, Securities and Exchange Commission, 100 F Street, NE.,
Washington, DC 20549-1090.
All submissions should refer to File Number SR-BSE-2008-28. 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 Room, 100 F Street,
NE., Washington, DC 20549, on official business days between the hours
of 10 a.m. and 3 p.m. Copies of the filing also will be available for
inspection and copying at the principal office of the BSE. 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 available publicly. All
submissions should refer to File Number SR-BSE-2008-28 and should be
submitted on or before May 23, 2008.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\19\
Florence E. Harmon,
Deputy Secretary.
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\19\ 17 CFR 200.30-3(a)(12).
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[FR Doc. E8-9695 Filed 5-1-08; 8:45 am]
BILLING CODE 8010-01-P
