Self-Regulatory Organizations; Notice of Filing of Proposed Rule Change by New York Stock Exchange LLC To Adopt an Initial Listing Standard Applicable Only to Companies Transferring From NYSE Arca, 60378-60380 [E8-24178]

Download as PDF 60378 Federal Register / Vol. 73, No. 198 / Friday, October 10, 2008 / Notices all tapes through the Order Delivery Mode, through Auto Ex, and as liquidity providing trades and quotes. Based upon the information above, the Exchange believes that the proposed rule change is consistent with the protection of investors and the public interest. Operative Date and Notice The Exchange intends to make the proposed credit and rebate structure effective on filing of this proposed rule for trading on September 23, 2008. Pursuant to Exchange Rule 16.1(c), the Exchange will ‘‘provide ETP Holders with notice of all relevant dues, fees, assessments and charges of the Exchange’’ through the issuance of a Regulatory Circular of the changes to the Fee Schedule and will provide a copy of the rule filing on the Exchange’s Web site (http://www.nsx.com). Statutory Basis The Exchange believes that the proposed rule change is consistent with the provisions of Section 6(b) of the Act,5 in general, and Section 6(b)(4) of the Act,6 in particular, in that it is designed to provide for the equitable allocation of reasonable dues, fees and other charges among its members and other persons using the facilities of the Exchange. Moreover, the proposed fee and rebate structure is not discriminatory in that all ETP Holders are eligible to submit (or not submit) liquidity adding trades and quotes in Order Delivery Mode in all tapes and may do so at their discretion. B. Self-Regulatory Organization’s Statement on Burden on Competition The Exchange does not believe that the proposed rule change will impose any inappropriate burden on competition. mstockstill on PROD1PC66 with NOTICES 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 written comments on the proposed rule change. III. Date of Effectiveness of the Proposed Rule Change and Timing for Commission Action The proposed rule change has taken effect upon filing pursuant to Section 19(b)(3)(A)(ii) of the Act 7 and subparagraph (f)(2) of Rule 19b–4 8 thereunder, because, as provided in 5 15 U.S.C. 78f(b). U.S.C. 78f(b)(4). 7 15 U.S.C. 78s(b)(3)(A)(ii). 8 17 CFR 240.19b–4 [sic]. 6 15 VerDate Aug<31>2005 20:11 Oct 09, 2008 Jkt 217001 (f)(2), it ‘‘changes a due, fee or other charge imposed by the Exchange applicable only to a member’’ (known on the Exchange as an ETP Holder). At any time within sixty (60) days of the filing of such 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. IV. Solicitation of Comments 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 • Use the Commission’s Internet comment form (http://www.sec.gov/ rules/sro.shtml); or • Send an e-mail to rulecomments@sec.gov. Please include File Number SR–NSX–2008–17 on the subject line. information from submissions. You should submit only information that you wish to make available publicly. All submissions should refer to File Number SR–NSX–2008–17 and should be submitted on or before October 31, 2008. For the Commission, by the Division of Trading and Markets, pursuant to delegated authority.9 Florence E. Harmon, Acting Secretary. [FR Doc. E8–24118 Filed 10–9–08; 8:45 am] BILLING CODE 8011–01–P SECURITIES AND EXCHANGE COMMISSION [Release No. 34–58741; File No. SR–NYSE– 2008–97] Self-Regulatory Organizations; Notice of Filing of Proposed Rule Change by New York Stock Exchange LLC To Adopt an Initial Listing Standard Applicable Only to Companies Transferring From NYSE Arca October 6, 2008. Pursuant to Section 19(b)(1) 1 of the Securities Exchange Act of 1934 (the Paper Comments ‘‘Act’’),2 and Rule 19b–4 thereunder,3 notice is hereby given that on October • Send paper comments in triplicate 1, 2008, New York Stock Exchange LLC to Secretary, Securities and Exchange (the ‘‘NYSE’’ or the ‘‘Exchange’’) filed Commission, 100 F Street, NE., with the Securities and Exchange Washington, DC 20549–1090. Commission the proposed rule changes All submissions should refer to File as described in Items I, II and III below, Number SR–NSX–2008–17. This file which items have been prepared by the number should be included on the subject line if e-mail is used. To help the Exchange. The Commission is publishing this notice to solicit Commission process and review your comments on the proposed rule changes comments more efficiently, please use only one method. The Commission will from interested persons. post all comments on the Commission’s I. Self-Regulatory Organization’s Internet Web site (http://www.sec.gov/ Statement of the Terms of Substance of rules/sro.shtml). Copies of the the Proposed Rule Change submission, all subsequent The Exchange proposes to amend amendments, all written statements Section 102.01C of the Exchange’s with respect to the proposed rule Listed Company Manual (the ‘‘Manual’’) change that are filed with the to adopt an initial listing standard that Commission, and all written will be applicable only to companies communications relating to the that are listed on NYSE Arca, Inc. proposed rule change between the Commission and any person, other than (‘‘NYSE Arca’’) as of October 1, 2008 and that transfer to the Exchange on or those that may be withheld from the before March 31, 2009. The Exchange public in accordance with the also proposes to apply the continued provisions of 5 U.S.C. 552, will be listing standard applicable under available for inspection and copying in Section 802.01B to companies listed the Commission’s Public Reference under the Earnings Test to companies Room, 100 F Street, NE., Washington, listed under the proposed new initial DC 20549, on official business days 4 between the hours of 10 a.m. and 3 p.m. listing standard. Copies of such filing also will be 9 17 CFR 200.30–3(a)(12). available for inspection and copying at 1 15 U.S.C. 78s(b)(1). the principal office of the Exchange. All 2 15 U.S.C. 78a. comments received will be posted 3 17 CFR 240.19b–4. without change; the Commission does 4 The Commission notes that NYSE is also proposing to adopt a new initial listing standard for not edit personal identifying PO 00000 Frm 00151 Fmt 4703 Sfmt 4703 E:\FR\FM\10OCN1.SGM 10OCN1 Federal Register / Vol. 73, No. 198 / Friday, October 10, 2008 / Notices The text of the proposed rule change is available at http://www.nyse.com, the NYSE, and the Commission’s Public Reference Room. 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 self-regulatory organization included statements concerning the 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 NYSE has prepared summaries, set forth in Sections A, B, and C below, of the most significant aspects of such statements. mstockstill on PROD1PC66 with NOTICES A. Self-Regulatory Organization’s Statement of the Purpose of, and Statutory Basis for, the Proposed Rule Change 1. Purpose The Exchange proposes to amend Section 102.01C of the Manual to adopt an initial listing standard that will be applicable only to companies that are listed on NYSE Arca, Inc. (‘‘NYSE Arca’’) as of October 1, 2008 and that transfer to the Exchange on or before March 31, 2009. The Exchange also proposes to apply the continued listing standard applicable under Section 802.01B to companies listed under the Earnings Test 5 to companies listed under the proposed new initial listing standard. Upon completion of its acquisition of the American Stock Exchange (to be renamed NYSE Alternext US LLC at the time of the acquisition), NYSE Euronext will have three equity listing markets: The NYSE; NYSE Arca; and NYSE Alternext US. NYSE Euronext management has made a strategic business decision to move forward with only two operating company equity listing markets and, consequently, has decided to discontinue the operating company equity listing program on NYSE Arca. As part of this transition, the Exchange wishes to offer the opportunity to list on the NYSE to all suitable NYSE Arca companies. NYSE Arca listed companies wishing to transfer to the NYSE will be required to submit a listing application and be subject to the same listing application process as all other applicant companies. Most companies currently operating companies. See Securities Exchange Act Release No. 58740 (October 6, 2008) (SR–NYSE– 2008–98). 5 As set forth in Section 802.01B(1) of the Manual. VerDate Aug<31>2005 20:11 Oct 09, 2008 Jkt 217001 listed on NYSE Arca would meet the NYSE’s continued listing requirements set forth in Section 802.01B of the Manual for companies listed under the Exchange’s Earnings Test.6 However, a number of these companies that meet the NYSE’s continued listing standards do not qualify to list under any of the existing NYSE initial listing standards. In order to list these companies, the Exchange proposes to adopt a special listing standard applicable only to those companies listed on NYSE Arca on the date of initial submission of this filing and the Exchange would only utilize this standard for a brief period, ending on March 31, 2009. Companies transferring from NYSE Arca under the proposed standard (the ‘‘NYSE Arca Transfer Standard’’) would be required to have $75 million in total market capitalization for 90 consecutive days prior to applying for listing and $20 million in market value of publiclyheld shares (but not the $100 million market value of publicly-held shares requirement of Section 102.01B). Such companies would have to meet the holders, publicly-held shares and trading volume requirements as set forth in Section 102.01A as companies that list under the existing initial listing standards and the $4 stock price requirement of Section 102.01B.7 The Exchange believes it is appropriate to adopt a short-term listing standard applicable only to NYSE Arca companies. These companies listed on NYSE Arca on the assumption that it would exist as a permanent listing market and it is solely because of a business decision made by NYSE Euronext that these companies will need to transfer their listings. Many of these companies listed on NYSE Arca because of its association with the NYSE and in the expectation that they would 6 Companies listed under the Earnings Test are considered to be below compliance standards if their average global market capitalization over a consecutive 30 trading-day period is less than $75,000,000 and, at the same time, total stockholders’ equity is less than $75,000,000. In addition Section 802.01B requires all listed companies to maintain a minimum of $25 million in global market capitalization and Section 802.01C requires all listed companies to maintain a $1.00 minimum stock price. The Exchange represents that the holders, trading volume and publicly-held shares requirements of Section 802.01A along with the requirements of Sections 802.01D (‘‘Other Criteria’’) and 802.01E (‘‘SEC Annual Report Timely Filing Criteria’’) would also apply. Telephone conversation between John Carey, Chief Counsel, NYSE and David J. Michehl, Special Counsel, Division of Trading and Markets, Commission on October 6, 2008. 7 The total market capitalization and market value of publicly-held shares requirements of the NYSE Arca Transfer Standard equal those of Amex Initial Listing Standard 4 (Amex Company Guide Section 101(d)). PO 00000 Frm 00152 Fmt 4703 Sfmt 4703 60379 ultimately switch their listing to the NYSE when they met the NYSE’s listing standards. As such, the Exchange believes that fairness dictates that it should seek to list these companies on the NYSE where such a listing is appropriate and in the interests of the investing public. The NYSE will only list companies under the NYSE Arca Transfer Standard if it believes that those companies are suitable for trading on the NYSE. All of the companies that would be listed under the NYSE Arca Transfer Standard will far exceed the NYSE’s continued listing standards at the time of initial listing and will be in compliance with NYSE Arca continued listing standards. In addition, the same staff in NYSE Regulation’s Financial Compliance and Corporate Governance groups is responsible for ongoing compliance reviews of both NYSE and NYSE Arca companies. As such, the NYSE Regulation staff involved in making initial listing determinations on the NYSE is extremely familiar with the companies currently listed on NYSE Arca and is uniquely positioned to determine whether those companies are suitable for listing on the NYSE. The Exchange believes its depth of knowledge with respect to NYSE Arca companies makes it appropriate to list them on this one time basis under a less onerous standard than the Exchange applies to other listing applicants. Companies listing under the NYSE Arca Transfer Standard will be subject to the standard listing application and review process applicable to all listing applicants and, if Exchange staff determine that an NYSE Arca company is not suitable for listing on the NYSE— notwithstanding its qualification under the numerical requirements of the NYSE Arca Transfer Standard—the Exchange will not list that company. The requirements of the NYSE Arca Transfer Standard will exceed those established by the Exchange Act Rule 3a51–1(a)(2) (the ‘‘Penny Stock Rule’’).8 The proposed standard’s requirement that an applicant have $75 million in global market capitalization for 90 days prior to transferring from NYSE Arca exceeds the $50 million market capitalization for 90 days prior to listing option in the Penny Stock Rule, as well as the $50 million market capitalization requirement of Rule 3a51–1(a)(2)(i)(B). In addition, companies listing under the NYSE Arca Transfer Standard will be required at the time of transfer to have a $4 stock price, 400 round lot holders and 1.1 million publicly held shares, thereby meeting or exceeding all of the 8 17 E:\FR\FM\10OCN1.SGM CFR 240.a51–1(a)(ii). 10OCN1 60380 Federal Register / Vol. 73, No. 198 / Friday, October 10, 2008 / Notices Penny Stock Rule’s remaining requirements. Companies listing under the NYSE Arca Transfer Standard will have to comply with all other applicable Exchange listing rules, including the Exchange’s corporate governance requirements. As with all other listing applicants, the Exchange reserves the right to deny listing to any company seeking to list under the NYSE Arca Transfer Standard if the Exchange determines that the listing of any such company is not in the interests of the Exchange or the public interest. 2. Statutory Basis The basis under the Act for this proposed rule change is the requirement under Section 6(b)(5) 9 that an exchange have rules that are designed to prevent fraudulent and manipulative acts and practices, to promote just and equitable principles of trade, to remove impediments to, and perfect the mechanism of a free and open market and, in general, to protect investors and the public interest. The Exchange believes that the proposed amendment is consistent with the protection of investors and the public interest in that the requirements of the NYSE Arca Transfer Standard are sufficiently stringent that the proposed amendment will not lead to the listing of any companies that are not suited for listing on the NYSE. In addition, the proposal applies for a very brief period to a small number of companies that are subject to unique and disadvantageous circumstances. 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 purpose of the Act. mstockstill on PROD1PC66 with NOTICES C. Self-Regulatory Organization’s Statement on Comments on the Proposed Rule Change Received From Members, Participants or Others Written comments were neither solicited nor received. III. Date of Effectiveness of the Proposed Rule Change and Timing for Commission Action Within 35 days of the date of publication of this notice in the Federal Register or within such longer period (i) as the Commission may designate up to 90 days of such date if it finds such longer period to be appropriate and publishes its reasons for so finding or 9 15 U.S.C. 78f(b)(5). VerDate Aug<31>2005 20:11 Oct 09, 2008 Jkt 217001 (ii) as to which the self-regulatory organization consents, the Commission will: (A) By order approve the proposed rule change, or (B) Institute proceedings to determine whether the proposed rule change should be disapproved. IV. Solicitation of Comments Interested persons are invited to submit written data, views, and arguments concerning the foregoing, including whether the proposed rule change is consistent with the Exchange Act. Comments may be submitted by any of the following methods: Electronic Comments • Use the Commission’s Internet comment form (http://www.sec.gov/ rules/sro.shtml); or • Send an e-mail to rulecomments@sec.gov. Please include File Number SR–NYSE–2008–97 on the subject line. Paper Comments • Send paper comments in triplicate to Secretary, Securities and Exchange Commission, 100 F Street, NE., Washington, DC 20549–1090. All submissions should refer to File Number SR–NYSE–2008–97. 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 (http://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 Exchange. 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–NYSE–2008–97 and should PO 00000 Frm 00153 Fmt 4703 Sfmt 4703 be submitted on or before October 31, 2008. For the Commission, by the Division of Trading and Markets, pursuant to delegated authority.10 Florence E. Harmon, Acting Secretary. [FR Doc. E8–24178 Filed 10–9–08; 8:45 am] BILLING CODE 8011–01–P SECURITIES AND EXCHANGE COMMISSION [Release No. 34–58736; File No. SR–NYSE– 2008–91] Self-Regulatory Organizations; Notice of Filing of Proposed Rule Change by New York Stock Exchange LLC To Adopt a Policy Relating to its Treatment of Trade Reports That It Determines To Be Inconsistent With the Prevailing Market October 6, 2008. Pursuant to Section 19(b)(1) 1 of the Securities Exchange Act of 1934 (the ‘‘Exchange Act’’),2 and Rule 19b–4 thereunder,3 notice is hereby given that on September 26, 2008, New York Stock Exchange, LLC (the ‘‘NYSE’’ or the ‘‘Exchange’’) filed with the Securities and Exchange 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 adopt a policy relating to its treatment of trade reports that it determines to be inconsistent with the prevailing market. The Exchange does not expect that the proposed rule change will have any direct effect, or significant indirect effect, on any other Exchange rule in effect at the time of this filing. 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 self-regulatory organization included statements concerning the 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 10 17 CFR 200.30–3(a)(12). U.S.C. 78s(b)(1). 2 15 U.S.C. 78a et SEC [sic]. 3 17 CFR 240.19b–4. 1 15 E:\FR\FM\10OCN1.SGM 10OCN1

Agencies

[Federal Register Volume 73, Number 198 (Friday, October 10, 2008)]
[Notices]
[Pages 60378-60380]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: E8-24178]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-58741; File No. SR-NYSE-2008-97]


Self-Regulatory Organizations; Notice of Filing of Proposed Rule 
Change by New York Stock Exchange LLC To Adopt an Initial Listing 
Standard Applicable Only to Companies Transferring From NYSE Arca

 October 6, 2008.
    Pursuant to Section 19(b)(1) \1\ of the Securities Exchange Act of 
1934 (the ``Act''),\2\ and Rule 19b-4 thereunder,\3\ notice is hereby 
given that on October 1, 2008, New York Stock Exchange LLC (the 
``NYSE'' or the ``Exchange'') filed with the Securities and Exchange 
Commission the proposed rule changes 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 changes from interested persons.
---------------------------------------------------------------------------

    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 15 U.S.C. 78a.
    \3\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    The Exchange proposes to amend Section 102.01C of the Exchange's 
Listed Company Manual (the ``Manual'') to adopt an initial listing 
standard that will be applicable only to companies that are listed on 
NYSE Arca, Inc. (``NYSE Arca'') as of October 1, 2008 and that transfer 
to the Exchange on or before March 31, 2009. The Exchange also proposes 
to apply the continued listing standard applicable under Section 
802.01B to companies listed under the Earnings Test to companies listed 
under the proposed new initial listing standard.\4\
---------------------------------------------------------------------------

    \4\ The Commission notes that NYSE is also proposing to adopt a 
new initial listing standard for operating companies. See Securities 
Exchange Act Release No. 58740 (October 6, 2008) (SR-NYSE-2008-98).

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[[Page 60379]]

    The text of the proposed rule change is available at http://
www.nyse.com, the NYSE, and the Commission's Public Reference Room.

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 self-regulatory organization 
included statements concerning the 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 NYSE 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
    The Exchange proposes to amend Section 102.01C of the Manual to 
adopt an initial listing standard that will be applicable only to 
companies that are listed on NYSE Arca, Inc. (``NYSE Arca'') as of 
October 1, 2008 and that transfer to the Exchange on or before March 
31, 2009. The Exchange also proposes to apply the continued listing 
standard applicable under Section 802.01B to companies listed under the 
Earnings Test \5\ to companies listed under the proposed new initial 
listing standard.
---------------------------------------------------------------------------

    \5\ As set forth in Section 802.01B(1) of the Manual.
---------------------------------------------------------------------------

    Upon completion of its acquisition of the American Stock Exchange 
(to be renamed NYSE Alternext US LLC at the time of the acquisition), 
NYSE Euronext will have three equity listing markets: The NYSE; NYSE 
Arca; and NYSE Alternext US. NYSE Euronext management has made a 
strategic business decision to move forward with only two operating 
company equity listing markets and, consequently, has decided to 
discontinue the operating company equity listing program on NYSE Arca. 
As part of this transition, the Exchange wishes to offer the 
opportunity to list on the NYSE to all suitable NYSE Arca companies. 
NYSE Arca listed companies wishing to transfer to the NYSE will be 
required to submit a listing application and be subject to the same 
listing application process as all other applicant companies. Most 
companies currently listed on NYSE Arca would meet the NYSE's continued 
listing requirements set forth in Section 802.01B of the Manual for 
companies listed under the Exchange's Earnings Test.\6\ However, a 
number of these companies that meet the NYSE's continued listing 
standards do not qualify to list under any of the existing NYSE initial 
listing standards. In order to list these companies, the Exchange 
proposes to adopt a special listing standard applicable only to those 
companies listed on NYSE Arca on the date of initial submission of this 
filing and the Exchange would only utilize this standard for a brief 
period, ending on March 31, 2009.
---------------------------------------------------------------------------

    \6\ Companies listed under the Earnings Test are considered to 
be below compliance standards if their average global market 
capitalization over a consecutive 30 trading-day period is less than 
$75,000,000 and, at the same time, total stockholders' equity is 
less than $75,000,000. In addition Section 802.01B requires all 
listed companies to maintain a minimum of $25 million in global 
market capitalization and Section 802.01C requires all listed 
companies to maintain a $1.00 minimum stock price. The Exchange 
represents that the holders, trading volume and publicly-held shares 
requirements of Section 802.01A along with the requirements of 
Sections 802.01D (``Other Criteria'') and 802.01E (``SEC Annual 
Report Timely Filing Criteria'') would also apply. Telephone 
conversation between John Carey, Chief Counsel, NYSE and David J. 
Michehl, Special Counsel, Division of Trading and Markets, 
Commission on October 6, 2008.
---------------------------------------------------------------------------

    Companies transferring from NYSE Arca under the proposed standard 
(the ``NYSE Arca Transfer Standard'') would be required to have $75 
million in total market capitalization for 90 consecutive days prior to 
applying for listing and $20 million in market value of publicly-held 
shares (but not the $100 million market value of publicly-held shares 
requirement of Section 102.01B). Such companies would have to meet the 
holders, publicly-held shares and trading volume requirements as set 
forth in Section 102.01A as companies that list under the existing 
initial listing standards and the $4 stock price requirement of Section 
102.01B.\7\
---------------------------------------------------------------------------

    \7\ The total market capitalization and market value of 
publicly-held shares requirements of the NYSE Arca Transfer Standard 
equal those of Amex Initial Listing Standard 4 (Amex Company Guide 
Section 101(d)).
---------------------------------------------------------------------------

    The Exchange believes it is appropriate to adopt a short-term 
listing standard applicable only to NYSE Arca companies. These 
companies listed on NYSE Arca on the assumption that it would exist as 
a permanent listing market and it is solely because of a business 
decision made by NYSE Euronext that these companies will need to 
transfer their listings. Many of these companies listed on NYSE Arca 
because of its association with the NYSE and in the expectation that 
they would ultimately switch their listing to the NYSE when they met 
the NYSE's listing standards. As such, the Exchange believes that 
fairness dictates that it should seek to list these companies on the 
NYSE where such a listing is appropriate and in the interests of the 
investing public.
    The NYSE will only list companies under the NYSE Arca Transfer 
Standard if it believes that those companies are suitable for trading 
on the NYSE. All of the companies that would be listed under the NYSE 
Arca Transfer Standard will far exceed the NYSE's continued listing 
standards at the time of initial listing and will be in compliance with 
NYSE Arca continued listing standards. In addition, the same staff in 
NYSE Regulation's Financial Compliance and Corporate Governance groups 
is responsible for ongoing compliance reviews of both NYSE and NYSE 
Arca companies. As such, the NYSE Regulation staff involved in making 
initial listing determinations on the NYSE is extremely familiar with 
the companies currently listed on NYSE Arca and is uniquely positioned 
to determine whether those companies are suitable for listing on the 
NYSE. The Exchange believes its depth of knowledge with respect to NYSE 
Arca companies makes it appropriate to list them on this one time basis 
under a less onerous standard than the Exchange applies to other 
listing applicants. Companies listing under the NYSE Arca Transfer 
Standard will be subject to the standard listing application and review 
process applicable to all listing applicants and, if Exchange staff 
determine that an NYSE Arca company is not suitable for listing on the 
NYSE--notwithstanding its qualification under the numerical 
requirements of the NYSE Arca Transfer Standard--the Exchange will not 
list that company.
    The requirements of the NYSE Arca Transfer Standard will exceed 
those established by the Exchange Act Rule 3a51-1(a)(2) (the ``Penny 
Stock Rule'').\8\ The proposed standard's requirement that an applicant 
have $75 million in global market capitalization for 90 days prior to 
transferring from NYSE Arca exceeds the $50 million market 
capitalization for 90 days prior to listing option in the Penny Stock 
Rule, as well as the $50 million market capitalization requirement of 
Rule 3a51-1(a)(2)(i)(B). In addition, companies listing under the NYSE 
Arca Transfer Standard will be required at the time of transfer to have 
a $4 stock price, 400 round lot holders and 1.1 million publicly held 
shares, thereby meeting or exceeding all of the

[[Page 60380]]

Penny Stock Rule's remaining requirements.
---------------------------------------------------------------------------

    \8\ 17 CFR 240.a51-1(a)(ii).
---------------------------------------------------------------------------

    Companies listing under the NYSE Arca Transfer Standard will have 
to comply with all other applicable Exchange listing rules, including 
the Exchange's corporate governance requirements. As with all other 
listing applicants, the Exchange reserves the right to deny listing to 
any company seeking to list under the NYSE Arca Transfer Standard if 
the Exchange determines that the listing of any such company is not in 
the interests of the Exchange or the public interest.
2. Statutory Basis
    The basis under the Act for this proposed rule change is the 
requirement under Section 6(b)(5) \9\ that an exchange have rules that 
are designed to prevent fraudulent and manipulative acts and practices, 
to promote just and equitable principles of trade, to remove 
impediments to, and perfect the mechanism of a free and open market 
and, in general, to protect investors and the public interest. The 
Exchange believes that the proposed amendment is consistent with the 
protection of investors and the public interest in that the 
requirements of the NYSE Arca Transfer Standard are sufficiently 
stringent that the proposed amendment will not lead to the listing of 
any companies that are not suited for listing on the NYSE. In addition, 
the proposal applies for a very brief period to a small number of 
companies that are subject to unique and disadvantageous circumstances.
---------------------------------------------------------------------------

    \9\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------

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 purpose of the Act.

C. Self-Regulatory Organization's Statement on Comments on the Proposed 
Rule Change Received From Members, Participants or Others

    Written comments were neither solicited nor received.

III. Date of Effectiveness of the Proposed Rule Change and Timing for 
Commission Action

    Within 35 days of the date of publication of this notice in the 
Federal Register or within such longer period (i) as the Commission may 
designate up to 90 days of such date if it finds such longer period to 
be appropriate and publishes its reasons for so finding or (ii) as to 
which the self-regulatory organization consents, the Commission will:
    (A) By order approve the proposed rule change, or
    (B) Institute proceedings to determine whether the proposed rule 
change should be disapproved.

IV. Solicitation of Comments

    Interested persons are invited to submit written data, views, and 
arguments concerning the foregoing, including whether the proposed rule 
change is consistent with the Exchange Act. Comments may be submitted 
by any of the following methods:

Electronic Comments

     Use the Commission's Internet comment form (http://
www.sec.gov/rules/sro.shtml); or
     Send an e-mail to rule-comments@sec.gov. Please include 
File Number SR-NYSE-2008-97 on the subject line.

Paper Comments

     Send paper comments in triplicate to Secretary, Securities 
and Exchange Commission, 100 F Street, NE., Washington, DC 20549-1090.

All submissions should refer to File Number SR-NYSE-2008-97. 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 (http://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 Exchange. 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-NYSE-2008-97 and should be 
submitted on or before October 31, 2008.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\10\
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    \10\ 17 CFR 200.30-3(a)(12).
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Florence E. Harmon,
Acting Secretary.
 [FR Doc. E8-24178 Filed 10-9-08; 8:45 am]
BILLING CODE 8011-01-P