Self-Regulatory Organizations; Notice of Filing and Immediate Effectiveness of Proposed Rule Change by NASDAQ OMX PHLX LLC Relating to Inactive Nominees and Dividend and Merger Strategy Definitions, 18587-18589 [2011-7814]

Download as PDF Federal Register / Vol. 76, No. 64 / Monday, April 4, 2011 / Notices only during those portions of the meeting that are open to the public. Detailed procedures for the conduct of and participation in ACRS meetings were published in the Federal Register on October 21, 2010, (75 FR 65038– 65039). Detailed meeting agendas and meeting transcripts are available on the NRC Web site at https://www.nrc.gov/readingrm/doc-collections/acrs. Information regarding topics to be discussed, changes to the agenda, whether the meeting has been canceled or rescheduled, and the time allotted to present oral statements can be obtained from the Web site cited above or by contacting the identified DFO. Moreover, in view of the possibility that the schedule for ACRS meetings may be adjusted by the Chairman as necessary to facilitate the conduct of the meeting, persons planning to attend should check with these references if such rescheduling would result in a major inconvenience. suspended for the period from 9:30 a.m. EDT on March 31, 2011, through 11:59 p.m. EDT on April 13, 2011. By the Commission. Elizabeth M. Murphy, Secretary. [FR Doc. 2011–8038 Filed 3–31–11; 4:15 pm] BILLING CODE 8011–01–P SECURITIES AND EXCHANGE COMMISSION [Release No. 34–64141; File No. SR–Phlx– 2011–32] Self-Regulatory Organizations; Notice of Filing and Immediate Effectiveness of Proposed Rule Change by NASDAQ OMX PHLX LLC Relating to Inactive Nominees and Dividend and Merger Strategy Definitions March 29, 2011. [File No. 500–1] 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 March 24, 2011, NASDAQ OMX PHLX LLC (‘‘Phlx’’ or ‘‘Exchange’’) filed with the Securities and Exchange Commission (‘‘SEC’’ or ‘‘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. In the Matter of Corestream Energy, Inc. (f/k/a Zealous, Inc.); Order of Suspension of Trading I. Self-Regulatory Organization’s Statement of the Terms of Substance of the Proposed Rule Change Dated: March 29, 2011. Yoira Diaz-Sanabria, Reactor Safety Branch B, Advisory Committee on Reactor Safeguards. [FR Doc. 2011–7889 Filed 4–1–11; 8:45 am] BILLING CODE 7590–01–P SECURITIES AND EXCHANGE COMMISSION Emcdonald on DSK2BSOYB1PROD with NOTICES March 31, 2011. It appears to the Securities and Exchange Commission that there is a lack of current and accurate information concerning the securities of Corestream Energy, Inc. (‘‘Corestream’’) (f/k/a Zealous, Inc.) because it has failed to file certain periodic reports with the Commission and because of questions regarding the accuracy and adequacy of statements made by Corestream in press releases concerning, among other things, the acquisition of certain oil wells. Corestream is quoted on OTC Link (previously the Pink Sheets) operated by OTC Markets Group, Inc. under the ticker symbol ‘‘ZLUS.’’ The Commission is of the opinion that the public interest and the protection of investors require a suspension of trading in the securities of the above-listed company. Therefore, it is ordered, pursuant to Section 12(k) of the Securities Exchange Act of 1934, that trading in the securities of the above-listed company is VerDate Mar<15>2010 18:47 Apr 01, 2011 Jkt 223001 The Exchange proposes to amend the Exchange’s Fee Schedule to apply the Trading Floor Personnel Registration Fee to Inactive Nominees.3 In addition, the Exchange is proposing to amend the dividend and merger strategy text in the Exchange’s Fee Schedule to add specificity to those definitions. While changes to the Fee Schedule pursuant to this proposal are effective upon filing, the Exchange has designated these changes to be operative on April 1, 2011. 1 15 U.S.C. 78s(b)(1). CFR 240.19b–4. 3 The term ‘‘inactive nominee’’ means a natural person associated with and designated as such by a member organization and who has been approved for such status and is registered as such with the Membership Department. An inactive nominee shall have no rights or privileges under a permit unless and until said inactive nominee becomes admitted as a member of the Exchange pursuant to the By-Laws and Rules of the Exchange. An inactive nominee merely stands ready to exercise rights under a permit upon notice by the member organization to the Membership Department on an expedited basis. See Exchange Rule 1(i). 2 17 PO 00000 Frm 00078 Fmt 4703 Sfmt 4703 18587 The text of the proposed rule change is available on the Exchange’s Web site at https://nasdaqtrader.com/ micro.aspx?id=PHLXfilings, at the principal office of the Exchange, and at 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 Exchange 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 Exchange 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 purpose of the proposed rule change is to amend the Exchange’s Fee Schedule to provide that an Inactive Nominee must pay the Trading Floor Personnel Registration Fee in order to recover certain administrative expenses associated with Inactive Nominees. An Inactive Nominee’s status requires additional administration because the Inactive Nominee is also deemed a clerk for the purpose of Exchange Rule 1090. Pursuant to By-Law Article X, Section 12–10, to be eligible as an Inactive Nominee, an individual must be approved as eligible to hold a permit in accordance with the Exchange’s ByLaws and Rules. An Inactive Nominee does not have any rights or privileges of a permit holder unless and until the Inactive Nominee becomes an effective permit holder and all applicable Exchange fees are paid.4 The Inactive Nominee allows a member to have additional flexibility in obtaining coverage on the trading floor. An Inactive Nominee stands ready to assume a membership upon notice by the member requesting that a specific permit be transferred intra-firm on an expedited and temporary basis. This transfer allows an Inactive Nominee to become an effective member of the 4 An Inactive Nominee is currently required to pay $500 every 6 months for the privilege of maintaining an Inactive Nominee Status. See the Inactive Nominee Fee on the Exchange’s Fee Schedule. See also Exchange By-Law Article X, Section 12–10. E:\FR\FM\04APN1.SGM 04APN1 18588 Federal Register / Vol. 76, No. 64 / Monday, April 4, 2011 / Notices Emcdonald on DSK2BSOYB1PROD with NOTICES Exchange.5 By way of example, an Inactive Nominee would be activated in the event of an emergency due to illness or other factors. This would allow a member organization to have a full staff available to conduct business on the Exchange trading floor. An Inactive Nominee is also deemed a clerk for purposes of Exchange Rule 1090.6 Rule 1090 was enacted to identify categories of persons that are not members of the Exchange and who are not eligible to effect transactions, but are located on the Exchange’s trading floor. In order for Rule 1090 to apply to all categories of registered persons located on the Exchange’s Options Floor that are generally not eligible to effect transactions, Inactive Nominees are deemed to be Clerks for purposes of that Rule.7 Currently, the Exchange assesses a $100 per month Trading Floor Personnel Registration Fee. This fee is imposed on member/participant organizations for individuals who are employed by such member/participant organizations and who work on the Exchange’s trading floor, such as clerks, interns, stock execution clerks that handle equity orders that are part of an options contingency order and other associated persons, but who are not registered as members or participants. The Exchange currently does not impose the Trading Floor Personnel Registration Fee on Inactive Nominees because an Inactive Nominee is required to register as a member. The Exchange is proposing to eliminate the following qualifying language applicable to the Trading Floor Personnel Fee ‘‘* * * but who are not registered as members or participants.’’ In addition, the Exchange is proposing to add the following clarifying language ‘‘[t]his fee is not imposed on permit holders.’’ The Exchange also proposes to add a parenthetical to indicate that for purposes of the Trading Floor Personnel Registration Fee a Clerk includes an 5 The Inactive Nominee is required to notify the Membership Department in writing prior to the trading day on which they will act in place of a member. The Exchange requires an Inactive Nominee on the Exchange’s trading floor to wear a badge which is provided by the Exchange and contains identifying information. The Inactive Nominee cannot simultaneously act as a member and a clerk on the same day. 6 The term ‘‘Clerk ’’ means any registered on-floor person employed by or associated with a member, member organization, participant, or participant organization who is not a member and is not eligible to effect transactions on the Options Floor as a Specialist, Registered Options Trader, or Floor Broker. See Exchange Rule 1090. For purposes of Rule 1090, an Inactive Nominee shall be deemed a Clerk. 7 See Securities Exchange Act Release No. 46505 (September 17, 2002), 67 FR 60273 (September 25, 2002) (SR–Phlx–2001–104). VerDate Mar<15>2010 18:47 Apr 01, 2011 Jkt 223001 Inactive Nominee. This would add Inactive Nominees to the list of individuals who are employed on the Exchange’s trading floor and are subject to the Trading Floor Personnel Registration Fee. The only participants that would not be subject to the fee would be permit holders. Additionally, the Exchange is proposing to amend the definitions of dividend and merger strategies in Section II of the Fee Schedule titled ‘‘Equity Options Fees.’’ The Exchange recently amended the definitions of dividend and merger strategy to provide clarity with respect to the text ‘‘prior to the date.’’ 8 The Exchange added the word ‘‘immediately’’ to both definitions to make clear that the timing of the trigger event must occur the first business day prior to the trigger event. For example, with respect to a dividend strategy, the Exchange would interpret the proposed term ‘‘immediately’’ to mean the first business day prior to the date on which the underlying stock goes ex-dividend. With respect to a merger strategy, the Exchange would interpret the proposed term ‘‘immediately’’ to mean the first business day prior to the date on which shareholders of record are required to elect their respective form of consideration. In order that the meaning of immediately is clear, the Exchange is proposing to replace the words ‘‘immediately’’ with ‘‘the first business day’’ in both the dividend and merger strategy definitions in Section II of the Fee Schedule. 2. Statutory Basis The Exchange believes that its proposal to amend its Fee Schedule is consistent with Section 6(b) of the Act 9 in general, and furthers the objectives of Section 6(b)(4) of the Act 10 in particular, in that it is an equitable allocation of reasonable fees and other charges among Exchange members and other persons using its facilities. The Exchange believes that applying the Trading Floor Personnel Registration Fee to Inactive Nominees is reasonable because Inactive Nominees are not subject to the permit fees which permit holders are required to pay to maintain their membership. Permit holders are required to pay a monthly Permit Fee in order to transact business at the Exchange. Similar to clerks, interns and stock execution clerks, Inactive Nominees do not pay a permit fee. The Exchange believes that applying the Trading Floor Personnel Registration Fee to Inactive Nominees is equitable 8 See SR–Phlx–2011–20. U.S.C. 78f(b). 10 15 U.S.C. 78f(b)(4). because it would uniformly apply to all inactive nominees and overall the fee would apply to all individuals that do not maintain a permit. The Exchange believes that it is reasonable to amend the definitions of dividend and merger strategies to provide members with a definition that is clear and unambiguous. In addition, the Exchange believes that the amended definitions would provide members clear guidance on the applicability of the equity option transaction charges and the available caps. The Exchange believes that the proposed amendments are equitable because the proposed new definitions would apply equally to all members transacting dividend or merger strategies. The Exchange would uniformly apply the definitions to all members who transacted such dividend and/or merger strategies when assessing equity option transaction charges and applying caps. 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 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 No written comments were either solicited or received. III. Date of Effectiveness of the Proposed Rule Change and Timing for Commission Action The foregoing rule change has become effective pursuant to Section 19(b)(3)(A)(ii) of the Act.11 At any time within 60 days of the filing of the proposed rule change, the Commission summarily may temporarily suspend 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. If the Commission takes such action, the Commission shall institute proceedings to determine whether the proposed rule should be approved or 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 Act. 9 15 PO 00000 Frm 00079 Fmt 4703 11 15 Sfmt 4703 E:\FR\FM\04APN1.SGM U.S.C. 78s(b)(3)(A)(ii). 04APN1 Federal Register / Vol. 76, No. 64 / Monday, April 4, 2011 / Notices 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 rulecomments@sec.gov. Please include File Number SR–Phlx–2011–32 on the subject line. SECURITIES AND EXCHANGE COMMISSION [Release No. 34–64143; File No. SR– NASDAQ–2011–037] Self-Regulatory Organizations; The NASDAQ Stock Market LLC; Notice of Filing of Proposed Rule Change to Modify Chapter VI, Section 8 of the Exchange’s Rules March 29, 2011. Paper Comments 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 March 15, 2011, The NASDAQ Stock Market LLC (‘‘NASDAQ’’), filed with the Securities All submissions should refer to File and Exchange Commission Number SR–Phlx–2011–32. This file (‘‘Commission’’) the proposed rule number should be included on the change as described in Items I, II, and subject line if e-mail is used. To help the III below, which Items have been Commission process and review your prepared by NASDAQ. The Commission comments more efficiently, please use is publishing this notice to solicit only one method. The Commission will comments on the proposed rule change post all comments on the Commission’s from interested persons. Internet Web site (https://www.sec.gov/ I. Self-Regulatory Organization’s rules/sro.shtml). Copies of the Statement of the Terms of the Substance submission, all subsequent of the Proposed Rule Change amendments, all written statements with respect to the proposed rule NASDAQ proposes to modify Chapter change that are filed with the VI, Section 8 of the Exchange’s rules, Commission, and all written dealing with the Nasdaq Opening Cross. communications relating to the Additionally, NASDAQ is proposing to proposed rule change between the Commission and any person, other than establish a Halt Cross that is nearly identical to the modified Opening Cross those that may be withheld from the on NOM. The Exchange proposes to public in accordance with the implement these changes on or about provisions of 5 U.S.C. 552, will be May 31, 2011. available for Web site viewing and printing in the Commission’s Public The text of the proposed rule change Reference Room on official business is available at https:// days between the hours of 10 a.m. and nasdaq.cchwallstreet.com/, at 3 p.m. Copies of such filing also will be NASDAQ’s principal office, and at the available for inspection and copying at Commission’s Public Reference Room. the principal offices of the Exchange. II. Self-Regulatory Organization’s All comments received will be posted Statement of the Purpose of, and without change; the Commission does Statutory Basis for, the Proposed Rule not edit personal identifying Change information from submissions. You should submit only information that In its filing with the Commission, you wish to make available publicly. All NASDAQ included statements submissions should refer to File concerning the purpose of and basis for Number SR–Phlx–2011–32, and should the proposed rule change and discussed be submitted on or before April 25, any comments it received on the 2011. proposed rule change. The text of these For the Commission, by the Division of statements may be examined at the Trading and Markets, pursuant to delegated places specified in Item IV below. authority.12 NASDAQ has prepared summaries, set Cathy H. Ahn, forth in Sections A, B, and C below, of Deputy Secretary. the most significant aspects of such [FR Doc. 2011–7814 Filed 4–1–11; 8:45 am] statements. Emcdonald on DSK2BSOYB1PROD with NOTICES • Send paper comments in triplicate to Elizabeth M. Murphy, Secretary, Securities and Exchange Commission, 100 F Street, NE., Washington, DC 20549–1090. BILLING CODE 8011–01–P 1 15 12 17 CFR 200.30–3(a)(12). VerDate Mar<15>2010 18:47 Apr 01, 2011 2 17 Jkt 223001 PO 00000 U.S.C. 78s(b)(1). CFR 240.19b–4. Frm 00080 Fmt 4703 Sfmt 4703 18589 A. Self-Regulatory Organization’s Statement of the Purpose of, and Statutory Basis for, the Proposed Rule Change 1. Purpose Nasdaq proposes to modify Chapter VI, Section 8 of the rules governing NOM, and in particular governing the opening of trading at the start of the trading day and at the resumption of trading following a halt. Since NOM was launched on March 31, 2008 Nasdaq has monitored the operation of the market to identify instances where market efficiency can be enhanced.3 NASDAQ believes that the opening of the market, while currently quite effective, can be further enhanced, and that a Halt Cross would create a more orderly opening following a trading halt. First, NOM currently employs a series of tie-breakers that resolve instances where multiple prices satisfy the conditions for executing the cross. These tie-breakers govern the calculation of the Current Reference Price that is disseminated to market participants prior to the execution of a cross. The tie-breakers also govern the calculation of the actual cross price. The tiebreakers are criteria that operate in a hierarchy. If one and only one price satisfies the first criterion, the system has no need to move to the second. Conversely, if multiple prices satisfy the first criterion, the algorithm turns to the second criteria and if multiple prices satisfy the second criterion, the algorithm then turns to the third criterion. NASDAQ is proposing to eliminate what currently serves as the second tiebreaker that NOM employs to establish the Current Reference Price as set forth in Chapter VI, Section 8(a)(2(A)(ii) [sic] and the Cross price as set forth in subsection (b)(2)(B) of that Rule. This tie-breaker resolves price disputes based on minimizing order imbalances. In other words, under the current system, when more than one price satisfies equally the first condition for the Opening Cross, the system will choose that price which minimizes the order imbalance remaining if the cross were to be executed. NASDAQ has determined to eliminate this tie-breaker because it has not proven useful in augmenting price discovery prior to the cross or in 3 See Securities Exchange Act Release No. 60905 (Oct. 30, 2009), 74 FR 57544 (Nov. 6, 2009)) (SR– NASDAQ–2009–033); Securities Exchange Act Release No. 57822 (May 15, 2008), 73 FR 29800 (May 22, 2008)) (SR–NASDAQ–2008–045); Securities Exchange Act Release No. 57977 (June 17, 2008), 73 FR 35429 (June 23, 2008) (SR– NASDAQ–2008–052). E:\FR\FM\04APN1.SGM 04APN1

Agencies

[Federal Register Volume 76, Number 64 (Monday, April 4, 2011)]
[Notices]
[Pages 18587-18589]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: 2011-7814]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-64141; File No. SR-Phlx-2011-32]


Self-Regulatory Organizations; Notice of Filing and Immediate 
Effectiveness of Proposed Rule Change by NASDAQ OMX PHLX LLC Relating 
to Inactive Nominees and Dividend and Merger Strategy Definitions

March 29, 2011.
    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 March 24, 2011, NASDAQ OMX PHLX LLC (``Phlx'' or ``Exchange'') filed 
with the Securities and Exchange Commission (``SEC'' or ``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.
---------------------------------------------------------------------------

    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 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 the Exchange's Fee Schedule to apply 
the Trading Floor Personnel Registration Fee to Inactive Nominees.\3\ 
In addition, the Exchange is proposing to amend the dividend and merger 
strategy text in the Exchange's Fee Schedule to add specificity to 
those definitions.
---------------------------------------------------------------------------

    \3\ The term ``inactive nominee'' means a natural person 
associated with and designated as such by a member organization and 
who has been approved for such status and is registered as such with 
the Membership Department. An inactive nominee shall have no rights 
or privileges under a permit unless and until said inactive nominee 
becomes admitted as a member of the Exchange pursuant to the By-Laws 
and Rules of the Exchange. An inactive nominee merely stands ready 
to exercise rights under a permit upon notice by the member 
organization to the Membership Department on an expedited basis. See 
Exchange Rule 1(i).
---------------------------------------------------------------------------

    While changes to the Fee Schedule pursuant to this proposal are 
effective upon filing, the Exchange has designated these changes to be 
operative on April 1, 2011.
    The text of the proposed rule change is available on the Exchange's 
Web site at https://nasdaqtrader.com/micro.aspx?id=PHLXfilings, at the 
principal office of the Exchange, and at 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 Exchange 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 Exchange 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 purpose of the proposed rule change is to amend the Exchange's 
Fee Schedule to provide that an Inactive Nominee must pay the Trading 
Floor Personnel Registration Fee in order to recover certain 
administrative expenses associated with Inactive Nominees. An Inactive 
Nominee's status requires additional administration because the 
Inactive Nominee is also deemed a clerk for the purpose of Exchange 
Rule 1090.
    Pursuant to By-Law Article X, Section 12-10, to be eligible as an 
Inactive Nominee, an individual must be approved as eligible to hold a 
permit in accordance with the Exchange's By-Laws and Rules. An Inactive 
Nominee does not have any rights or privileges of a permit holder 
unless and until the Inactive Nominee becomes an effective permit 
holder and all applicable Exchange fees are paid.\4\
---------------------------------------------------------------------------

    \4\ An Inactive Nominee is currently required to pay $500 every 
6 months for the privilege of maintaining an Inactive Nominee 
Status. See the Inactive Nominee Fee on the Exchange's Fee Schedule. 
See also Exchange By-Law Article X, Section 12-10.
---------------------------------------------------------------------------

    The Inactive Nominee allows a member to have additional flexibility 
in obtaining coverage on the trading floor. An Inactive Nominee stands 
ready to assume a membership upon notice by the member requesting that 
a specific permit be transferred intra-firm on an expedited and 
temporary basis. This transfer allows an Inactive Nominee to become an 
effective member of the

[[Page 18588]]

Exchange.\5\ By way of example, an Inactive Nominee would be activated 
in the event of an emergency due to illness or other factors. This 
would allow a member organization to have a full staff available to 
conduct business on the Exchange trading floor.
---------------------------------------------------------------------------

    \5\ The Inactive Nominee is required to notify the Membership 
Department in writing prior to the trading day on which they will 
act in place of a member. The Exchange requires an Inactive Nominee 
on the Exchange's trading floor to wear a badge which is provided by 
the Exchange and contains identifying information. The Inactive 
Nominee cannot simultaneously act as a member and a clerk on the 
same day.
---------------------------------------------------------------------------

    An Inactive Nominee is also deemed a clerk for purposes of Exchange 
Rule 1090.\6\ Rule 1090 was enacted to identify categories of persons 
that are not members of the Exchange and who are not eligible to effect 
transactions, but are located on the Exchange's trading floor. In order 
for Rule 1090 to apply to all categories of registered persons located 
on the Exchange's Options Floor that are generally not eligible to 
effect transactions, Inactive Nominees are deemed to be Clerks for 
purposes of that Rule.\7\
---------------------------------------------------------------------------

    \6\ The term ``Clerk '' means any registered on-floor person 
employed by or associated with a member, member organization, 
participant, or participant organization who is not a member and is 
not eligible to effect transactions on the Options Floor as a 
Specialist, Registered Options Trader, or Floor Broker. See Exchange 
Rule 1090. For purposes of Rule 1090, an Inactive Nominee shall be 
deemed a Clerk.
    \7\ See Securities Exchange Act Release No. 46505 (September 17, 
2002), 67 FR 60273 (September 25, 2002) (SR-Phlx-2001-104).
---------------------------------------------------------------------------

    Currently, the Exchange assesses a $100 per month Trading Floor 
Personnel Registration Fee. This fee is imposed on member/participant 
organizations for individuals who are employed by such member/
participant organizations and who work on the Exchange's trading floor, 
such as clerks, interns, stock execution clerks that handle equity 
orders that are part of an options contingency order and other 
associated persons, but who are not registered as members or 
participants. The Exchange currently does not impose the Trading Floor 
Personnel Registration Fee on Inactive Nominees because an Inactive 
Nominee is required to register as a member.
    The Exchange is proposing to eliminate the following qualifying 
language applicable to the Trading Floor Personnel Fee ``* * * but who 
are not registered as members or participants.'' In addition, the 
Exchange is proposing to add the following clarifying language ``[t]his 
fee is not imposed on permit holders.'' The Exchange also proposes to 
add a parenthetical to indicate that for purposes of the Trading Floor 
Personnel Registration Fee a Clerk includes an Inactive Nominee. This 
would add Inactive Nominees to the list of individuals who are employed 
on the Exchange's trading floor and are subject to the Trading Floor 
Personnel Registration Fee. The only participants that would not be 
subject to the fee would be permit holders.
    Additionally, the Exchange is proposing to amend the definitions of 
dividend and merger strategies in Section II of the Fee Schedule titled 
``Equity Options Fees.'' The Exchange recently amended the definitions 
of dividend and merger strategy to provide clarity with respect to the 
text ``prior to the date.'' \8\ The Exchange added the word 
``immediately'' to both definitions to make clear that the timing of 
the trigger event must occur the first business day prior to the 
trigger event. For example, with respect to a dividend strategy, the 
Exchange would interpret the proposed term ``immediately'' to mean the 
first business day prior to the date on which the underlying stock goes 
ex-dividend. With respect to a merger strategy, the Exchange would 
interpret the proposed term ``immediately'' to mean the first business 
day prior to the date on which shareholders of record are required to 
elect their respective form of consideration. In order that the meaning 
of immediately is clear, the Exchange is proposing to replace the words 
``immediately'' with ``the first business day'' in both the dividend 
and merger strategy definitions in Section II of the Fee Schedule.
---------------------------------------------------------------------------

    \8\ See SR-Phlx-2011-20.
---------------------------------------------------------------------------

2. Statutory Basis
    The Exchange believes that its proposal to amend its Fee Schedule 
is consistent with Section 6(b) of the Act \9\ in general, and furthers 
the objectives of Section 6(b)(4) of the Act \10\ in particular, in 
that it is an equitable allocation of reasonable fees and other charges 
among Exchange members and other persons using its facilities.
---------------------------------------------------------------------------

    \9\ 15 U.S.C. 78f(b).
    \10\ 15 U.S.C. 78f(b)(4).
---------------------------------------------------------------------------

    The Exchange believes that applying the Trading Floor Personnel 
Registration Fee to Inactive Nominees is reasonable because Inactive 
Nominees are not subject to the permit fees which permit holders are 
required to pay to maintain their membership. Permit holders are 
required to pay a monthly Permit Fee in order to transact business at 
the Exchange. Similar to clerks, interns and stock execution clerks, 
Inactive Nominees do not pay a permit fee.
    The Exchange believes that applying the Trading Floor Personnel 
Registration Fee to Inactive Nominees is equitable because it would 
uniformly apply to all inactive nominees and overall the fee would 
apply to all individuals that do not maintain a permit.
    The Exchange believes that it is reasonable to amend the 
definitions of dividend and merger strategies to provide members with a 
definition that is clear and unambiguous. In addition, the Exchange 
believes that the amended definitions would provide members clear 
guidance on the applicability of the equity option transaction charges 
and the available caps.
    The Exchange believes that the proposed amendments are equitable 
because the proposed new definitions would apply equally to all members 
transacting dividend or merger strategies. The Exchange would uniformly 
apply the definitions to all members who transacted such dividend and/
or merger strategies when assessing equity option transaction charges 
and applying caps.

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 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

    No written comments were either solicited or received.

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

    The foregoing rule change has become effective pursuant to Section 
19(b)(3)(A)(ii) of the Act.\11\ At any time within 60 days of the 
filing of the proposed rule change, the Commission summarily may 
temporarily suspend 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. If the Commission takes such action, the 
Commission shall institute proceedings to determine whether the 
proposed rule should be approved or disapproved.
---------------------------------------------------------------------------

    \11\ 15 U.S.C. 78s(b)(3)(A)(ii).
---------------------------------------------------------------------------

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.

[[Page 18589]]

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-Phlx-2011-32 on the subject line.

Paper Comments

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

All submissions should refer to File Number SR-Phlx-2011-32. 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 Web site viewing and 
printing in the Commission's Public Reference Room on official business 
days between the hours of 10 a.m. and 3 p.m. Copies of such filing also 
will be available for inspection and copying at the principal offices 
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-
Phlx-2011-32, and should be submitted on or before April 25, 2011.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\12\
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    \12\ 17 CFR 200.30-3(a)(12).
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Cathy H. Ahn,
Deputy Secretary.
[FR Doc. 2011-7814 Filed 4-1-11; 8:45 am]
BILLING CODE 8011-01-P
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