Self-Regulatory Organizations; the NASDAQ Stock Market LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Modify the Fee Schedule Governing Order Routing, 15988-15990 [2013-05734]
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mstockstill on DSK4VPTVN1PROD with NOTICES
15988
Federal Register / Vol. 78, No. 49 / Wednesday, March 13, 2013 / Notices
years from the end of the fiscal year in
which any purchase in an Affiliated
Underwriting occurred, the first two
years in an easily accessible place, a
written record of each purchase of
securities in Affiliated Underwritings,
once an investment by an Acquiring
Fund in the securities of the Fund
exceeds the limit of section
12(d)(1)(A)(i) of the Act, setting forth
from whom the securities were
acquired, the identity of the
underwriting syndicate’s members, the
terms of the purchase, and the
information or materials upon which
the determinations of the Board of the
Fund were made.
14. Before investing in Shares of a
Fund in excess of the limits in section
12(d)(1)(A), each Acquiring Fund and
the Fund will execute an Acquiring
Fund Agreement stating, without
limitation, that their Boards and their
investment adviser(s), or their Sponsors
or trustees (‘‘Trustee’’), as applicable,
understand the terms and conditions of
the requested order, and agree to fulfill
their responsibilities under the
requested order. At the time of its
investment in Shares of a Fund in
excess of the limit in section
12(d)(1)(A)(i), an Acquiring Fund will
notify the Fund of the investment. At
such time, the Acquiring Fund will also
transmit to the Fund a list of the names
of each Acquiring Fund Affiliate and
Underwriting Affiliate. The Acquiring
Fund will notify the Fund of any
changes to the list of the names as soon
as reasonably practicable after a change
occurs. The Fund and the Acquiring
Fund will maintain and preserve a copy
of the requested order, the Acquiring
Fund Agreement, and the list with any
updated information for the duration of
the investment and for a period of not
less than six years thereafter, the first
two years in an easily accessible place.
15. The Acquiring Fund Adviser,
Trustee or Sponsor, as applicable, will
waive fees otherwise payable to it by the
Acquiring Fund in an amount at least
equal to any compensation (including
fees received pursuant to any plan
adopted under rule 12b–l under the Act)
received from the Fund by the
Acquiring Fund Adviser, Trustee or
Sponsor, or an affiliated person of the
Acquiring Fund Adviser, Trustee or
Sponsor, other than any advisory fees
paid to the Acquiring Fund Adviser,
Trustee or Sponsor, or its affiliated
person by the Fund, in connection with
the investment by the Acquiring Fund
in the Fund. Any Acquiring Fund SubAdviser will waive fees otherwise
payable to the Acquiring Fund SubAdviser, directly or indirectly, by the
Acquiring Management Company in an
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amount at least equal to any
compensation received from a Fund by
the Acquiring Fund Sub-Adviser, or an
affiliated person of the Acquiring Fund
Sub-Adviser, other than any advisory
fees paid to the Acquiring Fund SubAdviser or its affiliated person by the
Fund, in connection with any
investment by the Acquiring
Management Company in the Fund
made at the direction of the Acquiring
Fund Sub-Adviser. In the event that the
Acquiring Fund Sub-Adviser waives
fees, the benefit of the waiver will be
passed through to the Acquiring
Management Company.
16. Any sales charges and/or service
fees charged with respect to shares of an
Acquiring Fund will not exceed the
limits applicable to a fund of funds as
set forth in NASD Conduct Rule 2830.
17. No Fund will acquire securities of
any other investment company or
company relying on section 3(c)(1) or
3(c)(7) of the Act in excess of the limits
contained in section 12(d)(1)(A) of the
Act, except to the extent permitted by
exemptive relief from the Commission
permitting the Fund to purchase shares
of other investment companies for shortterm cash management purposes.
18. Before approving any advisory
contract under section 15 of the Act, the
Board of of each Acquiring Management
Company, including a majority of the
Independent Trustees, will find that the
advisory fees charged under such
advisory contract are based on services
provided that will be in addition to,
rather than duplicative of, the services
provided under the advisory contract(s)
of any Fund in which the Acquiring
Management Company may invest.
These findings and their basis will be
recorded fully in the minute books of
the appropriate Acquiring Management
Company.
For the Commission, by the Division of
Investment Management, under delegated
authority.
Kevin M. O’Neill,
Deputy Secretary.
[FR Doc. 2013–05758 Filed 3–12–13; 8:45 am]
BILLING CODE 8011–01–P
PO 00000
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–69055; File No. SR–
NASDAQ–2013–038]
Self-Regulatory Organizations; the
NASDAQ Stock Market LLC; Notice of
Filing and Immediate Effectiveness of
Proposed Rule Change To Modify the
Fee Schedule Governing Order
Routing
March 7, 2013.
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 February
26, 2013, The NASDAQ Stock Market
LLC (‘‘NASDAQ’’ or the ‘‘Exchange’’)
filed with the Securities and Exchange
Commission (‘‘Commission’’) a
proposed rule change as described in
Items I and II 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
NASDAQ is proposing [sic] proposed
changes to amend NASDAQ’s fee
schedule governing order routing.
NASDAQ will implement the proposed
change on February 27, 2013.
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 those statements may be examined at
the places specified in Item III [sic]
below. The Exchange has prepared
summaries, set forth in sections A, B,
and C below, of the most significant
parts of such statements.
A. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
1. Purpose
NASDAQ is amending its fee
schedule governing order routing to
establish fees for routing orders using its
two new order routing strategies, QDRK
and QCST.3 All of the changes pertain
1 15
U.S.C. 78s(b)(1).
CFR 240.19b–4.
3 QDRK orders, pursuant to Rule
4758(a)(1)(A)(xii), check the System for available
2 17
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Federal Register / Vol. 78, No. 49 / Wednesday, March 13, 2013 / Notices
to securities priced at $1 or more per
share, and to securities listed on
NASDAQ, the New York Stock
Exchange (‘‘NYSE’’) and exchanges
other than NASDAQ and NYSE. In
addition, QDARK [sic] and QCST
orders, like other routable orders, will
not count toward determining a
member’s shares of liquidity routed for
purposes of NASDAQ fees.
With respect to QDRK and QCST
orders that access liquidity in the
NASDAQ Market Center, members will
be charged $0.0029 per share executed.
With respect to QDRK and QCST orders
that execute on a venue other than
NASDAQ, members will be charged
$0.0005 per share executed, except that
for QCST orders that execute on
NASDAQ OMX BX, members will
receive a credit of $0.0014 per share
executed.
mstockstill on DSK4VPTVN1PROD with NOTICES
2. Statutory Basis
NASDAQ believes that the proposed
rule change is consistent with the
provisions of Section 6 of the Act,4 in
general, and with Sections 6(b)(4) and
6(b)(5) of the Act,5 in particular, in that
it provides for the equitable allocation
of reasonable dues, fees and other
charges among members and issuers and
other persons using any facility or
system which NASDAQ operates or
controls, and is not designed to permit
unfair discrimination between
customers, issuers, brokers, or dealers.
The proposed pricing for QDRK and
QCST orders executed on NASDAQ is
reasonable because it is similar to the
current pricing for most orders executed
on NASDAQ. The proposed fee for
QDRK and QCST orders that execute on
a venue other than NASDAQ is s [sic]
the same as the current fee for TFTY
orders, and the credit for orders that
execute on NASDAQ OMX BX is the
same as the current credit for TFTY,
SOLV [sic] CART and SAVE orders that
execute on NASDAQ OMX BX.
The proposed pricing for QDRK and
QCST orders is consistent with an
equitable allocation of fees and is not
unfairly discriminatory because the
pricing, which is the same for all
NASDAQ participants, applies solely to
members that opt to route QDRK and
shares and simultaneously route to certain
destinations on the System routing table that are not
posting Protected Quotations within the meaning of
Regulation NMS (i.e. ‘‘dark venues’’ or ‘‘dark
pools’’). QCST orders, pursuant to Rule
4758(a)(1)(A)(xiii), check the System for available
shares and simultaneously route to select dark
venues and to certain low cost exchanges. See
Securities Exchange Act Release No. 68839
(February 6, 2013), 78 FR 9957 (February 12, 2013)
(SR–NASDAQ–2013–014).
4 15 U.S.C. 78f.
5 15 U.S.C. 78f(b)(4) and (5).
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QCST orders. Moreover, the lower cost
of these routing strategies as compared
with other existing routing strategies is
not unfairly discriminatory because it is
consistent with the lower costs
associated with routing to the venues
that are accessed by the new strategies.
Finally, NASDAQ notes that it
operates in a highly competitive market
in which market participants can
readily favor competing venues if they
deem fee levels at a particular venue to
be excessive. In such an environment,
NASDAQ must continually adjust its
fees to remain competitive with other
exchanges and with alternative trading
systems that have been exempted from
compliance with the statutory standards
applicable to exchanges. NASDAQ
believes that the proposed rule change
reflects this competitive environment
because it is designed to ensure that the
charges for use of the NASDAQ routing
facility to route reflect changes in the
cost of such routing.
B. Self-Regulatory Organization’s
Statement on Burden on Competition
NASDAQ does not believe that the
proposed rule change will result in any
burden on competition that is not
necessary or appropriate in furtherance
of the purposes of the Act, as amended.
Because the market for order routing is
extremely competitive, members may
readily opt to disfavor NASDAQ’s
routing services if they believe that
alternatives offer them better value.
Moreover, by introducing new routing
options and charging fees that NASDAQ
believes to be reasonable, NASDAQ
believes that it is increasing its
`
competitiveness vis-a-vis other trading
venues. For this reason and the reasons
discussed in connection with the
statutory basis for the proposed rule
change, NASDAQ does not believe that
the proposed changes will impair the
ability of members or competing order
execution venues to maintain their
competitive standing in the financial
markets. NASDAQ also does not believe
that the proposal raises issues of
competition among its own market
participants, because the proposal
applies fee and credits equally to all
participants.
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.
PO 00000
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15989
III. Date of Effectiveness of the
Proposed Rule Change and Timing for
Commission Action
The foregoing rule change is effective
upon filing pursuant to Section
19(b)(3)(A) 6 of the Act and
subparagraph (f)(2) of Rule 19b–47
thereunder, because it establishes a due,
fee, or other charge imposed by
NASDAQ.
At any time within 60 days of the
filing of such 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
under Section 19(b)(2)(B) 8 of the Act to
determine whether the proposed rule
change 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.
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 email to rulecomments@sec.gov. Please include File
Number SR–NASDAQ–2013–038 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–NASDAQ–2013–038. This
file number should be included on the
subject line if email 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
6 15
U.S.C. 78s(b)(3)(A).
CFR 240.19b–4(f)(2).
8 15 U.S.C. 78s(b)(2)(B).
7 17
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15990
Federal Register / Vol. 78, No. 49 / Wednesday, March 13, 2013 / Notices
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, 100 F Street NE.,
Washington, DC 20549–1090, on official
business days between the hours of
10:00 a.m. and 3:00 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–
NASDAQ–2013–038, and should be
submitted on or before April 3, 2013.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.9
Kevin M. O’Neill,
Deputy Secretary.
[FR Doc. 2013–05734 Filed 3–12–13; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–69061; File No. SR–
NYSEArca–2013–01]
Self-Regulatory Organizations; NYSE
Arca, Inc.; Order Granting Approval of
Proposed Rule Change Relating to
Listing and Trading of the Newfleet
Multi-Sector Income ETF Under NYSE
Arca Equities Rule 8.600
mstockstill on DSK4VPTVN1PROD with NOTICES
March 7, 2013.
I. Introduction
On January 4, 2013, NYSE Arca, Inc.
(‘‘Exchange’’ or ‘‘NYSE Arca’’) filed
with the Securities and Exchange
Commission (‘‘Commission’’), pursuant
to Section 19(b)(1) of the Securities
Exchange Act of 1934 (‘‘Act’’ or
‘‘Exchange Act’’) 1 and Rule 19b–4
thereunder,2 a proposed rule change to
list and trade shares (‘‘Shares’’) of the
Newfleet Multi-Sector Income ETF
(‘‘Fund’’) under NYSE Arca Equities
Rule 8.600. The proposed rule change
was published for comment in the
Federal Register on January 23, 2013.3
The Commission received no comments
9 17
CFR 200.30–3(a)(12).
U.S.C. 78s(b)(1).
2 17 CFR 240.19b–4.
3 See Securities Exchange Act Release No. 68666
(Jan. 16, 2013), 78 FR 4960 (‘‘Notice’’).
1 15
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17:11 Mar 12, 2013
Jkt 229001
on the proposed rule change. This order
grants approval of the proposed rule
change.
II. Description of the Proposed Rule
Change
The Exchange proposes to list and
trade Shares of the Fund pursuant to
NYSE Arca Equities Rule 8.600, which
governs the listing and trading of
Managed Fund Shares on the Exchange.
The Shares will be offered by
AdvisorSharesTrust (‘‘Trust’’), a
statutory trust organized under the laws
of the State of Delaware and registered
with the Commission as an open-end
management investment company.4 The
investment manager to the Fund will be
AdvisorShares Investments LLC
(‘‘Adviser’’). Newfleet Asset
Management, LLC will serve as subadviser to the Fund (‘‘Sub-Adviser’’).
Foreside Fund Services, LLC will serve
as the distributor for the Fund. The
Bank of New York Mellon will serve as
the custodian and transfer agent for the
Fund. The Exchange represents that the
Adviser is not affiliated with a brokerdealer. The Exchange represents that the
Sub-Adviser is affiliated with a brokerdealer and has implemented a fire wall
with respect to its broker-dealer affiliate
regarding access to information
concerning the composition and/or
changes to the Fund’s portfolio, and will
be subject to procedures designed to
prevent the use and dissemination of
material non-public information
regarding the portfolio.5
Description of the Fund
Principal Investments
The Fund will, under normal market
conditions,6 invest at least eighty
4 The Trust is registered under the Investment
Company Act of 1940 (‘‘1940 Act’’). On June 25,
2012, the Trust filed with the Commission an
amendment to its registration statement on Form N–
1A under the Securities Act of 1933 (‘‘Securities
Act’’) and under the 1940 Act relating to the Fund
(File Nos. 333–157876 and 811–22110)
(‘‘Registration Statement’’). In addition, the
Commission has issued an order granting certain
exemptive relief to the Trust under the 1940 Act.
See Investment Company Act Release No. 29291
(May 28, 2010) (File No. 812–13677).
5 See NYSE Arca Equities Rule 8.600,
Commentary .06. In the event (a) the Adviser or the
Sub-Adviser becomes newly affiliated with a
broker-dealer, or (b) any new adviser or sub-adviser
becomes affiliated with a broker-dealer, it will
implement a fire wall with respect to such brokerdealer regarding access to information concerning
the composition and/or changes to the portfolio,
and will be subject to procedures designed to
prevent the use and dissemination of material nonpublic information regarding such portfolio.
6 The term ‘‘under normal market conditions’’
includes, but is not limited to, the absence of
extreme volatility or trading halts in the fixed
income markets or the financial markets generally;
operational issues causing dissemination of
inaccurate market information; or force majeure
PO 00000
Frm 00063
Fmt 4703
Sfmt 4703
percent (80%) in investment-grade fixed
income securities, which are fixed
income securities with credit ratings
within the four highest rating categories
of a nationally recognized statistical
rating organization. The Fund may
invest in unrated securities to a limited
extent if such security is determined by
the Sub-Adviser to be of comparable
quality.7 The average duration of the
Fund’s fixed income investments will
range from one to three years.
The Fund’s investment objective is to
provide a competitive level of current
income, consistent with preservation of
capital, while limiting fluctuations in
net asset value (‘‘NAV’’) due to changes
in interest rates. The Fund seeks to
apply extensive credit research and a
time-tested approach to capitalize on
opportunities across undervalued areas
of the bond markets.
The Sub-Adviser will seek to provide
diversification by allocating the Fund’s
investments among various sectors of
the fixed income markets, including
investment grade debt securities issued
primarily by U.S. issuers and
secondarily by non-U.S. issuers, as
follows:
• Securities issued or guaranteed as
to principal and interest by the U.S.
government, its agencies, authorities, or
instrumentalities, including
collateralized mortgage obligations, real
estate mortgage investment conduits,
and other pass-through securities;
• Non-agency 8 commercial mortgagebacked securities (‘‘CMBS’’), agency and
non-agency residential mortgage-backed
securities (‘‘RMBS’’), and other asset
backed securities; 9
type events such as systems failure, natural or manmade disaster, act of God, armed conflict, act of
terrorism, riot or labor disruption, or any similar
intervening circumstance.
7 In determining whether a security is of
‘‘comparable quality,’’ the Sub-Adviser will
consider, for example, whether the issuer of the
security has issued other rated securities; whether
the obligations under the security are guaranteed by
another entity and the rating of such guarantor (if
any); whether and (if applicable) how the security
is collateralized; other forms of credit enhancement
(if any); the security’s maturity date; liquidity
features (if any); relevant cash flow(s); valuation
features; other structural analysis; macroeconomic
analysis; and sector or industry analysis.
8 ‘‘Non-agency’’ securities are financial
instruments that have been issued by an entity that
is not a government-sponsored agency, such as the
Federal National Mortgage Association, Federal
Home Loan Mortgage Corporation, Federal Home
Loan Banks, or the Government National Mortgage
Association.
9 Although the Fund has not established a fixed
limit to the amount of non-agency securities in
which it will invest, at least 80% of the Fund’s net
assets will be, under normal market conditions,
invested in U.S. dollar denominated investment
grade fixed income securities. The liquidity of any
such security will be a factor in the selection of any
such security.
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]]>Agencies
[Federal Register Volume 78, Number 49 (Wednesday, March 13, 2013)]
[Notices]
[Pages 15988-15990]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: 2013-05734]
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-69055; File No. SR-NASDAQ-2013-038]
Self-Regulatory Organizations; the NASDAQ Stock Market LLC;
Notice of Filing and Immediate Effectiveness of Proposed Rule Change To
Modify the Fee Schedule Governing Order Routing
March 7, 2013.
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 February 26, 2013, The NASDAQ Stock Market LLC (``NASDAQ'' or the
``Exchange'') filed with the Securities and Exchange Commission
(``Commission'') a proposed rule change as described in Items I and II
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.
---------------------------------------------------------------------------
I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change
NASDAQ is proposing [sic] proposed changes to amend NASDAQ's fee
schedule governing order routing. NASDAQ will implement the proposed
change on February 27, 2013.
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 those statements may be examined at
the places specified in Item III [sic] below. The Exchange has prepared
summaries, set forth in sections A, B, and C below, of the most
significant parts of such statements.
A. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change
1. Purpose
NASDAQ is amending its fee schedule governing order routing to
establish fees for routing orders using its two new order routing
strategies, QDRK and QCST.\3\ All of the changes pertain
[[Page 15989]]
to securities priced at $1 or more per share, and to securities listed
on NASDAQ, the New York Stock Exchange (``NYSE'') and exchanges other
than NASDAQ and NYSE. In addition, QDARK [sic] and QCST orders, like
other routable orders, will not count toward determining a member's
shares of liquidity routed for purposes of NASDAQ fees.
---------------------------------------------------------------------------
\3\ QDRK orders, pursuant to Rule 4758(a)(1)(A)(xii), check the
System for available shares and simultaneously route to certain
destinations on the System routing table that are not posting
Protected Quotations within the meaning of Regulation NMS (i.e.
``dark venues'' or ``dark pools''). QCST orders, pursuant to Rule
4758(a)(1)(A)(xiii), check the System for available shares and
simultaneously route to select dark venues and to certain low cost
exchanges. See Securities Exchange Act Release No. 68839 (February
6, 2013), 78 FR 9957 (February 12, 2013) (SR-NASDAQ-2013-014).
---------------------------------------------------------------------------
With respect to QDRK and QCST orders that access liquidity in the
NASDAQ Market Center, members will be charged $0.0029 per share
executed. With respect to QDRK and QCST orders that execute on a venue
other than NASDAQ, members will be charged $0.0005 per share executed,
except that for QCST orders that execute on NASDAQ OMX BX, members will
receive a credit of $0.0014 per share executed.
2. Statutory Basis
NASDAQ believes that the proposed rule change is consistent with
the provisions of Section 6 of the Act,\4\ in general, and with
Sections 6(b)(4) and 6(b)(5) of the Act,\5\ in particular, in that it
provides for the equitable allocation of reasonable dues, fees and
other charges among members and issuers and other persons using any
facility or system which NASDAQ operates or controls, and is not
designed to permit unfair discrimination between customers, issuers,
brokers, or dealers.
---------------------------------------------------------------------------
\4\ 15 U.S.C. 78f.
\5\ 15 U.S.C. 78f(b)(4) and (5).
---------------------------------------------------------------------------
The proposed pricing for QDRK and QCST orders executed on NASDAQ is
reasonable because it is similar to the current pricing for most orders
executed on NASDAQ. The proposed fee for QDRK and QCST orders that
execute on a venue other than NASDAQ is s [sic] the same as the current
fee for TFTY orders, and the credit for orders that execute on NASDAQ
OMX BX is the same as the current credit for TFTY, SOLV [sic] CART and
SAVE orders that execute on NASDAQ OMX BX.
The proposed pricing for QDRK and QCST orders is consistent with an
equitable allocation of fees and is not unfairly discriminatory because
the pricing, which is the same for all NASDAQ participants, applies
solely to members that opt to route QDRK and QCST orders. Moreover, the
lower cost of these routing strategies as compared with other existing
routing strategies is not unfairly discriminatory because it is
consistent with the lower costs associated with routing to the venues
that are accessed by the new strategies.
Finally, NASDAQ notes that it operates in a highly competitive
market in which market participants can readily favor competing venues
if they deem fee levels at a particular venue to be excessive. In such
an environment, NASDAQ must continually adjust its fees to remain
competitive with other exchanges and with alternative trading systems
that have been exempted from compliance with the statutory standards
applicable to exchanges. NASDAQ believes that the proposed rule change
reflects this competitive environment because it is designed to ensure
that the charges for use of the NASDAQ routing facility to route
reflect changes in the cost of such routing.
B. Self-Regulatory Organization's Statement on Burden on Competition
NASDAQ does not believe that the proposed rule change will result
in any burden on competition that is not necessary or appropriate in
furtherance of the purposes of the Act, as amended. Because the market
for order routing is extremely competitive, members may readily opt to
disfavor NASDAQ's routing services if they believe that alternatives
offer them better value. Moreover, by introducing new routing options
and charging fees that NASDAQ believes to be reasonable, NASDAQ
believes that it is increasing its competitiveness vis-[agrave]-vis
other trading venues. For this reason and the reasons discussed in
connection with the statutory basis for the proposed rule change,
NASDAQ does not believe that the proposed changes will impair the
ability of members or competing order execution venues to maintain
their competitive standing in the financial markets. NASDAQ also does
not believe that the proposal raises issues of competition among its
own market participants, because the proposal applies fee and credits
equally to all participants.
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
The foregoing rule change is effective upon filing pursuant to
Section 19(b)(3)(A) \6\ of the Act and subparagraph (f)(2) of Rule 19b-
4\7\ thereunder, because it establishes a due, fee, or other charge
imposed by NASDAQ.
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\6\ 15 U.S.C. 78s(b)(3)(A).
\7\ 17 CFR 240.19b-4(f)(2).
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At any time within 60 days of the filing of such 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 under
Section 19(b)(2)(B) \8\ of the Act to determine whether the proposed
rule change should be approved or disapproved.
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\8\ 15 U.S.C. 78s(b)(2)(B).
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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 (https://www.sec.gov/rules/sro.shtml); or
Send an email to rule-comments@sec.gov. Please include
File Number SR-NASDAQ-2013-038 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-NASDAQ-2013-038. This
file number should be included on the subject line if email 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
[[Page 15990]]
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, 100 F Street NE., Washington, DC 20549-1090, on
official business days between the hours of 10:00 a.m. and 3:00 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-NASDAQ-2013-038, and should be submitted
on or before April 3, 2013.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\9\
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\9\ 17 CFR 200.30-3(a)(12).
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Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2013-05734 Filed 3-12-13; 8:45 am]
BILLING CODE 8011-01-P
