Joint Industry Plan; Notice of Filing and Immediate Effectiveness of Amendment No. 29 to the Joint Self-Regulatory Organization Plan Governing the Collection, Consolidation and Dissemination of Quotation and Transaction Information for Nasdaq-Listed Securities Traded on Exchanges on an Unlisted Trading Privileges Basis Submitted by the BATS Exchange, Inc., BATS Y-Exchange, Inc., Chicago Board Options Exchange, Incorporated, Chicago Stock Exchange, Inc., EDGA Exchange, Inc., EDGX Exchange, Inc., Financial Industry Regulatory Authority, Inc., International Securities Exchange LLC, NASDAQ OMX BX, Inc., NASDAQ OMX PHLX LLC, Nasdaq Stock Market LLC, National Stock Exchange, Inc., New York Stock Exchange LLC, NYSE MKT LLC, and NYSE Arca, Inc., 29793-29795 [2013-12041]
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TKELLEY on DSK3SPTVN1PROD with NOTICES
Federal Register / Vol. 78, No. 98 / Tuesday, May 21, 2013 / Notices
Management Company in the Fund
made at the direction of the Fund of
Funds Sub-Adviser. In the event that the
Fund of Funds Sub-Adviser waives fees,
the benefit of the waiver will be passed
through to the Investing Management
Company.
6. No Fund of Funds or Fund of
Funds Affiliate (except to the extent it
is acting in its capacity as an investment
adviser to a Fund) will cause a Fund to
purchase a security in an Affiliated
Underwriting.
7. The Board, including a majority of
the independent Board members, will
adopt procedures reasonably designed
to monitor any purchases of securities
by the Fund in an Affiliated
Underwriting, once an investment by a
Fund of Funds in the securities of the
Fund exceeds the limit of section
12(d)(1)(A)(i) of the Act, including any
purchases made directly from an
Underwriting Affiliate. The Board will
review these purchases periodically, but
no less frequently than annually, to
determine whether the purchases were
influenced by the investment by the
Fund of Funds in the Fund. The Board
will consider, among other things: (i)
whether the purchases were consistent
with the investment objectives and
policies of the Fund; (ii) how the
performance of securities purchased in
an Affiliated Underwriting compares to
the performance of comparable
securities purchased during a
comparable period of time in
underwritings other than Affiliated
Underwritings or to a benchmark such
as a comparable market index; and (iii)
whether the amount of securities
purchased by the Fund in Affiliated
Underwritings and the amount
purchased directly from an
Underwriting Affiliate have changed
significantly from prior years. The
Board will take any appropriate actions
based on its review, including, if
appropriate, the institution of
procedures designed to ensure that
purchases of securities in Affiliated
Underwritings are in the best interest of
beneficial owners of the Fund.
8. Each Fund will maintain and
preserve permanently in an easily
accessible place a written copy of the
procedures described in the preceding
condition, and any modifications to
such procedures, and will maintain and
preserve for a period of not less than six
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 a Fund of Funds
in the securities of the Fund exceeds the
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17:07 May 20, 2013
Jkt 229001
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 Board’s determinations were made.
9. Before investing in a Fund in
excess of the limits in section
12(d)(1)(A), a Fund of Funds will
execute a FOF Participation Agreement
with the Fund stating that their
respective boards of directors or trustees
and their investment advisers, or trustee
and Sponsor, as applicable, understand
the terms and conditions of the order,
and agree to fulfill their responsibilities
under the order. At the time of its
investment in Shares of a Fund in
excess of the limit in section
12(d)(1)(A)(i), a Fund of Funds will
notify the Fund of the investment. At
such time, the Fund of Funds will also
transmit to the Fund a list of the names
of each Fund of Funds Affiliate and
Underwriting Affiliate. The Fund of
Funds will notify the Fund of any
changes to the list as soon as reasonably
practicable after a change occurs. The
Fund and the Fund of Funds will
maintain and preserve a copy of the
order, the FOF Participation 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.
10. Before approving any advisory
contract under section 15 of the Act, the
board of directors or trustees of each
Investing Management Company,
including a majority of the independent
directors or trustees, will find that the
advisory fees charged under such
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 Investing
Management Company may invest.
These findings and their basis will be
recorded fully in the minute books of
the appropriate Investing Management
Company.
11. Any sales charges and/or service
fees charged with respect to shares of a
Fund of Funds will not exceed the
limits applicable to a fund of funds as
set forth in NASD Conduct Rule 2830.
12. No Fund will acquire securities of
an 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 a
Fund to purchase shares of other
investment companies for short-term
cash management purposes.
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29793
For the Commission, by the Division of
Investment Management, under delegated
authority.
Kevin M. O’Neill,
Deputy Secretary.
[FR Doc. 2013–12042 Filed 5–20–13; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–69587; File No. S7–24–89]
Joint Industry Plan; Notice of Filing
and Immediate Effectiveness of
Amendment No. 29 to the Joint SelfRegulatory Organization Plan
Governing the Collection,
Consolidation and Dissemination of
Quotation and Transaction Information
for Nasdaq-Listed Securities Traded on
Exchanges on an Unlisted Trading
Privileges Basis Submitted by the
BATS Exchange, Inc., BATS YExchange, Inc., Chicago Board
Options Exchange, Incorporated,
Chicago Stock Exchange, Inc., EDGA
Exchange, Inc., EDGX Exchange, Inc.,
Financial Industry Regulatory
Authority, Inc., International Securities
Exchange LLC, NASDAQ OMX BX, Inc.,
NASDAQ OMX PHLX LLC, Nasdaq
Stock Market LLC, National Stock
Exchange, Inc., New York Stock
Exchange LLC, NYSE MKT LLC, and
NYSE Arca, Inc.
May 15, 2013.
Pursuant to Section 11A of the
Securities Exchange Act of 1934
(‘‘Act’’),1 and Rule 608 thereunder,2
notice is hereby given that on May 10,
2013, the operating committee
(‘‘Operating Committee’’ or
‘‘Committee’’) 3 of the Joint SelfRegulatory Organization Plan Governing
the Collection, Consolidation, and
Dissemination of Quotation and
Transaction Information for NasdaqListed Securities Traded on Exchanges
on an Unlisted Trading Privilege Basis
(‘‘Nasdaq/UTP Plan’’ or ‘‘Plan’’) filed
with the Securities and Exchange
Commission (‘‘Commission’’) an
amendment to the Plan.4 This
1 15
U.S.C. 78k–1.
CFR 242.608.
3 The Plan Participants (collectively,
‘‘Participants’’) are the: BATS Exchange, Inc.; BATS
Y-Exchange, Inc.; Chicago Board Options Exchange,
Incorporated; Chicago Stock Exchange, Inc.; EDGA
Exchange, Inc.; EDGX Exchange, Inc.; Financial
Industry Regulatory Authority, Inc.; International
Securities Exchange LLC; NASDAQ OMX BX, Inc.;
NASDAQ OMX PHLX LLC; Nasdaq Stock Market
LLC; National Stock Exchange, Inc.; New York
Stock Exchange LLC; NYSE MKT LLC; and NYSE
Arca, Inc.
4 The Plan governs the collection, processing, and
dissemination on a consolidated basis of quotation
2 17
E:\FR\FM\21MYN1.SGM
Continued
21MYN1
29794
Federal Register / Vol. 78, No. 98 / Tuesday, May 21, 2013 / Notices
amendment represents Amendment No.
29 (‘‘Amendment No. 29’’) to the Plan
and proposes to reverse the changes (the
‘‘Fee Changes’’) that the Participants
made in Amendment No. 27 5 to the
Nasdaq/UTP Plan and Amendment No.
28 6 to the Nasdaq/UTP Plan (the ‘‘Fee
Change Filings’’). Under the Fee Change
Filings, the Fee Changes became
effective on April 1, 2013. Amendment
No. 29 would cause the Fee Changes not
to have become effective as of April 1,
2013. Pursuant to Rule 608(b)(3)(i)
under the Act, the Participants
designated the Amendment No. 29 as
establishing or changing a fee or other
charge collected on behalf of all of the
Participants in connection with access
to, or use of, the facilities contemplated
by the Amendment. As a result,
Amendment No. 29 has been put into
effect upon filing with the Commission.
Accordingly, the Participants would not
implement the Fee Changes for the
month of April 2013 or otherwise.
At any time within 60 days of the
filing of Amendment No. 29, the
Commission may summarily abrogate
Amendment No. 29 and require that the
Amendment be refiled in accordance
with paragraph (a)(1) of Rule 608 and
reviewed in accordance with paragraph
(b)(2) of Rule 608, if it appears to the
Commission that such action is
necessary or appropriate in the public
interest, for the protection of investors,
or the maintenance of fair and orderly
markets, to remove impediments to, and
perfect the mechanisms of, a national
market system or otherwise in
furtherance of the purposes of the Act.
The Commission is publishing this
notice to solicit comments from
interested persons.
On March 27, 2013, the Participants
filed with the Commission Amendment
No. 28. That amendment increased the
professional subscriber device fee from
$20 to $25, introduced a new
redistribution fee and established a net
reporting program.
Amendment No. 27 and Amendment
No. 28 made the Fee Changes effective
as of April 1, 2013.
After consultation with Commission
staff,7 the Participants propose to
reverse all of the Fee Changes. As a
result of the reversal, the Fee Changes
would not be deemed to have taken
effect on April 1, 2013, meaning that the
Participants would not implement the
Fee Changes for the month of April 2013
or otherwise. The Participants anticipate
re-examining the Fee Change Filings
and re-filing them at a later date
I. Rule 608(a)
D. Development and Implementation
Phases
Not applicable.
TKELLEY on DSK3SPTVN1PROD with NOTICES
A. Purpose of the Amendments
On March 22, 2013, the Participants
filed with the Commission Amendment
No. 27. That amendment revised the
metric by which the Participants
calculate the annual increase in the
Enterprise Maximum.
information and transaction reports in Eligible
Securities for each of its Participants. This
consolidated information informs investors of the
current quotation and recent trade prices of Nasdaq
securities. It enables investors to ascertain from one
data source the current prices in all the markets
trading Nasdaq securities. The Plan serves as the
required transaction reporting plan for its
Participants, which is a prerequisite for their
trading Eligible Securities. See Securities Exchange
Act Release No. 55647 (April 19, 2007), 72 FR
20891 (April 26, 2007).
5 See Securities Exchange Act Release No. 69215
(March 22, 2013), 78 FR 19029 (March 28, 2013)
(‘‘Amendment No. 27’’).
6 See Securities Exchange Act Release No. 69361
(April 10, 2013), 78 FR 22588 (April 16, 2013)
(‘‘Amendment No. 28’’).
VerDate Mar<15>2010
17:07 May 20, 2013
Jkt 229001
discriminatory for the purposes of
Section 11A(c)(1)(D) of the Act.8
F. Written Understanding or Agreements
Relating to Interpretation of, or
Participation in, Plan
The Participants have no written
understandings or agreements relating
to interpretation of the Plan as a result
of the amendment.
G. Approval by Sponsors in Accordance
With Plan
Each of the Plan’s Participants has
approved the changes and has executed
a written amendment to the Plan.
H. Description of Operation of Facility
Contemplated by the Proposed
Amendment
Not applicable.
B. Governing or Constituent Documents
Not applicable.
I. Terms and Conditions of Access
C. Implementation of Amendment
All of the Participants have
manifested their approval of the
proposed amendment by means of their
execution of Amendment No. 29.
Amendment No. 29 shall be effective
when this Agreement has been executed
on behalf of each Participant and the
amendment has been filed with the
Commission. Once effective,
Amendment No. 29 would cause the
changes set forth in the Fee Change
Filings not to have become effective on
April 1, 2013. This means that the
Participants would not implement the
Fee Changes for the month of April 2013
or otherwise, although the Participants
may elect to re-file the Fee Changes at
a later date.
J. Method of Determination and
Imposition, and Amount of, Fees and
Charges
E. Analysis of Impact on Competition
The proposed amendment does not
impose any burden on competition that
is not necessary or appropriate in
furtherance of the purposes of the Act.
The Participants do not believe that
the proposed plan amendment
introduces terms that are unreasonably
7 See also Letter to John Ramsay, Acting Director,
Division of Trading and Markets, Commission, et al.
from Ira D. Hammerman, Senior Managing Director
& General Counsel, Securities Industry and
Financial Markets Association, dated March 28,
2013 (‘‘SIFMA Letter’’); Letter to Chairperson White
and Commissioners, Commission, from Gene L.
Finn, Ph.D., dated April 24, 2013 (‘‘Finn Letter 1’’);
Letter to the Commission, from Gene L. Finn, Ph.D.,
dated April 25, 2013 (‘‘Finn Letter 2’’); and Letter
to Elizabeth M. Murphy, Secretary, Commission
from Peter Moss, Managing Director, Thomson
Reuters, dated May 7, 2013 (‘‘Thomson Reuters
Letter’’).
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Frm 00098
Fmt 4703
Sfmt 4703
See Item I(A) above.
See Item I(A) above.
K. Method and Frequency of Processor
Evaluation
Not applicable.
L. Dispute Resolution
Not applicable.
II. Rule 601(a)
A. Equity Securities for Which
Transaction Reports Shall Be Required
by the Plan
Not applicable.
B. Reporting Requirements
Not applicable.
C. Manner of Collecting, Processing,
Sequencing, Making Available and
Disseminating Last Sale Information
Not applicable.
D. Manner of Consolidation
Not applicable.
E. Standards and Methods Ensuring
Promptness, Accuracy and
Completeness of Transaction Reports
Not applicable.
F. Rules and Procedures Addressed to
Fraudulent or Manipulative
Dissemination
Not applicable.
G. Terms of Access to Transaction
Reports
Not applicable.
8 15
U.S.C. 78k–1(c)(1)(D).
E:\FR\FM\21MYN1.SGM
21MYN1
Federal Register / Vol. 78, No. 98 / Tuesday, May 21, 2013 / Notices
For the Commission, by the Division
of Trading and Markets, pursuant to
delegated authority.9
H. Identification of Marketplace of
Execution
Not Applicable.
Kevin M. O’Neill,
Deputy Secretary.
III. Solicitation of Comments
[FR Doc. 2013–12041 Filed 5–20–13; 8:45 am]
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 S7–24–89 on the subject line.
Self-Regulatory Organizations;
NASDAQ OMX BX, Inc ; Notice of Filing
of Proposed Rule Change for
Permanent Approval of a Pilot To
Permit BX Options To Accept Inbound
Options Orders From NASDAQ OMX
PHLX LLC and NASDAQ Options
Services LLC
Paper Comments
May 15, 2013.
• Send paper comments in triplicate
to Elizabeth M. Murphy, Secretary,
Securities and Exchange Commission,
100 F Street NE., Washington, DC
20549–1090.
TKELLEY on DSK3SPTVN1PROD with NOTICES
The Commission seeks general
comments on Amendment No. 29.
Interested persons are invited to submit
written data, views, and arguments
concerning the foregoing, including
whether the proposal is consistent with
the Act. Comments may be submitted by
any of the following methods:
Pursuant to Section 19(b)C(1) 1 of the
Securities Exchange Act of 1934 (the
‘‘Act’’) 2 and Rule 19b–4 thereunder,3
notice is hereby given that, on May 7,
2013, NASDAQ OMX BX, Inc. (the
‘‘Exchange’’ or ‘‘BX’’) filed with the
Securities and Exchange Commission
(the ‘‘Commission’’) the proposed rule
change as described in Items I, II and III
below, which Items have been prepared
by the self-regulatory organization. The
Commission is publishing this notice to
solicit comments on the proposed rule
change from interested persons.
All submissions should refer to File
Number S7–24–89. 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
Web site (https://www.sec.gov/rules/
sro.shtml). Copies of the submission, all
written statements with respect to the
proposed Plan Amendment that are
filed with the Commission, and all
written communications relating to the
proposed Plan Amendment 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 10:00 a.m.
and 3:00 p.m. Copies of the filing also
will be available for Web site viewing
and printing at the Office of the
Secretary of the Committee, currently
located at the CBOE, 400 S. LaSalle
Street, Chicago, IL 60605. 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 S7–24–89
and should be submitted on or before
June 11, 2013.
VerDate Mar<15>2010
17:07 May 20, 2013
Jkt 229001
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–69576; File No. SR–BX–
2013–036]
I. Self-Regulatory Organization’s
Statement of the Terms of Substance of
the Proposed Rule Change
The Exchange has submitted a
proposal for the permanent approval of
the Exchange’s pilot program to permit
the BX Options System to accept
inbound options orders routed by
Nasdaq Options Services LLC (‘‘NOS’’)
from NASDAQ OMX PHLX LLC
(‘‘Phlx’’) and The NASDAQ Stock
Market LLC’s NASDAQ Options Market
(‘‘NOM’’).
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
9 17
CFR 200.30–3(a)(27).
U.S.C. 78s(b)(1).
2 15 U.S.C. 78a.
3 17 CFR 240.19b–4.
1 15
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Sfmt 4703
29795
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 the
Statutory Basis for, the Proposed Rule
Change
1. Purpose
In conjunction with PHLX and NOM
providing outbound routing services to
all options markets using its affiliated
routing broker, NOS,4 BX proposed that
NOS be permitted to route orders from
PHLX and NOM to BX Options on a
pilot basis, subject to certain limitations
and conditions, as described below.5
The current pilot program expires June
26, 2013.
NOS is a broker-dealer and member of
NASDAQ, PHLX and BX. NOS provides
all routing functions for NOM, BX
Options and PHLX. BX, NASDAQ,
NOM, PHLX and NOS are affiliates.6
Accordingly, the affiliate relationship
between BX and NOS, its member,
raises the issue of an exchange’s
affiliation with a member of such
exchange. Specifically, in connection
with prior filings, the Commission has
expressed concern that the affiliation of
an exchange with one of its members
raises the potential for unfair
competitive advantage and potential
conflicts of interest between an
exchange’s self-regulatory obligations
and its commercial interests.7
Recognizing that the Commission has
previously expressed concern regarding
the potential for conflicts of interest in
instances where a member firm is
affiliated with an exchange of which it
is a member, the Exchange previously
proposed, and the Commission
approved, limitations and conditions on
4 See Securities Exchange Act Release Nos. 59995
(May 28, 2009), 74 FR 26750 (June 3, 2009) (SR–
Phlx–2009–32); and 57478 (March 12, 2008), 73 FR
14521 (March 18, 2008) (order approving File Nos.
SR–NASDAQ–2007–004 and SR–NASDAQ–2007–
080).
5 Securities Exchange Act Release No. 67256
(June 26, 2012), 77 FR 39277 (July 2, 2012) (SR–BX–
2012–030).
6 See Securities Exchange Act Release Nos. 58324
(August 7, 2008), 73 FR 46936 (August 12, 2008)
(SR–BSE–2008–02; SR–BSE–2008–23; SR–BSE–
2008–25; SR–BSECC–2008–01) (order approving
NASDAQ OMX’s acquisition of BX); and 58179
(July 17, 2008), 73 FR 42874 (July 23, 2008) (SR–
Phlx–2008–31) (order approving NASDAQ OMX’s
acquisition of PHLX).
7 See Securities Exchange Act Release Nos. 59153
(December 23, 2008), 73 FR 80485 (December 31,
2008) (SR–NASDAQ–2008–098); and 62736 (August
17, 2010), 75 FR 51861 (August 23, 2010) (SR–
NASDAQ–2010–100). See also Securities Exchange
Act Release No. 58135 (July 10, 2008), 73 FR 40898
(July 16, 2008)(SR–NASDAQ–2008–061)(Permitting
NOS to be affiliated with PHLX).
E:\FR\FM\21MYN1.SGM
21MYN1
]]>Agencies
[Federal Register Volume 78, Number 98 (Tuesday, May 21, 2013)]
[Notices]
[Pages 29793-29795]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: 2013-12041]
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-69587; File No. S7-24-89]
Joint Industry Plan; Notice of Filing and Immediate Effectiveness
of Amendment No. 29 to the Joint Self-Regulatory Organization Plan
Governing the Collection, Consolidation and Dissemination of Quotation
and Transaction Information for Nasdaq-Listed Securities Traded on
Exchanges on an Unlisted Trading Privileges Basis Submitted by the BATS
Exchange, Inc., BATS Y-Exchange, Inc., Chicago Board Options Exchange,
Incorporated, Chicago Stock Exchange, Inc., EDGA Exchange, Inc., EDGX
Exchange, Inc., Financial Industry Regulatory Authority, Inc.,
International Securities Exchange LLC, NASDAQ OMX BX, Inc., NASDAQ OMX
PHLX LLC, Nasdaq Stock Market LLC, National Stock Exchange, Inc., New
York Stock Exchange LLC, NYSE MKT LLC, and NYSE Arca, Inc.
May 15, 2013.
Pursuant to Section 11A of the Securities Exchange Act of 1934
(``Act''),\1\ and Rule 608 thereunder,\2\ notice is hereby given that
on May 10, 2013, the operating committee (``Operating Committee'' or
``Committee'') \3\ of the Joint Self-Regulatory Organization Plan
Governing the Collection, Consolidation, and Dissemination of Quotation
and Transaction Information for Nasdaq-Listed Securities Traded on
Exchanges on an Unlisted Trading Privilege Basis (``Nasdaq/UTP Plan''
or ``Plan'') filed with the Securities and Exchange Commission
(``Commission'') an amendment to the Plan.\4\ This
[[Page 29794]]
amendment represents Amendment No. 29 (``Amendment No. 29'') to the
Plan and proposes to reverse the changes (the ``Fee Changes'') that the
Participants made in Amendment No. 27 \5\ to the Nasdaq/UTP Plan and
Amendment No. 28 \6\ to the Nasdaq/UTP Plan (the ``Fee Change
Filings''). Under the Fee Change Filings, the Fee Changes became
effective on April 1, 2013. Amendment No. 29 would cause the Fee
Changes not to have become effective as of April 1, 2013. Pursuant to
Rule 608(b)(3)(i) under the Act, the Participants designated the
Amendment No. 29 as establishing or changing a fee or other charge
collected on behalf of all of the Participants in connection with
access to, or use of, the facilities contemplated by the Amendment. As
a result, Amendment No. 29 has been put into effect upon filing with
the Commission. Accordingly, the Participants would not implement the
Fee Changes for the month of April 2013 or otherwise.
---------------------------------------------------------------------------
\1\ 15 U.S.C. 78k-1.
\2\ 17 CFR 242.608.
\3\ The Plan Participants (collectively, ``Participants'') are
the: BATS Exchange, Inc.; BATS Y-Exchange, Inc.; Chicago Board
Options Exchange, Incorporated; Chicago Stock Exchange, Inc.; EDGA
Exchange, Inc.; EDGX Exchange, Inc.; Financial Industry Regulatory
Authority, Inc.; International Securities Exchange LLC; NASDAQ OMX
BX, Inc.; NASDAQ OMX PHLX LLC; Nasdaq Stock Market LLC; National
Stock Exchange, Inc.; New York Stock Exchange LLC; NYSE MKT LLC; and
NYSE Arca, Inc.
\4\ The Plan governs the collection, processing, and
dissemination on a consolidated basis of quotation information and
transaction reports in Eligible Securities for each of its
Participants. This consolidated information informs investors of the
current quotation and recent trade prices of Nasdaq securities. It
enables investors to ascertain from one data source the current
prices in all the markets trading Nasdaq securities. The Plan serves
as the required transaction reporting plan for its Participants,
which is a prerequisite for their trading Eligible Securities. See
Securities Exchange Act Release No. 55647 (April 19, 2007), 72 FR
20891 (April 26, 2007).
\5\ See Securities Exchange Act Release No. 69215 (March 22,
2013), 78 FR 19029 (March 28, 2013) (``Amendment No. 27'').
\6\ See Securities Exchange Act Release No. 69361 (April 10,
2013), 78 FR 22588 (April 16, 2013) (``Amendment No. 28'').
---------------------------------------------------------------------------
At any time within 60 days of the filing of Amendment No. 29, the
Commission may summarily abrogate Amendment No. 29 and require that the
Amendment be refiled in accordance with paragraph (a)(1) of Rule 608
and reviewed in accordance with paragraph (b)(2) of Rule 608, if it
appears to the Commission that such action is necessary or appropriate
in the public interest, for the protection of investors, or the
maintenance of fair and orderly markets, to remove impediments to, and
perfect the mechanisms of, a national market system or otherwise in
furtherance of the purposes of the Act. The Commission is publishing
this notice to solicit comments from interested persons.
I. Rule 608(a)
A. Purpose of the Amendments
On March 22, 2013, the Participants filed with the Commission
Amendment No. 27. That amendment revised the metric by which the
Participants calculate the annual increase in the Enterprise Maximum.
On March 27, 2013, the Participants filed with the Commission
Amendment No. 28. That amendment increased the professional subscriber
device fee from $20 to $25, introduced a new redistribution fee and
established a net reporting program.
Amendment No. 27 and Amendment No. 28 made the Fee Changes
effective as of April 1, 2013.
After consultation with Commission staff,\7\ the Participants
propose to reverse all of the Fee Changes. As a result of the reversal,
the Fee Changes would not be deemed to have taken effect on April 1,
2013, meaning that the Participants would not implement the Fee Changes
for the month of April 2013 or otherwise. The Participants anticipate
re-examining the Fee Change Filings and re-filing them at a later date
---------------------------------------------------------------------------
\7\ See also Letter to John Ramsay, Acting Director, Division of
Trading and Markets, Commission, et al. from Ira D. Hammerman,
Senior Managing Director & General Counsel, Securities Industry and
Financial Markets Association, dated March 28, 2013 (``SIFMA
Letter''); Letter to Chairperson White and Commissioners,
Commission, from Gene L. Finn, Ph.D., dated April 24, 2013 (``Finn
Letter 1''); Letter to the Commission, from Gene L. Finn, Ph.D.,
dated April 25, 2013 (``Finn Letter 2''); and Letter to Elizabeth M.
Murphy, Secretary, Commission from Peter Moss, Managing Director,
Thomson Reuters, dated May 7, 2013 (``Thomson Reuters Letter'').
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B. Governing or Constituent Documents
Not applicable.
C. Implementation of Amendment
All of the Participants have manifested their approval of the
proposed amendment by means of their execution of Amendment No. 29.
Amendment No. 29 shall be effective when this Agreement has been
executed on behalf of each Participant and the amendment has been filed
with the Commission. Once effective, Amendment No. 29 would cause the
changes set forth in the Fee Change Filings not to have become
effective on April 1, 2013. This means that the Participants would not
implement the Fee Changes for the month of April 2013 or otherwise,
although the Participants may elect to re-file the Fee Changes at a
later date.
D. Development and Implementation Phases
Not applicable.
E. Analysis of Impact on Competition
The proposed amendment does not impose any burden on competition
that is not necessary or appropriate in furtherance of the purposes of
the Act.
The Participants do not believe that the proposed plan amendment
introduces terms that are unreasonably discriminatory for the purposes
of Section 11A(c)(1)(D) of the Act.\8\
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\8\ 15 U.S.C. 78k-1(c)(1)(D).
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F. Written Understanding or Agreements Relating to Interpretation of,
or Participation in, Plan
The Participants have no written understandings or agreements
relating to interpretation of the Plan as a result of the amendment.
G. Approval by Sponsors in Accordance With Plan
Each of the Plan's Participants has approved the changes and has
executed a written amendment to the Plan.
H. Description of Operation of Facility Contemplated by the Proposed
Amendment
Not applicable.
I. Terms and Conditions of Access
See Item I(A) above.
J. Method of Determination and Imposition, and Amount of, Fees and
Charges
See Item I(A) above.
K. Method and Frequency of Processor Evaluation
Not applicable.
L. Dispute Resolution
Not applicable.
II. Rule 601(a)
A. Equity Securities for Which Transaction Reports Shall Be Required by
the Plan
Not applicable.
B. Reporting Requirements
Not applicable.
C. Manner of Collecting, Processing, Sequencing, Making Available and
Disseminating Last Sale Information
Not applicable.
D. Manner of Consolidation
Not applicable.
E. Standards and Methods Ensuring Promptness, Accuracy and Completeness
of Transaction Reports
Not applicable.
F. Rules and Procedures Addressed to Fraudulent or Manipulative
Dissemination
Not applicable.
G. Terms of Access to Transaction Reports
Not applicable.
[[Page 29795]]
H. Identification of Marketplace of Execution
Not Applicable.
III. Solicitation of Comments
The Commission seeks general comments on Amendment No. 29.
Interested persons are invited to submit written data, views, and
arguments concerning the foregoing, including whether the proposal 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 S7-24-89 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 S7-24-89. 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 Web site (https://www.sec.gov/rules/sro.shtml). Copies of
the submission, all written statements with respect to the proposed
Plan Amendment that are filed with the Commission, and all written
communications relating to the proposed Plan Amendment 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 10:00
a.m. and 3:00 p.m. Copies of the filing also will be available for Web
site viewing and printing at the Office of the Secretary of the
Committee, currently located at the CBOE, 400 S. LaSalle Street,
Chicago, IL 60605. 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 S7-24-
89 and should be submitted on or before June 11, 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)(27).
Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2013-12041 Filed 5-20-13; 8:45 am]
BILLING CODE 8011-01-P
