Self-Regulatory Organizations; The NASDAQ Stock Market LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change to Adopt Fees and Fee Waivers for Certain Exchange Traded Products, 57909-57911 [2013-22882]

Download as PDF Federal Register / Vol. 78, No. 183 / Friday, September 20, 2013 / Notices will affect intermarket competition because the Exchange believes that all exchanges that impose the same continuing education requirements will file similar rule changes addressing these continuing education programs. Furthermore, the Exchange does not believe the proposed change will affect intramarket competition because all similarly situated registered persons (e.g. registered persons maintaining the same registrations) are required to complete the same continuing education requirements. For example, all individuals maintaining a Series 7 registration as a General Securities Representative will be required to complete the S101 continuing education program, while all individuals maintaining a Series 56 registration (and no other registrations) will be required to complete the new S501 continuing education program. mstockstill on DSK4VPTVN1PROD with NOTICES C. Self-Regulatory Organization’s Statement on Comments on the Proposed Rule Change Received From Members, Participants or Others The Exchange has not solicited, and does not intend to solicit, comments on this proposed rule change. The Exchange has not received any unsolicited written comments from members or other interested parties. III. Date of Effectiveness of the Proposed Rule Change and Timing for Commission Action Because the foregoing proposed rule change does not: (i) Significantly affect the protection of investors or the public interest; (ii) impose any significant burden on competition; and (iii) become operative for 30 days from the date on which it was filed, or such shorter time as the Commission may designate, the proposed rule change has become effective pursuant to Section 19(b)(3)(A) of the Act 13 and Rule 19b–4(f)(6) thereunder. The Exchange has requested that the Commission waive the 30-day operative delay. The proposed rule change specifies the continuing education requirements that currently apply to registered persons, and adopts a continuing education requirement, the S501, and a related fee for persons registered as Proprietary Traders. Waiver of the operative delay would allow the Exchange to clarify its rules and implement the proposed rule change at once, enabling its members to clearly understand which continuing education program applies to their registered persons and to comply with the continuing education requirements 13 15 U.S.C. 78s(b)(3)(A). VerDate Mar<15>2010 17:24 Sep 19, 2013 Jkt 229001 in a timely manner, and thus is consistent with the protection of investors and the public interest. Therefore, the Commission designates the proposal operative upon filing.14 At any time within 60 days of the filing of this 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 will institute proceedings 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 (http://www.sec.gov/ rules/sro.shtml); or • Send an email to rule-comments@ sec.gov. Please include File Number SR– ISE–2013–48 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–ISE–2013–48. 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 (http://www.sec.gov/ rules/sro.shtml). Copies of the submission, all subsequent amendments, all written statements with respect to the proposed rule change that are filed with the Commission, and all written communications relating to the proposed rule change between the Commission and any person, other than those that may be withheld from the public in accordance with the provisions of 5 U.S.C. 552, will be 14 For purposes only of waiving the 30-day operative delay, the Commission has considered the proposed rule’s impact on efficiency, competition, and capital formation. See 15 U.S.C. 78c(f). PO 00000 Frm 00073 Fmt 4703 Sfmt 4703 57909 available for Web site viewing and printing in the Commission’s Public Reference Room, 100 F Street NE., Washington, DC 20549, 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 office of the Exchange. All comments received will be posted without change; the Commission does not edit personal identifying information from submissions. You should submit only information that you wish to make available publicly. All submissions should refer to File Number SR–ISE– 2013–48 and should be submitted on or before October 11, 2013. For the Commission, by the Division of Trading and Markets, pursuant to delegated authority.15 Kevin M. O’Neill, Deputy Secretary. [FR Doc. 2013–22881 Filed 9–19–13; 8:45 am] BILLING CODE 8011–01–P SECURITIES AND EXCHANGE COMMISSION [Release No. 34–70418; File No. SR– NASDAQ–2013–115] Self-Regulatory Organizations; The NASDAQ Stock Market LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change to Adopt Fees and Fee Waivers for Certain Exchange Traded Products September 16, 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 September 3, 2013 The NASDAQ Stock Market LLC (‘‘NASDAQ’’ or ‘‘Exchange’’) filed with the Securities and Exchange Commission (‘‘SEC’’ or ‘‘Commission’’) the proposed rule change as described in Items, II, and III below, which Items have been prepared by the Exchange. The Commission is publishing this notice to solicit comments on the proposed rule change from interested persons. I. Self-Regulatory Organization’s Statement of the Terms of the Substance of the Proposed Rule Change The Exchange proposes to adopt fees for certain exchange traded products and to expand existing fee waivers to include these securities. The text of the proposed rule change is available at the Exchange’s Web site 15 17 CFR 200.30–3(a)(12). U.S.C. 78s(b)(1). 2 17 CFR 240.19b–4. 1 15 E:\FR\FM\20SEN1.SGM 20SEN1 57910 Federal Register / Vol. 78, No. 183 / Friday, September 20, 2013 / Notices at http://nasdaq.cchwallstreet.com, 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 mstockstill on DSK4VPTVN1PROD with NOTICES 1. Purpose NASDAQ recently adopted rules to list a number of new types of exchange traded products.3 However, at the time, NASDAQ did not specify fees applicable to certain of these products. Specifically, while Rule 5710(j) provides that Linked Securities, including the New Linked Securities, are treated as ‘‘Other Securities’’ for fee purposes, no fees were specified for the other products approved for listing under those new standards (the ‘‘Other New Products’’).4 As such, the Other New Products are subject to the fees set forth in Rule 5910, which describes the fees charged to securities listed on the Global Market not otherwise identified in the Rule 5900 Series. NASDAQ now proposes to modify its fee schedule to provide that the fees set forth in Rule 5940 5 are applicable to 3 Securities Exchange Act Release No. 66648 (March 23, 2012), 77 FR 19428 (March 30, 2012) (SR–NASDAQ–2012–013). In this filing, NASDAQ adopted standards to list the following Exchange Traded Products: Equity Index-Linked Securities, Commodity-Linked Securities, Fixed Income IndexLinked Securities, Futures-Linked Securities, and Multifactor Index-Linked Securities (collectively, the ‘‘New Linked Securities’’); Index-Linked Exchangeable Notes; Equity Gold Shares; Trust Certificates; Commodity-Based Trust Shares; Currency Trust Shares; Commodity Index Trust Shares; Commodity Futures Trust Shares; Partnership Units; Trust Units; Managed Trust Securities; and Currency Warrants. 4 Fees for Other Securities are set forth in Rule 5930. The proposed rule change would not change the treatment of Linked Securities, although it would modify the title and text of Rule 5930 to provide additional transparency to the fact that Linked Securities are subject to that Rule. 5 Rule 5940 sets forth the fees applicable to Portfolio Depository Receipts, Index Fund Shares, and Managed Fund Shares. VerDate Mar<15>2010 17:24 Sep 19, 2013 Jkt 229001 any security listed under the Rule 5700 Series for which no other fee schedule is specified.6 As such, the Other New Products, which qualify for listing under Rules 5711 and 5720, would be subject to the fees contained in Rule 5940, rather than the higher fees under Rule 5910.7 In addition, the proposed change would result in Trust Issued Receipts, listed under Rule 5720, and Index Warrants, listed under Rule 5725, also being subject to the lower fee schedule in Rule 5940. NASDAQ believes that these lower fees are appropriate as the Other New Products, Trust Issued Receipts and Index Warrants are generally similar to the exchange traded funds currently charged fees under Rule 5940.8 In addition, NASDAQ rules currently provide that the entry and application fees payable under Rules 5910 and 5920 are not applicable to a company with respect to any securities that are listed on another national securities exchange if the company transfers its listing exclusively to NASDAQ.9 Similarly, IM–5900–4 provides that NASDAQ will waive a portion of the annual fees otherwise payable under Rules 5910 and 5920 for a company that is listed on another national securities exchange if the company transfers its listing exclusively to NASDAQ.10 These rules were adopted to encourage issuers to transfer from another exchange (where they already paid listing fees) to NASDAQ and thereby enhance competition among exchanges.11 NASDAQ believes that this same 6 NASDAQ also proposes to change the title of Rule 5940 to reflect this broader applicability. 7 The entry fee under Rule 5940 is $5,000 and annual fees range from $6,500 to $14,500. The entry fees under Rule 5910 ranges [sic] from $125,000 to $225,000 and annual fees range from $35,000 to $99,500. 8 NASDAQ also notes that NYSE Arca charges the issuers of the Other New Products and Trust Issued Receipts under its fee schedule for Derivative Securities Products, which is the same fee schedule applicable to exchange traded funds. See footnote 3 to NYSE Arca Equities: Listing Fees. Index Warrants listed on NYSE Arca also are not subject to the fee schedule applicable to common and preferred stock, but are treated as Structured Products. See footnote 4 to NYSE Arca Equities: Listing Fees. Similarly, BATS Exchange charges all exchange traded products a different fee schedule than operating companies. See BATS Rules 14.13(a)(A)(1)(C) and 14.13(a)(A)(2)(C). 9 Rules 5910(a)(7) and 5920(a)(7). 10 In the year a transfer is made, the company receives a credit in the pro-rated amount of any annual listing fees paid to the former exchange for the period of time after the transfer. This credit offsets, and cannot exceed, the annual fee otherwise due to NASDAQ for that period. 11 Securities Exchange Act Release No. 51004 (January 10, 2005), 70 FR 2917 (January 18, 2005) (SR–NASD–2004–140) (waiver of initial listing fees); Securities Exchange Act Release No. 53696 (April 21, 2006), 71 FR 25273 (April 28, 2006) (SR– NASD–2006–047) (waiver of annual fees). PO 00000 Frm 00074 Fmt 4703 Sfmt 4703 rationale applies to exchange traded products and therefore proposes to provide that an identical waiver applies to the entry and application fees set forth in Rules 5930 and 5940, and to expand the annual fee waiver in IM– 5900–4 to also include annual fees assessed under Rules 5930 and 5940.12 2. Statutory Basis The Exchange believes that its proposal is consistent with Section 6(b) of the Act 13 in general, and with Sections 6(b)(4), (5) and (8) of the Act,14 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 the Exchange operates or controls; is not designed to permit unfair discrimination between customers, issuers, brokers, or dealers; and does not impose any burden on competition not necessary or appropriate in furtherance of the purposes of the Act. The Exchange believes that the proposed fees are consistent with Section 6(b)(4) of the Act for multiple reasons. First, NASDAQ notes that it operates in a highly competitive market in which market participants can choose not to list on NASDAQ, or readily switch exchanges, if they deem listing fees excessive.15 In such an environment NASDAQ must continually review the fees it charges to assure that they are reasonable and equitably allocated to remain competitive with other markets. The proposed waivers are also equitable in that they recognize that a company switching from another exchange has already paid fees to that exchange for similar services. Further, it is NASDAQ’s experience that less work is required on an application for a security listed on another exchange, and the fee waiver reflects that experience. NASDAQ also believes that the proposed fees and waivers are equitable because they would apply equally to all companies listing exchange traded 12 NASDAQ notes that NYSE Arca and BATS each waive fees for exchange traded products that switch from another exchange. See commentary .04 to NYSE Arca Equities: Listing Fees and BATS Rules 14.13(a)(A)(1)(F). 13 15 U.S.C. 78f(b). 14 15 U.S.C. 78f(b)(4), (5) and (8). 15 The Justice Department has noted the intense competitive environment for exchange listings. See ‘‘NASDAQ OMX Group Inc. and IntercontinentalExchange Inc. Abandon Their Proposed Acquisition Of NYSE Euronext After Justice Department Threatens Lawsuit’’ (May 16, 2011), available at http://www.justice.gov/atr/ public/press_releases/2011/271214.htm. E:\FR\FM\20SEN1.SGM 20SEN1 Federal Register / Vol. 78, No. 183 / Friday, September 20, 2013 / Notices products under the applicable provisions of the Rule 5700 Series. The Exchange also believes that the proposed fees and waivers are consistent with Section 6(b)(5) of the Act in that the fees are nondiscriminatory. As noted, the proposed fees would apply equally to all companies listing exchange traded products under the applicable provisions of the Rule 5700 Series. In addition, applying the existing fee schedule to all unspecified exchange traded products eliminates an inconsistency in the fees currently charged by NASDAQ where some similar products are charged lower fees, and is thereby designed to equitably allocate fees and not permit unfair discrimination between issuers of similar products. Finally, the Exchange believes the proposed fees and waivers are consistent with Section 6(b)(8) of the Act in that they do not impose a burden on competition not necessary or appropriate in furtherance of the purposes of the Act. Rather, the proposed rule change will adopt lower fees for issuers of exchange traded products, thereby enhancing competition among exchanges. 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. Rather, by adopting fees for specific types of products similar to those fees in place at NYSE Arca and BATS, and by waiving fees for transfers of exchange traded products from other exchanges, the proposed rule change will promote competition for the listing of these products. mstockstill on DSK4VPTVN1PROD with NOTICES 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) of the Act 16 and paragraph (f) of Rule 19b–4 thereunder.17 At any time within 60 days of the filing of the proposed rule change, the Commission summarily may 16 15 17 17 U.S.C. 78s(b)(3)(A). CFR 240.19b–4(f). VerDate Mar<15>2010 17:24 Sep 19, 2013 Jkt 229001 57911 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. For the Commission, by the Division of Trading and Markets, pursuant to delegated authority.18 Kevin M. O’Neill, Deputy Secretary. 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: BILLING CODE 8011–01–P Electronic Comments • Use the Commission’s Internet comment form (http://www.sec.gov/ rules/sro.shtml); or • Send an email to rule-comments@ sec.gov. Please include File Number SR– NASDAQ–2013–115 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–2013–115. 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 (http://www.sec.gov/ rules/sro.shtml). Copies of the submission, all subsequent amendments, all written statements with respect to the proposed rule change that are filed with the Commission, and all written communications relating to the proposed rule change between the Commission and any person, other than those that may be withheld from the public in accordance with the provisions of 5 U.S.C. 552, will be available for 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 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–2013–115, and should be submitted on or before October 11, 2013. PO 00000 Frm 00075 Fmt 4703 Sfmt 4703 [FR Doc. 2013–22882 Filed 9–19–13; 8:45 am] SECURITIES AND EXCHANGE COMMISSION [Release No. 34–70395; File No. SR–BOX– 2013–38] Self-Regulatory Organizations; BOX Options Exchange LLC; Order Approving a Proposed Rule Change To Modify the Complex Order Filter September 16, 2013. I. Introduction On July 22, 2013, BOX Options Exchange LLC (the ‘‘Exchange’’ or ‘‘BOX’’) filed with the Securities and Exchange Commission (‘‘Commission’’), pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 (‘‘Act’’) 1 and Rule 19b–4 thereunder,2 a proposed rule change to modify the Exchange’s rules governing the filtering of inbound Complex Orders. The proposed rule change was published for comment in the Federal Register on August 5, 2013.3 The Commission received no comments regarding the proposal. This order approves the proposed rule change. II. Description of the Proposal BOX proposes to amend BOX Rule 7240(b)(3)(iii) to modify the procedures governing the filtering of inbound Complex Orders. BOX also proposes to amend BOX Rule 7130(a) to provide that the Exchange’s High Speed Vendor Feed (‘‘HSVF’’) is available to market participants and that Complex Orders exposed during the Complex Order filtering process are included in the HSVF. A. Complex Order Filter BOX’s Complex Order Filter provides a process designed to assure that each component leg of an inbound Complex Orders is executed at a price that is equal to or better than the national best bid or offer (‘‘NBBO’’) and BOX best bid or offer (‘‘BBO’’) for that series.4 BOX proposes to revise its rules to specifically provide that the Complex Order Filter operates in a series of 18 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. 70063 (July 30, 2013), 78 FR 47463 (‘‘Notice’’). 4 See BOX Rule 7240(b)(3)(iii). 1 15 E:\FR\FM\20SEN1.SGM 20SEN1

Agencies

[Federal Register Volume 78, Number 183 (Friday, September 20, 2013)]
[Notices]
[Pages 57909-57911]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: 2013-22882]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-70418; File No. SR-NASDAQ-2013-115]


Self-Regulatory Organizations; The NASDAQ Stock Market LLC; 
Notice of Filing and Immediate Effectiveness of Proposed Rule Change to 
Adopt Fees and Fee Waivers for Certain Exchange Traded Products

September 16, 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 September 3, 2013 The NASDAQ Stock Market LLC (``NASDAQ'' or 
``Exchange'') filed with the Securities and Exchange Commission 
(``SEC'' or ``Commission'') the proposed rule change as described in 
Items, 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.
---------------------------------------------------------------------------

I. Self-Regulatory Organization's Statement of the Terms of the 
Substance of the Proposed Rule Change

    The Exchange proposes to adopt fees for certain exchange traded 
products and to expand existing fee waivers to include these 
securities.
    The text of the proposed rule change is available at the Exchange's 
Web site

[[Page 57910]]

at http://nasdaq.cchwallstreet.com, 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
    NASDAQ recently adopted rules to list a number of new types of 
exchange traded products.\3\ However, at the time, NASDAQ did not 
specify fees applicable to certain of these products. Specifically, 
while Rule 5710(j) provides that Linked Securities, including the New 
Linked Securities, are treated as ``Other Securities'' for fee 
purposes, no fees were specified for the other products approved for 
listing under those new standards (the ``Other New Products'').\4\ As 
such, the Other New Products are subject to the fees set forth in Rule 
5910, which describes the fees charged to securities listed on the 
Global Market not otherwise identified in the Rule 5900 Series.
---------------------------------------------------------------------------

    \3\ Securities Exchange Act Release No. 66648 (March 23, 2012), 
77 FR 19428 (March 30, 2012) (SR-NASDAQ-2012-013). In this filing, 
NASDAQ adopted standards to list the following Exchange Traded 
Products: Equity Index-Linked Securities, Commodity-Linked 
Securities, Fixed Income Index-Linked Securities, Futures-Linked 
Securities, and Multifactor Index-Linked Securities (collectively, 
the ``New Linked Securities''); Index-Linked Exchangeable Notes; 
Equity Gold Shares; Trust Certificates; Commodity-Based Trust 
Shares; Currency Trust Shares; Commodity Index Trust Shares; 
Commodity Futures Trust Shares; Partnership Units; Trust Units; 
Managed Trust Securities; and Currency Warrants.
    \4\ Fees for Other Securities are set forth in Rule 5930. The 
proposed rule change would not change the treatment of Linked 
Securities, although it would modify the title and text of Rule 5930 
to provide additional transparency to the fact that Linked 
Securities are subject to that Rule.
---------------------------------------------------------------------------

    NASDAQ now proposes to modify its fee schedule to provide that the 
fees set forth in Rule 5940 \5\ are applicable to any security listed 
under the Rule 5700 Series for which no other fee schedule is 
specified.\6\ As such, the Other New Products, which qualify for 
listing under Rules 5711 and 5720, would be subject to the fees 
contained in Rule 5940, rather than the higher fees under Rule 5910.\7\ 
In addition, the proposed change would result in Trust Issued Receipts, 
listed under Rule 5720, and Index Warrants, listed under Rule 5725, 
also being subject to the lower fee schedule in Rule 5940. NASDAQ 
believes that these lower fees are appropriate as the Other New 
Products, Trust Issued Receipts and Index Warrants are generally 
similar to the exchange traded funds currently charged fees under Rule 
5940.\8\
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    \5\ Rule 5940 sets forth the fees applicable to Portfolio 
Depository Receipts, Index Fund Shares, and Managed Fund Shares.
    \6\ NASDAQ also proposes to change the title of Rule 5940 to 
reflect this broader applicability.
    \7\ The entry fee under Rule 5940 is $5,000 and annual fees 
range from $6,500 to $14,500. The entry fees under Rule 5910 ranges 
[sic] from $125,000 to $225,000 and annual fees range from $35,000 
to $99,500.
    \8\ NASDAQ also notes that NYSE Arca charges the issuers of the 
Other New Products and Trust Issued Receipts under its fee schedule 
for Derivative Securities Products, which is the same fee schedule 
applicable to exchange traded funds. See footnote 3 to NYSE Arca 
Equities: Listing Fees. Index Warrants listed on NYSE Arca also are 
not subject to the fee schedule applicable to common and preferred 
stock, but are treated as Structured Products. See footnote 4 to 
NYSE Arca Equities: Listing Fees. Similarly, BATS Exchange charges 
all exchange traded products a different fee schedule than operating 
companies. See BATS Rules 14.13(a)(A)(1)(C) and 14.13(a)(A)(2)(C).
---------------------------------------------------------------------------

    In addition, NASDAQ rules currently provide that the entry and 
application fees payable under Rules 5910 and 5920 are not applicable 
to a company with respect to any securities that are listed on another 
national securities exchange if the company transfers its listing 
exclusively to NASDAQ.\9\ Similarly, IM-5900-4 provides that NASDAQ 
will waive a portion of the annual fees otherwise payable under Rules 
5910 and 5920 for a company that is listed on another national 
securities exchange if the company transfers its listing exclusively to 
NASDAQ.\10\ These rules were adopted to encourage issuers to transfer 
from another exchange (where they already paid listing fees) to NASDAQ 
and thereby enhance competition among exchanges.\11\ NASDAQ believes 
that this same rationale applies to exchange traded products and 
therefore proposes to provide that an identical waiver applies to the 
entry and application fees set forth in Rules 5930 and 5940, and to 
expand the annual fee waiver in IM-5900-4 to also include annual fees 
assessed under Rules 5930 and 5940.\12\
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    \9\ Rules 5910(a)(7) and 5920(a)(7).
    \10\ In the year a transfer is made, the company receives a 
credit in the pro-rated amount of any annual listing fees paid to 
the former exchange for the period of time after the transfer. This 
credit offsets, and cannot exceed, the annual fee otherwise due to 
NASDAQ for that period.
    \11\ Securities Exchange Act Release No. 51004 (January 10, 
2005), 70 FR 2917 (January 18, 2005) (SR-NASD-2004-140) (waiver of 
initial listing fees); Securities Exchange Act Release No. 53696 
(April 21, 2006), 71 FR 25273 (April 28, 2006) (SR-NASD-2006-047) 
(waiver of annual fees).
    \12\ NASDAQ notes that NYSE Arca and BATS each waive fees for 
exchange traded products that switch from another exchange. See 
commentary .04 to NYSE Arca Equities: Listing Fees and BATS Rules 
14.13(a)(A)(1)(F).
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2. Statutory Basis
    The Exchange believes that its proposal is consistent with Section 
6(b) of the Act \13\ in general, and with Sections 6(b)(4), (5) and (8) 
of the Act,\14\ 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 the 
Exchange operates or controls; is not designed to permit unfair 
discrimination between customers, issuers, brokers, or dealers; and 
does not impose any burden on competition not necessary or appropriate 
in furtherance of the purposes of the Act.
---------------------------------------------------------------------------

    \13\ 15 U.S.C. 78f(b).
    \14\ 15 U.S.C. 78f(b)(4), (5) and (8).
---------------------------------------------------------------------------

    The Exchange believes that the proposed fees are consistent with 
Section 6(b)(4) of the Act for multiple reasons. First, NASDAQ notes 
that it operates in a highly competitive market in which market 
participants can choose not to list on NASDAQ, or readily switch 
exchanges, if they deem listing fees excessive.\15\ In such an 
environment NASDAQ must continually review the fees it charges to 
assure that they are reasonable and equitably allocated to remain 
competitive with other markets. The proposed waivers are also equitable 
in that they recognize that a company switching from another exchange 
has already paid fees to that exchange for similar services. Further, 
it is NASDAQ's experience that less work is required on an application 
for a security listed on another exchange, and the fee waiver reflects 
that experience. NASDAQ also believes that the proposed fees and 
waivers are equitable because they would apply equally to all companies 
listing exchange traded

[[Page 57911]]

products under the applicable provisions of the Rule 5700 Series.
---------------------------------------------------------------------------

    \15\ The Justice Department has noted the intense competitive 
environment for exchange listings. See ``NASDAQ OMX Group Inc. and 
IntercontinentalExchange Inc. Abandon Their Proposed Acquisition Of 
NYSE Euronext After Justice Department Threatens Lawsuit'' (May 16, 
2011), available at http://www.justice.gov/atr/public/press_releases/2011/271214.htm.
---------------------------------------------------------------------------

    The Exchange also believes that the proposed fees and waivers are 
consistent with Section 6(b)(5) of the Act in that the fees are non-
discriminatory. As noted, the proposed fees would apply equally to all 
companies listing exchange traded products under the applicable 
provisions of the Rule 5700 Series. In addition, applying the existing 
fee schedule to all unspecified exchange traded products eliminates an 
inconsistency in the fees currently charged by NASDAQ where some 
similar products are charged lower fees, and is thereby designed to 
equitably allocate fees and not permit unfair discrimination between 
issuers of similar products.
    Finally, the Exchange believes the proposed fees and waivers are 
consistent with Section 6(b)(8) of the Act in that they do not impose a 
burden on competition not necessary or appropriate in furtherance of 
the purposes of the Act. Rather, the proposed rule change will adopt 
lower fees for issuers of exchange traded products, thereby enhancing 
competition among exchanges.

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. Rather, by adopting fees for 
specific types of products similar to those fees in place at NYSE Arca 
and BATS, and by waiving fees for transfers of exchange traded products 
from other exchanges, the proposed rule change will promote competition 
for the listing of these products.

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) of the Act \16\ and paragraph (f) of Rule 19b-4 
thereunder.\17\
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    \16\ 15 U.S.C. 78s(b)(3)(A).
    \17\ 17 CFR 240.19b-4(f).
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    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.

IV. Solicitation of Comments

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

Electronic Comments

     Use the Commission's Internet comment form (http://www.sec.gov/rules/sro.shtml); or
     Send an email to rule-comments@sec.gov. Please include 
File Number SR-NASDAQ-2013-115 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-2013-115. 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 (http://www.sec.gov/rules/sro.shtml). Copies of the submission, all subsequent amendments, all 
written statements with respect to the proposed rule change that are 
filed with the Commission, and all written communications relating to 
the proposed rule change between the Commission and any person, other 
than those that may be withheld from the public in accordance with the 
provisions of 5 U.S.C. 552, will be available for 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 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-2013-115, and should be submitted on or before 
October 11, 2013.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\18\
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    \18\ 17 CFR 200.30-3(a)(12).
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Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2013-22882 Filed 9-19-13; 8:45 am]
BILLING CODE 8011-01-P