ISE Mercury, LLC; Notice of Filing of Application for Registration as a National Securities Exchange Under Section 6 of the Securities Exchange Act of 1934, 55691-55692 [2015-23220]

Download as PDF asabaliauskas on DSK7TPTVN1PROD with NOTICES Federal Register / Vol. 80, No. 179 / Wednesday, September 16, 2015 / Notices 5. The Fund of Funds Adviser, or trustee or Sponsor of an Investing Trust, as applicable, will waive fees otherwise payable to it by the Fund of Funds in an amount at least equal to any compensation (including fees received pursuant to any plan adopted by a Fund under rule 12b–l under the Act) received from a Fund by the Fund of Funds Adviser, or trustee or Sponsor of the Investing Trust, or an affiliated person of the Fund of Funds Adviser, or trustee or Sponsor of the Investing Trust, other than any advisory fees paid to the Fund of Funds Adviser, or trustee or Sponsor of an Investing Trust, or its affiliated person by the Fund, in connection with the investment by the Fund of Funds in the Fund. Any Fund of Funds Sub-Adviser will waive fees otherwise payable to the Fund of Funds Sub-Adviser, directly or indirectly, by the Investing Management Company in an amount at least equal to any compensation received from a Fund by the Fund of Funds Sub-Adviser, or an affiliated person of the Fund of Funds Sub-Adviser, other than any advisory fees paid to the Fund of Funds SubAdviser or its affiliated person by the Fund, in connection with the investment by the Investing 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 any Affiliated Underwriting. 7. The Board of a Fund, including a majority of the non-interested 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 VerDate Sep<11>2014 18:18 Sep 15, 2015 Jkt 235001 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 shareholders 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 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 limit in section 12(d)(1)(A), a Fund of Funds and the applicable Trust will execute a FOF Participation Agreement stating, without limitation, 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 of the names 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 PO 00000 Frm 00104 Fmt 4703 Sfmt 4703 55691 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 disinterested 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 fully recorded 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 the Fund acquires securities of another investment company pursuant to exemptive relief from the Commission permitting the Fund to acquire securities of one or more investment companies for shortterm cash management purposes. For the Commission, by the Division of Investment Management, under delegated authority. Brent J. Fields, Secretary. [FR Doc. 2015–23270 Filed 9–15–15; 8:45 am] BILLING CODE 8011–01–P SECURITIES AND EXCHANGE COMMISSION [Release No. 34–75884; File No. 10–221] ISE Mercury, LLC; Notice of Filing of Application for Registration as a National Securities Exchange Under Section 6 of the Securities Exchange Act of 1934 September 10, 2015. On September 29, 2014, ISE Mercury, LLC (‘‘ISE Mercury’’ or ‘‘Applicant’’) submitted to the Securities and Exchange Commission (‘‘Commission’’) a Form 1 application under the Securities Exchange Act of 1934 (‘‘Exchange Act’’), seeking registration as a national securities exchange under Section 6 of the Exchange Act.1 On June 1 On September 9, 2015, the Commission issued an order granting the Applicant exemptive relief, E:\FR\FM\16SEN1.SGM Continued 16SEN1 asabaliauskas on DSK7TPTVN1PROD with NOTICES 55692 Federal Register / Vol. 80, No. 179 / Wednesday, September 16, 2015 / Notices 26, 2015, ISE Mercury submitted Amendment No. 1 to its Form 1 application. The Commission is publishing this notice to solicit comments on ISE Mercury’s Form 1 application, as amended. The Commission will take any comments it receives into consideration in making its determination about whether to grant ISE Mercury’s request to be registered as a national securities exchange. The Commission will grant the registration if it finds that the requirements of the Exchange Act and the rules and regulations thereunder with respect to ISE Mercury are satisfied.2 The Applicant’s Form 1 application, as amended, provides detailed information on how ISE Mercury proposes to satisfy the requirements of the Exchange Act. The Form 1 application also provides that ISE Mercury would operate a fully automated electronic trading platform for the trading of listed options and would not maintain a physical trading floor. It also provides that liquidity would be derived from orders to buy and orders to sell submitted to ISE Mercury electronically by its registered broker-dealer members, as well as from quotes submitted electronically by market makers. Further, the Form 1 application states that ISE Mercury would be wholly-owned by its parent company, International Securities Exchange Holdings, Inc. (‘‘ISE Holdings’’), which also is the parent company of two existing national securities exchanges, ISE and ISE Gemini, LLC. A more detailed description of the manner of operation of ISE Mercury’s proposed system can be found in Exhibit E to ISE Mercury’s Form 1 application. The proposed rulebook for the proposed exchange can be found in Exhibit B to ISE Mercury’s Form 1 application, and the governing documents for both ISE Mercury and ISE Holdings can be found in Exhibit A and Exhibit C to ISE Mercury’s Form 1 application, respectively. A listing of the officers and directors of ISE Mercury can be found in Exhibit J to ISE Mercury’s Form 1 application. ISE Mercury’s Form 1 application, including all of the Exhibits referenced above, is available online at www.sec.gov/rules/other.shtml as well as in the Commission’s Public Reference subject to certain conditions, in connection with the filing of its Form 1 application. See Securities Exchange Act Release No. 75867. Because the Applicant’s Form 1 application was incomplete without the exemptive relief, the date of filing of such application is September 9, 2015. 2 15 U.S.C. 78s(a). VerDate Sep<11>2014 18:18 Sep 15, 2015 Jkt 235001 Room. Interested persons are invited to submit written data, views, and arguments concerning ISE Mercury’s Form 1, including whether the application is consistent with the Exchange Act. Comments may be submitted by any of the following methods: Electronic Comments • Use the Commission’s Internet comment form (https://www.sec.gov/ rules/sro.shtml); or • Send an email to rule-comments@ sec.gov. Please include File Number 10– 221 on the subject line. Paper Comments • Send paper comments in triplicate to Brent J. Fields, Secretary, Securities and Exchange Commission, 100 F Street NE., Washington, DC 20549–1090. All submissions should refer to File Number 10–221. 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/other.shtml). Copies of the submission, all subsequent amendments, all written statements with respect to ISE Mercury’s Form 1 filed with the Commission, and all written communications relating to the application 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, on official business days between the hours of 10:00 a.m. and 3:00 p.m. 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 publicly available. All submissions should refer to File Number 10–221 and should be submitted on or before November 2, 2015. For the Commission, by the Division of Trading and Markets, pursuant to delegated authority.3 Brent J. Fields, Secretary. [FR Doc. 2015–23220 Filed 9–15–15; 8:45 am] BILLING CODE 8011–01–P 3 17 PO 00000 CFR 200.30–3(a)(57). Frm 00105 Fmt 4703 Sfmt 4703 SECURITIES AND EXCHANGE COMMISSION [Release No. 34–75890; File No. SR–Phlx– 2015–76] Self-Regulatory Organizations; NASDAQ OMX PHLX LLC; Notice of Filing of and Immediate Effectiveness of Proposed Rule Change Regarding NASDAQ Last Sale Plus September 10, 2015. 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 August 28, 2015, NASDAQ OMX PHLX LLC (‘‘Phlx’’ or ‘‘Exchange’’) filed with the Securities and Exchange Commission (‘‘SEC’’ or ‘‘Commission’’) the proposed rule change as described in Items I, II, and III, below, which Items have been prepared by the Exchange. The Commission is publishing this notice to solicit comments on the proposed rule change from interested persons. I. Self-Regulatory Organization’s Statement of the Terms of Substance of the Proposed Rule Change The Exchange proposes to amend Chapter VIII of NASDAQ OMX PSX Fees, entitled PSX Last Sale Data Feeds and NASDAQ Last Sale Plus Data Feeds (‘‘PSX Chapter VIII’’), with language indicating the fees for NASDAQ Last Sale Plus (‘‘NLS Plus’’), a comprehensive data feed offered by NASDAQ OMX Information LLC.3 The text of the proposed rule change is available on the Exchange’s Web site at https:// nasdaqomxphlx.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. 1 15 U.S.C. 78s(b)(1). CFR 240.19b–4. 3 NASDAQ OMX Information LLC is a subsidiary of The NASDAQ OMX Group, Inc. (‘‘NASDAQ OMX’’). 2 17 E:\FR\FM\16SEN1.SGM 16SEN1

Agencies

SECURITIES AND EXCHANGE COMMISSION

[Federal Register Volume 80, Number 179 (Wednesday, September 16, 2015)]
[Notices]
[Pages 55691-55692]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2015-23220]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-75884; File No. 10-221]


ISE Mercury, LLC; Notice of Filing of Application for 
Registration as a National Securities Exchange Under Section 6 of the 
Securities Exchange Act of 1934

September 10, 2015.
    On September 29, 2014, ISE Mercury, LLC (``ISE Mercury'' or 
``Applicant'') submitted to the Securities and Exchange Commission 
(``Commission'') a Form 1 application under the Securities Exchange Act 
of 1934 (``Exchange Act''), seeking registration as a national 
securities exchange under Section 6 of the Exchange Act.\1\ On June

[[Page 55692]]

26, 2015, ISE Mercury submitted Amendment No. 1 to its Form 1 
application.
---------------------------------------------------------------------------

    \1\ On September 9, 2015, the Commission issued an order 
granting the Applicant exemptive relief, subject to certain 
conditions, in connection with the filing of its Form 1 application. 
See Securities Exchange Act Release No. 75867. Because the 
Applicant's Form 1 application was incomplete without the exemptive 
relief, the date of filing of such application is September 9, 2015.
---------------------------------------------------------------------------

    The Commission is publishing this notice to solicit comments on ISE 
Mercury's Form 1 application, as amended. The Commission will take any 
comments it receives into consideration in making its determination 
about whether to grant ISE Mercury's request to be registered as a 
national securities exchange. The Commission will grant the 
registration if it finds that the requirements of the Exchange Act and 
the rules and regulations thereunder with respect to ISE Mercury are 
satisfied.\2\
---------------------------------------------------------------------------

    \2\ 15 U.S.C. 78s(a).
---------------------------------------------------------------------------

    The Applicant's Form 1 application, as amended, provides detailed 
information on how ISE Mercury proposes to satisfy the requirements of 
the Exchange Act. The Form 1 application also provides that ISE Mercury 
would operate a fully automated electronic trading platform for the 
trading of listed options and would not maintain a physical trading 
floor. It also provides that liquidity would be derived from orders to 
buy and orders to sell submitted to ISE Mercury electronically by its 
registered broker-dealer members, as well as from quotes submitted 
electronically by market makers. Further, the Form 1 application states 
that ISE Mercury would be wholly-owned by its parent company, 
International Securities Exchange Holdings, Inc. (``ISE Holdings''), 
which also is the parent company of two existing national securities 
exchanges, ISE and ISE Gemini, LLC.
    A more detailed description of the manner of operation of ISE 
Mercury's proposed system can be found in Exhibit E to ISE Mercury's 
Form 1 application. The proposed rulebook for the proposed exchange can 
be found in Exhibit B to ISE Mercury's Form 1 application, and the 
governing documents for both ISE Mercury and ISE Holdings can be found 
in Exhibit A and Exhibit C to ISE Mercury's Form 1 application, 
respectively. A listing of the officers and directors of ISE Mercury 
can be found in Exhibit J to ISE Mercury's Form 1 application.
    ISE Mercury's Form 1 application, including all of the Exhibits 
referenced above, is available online at www.sec.gov/rules/other.shtml 
as well as in the Commission's Public Reference Room. Interested 
persons are invited to submit written data, views, and arguments 
concerning ISE Mercury's Form 1, including whether the application is 
consistent with the Exchange Act.
    Comments may be submitted by any of the following methods:

Electronic Comments

     Use the Commission's Internet comment form (https://www.sec.gov/rules/sro.shtml); or
     Send an email to rule-comments@sec.gov. Please include 
File Number 10-221 on the subject line.

Paper Comments

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

All submissions should refer to File Number 10-221. 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/other.shtml). 
Copies of the submission, all subsequent amendments, all written 
statements with respect to ISE Mercury's Form 1 filed with the 
Commission, and all written communications relating to the application 
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, on official business days between the hours of 10:00 a.m. and 
3:00 p.m. 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 
publicly available. All submissions should refer to File Number 10-221 
and should be submitted on or before November 2, 2015.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\3\
---------------------------------------------------------------------------

    \3\ 17 CFR 200.30-3(a)(57).
---------------------------------------------------------------------------

Brent J. Fields,
Secretary.
[FR Doc. 2015-23220 Filed 9-15-15; 8:45 am]
 BILLING CODE 8011-01-P

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