11830 Federal Register / Vol. 76, No. 42 / Thursday, March 3, 2011 / Notices 

3See Securities Exchange Act Release No. 62359, 

75 FR 37488 (June 29, 2010) (Order Approving File 

No. SR–FINRA–2009–054). 

4For purposes of the first three business days of 

the disclosure rule’s operation, members would be 

in compliance with the advance notice requirement 

if they have posted the fees prior to 9 a.m. on the 

trading day upon which they impose the fee. 

5 15 U.S.C. 78o–3(b)(6). 

6 17 CFR 200.30–3(a)(12). 

1 15 U.S.C. 78s(b)(1). 

2 17 CFR 240.19b–4. 

A. Self-Regulatory Organization’s 

Statement of the Purpose of, and the 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

On June 22, 2010, the SEC approved, 

among other rules, new FINRA Rule 

6450 (Restrictions on Access Fees).3

Rule 6450 provides that a firm may not 

impose, nor permit to be imposed, nonsubscriber access or post-transaction 

fees against its published quotation in 

any OTC Equity Security that exceed or 

accumulate to more than: 

• $0.003 per share, if the published 

quotation is priced equal to or greater 

than $1.00; or 

• The lesser of (a) 0.3% of the 

published quotation price on a per share 

basis or (b) 30% of the minimum pricing 

increment under Rule 6434 relevant to 

the display of the quotation on a per 

share basis if the published quotation is 

less than $1.00. 

FINRA is filing the proposed rule 

change to add Supplementary Material 

.01 (the ‘‘disclosure rule’’) to provide 

that a member must disclose on its Web 

site, in a clear and conspicuous manner, 

fees (and changes to fees) imposed 

against its published quotations as 

provided for in Rule 6450 at least three 

(3) business days in advance.4 Where a 

member makes multiple fee schedules 

available, the applicability of each 

schedule must be clear (e.g., volume 

discount tiers and rates). Members must 

maintain and preserve records of the fee 

schedules required to be made available 

pursuant to this disclosure rule for the 

period of time and accessibility 

specified in SEA Rule 17a–4(b) under 

the Exchange Act. 

FINRA has requested that the 

Commission approve the proposed rule 

change on an accelerated basis, so that 

it may become effective as soon as 

possible. The effective date of the 

proposed rule change will be two weeks 

after Commission approval. 

2. Statutory Basis 

FINRA believes that the proposed rule 

change is consistent with the provisions 

of Section 15A(b)(6) of the Exchange 

Act,5 which requires, among other 

things, that FINRA rules must be 

designed to prevent fraudulent and 

manipulative acts and practices, to 

promote just and equitable principles of 

trade, and, in general, to protect 

investors and the public interest. FINRA 

believes the proposed rule change will 

provide transparency to members as to 

the level of non-subscriber access or 

post-transaction fees imposed against 

published quotations in OTC Equity 

Securities. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

FINRA 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 Exchange Act. 

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 

Within 45 days of the date of 

publication of this notice in the Federal 

Register or within such longer period (i) 

as the Commission may designate up to 

90 days of such date if it finds such 

longer period to be appropriate and 

publishes its reasons for so finding or 

(ii) as to which the self-regulatory 

organization consents, the Commission 

will: 

(A) By order approve or disapprove 

such proposed rule change, or 

(B) Institute proceedings to determine 

whether the proposed rule change 

should be 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 e-mail to rulecomments@sec.gov. Please include File 

Number SR–FINRA–2011–008 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–FINRA–2011–008. This file 

number should be included on the 

subject line if e-mail is used. To help the 

Commission process and review your 

comments more efficiently, please use 

only one method. The Commission will 

post all comments on the Commission’s 

Internet Web site (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, 100 F Street, NE., 

Washington, DC 20549, on official 

business days between the hours of 10 

a.m. and 3 p.m. Copies of such filing 

also will be available for inspection and 

copying at the principal office of 

FINRA. 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–FINRA–2011–008 and 

should be submitted on or before March 

24, 2011. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.6

Cathy H. Ahn, 

Deputy Secretary. 

[FR Doc. 2011–4720 Filed 3–2–11; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–63966; File No. SR–FINRA– 

2011–009] 

Self-Regulatory Organizations; 

Financial Industry Regulatory 

Authority, Inc.; Notice of Filing and 

Immediate Effectiveness of Proposed 

Rule Change to Eliminate Duplicative 

Filings Under FINRA Rule 9610(a) 

February 25, 2011. 

Pursuant to Section 19(b)(1) of the 

Securities Exchange Act of 1934 

(‘‘Act’’) 1 and Rule 19b–4 thereunder,2

notice is hereby given that on February 


srobinson on DSKHWCL6B1PROD with NOTICES
Federal Register / Vol. 76, No. 42 / Thursday, March 3, 2011 / Notices 11831 

3 17 CFR 240.19b–4(f)(6). 4 15 U.S.C. 78o–3(b)(6). 

5 15 U.S.C. 78s(b)(3)(A). 

6 17 CFR 240.19b–4(f)(6). 

7For purposes only of waiving the 30-day 

operative delay, the Commission has considered the 

proposed rule change’s impact on efficiency, 

competition, and capital formation. 15 U.S.C. 78c(f). 

22, 2011, Financial Industry Regulatory 

Authority, Inc. (‘‘FINRA’’) filed with the 

Securities and Exchange Commission 

(‘‘SEC’’ or ‘‘Commission’’) the proposed 

rule change as described in Items I and 

II below, which items have been 

prepared by FINRA. FINRA has 

designated the proposed rule change as 

constituting a ‘‘non-controversial’’ rule 

change under paragraph (f)(6) of Rule 

19b–4 under the Act,3 which renders 

the proposal effective upon receipt of 

this filing by the Commission. The 

Commission is publishing this notice to 

solicit comments on the proposed rule 

change from interested parties. 

I. Self-Regulatory Organization’s 

Statement of the Terms of the Substance 

of the Proposed Rule Change 

FINRA is filing the proposed rule 

change to amend FINRA Rule 9610 

(Application) to delete the requirement 

that members provide a copy of an 

application for exemptive relief to 

FINRA’s Office of General Counsel 

(‘‘OGC’’). 

The text of the proposed rule change 

is available on FINRA’s Web site at 

http://www.finra.org, at the principal 

office of FINRA 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, 

FINRA 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. FINRA has prepared 

summaries, set forth in sections A, B, 

and C below, of the most significant 

aspects of such statements. 

A. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

The FINRA Rule 9600 Series sets forth 

procedures for members seeking 

exemptive relief from certain 

enumerated rules. Currently, Rule 

9610(a) requires members to file a 

written application for exemptive relief 

with the FINRA department or staff 

responsible for making a decision on the 

application, and it also requires 

members to provide a copy of that 

application to OGC. OGC receives a 

significant number of copies of 

exemptive relief applications, the 

processing of which uses valuable staff 

resources. Additionally, in the event of 

an appeal, the FINRA department or 

staff that decided the member’s 

application for exemptive relief 

provides a copy of that application to 

OGC. FINRA is proposing to delete the 

requirement that members provide a 

copy of the application for exemptive 

relief to OGC. FINRA believes that the 

proposed change will make the process 

of seeking exemptive relief more 

efficient by eliminating duplicative 

filings and providing members with a 

single point of contact, and it also will 

save staff resources. Moreover, with 

respect to those matters that are 

appealed, OGC will continue to receive 

a copy of the member’s application for 

exemptive relief from the FINRA 

department or staff that decided the 

application. 

FINRA is not proposing any changes 

to FINRA Rule 9630 (Appeal), which 

will continue to require members to file, 

in the event of an appeal, a written 

notice of appeal with OGC and provide 

a copy of the notice of appeal to the 

FINRA department or staff that decided 

the application for exemptive relief. 

FINRA has filed the proposed rule 

change for immediate effectiveness and 

has requested that the SEC waive the 

requirement that the proposed rule 

change not become operative for 30 days 

after the date of the filing, such that 

FINRA can implement the proposed 

rule change immediately. 

2. Statutory Basis 

FINRA believes that the proposed rule 

change is consistent with the provisions 

of Section 15A(b)(6) of the Act,4 which 

requires, among other things, that 

FINRA rules must be designed to 

prevent fraudulent and manipulative 

acts and practices, to promote just and 

equitable principles of trade, and, in 

general, to protect investors and the 

public interest. FINRA believes the 

proposed rule change enhances the 

efficiency of the exemptive relief 

process by eliminating duplicative 

filings and providing members with a 

single point of contact. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

FINRA 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. 

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 

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, it has 

become effective pursuant to Section 

19(b)(3)(A) of the Act 5 and Rule 19b– 

4(f)(6) thereunder.6

FINRA has asked the Commission to 

waive the 30-day operative delay set 

forth in Rule 19b–4(f)(6). The 

Commission believes that the proposal 

is intended to promote efficiency by 

eliminating duplicative filings and 

providing members with a single point 

of contact. The Commission sees no 

benefit to delaying the implementation 

of these changes, and therefore believes 

it is consistent with the protection of 

investors and the public interest to 

waive the 30-day operative delay. The 

Commission hereby grants such 

waiver.7

At any time within 60 days of the 

filing of the proposed rule change, the 

Commission summarily may 

temporarily suspend such rule change if 

it appears to the Commission that such 

action is necessary or appropriate in the 

public interest, for the protection of 

investors, or otherwise in furtherance of 

the purposes of the Act. If the 

Commission takes such action, the 

Commission shall institute proceedings 

to determine whether the proposed rule 

should be approved or disapproved. 

IV. Solicitation of Comments 

Interested persons are invited to 

submit written data, views, and 

arguments concerning the foregoing, 

including whether the proposed rule 

change is consistent with the Act. 

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 


srobinson on DSKHWCL6B1PROD with NOTICES
11832 Federal Register / Vol. 76, No. 42 / Thursday, March 3, 2011 / Notices 

8 17 CFR 200.30–3(a)(12). 

1 15 U.S.C. 78s(b)(1). 

2 17 CFR 240.19b–4. 

3 15 U.S.C. 78s(b)(1). 

4 17 CFR 240.19b–4. 

5 17 CFR 242.200(g); 17 CFR 242.201. See 

Securities Exchange Act Release No. 61595 (Feb. 26, 

2010), 75 FR 11232 (Mar. 10, 2010) (‘‘Adopting 

Release’’) (amending Rules 201 and 200 of 

Regulation SHO to adopt a short sale price test 

restriction and ‘‘short exempt’’ marking 

requirement). See also Securities Exchange Act 

Release No. 63247 (Nov. 4, 2010), 75 FR 68702 

(Nov. 9, 2010) (extending the compliance date of 

the amendments to Rules 201 and 200 of Regulation 

SHO until February 28, 2011). 

6See supra note 5. 

7 Id. 

8Rule 201(a)(9) states the term ‘‘trading center’’ 

will have the same meaning as in Rule 600(b)(78). 

17 CFR 242.201(a)(9). Rule 600(b)(78) of Regulation 

NMS defines a ‘‘trading center’’ as ‘‘a national 

securities exchange or national securities 

association that operates an SRO trading facility, an 

alternative trading system, an exchange market 

maker, an OTC market maker, or any other broker 

or dealer that executes orders internally by trading 

as principal or crossing orders as agent.’’ 17 CFR 

242.600(b)(78). 

9See 17 CFR 242.201(b). The amendments to Rule 

200(g) of Regulation SHO provide a ‘‘short exempt’’ 

marking requirement. See 17 CFR 242.200(g). 

10See Rule 201(a) of Regulation SHO. The System 

will utilize the national best bid from the systems 

information processor. Rule 201(a)(1) defines 

‘‘covered security’’ to mean any ‘‘NMS stock’’ as 

defined under Rule 600(b)(47) of Regulation NMS. 

17 CFR 242.201(a)(1). Rule 600(b)(47) of Regulation 

NMS defines an ‘‘NMS stock’’ as ‘‘any NMS security 

other than an option.’’ 17 CFR 242.600(b)(47). Rule 

600(b)(46) of Regulation NMS defines an ‘‘NMS 

security’’ as ‘‘any security or class of securities for 

which transaction reports are collected, processed, 

and made available pursuant to an effective 

transaction reporting plan, or an effective national 

market system plan for reporting transactions in 

listed options.’’ 17 CFR 242.600(b)(46). 

11See NASDAQ Rule 4751(a). The term ‘‘Nasdaq 

Market Center’’ or ‘‘System’’ shall mean the 

automated system for order execution and trade 

reporting owned and operated by NASDAQ. 

• Send an e-mail to rulecomments@sec.gov. Please include File 

Number SR–FINRA–2011–009 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–FINRA–2011–009. This file 

number should be included on the 

subject line if e-mail is used. 

To help the Commission process and 

review your comments more efficiently, 

please use only one method. The 

Commission will post all comments on 

the Commission’s Internet Web site 

(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 website viewing and 

printing in the Commission’s Public 

Reference Room on official business 

days between the hours of 10 a.m. and 

3 p.m. Copies of such filing also will be 

available for inspection and copying at 

the principal offices of FINRA. 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–FINRA–2011–009, and 

should be submitted on or before March 

24, 2011. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.8

Cathy H. Ahn, 

Deputy Secretary. 

[FR Doc. 2011–4721 Filed 3–2–11; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–63968; File No. SR– 

NASDAQ–2011–030] 

Self-Regulatory Organizations; The 

NASDAQ Stock Market LLC; Notice of 

Filing and Immediate Effectiveness of 

Proposed Rule Change To Adopt New 

Rule 4763 To Implement the 

Amendments to Regulation SHO 

February 25, 2011. 

Pursuant to Section 19(b)(1) of the 

Securities Exchange Act of 1934 

(‘‘Act’’),1 and Rule 19b–4 2 thereunder, 

notice is hereby given that on February 

22, 2011, 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 I and II below, which Items 

have been substantially 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, pursuant to Section 

19(b)(1) of the Act 3 and Rule 19b–4 4

thereunder, proposes to adopt new Rule 

4763 as a written policy or procedure to 

implement the amendments to Rules 

200(g) and 201 of Regulation SHO.5

The text of the proposed rule change 

is available on the Exchange’s Web site 

at http://nasdaq.cchwallstreet.com/ 

NASDAQ/Filings/, 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 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 

On February 26, 2010, the 

Commission adopted amendments to 

Rules 200(g) and 201 of Regulation 

SHO.6 The amendments became 

effective on May 10, 2010, and 

compliance is required by February 28, 

2011.7 The amendments to Rule 201 of 

Regulation SHO require trading centers 8

such as NASDAQ to establish, maintain, 

and enforce certain written policies and 

procedures reasonably designed to 

comply with the rule.9 NASDAQ is 

proposing to adopt new Rule 4763 as a 

written policy and procedure to 

implement the amendments to Rules 

200(g) and 201 of Regulation SHO. 

Proposed Rule 4763(a) defines the 

terms ‘‘covered security,’’ ‘‘listing 

market,’’ and ‘‘national best bid’’ as 

having the same meaning as such terms 

have in Rule 201 of Regulation SHO.10

Under Proposed Rule 4763(b), entitled 

‘‘Short Sale Price Test,’’ the System 11

will not execute or display a short sale 

order with respect to a covered security 

at a price that is less than or equal to 

the current national best bid if the price 

of that security decreases by 10% or 

more from the security’s closing price 

on the listing market as of the end of 


srobinson on DSKHWCL6B1PROD with NOTICES