13694 Federal Register / Vol. 76, No. 49 / Monday, March 14, 2011 / Notices 

9 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3For a detailed description of the Investor 

Support Program, see Securities Exchange Act 

Release No. 63270 (November 8, 2010), 75 FR 69489 

(November 12, 2010) (NASDAQ–2010–141) (notice 

of filing and immediate effectiveness) (the ‘‘ISP 

Filing’’). See also Securities Exchange Act Release 

Nos. 63414 (December 2, 2010), 75 FR 76505 

(December 8, 2010) (NASDAQ–2010–153) (notice of 

filing and immediate effectiveness); 63628 (January 

3, 2011), 76 FR 1201 (January 7, 2011) (NASDAQ– 

2010–154) (notice of filing and immediate 

effectiveness); and 63891 (February 11, 2011), 76 FR 

9384 (February 17, 2011) (NASDAQ–2011–022) 

(notice of filing and immediate effectiveness). 

4The Commission has recently expressed its 

concern that a significant percentage of the orders 

of individual investors are executed at over the 

counter (‘‘OTC’’) markets, that is, at off-exchange 

markets; and that a significant percentage of the 

orders of institutional investors are executed in 

dark pools. Securities Exchange Act Release No. 

61358 (January 14, 2010), 75 FR 3594 (January 21, 

2010) (Concept Release on Equity Market Structure, 

‘‘Concept Release’’). In the Concept Release, the 

Commission has recognized the strong policy 

preference under the Act in favor of price 

transparency and displayed markets. The 

Commission published the Concept Release to 

invite public comment on a wide range of market 

structure issues, including high frequency trading 

and un-displayed, or ‘‘dark,’’ liquidity. See also 

Mary L. Schapiro, Strengthening Our Equity Market 

effective pursuant to Section 19(b)(3)(A) 

of the Act and Rule 19b–4(f)(6)(iii) 

thereunder. 

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

Number SR–CBOE–2011–023 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–CBOE–2011–023. 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 the 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–CBOE– 

2011–023 and should be submitted on 

or before April 4, 2011. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.9

Cathy H. Ahn, 

Deputy Secretary. 

[FR Doc. 2011–5719 Filed 3–11–11; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–64050; File No. SR– 

NASDAQ–2011–034] 

Self-Regulatory Organizations; The 

NASDAQ Stock Market LLC; Notice of 

Filing and Immediate Effectiveness of 

Proposed Rule Change To Enhance 

the Investor Support Program 

March 8, 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 

28, 2011, The NASDAQ Stock Market 

LLC (the ‘‘Exchange’’ or ‘‘NASDAQ’’) 

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 NASDAQ. The 

Commission is publishing this notice to 

solicit comments on the proposed rule 

change from interested persons. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

NASDAQ proposes changes to the fee 

provisions of Rule 7014 (Investor 

Support Program) to increase the rebate 

for adding targeted liquidity within the 

Investor Support Program. The 

Exchange also proposes to amend a 

typographical error. 

NASDAQ has designated this fee 

change proposal effective and operative 

upon filing. 

The text of the proposed rule change 

is available at http:// 

nasdaq.cchwallstreet.com, at 

NASDAQ’s principal office, 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, 

NASDAQ 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. 

NASDAQ 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 

The Exchange is proposing changes to 

the fee provisions of Rule 7014 to 

increase the rebate for adding targeted 

liquidity within the Investor Support 

Program. The Exchange also proposes to 

amend a typographical error. 

The Exchange established an Investor 

Support Program (‘‘ISP’’) that enables 

NASDAQ members to earn a monthly 

fee credit for providing additional 

liquidity to NASDAQ and increasing the 

NASDAQ-traded volume of what are 

generally considered to be retail and 

institutional investor orders in 

exchange-traded securities (‘‘targeted 

liquidity’’).3 The goal of the ISP is to 

incentivize members to provide such 

targeted liquidity to the NASDAQ 

Market Center.4 The Exchange noted in 

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Federal Register / Vol. 76, No. 49 / Monday, March 14, 2011 / Notices 13695 

Structure (Speech at the Economic Club of New 

York, Sept. 7, 2010) (‘‘Schapiro Speech,’’ available 

on the Commission Web site) (comments of 

Commission Chairman on what she viewed as a 

troubling trend of reduced participation in the 

equity markets by individual investors, and that 

nearly 30 percent of volume in U.S.-listed equities 

is executed in venues that do not display their 

liquidity or make it generally available to the 

public). 

5The term ‘‘Participation Ratio’’ is defined as: for 

a given member in a given month, the ratio of (i) 

the number of shares of liquidity provided in orders 

entered by the member through any of its Nasdaq 

ports and executed in the Nasdaq Market Center 

during such month to (ii) the Consolidated Volume. 

Rule 7014(d)(4). The term ‘‘Consolidated Volume’’ is 

defined as: for a given member in a given month, 

the consolidated volume of shares of System 

Securities in executed orders reported to all 

consolidated transaction reporting plans by all 

exchanges and trade reporting facilities during such 

month. Rule 7014(d)(6). 

6The term ‘‘System Securities’’ is defined as: all 

securities listed on NASDAQ and all securities 

subject to the Consolidated Tape Association Plan 

and the Consolidated Quotation Plan. Rule 4751(b). 

7See Rule 7014(d)(2) and (d)(4). 

8The term ‘‘Added Liquidity’’ is defined as: for a 

given member in a given month, the number of 

shares calculated by (i) subtracting from such 

member’s Participation Ratio for that month the 

member’s Baseline Participation Ratio, and then (ii) 

multiplying the resulting difference by the average 

daily consolidated volume of shares of System 

Securities in executed orders reported to all 

consolidated transaction reporting plans by all 

exchanges and trade reporting facilities during such 

month; provided that if the result is a negative 

number, the Added Liquidity amount shall be 

deemed zero. Rule 7014(d)(1). 

9Subsection (c)(1) states that a member shall not 

be entitled to receive any ISP credit pursuant to (b) 

for a given month if any of the following applies: 

(A) the member’s ISP Execution Ratio for the month 

in question is 10 or above; or (B) the average daily 

number of shares of liquidity provided in orders 

entered by the member through its ISP-designated 

ports and executed in the Nasdaq Market Center 

during the month is below 10 million, provided that 

in calculating such average, Nasdaq will exclude 

days when it is open for less than the entire regular 

trading day. 

10Subsections (c)(2) and (c)(3) as amended state: 

(2) A member shall not be entitled to receive an ISP 

credit pursuant to section (b) of this Rule at the 

$0.0004 rate if for a given month the member does 

not exceed its Baseline Participation Ratio by at 

least 0.43%. (3) A member shall not be entitled to 

receive an ISP credit pursuant to section (b) of this 

Rule at the $0.0005 rate if for a given month the 

member does not exceed its Baseline Participation 

Ratio by at least 0.86%. 

11See Securities Exchange Act Release No. 63270 

(November 8, 2010), 75 FR 69489 (November 12, 

2010) (NASDAQ–2010–141) (notice of filing and 

immediate effectiveness). 

12See Securities Exchange Act Release No. 63891 

(February 11, 2011) (NASDAQ–2011–022) (notice of 

filing and immediate effectiveness). 

the ISP Filing that maintaining and 

increasing the proportion of orders in 

exchange-listed securities executed on a 

registered exchange (rather than relying 

on any of the available off-exchange 

execution methods) would help raise 

investors’ confidence in the fairness of 

their transactions and would benefit all 

investors by deepening NASDAQ’s 

liquidity pool, supporting the quality of 

price discovery, promoting market 

transparency and improving investor 

protection. 

The Exchange now proposes an 

adjustment to the Investor Support 

Program, in the form of an increase in 

the rebate for the ISP for members that 

exceed the Baseline Participation Ratio 5

by at least 0.86%. The primary objective 

in making this adjustment is to further 

incentivize members to provide targeted 

liquidity to the Exchange by increasing 

the rebate for those that bring even 

larger amounts of liquidity to NASDAQ. 

The ISP generally compares a 

member’s Participation Ratio for the 

current month to the same member’s 

Participation Ratio in August 2010 

(known as the ‘‘Baseline Participation 

Ratio’’). This ratio is determined by 

measuring the number of shares in 

liquidity-providing orders entered by 

the member (through any NASDAQ 

port) and executed on NASDAQ and 

dividing this number by the 

consolidated (across all trading venues) 

share volume of System Securities 6

traded in the given month.7 To 

determine the amount of the ISP credit 

pursuant to the program, pursuant to 

sub-section (b), NASDAQ would 

multiply $0.0003 or $0.0004 by the 

lower of: the number of shares of 

displayed liquidity provided in orders 

entered by the member thorough its ISPdesignated ports and executed in the 

NASDAQ Market Center during the 

given month; or the amount of Added 

Liquidity 8 for the given month, which 

is compared to the member’s Baseline 

Participation Ratio. The Exchange 

proposes to increase the tiered rebate to 

a rate of $0.0005 for members that bring 

a greater amount of targeted liquidity. 

Specifically, the Exchange proposes to 

clarify subsection (b) to state that, 

subject to the conditions set forth in 

subsection (c),9 in addition to the 

current tiered rebate rates of $0.0003 or 

$0.0004, the rebate rate may also be 

$0.0005. The Exchange adds proposed 

sub-section (c)(3) to indicate that the 

$0.0005 rebate rate is available to those 

members that bring in an even greater 

amount of liquidity by exceeding the 

Baseline Participation Ratio by at least 

0.86%. Thus, to qualify for the $0.0005 

rebate rate, a member would essentially 

have to bring twice as much targeted 

liquidity to the Exchange (in the form of 

Added Liquidity relative to the Baseline 

Participation Ratio) as the member 

would need to bring to the Exchange to 

qualify for the next-lower $0.0004 rebate 

rate.10

The Exchange believes that the 

increased rebate rate should encourage 

members to strive to bring even more 

retail and institutional orders in 

exchange-traded securities to the 

Exchange. The Exchange notes that the 

rebate concept remains the same after 

this filing: the more added liquidity a 

member brings to the Exchange, the 

higher the member’s potential rebate 

rate may be within the parameters of 

Rule 7014. 

The ISP is designed to operate on a 

monthly cycle, both from the 

perspective of targeted flow brought to 

the Exchange and ISP rebates to 

members that brought such flow. Since 

its inception,11 the ISP fee program has 

been, and continues to be, nondiscriminatory, reasonable, and effective 

in attracting targeted liquidity to the 

NASDAQ Market Center. The primary 

objective in making the proposed 

adjustment is to encourage members to 

bring larger amounts of targeted 

liquidity to the Exchange by increasing 

the rebate for such liquidity. The 

Exchange believes that its proposal is 

decidedly non-discriminatory because it 

does not favor or distinguish any group 

of ISP participants while promoting the 

clear goal of the ISP. 

In terms of housekeeping changes, the 

Exchange proposes to correct a 

typographical error in subsection (c)(2) 

of Rule 7014. On February 2, 2011, the 

Exchange filed an immediately effective 

fee proposal regarding the Investor 

Support Program. By this fee filing, the 

Exchange stated in subsection (b) of 

Rule 7014 that, subject to the conditions 

set forth in section (c) of Rule 7014 the 

ISP rebate rate may be $0.0004 (as 

discussed herein); and stated in subsection (c)(2) that the additional tiered 

rebate rate would be available to those 

members that bring in an even greater 

amount of liquidity by exceeding the 

Baseline Participation Ratio by at least 

0.43% (the ‘‘$0.0004 filing’’).12

In the $0.0004 filing, the Exchange 

correctly stated, four times in the body 

of its filing, that the new additional 

rebate rate was $0.0004. The Exchange 

likewise correctly stated in the rule text, 

as reflected in subsection (b) of Rule 

7014, that the additional rebate rate was 

$0.0004. However, in the second 

reference to the additional rebate rate in 

the rule text at subsection (c)(2) of the 

$0.0004 filing, the Exchange made a 

typographical error by adding an extra 

zero to the rebate rate of $0.0004 (e.g. 

$.00004). 

The Exchange believes that it is clear 

from the $0.0004 filing that the 

Exchange intended to add an additional 

tiered rebate rate of $0.0004. The 

Exchange now corrects this 

typographical error by removing the 

extraneous zero so that the rebate rate in 

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13696 Federal Register / Vol. 76, No. 49 / Monday, March 14, 2011 / Notices 

13 15 U.S.C. 78f. 

14 15 U.S.C. 78f(b)(4) and (5). 

15See Section 6(b)(5) of the Act, 15 U.S.C. 

78f(b)(5). 

16See Section 6(b)(4) of the Act, 15 U.S.C. 

78f(b)(4). 

17See, e.g., Concept Release (discusses the 

various venues where trades are executed). 18 15 U.S.C. 78s(b)(3)(a)(ii). 19 17 CFR 200.30–3(a)(12). 

subsection (c)(2) is reflected as $0.0004, 

in conformity with subsection (b) of 

Rule 7014. 

2. Statutory Basis 

NASDAQ believes that the proposed 

rule change is consistent with the 

provisions of Section 6 of the Act,13 in 

general, and with Sections 6(b)(4) and 

6(b)(5) 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 NASDAQ operates or 

controls, and it is designed to promote 

just and equitable principles of trade, to 

remove impediments to and perfect the 

mechanism of a free and open market, 

and, in general, to protect investors and 

the public interest. 

The Investor Support Program 

encourages members to add targeted 

liquidity that is executed in the 

NASDAQ Market Center. The primary 

objective in making this enhancement to 

the Investor Support Program is to add 

an even greater amount of targeted 

liquidity to the Exchange. The rule 

change proposal, like the ISP, is ‘‘not 

designed to permit unfair 

discrimination’’ 15 but, rather, is 

intended to promote submission of 

liquidity-providing orders to NASDAQ, 

which would benefit all NASDAQ 

members and all investors. Likewise, 

the proposal, like the ISP, is consistent 

with the Act’s requirement ‘‘for the 

equitable allocation of reasonable dues, 

fees, and other charges.’’ 16 As explained 

in the immediately preceding 

paragraphs, the proposal enhances the 

goal of the ISP. Members who choose to 

significantly increase the volume of ISPeligible liquidity-providing orders that 

they submit to NASDAQ would be 

benefitting all investors, and therefore 

an additional credit, as contemplated in 

the proposed enhanced program, is 

equitable. Finally, NASDAQ notes that 

the intense competition among several 

national securities exchanges and 

numerous OTC venues effectively 

guarantees that fees and credits for the 

execution of trades in NMS securities 

remain equitable and are not unfairly 

discriminatory.17

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

NASDAQ does not believe that the 

proposed rule change will result in any 

burden on competition that is not 

necessary or appropriate in furtherance 

of the purposes of the Act, as amended. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

Written comments were neither 

solicited nor received. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

The foregoing rule change has become 

effective pursuant to Section 

19(b)(3)(A)(ii) of the Act.18 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 

• Send an e-mail to 

rule-comments@sec.gov. Please include 

File Number SR–NASDAQ–2011–034 

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–2011–034. 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 the 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– 

NASDAQ–2011–034 and should be 

submitted on or before April 4, 2011. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.19

Cathy H. Ahn, 

Deputy Secretary. 

[FR Doc. 2011–5718 Filed 3–11–11; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[File No. 500–1] 

Admiralty Holding Co., American 

Consolidated Management Group, Inc., 

DnC Multimedia Corp., Dorsey Trailers, 

Inc. (n/k/a DT Liquidation, Inc.), and 

ElectraCapital, Inc. (a/k/a Electra 

Capital, Inc.); Order of Suspension of 

Trading 

March 10, 2011. 

It appears to the Securities and 

Exchange Commission that there is a 

lack of current and accurate information 

concerning the securities of Admiralty 

Holding Co. because it has not filed any 

periodic reports since the period ended 

September 30, 2006. 

It appears to the Securities and 

Exchange Commission that there is a 

lack of current and accurate information 

concerning the securities of American 

Consolidated Management Group, Inc. 

because it has not filed any periodic 

mstockstill on DSKH9S0YB1PROD with NOTICES