[Federal Register Volume 76, Number 75 (Tuesday, April 19, 2011)]
[Notices]
[Pages 21932-21934]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2011-9432]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-64299; File No. SR-NYSE-2011-14]


Self-Regulatory Organizations; New York Stock Exchange LLC; 
Notice of Filing and Immediate Effectiveness of Proposed Rule Change To 
Alter Listing Fees Applicable to Debt Securities and Structured 
Products

April 14, 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 April 11, 2011, the New York Stock Exchange LLC (``NYSE'' or 
the ``Exchange'') filed with the Securities and Exchange Commission 
(the ``Commission'') the proposed rule change as described in Items I 
and II 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.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    The Exchange proposes to amend Section 902.08 of the Listed Company 
Manual (the ``Manual'') to alter its listing fees applicable to debt 
securities and

[[Page 21933]]

structured products. The text of the proposed rule change is available 
at the Exchange's principle office, the Commission's Public Reference 
Room, and http://www.nyse.com, and on the Commission's Web site at 
http://www.sec.gov.

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 those 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 parts of such 
statements.

A. Self-Regulatory Organization's Statement of the Purpose of, and 
Statutory Basis for, the Proposed Rule Change

1. Purpose
    The Exchange proposes to amend Section 902.08 of the Manual to 
alter its listing fees applicable to debt securities and structured 
products. This filing does not amend the listing fees applicable to 
equity securities of operating companies.
    The Exchange currently applies the fee schedule set forth in 
Section 902.08 to all securities (including short-term securities) that 
list under the debt standard in Section 703.19 \3\ and trade on NYSE 
Bonds (``Affected Products''). Under the current Rule, listed companies 
and their affiliates pay a flat $15,000 for Affected Products and such 
Affected Products are not assessed annual fees. Effective July 1, 2011 
and thereafter, the Exchange proposes to amend Section 902.08 to (i) 
reduce the initial listing fee for Affected Products from $15,000 to 
$5,000 and (ii) impose an annual fee of $5,000 for Affected 
Products.\4\ Issuers who have paid the initial listing fee of $15,000 
prior to July 1, 2011 shall receive a waiver of the annual fees imposed 
under the amended Rule until January 1, 2014 in order to provide a more 
equitable allocation of fees among such issuers before and after the 
fee change.\5\
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    \3\ The general categories of securities that are currently 
listed under Section 703.19 are: (1) Capital securities; (2) retail 
debt securities; (3) mandatory convertible securities; and (4) 
repackaged securities.
    \4\ For Affected Products listed on or after July 1, 2011, such 
issuers will pay a pro-rated annual fee for 2011.
    \5\ The Exchange believes that the proposed fee structure and 
three year waiver provides a fair allocation of fees and an 
appropriate transition period for issuers. For example, an issuer 
that paid the initial listing fee of $15,000 on January 1, 2011 will 
not be assessed an annual fee of $5,000 until January 1, 2014. Thus, 
as of that date, such issuer will have paid in total $20,000 for 
listing the Affected Product on the Exchange (the initial listing 
fee of $15,000 plus the $5,000 annual fee paid on January 1, 2014). 
An issuer that lists an Affected Product on January 1, 2012 will pay 
$10,000 in 2012 (a $5,000 initial listing fee and a $5,000 annual 
fee), a $5,000 annual fee on January 1, 2013, and a $5,000 annual 
fee on January 1, 2014. Thus, as of January 1, 2014, such issuer 
also will have paid in total $20,000 for listing the Affected 
Product on the Exchange.
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2. Statutory Basis
    The Exchange believes that the proposed rule change is consistent 
with the provisions of Section 6(b) of the Securities Exchange Act of 
1934 (the ``Act''),\6\ in general, and Section 6(b)(4) of the Act,\7\ 
in particular, in that it is designed to provide for the equitable 
allocation of reasonable dues, fees and other charges among its members 
and other persons using its facilities.
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    \6\ 15 U.S.C. 78f(b).
    \7\ 15 U.S.C. 78f(b)(4).
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    Although the initial listing fee would decline, the Exchange 
anticipates that the proposed addition of annual fees would increase 
the overall fees it would collect from issuers of Affected Products 
over time. The Exchange believes that moving from a one-time listing 
fee to a lower initial listing fee coupled with ongoing annual fees 
will help to better align the Exchange's revenues and costs over the 
span of the listing. The proposed increases in total fees associated 
with Affected Products would support the increased costs incurred by 
the Exchange for the rulemaking process, ongoing listing administration 
processes, issuer services, and consultative services provided to these 
issuers. In addition, higher fees for Affected Products reflect the 
greater resources the Exchange would expend to provide additional 
services in connection with the listing and administration of these 
securities and would align the cost of Affected Products with those 
fees charged for other debt securities eligible to trade on the NYSE 
bond platform, which also have an initial listing fee of $5,000 and 
annual fee of $5,000. Moreover, the waiver of annual fees for issuers 
that previously paid the higher $15,000 initial listing fee would more 
equitably allocate overall fees among issuers of such securities and 
provide a fair transition to the new fee structure.

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 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

    No written comments were solicited or received with respect to the 
proposed rule change.

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 \8\ and paragraph (f)(2) of Rule 19b-4 
thereunder,\9\ because it establishes a due, fee, or other charge 
imposed by the NYSE.
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    \8\ 15 U.S.C. 78s(b)(3)(A).
    \9\ 17 CFR 240.19b-4(f)(2).
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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

    <bullet> Use the Commission's Internet comment form (http://www.sec.gov/rules/sro.shtml); or
    <bullet> Send an e-mail to <a href="/cdn-cgi/l/email-protection#4e3c3b222b632d2123232b203a3d0e3d2b2d60292138"><span class="__cf_email__" data-cfemail="7c0e091019511f1311111912080f3c0f191f521b130a">[email protected]</span></a>. Please include 
File Number SR-NYSE-2011-14 on the subject line.

Paper Comments

    <bullet> 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-NYSE-2011-14. 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

[[Page 21934]]

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-NYSE-2011-14 and should be submitted on or before May 
10, 2011

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\10\
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    \10\ 17 CFR 200.30-3(a)(12).
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Cathy H. Ahn,
Deputy Secretary.
[FR Doc. 2011-9432 Filed 4-18-11; 8:45 am]
BILLING CODE 8011-01-P


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