Federal Register / Vol. 75, No. 248 / Tuesday, December 28, 2010 / Notices 81685 

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

2 15 U.S.C. 78a. 

3 17 CFR 240.19b–4. 

to the PCAOB. The PCAOB approved its 

2011 budget during an open meeting on 

November 23, 2010 and submitted that 

budget for Commission approval on 

November 29, 2010. 

After considering the above, the 

Commission did not identify any 

proposed disbursements in the 2011 

budget adopted by the PCAOB that are 

not properly recoverable through the 

annual accounting support fee, and the 

Commission believes that the aggregate 

proposed 2011 annual accounting 

support fees do not exceed the PCAOB’s 

aggregate recoverable budget expenses 

for 2011. The Commission looks 

forward to the PCAOB’s annual 

updating of its strategic plan and the 

opportunity for the Commission to 

review and provide views to the PCAOB 

on a draft of the updated plan. 

In its role as the oversight body of the 

PCAOB, the Commission is aware of the 

various uncertainties the PCAOB faces 

with respect to budgeting its resources 

and the potential impact if actual 

experience deviates from budget 

assumptions. Further, the Commission 

believes that the 2011 budget approved 

and submitted by the Board provides 

sufficient resources and flexibility for 

the PCAOB to continue to fulfill its 

mandate and to respond to changes in 

the assumptions upon which the budget 

is based. Should the PCAOB find the 

need to reallocate resources, the PCAOB 

should work closely with Commission 

staff on whether any reprogramming 

efforts result in the need for a 

supplemental budget request under the 

Commission’s budget rule. In 

considering any reallocation that may be 

necessary in 2011, the Commission 

encourages the Board to identify 

expenditures in its 2011 budget where 

flexibility exists. 

As part of its review of the PCAOB’s 

2011 budget, the Commission notes that 

there are certain budget-related matters 

that should be addressed or more 

closely monitored during 2011 related 

to: (1) The PCAOB’s inspections 

program; (2) its information technology 

programs; and (3) the impact of 

implementing legislative and other 

actions on the PCAOB. Accordingly, the 

Commission directs the PCAOB during 

the 2011 budget cycle to: 

(1) Continue to include in its 

quarterly reports to the Commission 

information about the PCAOB’s 

inspections program. Such information 

will include (a) statistics relative to the 

numbers and types of firms budgeted 

and expected to be inspected in 2011, 

including by location and by year the 

inspections that are required to be 

conducted in accordance with the 

Sarbanes-Oxley Act and PCAOB rules, 

(b) information about the timing of the 

issuance of inspections reports for 

domestic and non-U.S. inspections, and 

(c) updates on the PCAOB’s efforts to 

establish cooperative arrangements with 

respective non-U.S. authorities for 

inspections required in those countries. 

(2) Continue to include detailed 

information about the state of the 

PCAOB’s information technology in its 

quarterly reports to the Commission, 

including planned, estimated, and 

actual costs for information technology 

projects. Such information should also 

include project plans, life cycle costs 

and progress, and provide an indication 

of the level and nature of involvement 

of consultants. 

(3) Consult with the Commission 

about the PCAOB’s plans for 

implementing changes in response to 

legislative actions, advisory committees, 

or consultant reports. 

The Commission has determined that 

the PCAOB’s 2011 budget and annual 

accounting support fee are consistent 

with Section 109 of the Act. 

Accordingly, 

It is ordered, pursuant to Section 109 

of the Act, that the PCAOB budget and 

annual accounting support fee for 

calendar year 2011 are approved. 

By the Commission. 

Elizabeth M. Murphy, 

Secretary. 

[FR Doc. 2010–32650 Filed 12–27–10; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

Sunshine Act Meeting 

Notice is hereby given, pursuant to 

the provisions of the Government in the 

Sunshine Act, Public Law 94–409, that 

the Securities and Exchange 

Commission will hold a Closed Meeting 

on Wednesday, December 29, 2010 at 2 

p.m. 

Commissioners, Counsel to the 

Commissioners, the Secretary to the 

Commission, and recording secretaries 

will attend the Closed Meeting. Certain 

staff members who have an interest in 

the matters also may be present. 

The General Counsel of the 

Commission, or his designee, has 

certified that, in his opinion, one or 

more of the exemptions set forth in 5 

U.S.C. 552b(c)(3), (5), (7), 9(B) and (10) 

and 17 CFR 200.402(a)(3), (5), (7), 9(ii) 

and (10), permit consideration of the 

scheduled matters at the Closed 

Meeting. 

Commissioner Casey, as duty officer, 

voted to consider the items listed for the 

Closed Meeting in a closed session. 

The subject matter of the Closed 

Meeting scheduled for Wednesday, 

December 29, 2010 will be: 

Institution and settlement of injunctive 

actions; institution and settlement of 

administrative proceedings; consideration of 

amicus participation; and other matters 

relating to enforcement proceedings. 

At times, changes in Commission 

priorities require alterations in the 

scheduling of meeting items. 

For further information and to 

ascertain what, if any, matters have been 

added, deleted or postponed, please 

contact: 

The Office of the Secretary at (202) 

551–5400. 

Dated: December 22, 2010. 

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. 2010–32727 Filed 12–23–10; 11:15 am] 

BILLING CODE P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–63584; File No. SR– 

NYSEArca–2010–88] 

Self-Regulatory Organizations; Notice 

of Filing and Immediate Effectiveness 

of Proposed Rule Change by NYSE 

Arca, Inc. Amending Various NYSE 

Arca Equities Rules To Harmonize 

Them With Financial Industry 

Regulatory Authority Rules 

December 21, 2010. 

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

Securities Exchange Act of 1934 (the 

‘‘Act’’) 2 and Rule 19b–4 thereunder,3

notice is hereby given that, on December 

13, 2010, NYSE Arca, Inc. (the 

‘‘Exchange’’ or ‘‘NYSE Arca’’) 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 self-regulatory 

organization. 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 

various NYSE Arca Equities rules in 

order to (1) harmonize them with 

Financial Industry Regulatory Authority 

(‘‘FINRA’’) rules and (2) make certain 

administrative changes that include, but 

are not limited to, correcting spelling 


emcdonald on DSK2BSOYB1PROD with NOTICES
81686 Federal Register / Vol. 75, No. 248 / Tuesday, December 28, 2010 / Notices 

errors and eliminating confusing or 

duplicative language and unnecessary 

references to terms or systems that are 

now obsolete. The text of the proposed 

rule change is available at the Exchange, 

the Commission’s Public Reference 

Room, and http://www.nyse.com. 

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 

self-regulatory organization 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 the 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

The purpose of this rule filing is (1) 

to make minor substantive amendments 

to NYSE Arca Equities Rule 2.16 in 

order to harmonize it with Article V, 

Section 3 and Article IV, Section 1(c) of 

FINRA’s By-Laws and (2) to make 

certain administrative changes to 

various NYSE Arca Equities rules in 

order to remove confusing or 

duplicative language and unnecessary 

references to terms or systems that are 

now obsolete. By making such 

administrative changes, the Exchange is 

not changing or altering any obligations, 

rights, policies, or practices enumerated 

within its rules. 

NYSE Arca Equities Rule 2.16(b) 

requires an ETP Holder to electronically 

file amendments to any document in 

connection with an application for an 

ETP within ten business days of the 

occurrence requiring the amendment. 

Article IV, Section 1(c) of FINRA’s ByLaws permits thirty days for such filing. 

Similarly, NYSE Arca Equities Rule 

2.16(c) requires an ETP Holder to 

electronically file within ten business 

days the Uniform Termination Notice 

for Securities Industry Registration 

(Form U–5) with FINRA’s Web CRD 

when a person associated with the ETP 

Holder terminates his or her affiliation 

with the ETP Holder. Article V, Section 

3 of FINRA’s By-Laws permits thirty 

days for such filing. Accordingly, the 

Exchange proposes to extend the ten 

business day requirement in the above 

rules to thirty days in order to 

harmonize with FINRA’s By-Laws. 

Administrative Changes 

In July, 2007, the NASD and certain 

departments within NYSE Regulation 

were consolidated into FINRA. 

However, some NYSE Arca Equities 

rules still incorrectly reference the 

NASD. Where appropriate, the 

Exchange proposes to replace references 

to NASD with FINRA. The following 

NYSE Arca Equities rules will reflect 

this change: Rule 1.1, Rule 2.3, Rule 

6.18, Rule 9.13, and Rule 12. These 

changes are administrative in nature 

and do not impose any new regulatory 

requirements on ETP Holders or other 

market participants on NYSE Arca 

Equities. 

The SEC’s Regulation NMS, which 

became effective in August, 2005, was 

designed to modernize and strengthen 

the national market system for equities 

and replace the outdated Intermarket 

Trading System (‘‘ITS’’). However, 

several NYSE Arca Equities rules still 

reference ITS. Accordingly, the 

Exchange proposes to eliminate all 

outdated references to ITS. The 

following NYSE Arca Equities rules will 

reflect this change: Rule 1.1, Rule 3.5, 

Rule 6.8, Rule 6.10, Rule 6.12, Rule 

7.31, Rule 7.37, Rule 9.14, and Rule 

10.12. Additionally, before Regulation 

NMS and before Nasdaq became a 

national securities exchange, the NBBO 

price protection provision set forth in 

NYSE Arca Equities Rule 7.37 did not 

apply to orders in Nasdaq securities. 

The Exchange proposes to eliminate all 

language in NYSE Arca Equities Rule 

7.31 that states the NBBO price 

protection provision set forth in Rule 

7.37 will not apply to orders in Nasdaq 

securities. Finally, because no securities 

are trade-through exempt under 

Regulation NMS, the Exchange proposes 

to eliminate all references to tradethrough exempt securities in NYSE Arca 

Equities Rule 7.31. 

NYSE Arca Equities Rule 1.1(z) 

provides that ‘‘[t]he term ‘Nasdaq Market 

Maker’ shall mean (1) a Nasdaq market 

maker as defined in NASD Rule 

4200(a)(22), as amended from time to 

time, or (2) an electronic 

communications network (‘‘ECN’’).’’ On 

August 1, 2006, NASDAQ ceased 

operations as an ECN and began 

operations as a national securities 

exchange, rendering the ‘‘Nasdaq Market 

Maker’’ concept obsolete. As a result, 

NASD Rule 4200(a)(22) was replaced by 

FINRA Rule 6320A(a)(4), which does 

not contain any reference to ‘‘Nasdaq 

Market Makers.’’ Therefore, the 

Exchange proposes to eliminate existing 

NYSE Arca Equities Rule 1.1(z) in order 

to remove outdated and unnecessary 

references to terms and systems that are 

now obsolete. Similarly, because Rule 

7.18(a) is concerned only with access to 

the NYSE Arca Marketplace by ‘‘Nasdaq 

Market Makers,’’ the Exchange proposes 

to eliminate Rule 7.18(a) and change the 

title of NYSE Arca Equities Rule 7.18 

from ‘‘Trading in Nasdaq Securities’’ to 

‘‘UTP Regulatory Halts.’’ Such change in 

title is appropriate because the only 

remaining rule text under Rule 7.18, 

which is currently contained in Rule 

7.18(b), will provide that the Exchange 

will halt trading in a Nasdaq security 

when the UTP Listing Market for such 

security determines that a UTP 

Regulatory Halt is appropriate. Finally, 

because the title of Nasdaq’s Unlisted 

Trading Privileges Plan no longer 

includes the term ‘‘OTC,’’ the Exchange 

proposes to remove ‘‘OTC’’ from the 

following NYSE Arca Equities Rule 

1.1(hh)–(kk) and Rule 7.18. 

Stop Orders and Stop Limit Orders 

are no longer a valid order types on the 

NYSE Arca Marketplace. Accordingly, 

the Exchange proposes to eliminate all 

outdated references to Stop Orders and 

Stop Limit Orders. The following NYSE 

Arca Equities rules will reflect this 

change: Rule 1.1, Rule 7.31, Rule 7.34, 

Rule 7.35, Rule 7.37, Rule 7.39, and 

Rule 7.63. 

Because Discretion Limit Orders may 

be entered in any security, the Exchange 

proposes to eliminate the language ‘‘A 

Discretionary Order may be designated 

as a Discretion Limit Order for Nasdaq 

securities only’’ from NYSE Arca 

Equities Rule 7.31(h)(2)(B). 

The Exchange proposes to amend 

NYSE Arca Equities Rule 7.7 to correct 

a spelling error. 

NYSE Arca Equities Rules 2.24 and 

9.17 both require ETP Holders to 

maintain books and records pursuant to 

SEC Rules 17a–3 and 17a–4. Because 

Rule 9.17 also requires that ETP Holders 

maintain books and records as 

prescribed by the rules and regulations 

of other Self Regulatory Organizations 

and other governmental bodies, and 

because the Exchange only requires one 

such rule, the Exchange proposes to 

replace the text of Rule 2.24 with the 

text of Rule 9.17 and eliminate Rule 

9.17. 

NYSE Arca Equities Rule 7.17(b) 

requires that all bids and offers made 

shall be in accordance with the 

provisions of Rule 11Ac1–1 of the 

Securities Exchange Act of 1934. When 

Regulation NMS became effective in 

August, 2005, Rule 11Ac1–1 was redesignated as Rule 602 of Regulation 

NMS. Accordingly, the Exchange 

proposes to replace the reference to Rule 


emcdonald on DSK2BSOYB1PROD with NOTICES
Federal Register / Vol. 75, No. 248 / Tuesday, December 28, 2010 / Notices 81687 

4 15 U.S.C. 78f(b). 

5 15 U.S.C. 78f(b)(5). 

6 15 U.S.C. 78s(b)(3)(A)(iii). 

7 17 CFR 240.19b–4(f)(6). 

8 17 CFR 240.19b–4(f)(6). 

9 17 CFR 240.19b–4(f)(6)(iii). 

10For 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). 

11 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

11Ac1–1 within Rule 7.17(b) with Rule 

602. 

2. Statutory Basis 

The proposed rule changes are 

consistent with Section 6(b) 4 of the 

Securities Exchange Act of 1934 (the 

‘‘Act’’), in general, and further the 

objectives of Section 6(b)(5),5 in 

particular. By amending various NYSE 

Arca Equities rules in order to 

harmonize them with FINRA rules and 

federal rules and to eliminate confusing 

or duplicative language and 

unnecessary references to terms or 

systems that are now obsolete, the 

proposed rule changes are designed to 

prevent fraudulent and manipulative 

acts and practices, to promote just and 

equitable principles of trade, to foster 

cooperation and coordination with 

persons engaged in facilitating 

transactions in securities, and to remove 

impediments to and perfect the 

mechanisms of a free and open market 

and a national market system. 

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 Exchange has filed the proposed 

rule change pursuant to Section 

19(b)(3)(A)(iii) of the Act 6 and Rule 

19b–4(f)(6) thereunder.7 Because the 

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 

prior to 30 days from the date on which 

it was filed, or such shorter time as the 

Commission may designate, if 

consistent with the protection of 

investors and the public interest, the 

proposed rule change has become 

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

of the Act and Rule 19b–4(f)(6)(iii) 

thereunder. 

A proposed rule change filed under 

Rule 19b–4(f)(6) 8 normally does not 

become operative prior to 30 days after 

the date of the filing. However, pursuant 

to Rule 19b4(f)(6)(iii),9 the Commission 

may designate a shorter time if such 

action is consistent with the protection 

of investors and the public interest. The 

Exchange has asked the Commission to 

waive the 30-day operative delay so that 

the proposal may become operative 

immediately upon filing. The 

Commission has determined that 

waiving the 30-day operative delay of 

the Exchange’s proposal is consistent 

with the protection of investors and the 

public interest because such waiver will 

allow the Exchange to promptly 

harmonize its rules with FINRA rules 

and and to correct non-substantive 

changes, thereby avoiding further 

potential confusion and ensuring that 

the rule text of the Exchange is 

accurate.10 Therefore, the Commission 

designates the proposed rule change to 

be operative upon filing. 

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–NYSEArca–2010–88 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–NYSEArca–2010–88. 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 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 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–NYSEArca–2010–88 and 

should be submitted on or before 

January 18, 2011. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.11

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. 2010–32607 Filed 12–27–10; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–63591; File No. SR–BX– 

2010–091] 

Self-Regulatory Organizations; 

NASDAQ OMX BX, Inc.; Notice of Filing 

and Immediate Effectiveness of 

Proposed Rule Change To Continue 

the Practice Governing the Directed 

Order Process on BOX 

December 21, 2010. 

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 December 

16, 2010, NASDAQ OMX BX, Inc. (the 

‘‘Exchange’’) filed with the Securities 

and Exchange Commission 

(‘‘Commission’’) the proposed rule 


emcdonald on DSK2BSOYB1PROD with NOTICES