Federal Register / Vol. 74, No. 162 / Monday, August 24, 2009 / Notices 42719 

16 15 U.S.C. 78s(b)(3)(A). 

17 17 CFR 240.19b–4(f)(6). In addition, Rule 19b– 

4(f)(6) requires a self-regulatory organization to give 

the Commission written notice of its intent to file 

the proposed rule change at least five business days 

prior to the date of filing of the proposed rule 

change, or such shorter time as designated by the 

Commission. The Exchange has satisfied this 

requirement. 

18For 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). 19 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4(f)(2). 

consistent with the protection of 

investors and the public interest, it has 

become effective pursuant to Section 

19(b)(3)(A) of the Act 16 and Rule 19b– 

4(f)(6) thereunder.17

The Exchange has requested that the 

Commission 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 is 

consistent with the protection of 

investors and the public interest 

because such waiver will allow the 

Exchange to promptly conform its rule 

with the approved FINRA Rule, and will 

ensure the elimination of any potential 

regulatory gap and that the NYSE Rules 

maintain their status as Common Rules 

under the Agreement. Therefore, the 

Commission designates the proposal 

operative upon filing.18

At any time within 60 days of the 

filing of the proposed rule change, the 

Commission may summarily abrogate 

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–NYSE–2009–75 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–NYSE–2009–75. 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 inspection and copying 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 will also be available 

for inspection and copying at the 

principal office of the Exchange and on 

its Web site at http://www.nyse.com. 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–2009–75 and should 

be submitted on or before September 14, 

2009. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.19

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E9–20196 Filed 8–21–09; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–60513; File No. SR–CBOE– 

2009–059] 

Self-Regulatory Organizations; 

Chicago Board Options Exchange, 

Incorporated; Notice of Filing and 

Immediate Effectiveness of Proposed 

Rule Change Relating to the Options 

Regulatory Fee 

August 17, 2009. 

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

Securities Exchange Act of 1934, 15 

U.S.C. 78s(b)(1), notice is hereby given 

that on August 12, 2009, Chicago Board 

Options Exchange, Incorporated 

(‘‘CBOE’’ or the ‘‘Exchange’’) filed with 

the Securities and Exchange 

Commission (‘‘Commission’’) the 

proposed rule change as described in 

Items I, II and III below, which Items 

have been prepared by CBOE. CBOE has 

designated this proposal as one 

establishing or changing a due, fee, or 

other charge applicable only to a 

member under Section 19(b)(3)(A)(ii) of 

the Act,1 and Rule 19b–4(f)(2) 

thereunder,2 which renders the proposal 

effective upon filing with the 

Commission. 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 

Chicago Board Options Exchange, 

Incorporated (‘‘CBOE’’ or ‘‘Exchange’’) 

proposes to amend its Fees Schedule 

relating to the Options Regulatory Fee. 

The text of the proposed rule change is 

below. Additions are in italics. 

Deletions are in [brackets]. 

* * * * * 

Chicago Board Options Exchange, 

Incorporated Fees Schedule 

[August] September 1, 2009 

1.–4. Unchanged. 

Footnotes: 

(1)–(17) Unchanged. 

5.–11. Unchanged. 

12. Regulatory Fees: 

A) Options Regulatory Fee: $.004 per 

contract* 

*The Options Regulatory Fee is 

assessed by CBOE to each member for 

all options transactions executed or 

cleared by the member that are cleared 

by The Options Clearing Corporation 

(OCC) in the customer range, excluding 

Linkage orders, regardless of the 

exchange on which the transaction 

occurs. The fee is collected indirectly 

from members through their clearing 

firms by OCC on behalf of CBOE. There 

is a minimum one-cent charge per trade. 

Remainder of Fees Schedule— 

Unchanged. 

II. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

In its filing with the Commission, 

CBOE included statements concerning 

the purpose of and basis for the 

proposed rule change and discussed any 

comments it received on the proposed 


erowe on DSK5CLS3C1PROD with NOTICES
42720 Federal Register / Vol. 74, No. 162 / Monday, August 24, 2009 / Notices 

3The ORF was established in October 2008 as a 

replacement of Registered Representative (‘‘RR’’) 

fees. See Securities Exchange Act Release No. 58817 

(October 20, 2008), 73 FR 63744 (October 27, 2008) 

(‘‘Original Filing’’). The ORF was to be effective 

January 1, 2009. In December 2008 and January 

2009, the Exchange filed proposed rule changes 

waiving the ORF for January and February, to allow 

additional time for the Exchange, OCC and firms to 

put in place appropriate procedures to implement 

the fee. See Securities Exchange Act Release No. 

59182 (December 30, 2008), 74 FR 730 (January 7, 

2009), and Securities Exchange Act Release No. 

59355 (February 3, 2009), 74 FR 6677 (February 10, 

2009). To avoid a regulatory revenue shortfall for 

2009 due to the waivers of the fee, the Exchange 

increased the ORF for 2009 from $.0045 per 

contract to $.006 per contract. See Securities 

Exchange Act Release No. 59427 (February 20, 

2009), 74 FR 9013 (February 27, 2009). The 

Exchange reduced the ORF from $.006 per contract 

to $.004 per contract, effective August 1, 2009. See 

Securities Exchange Act Release No. 60093 (June 

10, 2009), 74 FR 28749 (June 17, 2009). 

4See e-mail to Richard Holley III, Senior Special 

Counsel, from Jaime Galvan, Senior Attorney, 

CBOE, dated August 17, 2009 (clarifying the 

operation of the proposed change to extend the ORF 

to clearing activity). 

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

6 15 U.S.C. 78f(b)(4). 

7 15 U.S.C. 78s(b)(3)(A). 

8 17 CFR 240.19b–4(f)(2). 

rule change. The text of these statements 

may be examined at the places specified 

in Item IV below. CBOE 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, Proposed Rule 

Change 

(a) Purpose 

The Exchange charges an Options 

Regulatory Fee (‘‘ORF’’) of $.004 per 

contract to each member for all options 

transactions executed by the member 

that are cleared by The Options Clearing 

Corporation (‘‘OCC’’) in the customer 

range, excluding Options Intermarket 

Linkage Plan (‘‘Linkage’’) orders. The 

ORF is imposed upon all such 

transactions executed by a member, 

even if such transactions do not take 

place on the Exchange. The ORF is 

collected indirectly from members 

through their clearing firms by OCC on 

behalf of the Exchange. There is a 

minimum one-cent charge per trade.3

The Exchange proposes to amend the 

ORF to also include options transactions 

that are not executed by a CBOE 

member but are ultimately cleared by a 

CBOE member. Thus the Exchange 

would charge a member $.004 per 

contract for all options transactions 

executed or cleared by the member that 

are cleared by OCC in the customer 

range, excluding Linkage orders, 

regardless of the marketplace of 

execution. In the case where one 

member both executes a transaction and 

clears the transaction, the ORF would be 

assessed to the member only once on 

the execution. In the case where one 

member executes a transaction and a 

different member clears the transaction, 

the ORF would be assessed only to the 

member who executes the transaction 

and would not be assessed to the 

member who clears the transaction. In 

the case where a non-member executes 

a transaction and a member clears the 

transaction, the ORF would be assessed 

to the member who clears the 

transaction.4

The Exchange believes that its broad 

regulatory responsibilities with respect 

to its members’’ activities, as described 

in the Original Filing, supports applying 

the ORF to transactions cleared but not 

executed by a member. The Exchange’s 

regulatory responsibilities are the same 

regardless of whether a member 

executes a transaction or clears a 

transaction executed on its behalf. The 

Exchange regularly reviews all such 

activity, including performing 

surveillance for position limit 

violations, manipulation, insider 

trading, frontrunning and contrary 

exercise advice violations. 

The Exchange expects that the 

proposed rule change would increase 

ORF revenue by less than two percent. 

As stated in the Original Filing, the ORF 

is designed to generate revenue that, 

when combined with all of the 

Exchange’s other regulatory fees, will be 

less than or equal to the Exchange’s 

regulatory costs. If the Exchange 

determines regulatory revenues would 

exceed regulatory costs, the Exchange 

would adjust the ORF by submitting a 

fee change filing to the Commission. 

The Exchange notifies members of 

adjustments to the ORF via regulatory 

circular. 

The proposed fee change would 

become operative on September 1, 2009, 

in order to give members time to 

implement the revised fee. 

(b) Statutory Basis 

The Exchange believes the proposed 

rule change is consistent with Section 

6(b) of the Securities Exchange Act of 

1934 (‘‘Act’’),5 in general, and furthers 

the objectives of Section 6(b)(4) 6 of the 

Act 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. The Exchange 

believes the proposed rule change is 

reasonable because it relates to the 

recovery of the costs of supervising and 

regulating CBOE members. The 

Exchange believes the proposed rule 

change is equitable because the ORF 

would be charged to all members on all 

of their business that clears as customer 

at the OCC. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

CBOE does not believe that the 

proposed rule change will impose any 

burden on competition that is not 

necessary or appropriate in furtherance 

of 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 7 and subparagraph (f)(2) of 

Rule 19b–4 8 thereunder. At any time 

within 60 days of the filing of the 

proposed rule change, the Commission 

may summarily abrogate 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–2009–059 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–2009–059. 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 


erowe on DSK5CLS3C1PROD with NOTICES
Federal Register / Vol. 74, No. 162 / Monday, August 24, 2009 / Notices 42721 

9CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4(f)(6). 

3The Commission has modified the text of the 

summaries prepared by DTC. 

4Securities Exchange Act Release No. 59858 (May 

4, 2009), 74 FR 22191 (May 12, 2009) (SR– 

NASDAQ–2009–039); Securities Exchange Act 

Release No. 60183 (June 26, 2009), 74 FR 32207 

(July 7, 2009) (SR–NASDAQ–2009–039). 

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 inspection and copying 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 CBOE. 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–2009–059 and 

should be submitted on or before 

September 14, 2009. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.9

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E9–20195 Filed 8–21–09; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–60494; File No. SR–SCCP– 

2009–03] 

Self-Regulatory Organizations; Stock 

Clearing Corporation of Philadelphia; 

Notice of Filing and Immediate 

Effectiveness of Proposed Rule 

Change Related to an Amendment to 

the By-Laws of The NASDAQ OMX 

Group, Inc. 

August 12, 2009. 

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

Securities Exchange Act of 1934 

(‘‘Act’’),1 notice is hereby given that on 

July 22, 2009, Stock Clearing 

Corporation of Philadelphia (‘‘SCCP’’) 

filed with the Securities and Exchange 

Commission (‘‘Commission’’ or ‘‘SEC’’) 

the proposed rule change described in 

Items I and II below, which items have 

been prepared primarily by SCCP. SCCP 

filed the proposed rule change under 

Rule 19b–4(f)(6) under the Act 2 so that 

the proposal was effective upon filing 

with the Commission. The Commission 

is publishing this notice to solicit 

comments on the rule change from 

interested parties. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

SCCP is filing this proposed rule 

change with regard to proposed changes 

to the by-laws of its parent corporation, 

The NASDAQ OMX Group, Inc. 

(‘‘NASDAQ OMX’’). The proposed rule 

change will be implemented as soon as 

practicable following submission of this 

filing. The text of the proposed rule 

change is available at http:// 

nasdaqomxbx.cchwallstreet.com, at 

SCCP’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, 

SCCP 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. SCCP has prepared 

summaries, set forth in sections (A), (B), 

and (C) below, of the most significant 

aspects of these statements.3

(A) Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

NASDAQ OMX made certain 

amendments to its by-laws to update its 

by-laws and to make improvements in 

its governance. In SR–NASDAQ–2009– 

039, The NASDAQ Stock Market LLC 

(‘‘NASDAQ Exchange’’) sought and 

received Commission approval to adopt 

these by-law changes as part of the rules 

of the NASDAQ Exchange.4 SCCP is 

submitting this filing to adopt the same 

by-law changes as rules of SCCP. 

The proposed changes to the by-laws 

are as follows: 

• Article I is being amended to reflect 

the recent name changes of the 

Philadelphia Stock Exchange and the 

Boston Stock Exchange to NASDAQ 

OMX PHLX, Inc. and NASDAQ OMX 

BX, Inc., respectively. 

• Article III is being amended to 

modify the procedures governing 

proposals by stockholders, including 

proposals by stockholders to nominate 

directors. Specifically, the amendment 

will require a stockholder making a 

proposal to supply more complete 

information about the stockholder’s 

background, including a description of 

any agreement, arrangement, or 

understanding between the stockholder, 

the beneficial owner of the stock, and 

any other persons acting in concert with 

them; a description of any agreement, 

arrangement or understanding 

(including any derivative or short 

positions, profit interests, options, 

warrants, convertible securities, stock 

appreciation or similar rights, hedging 

transactions, and borrowed or loaned 

shares), the effect or intent of which is 

to mitigate loss to, manage risk or 

benefit of share price changes for, or 

increase or decrease the voting power 

of, such stockholder or such beneficial 

owner, with respect to shares of stock of 

NASDAQ OMX; and any other 

information regarding the stockholder 

and beneficial owner that would be 

required to be disclosed in a proxy 

statement under Section 14(a) of the 

Act. These changes are designed to 

provide the NASDAQ OMX Board of 

Directors and its stockholders with 

greater insight into the identity and 

intentions of persons presenting 

stockholder proposals to allow more 

thorough consideration of the merits of 

such proposals. These requirements are 

deemed satisfied, however, in the case 

of a proposal that is validly submitted 

under the rules and regulations 

promulgated under the Act (i.e. , SEC 

Rule 14a–8) and included in NASDAQ 

OMX’s proxy. However, compliance 

with the By-Laws or with SEC Rule 14a– 

8 provides the exclusive means for 

stockholders to make proposals. The 

amendments also provide that a 

representative of a stockholder qualified 

to appear at an annual meeting must be 

an officer, manager, or partner of the 

stockholder or must have written 

authorization from the stockholder. The 

amendments also make several minor 

clarifying changes to the text of Article 

III. 

• Article IV is being amended to state 

explicitly that the Management 

Compensation Committee and the Audit 

Committee must be composed 

exclusively of independent directors 

within the meaning of the rules of the 

NASDAQ Stock Market that govern 

NASDAQ OMX’s listing (and in the case 

of the Audit Committee, Section 10A of 


erowe on DSK5CLS3C1PROD with NOTICES