[Federal Register Volume 76, Number 160 (Thursday, August 18, 2011)]
[Notices]
[Pages 51449-51453]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2011-21035]


-----------------------------------------------------------------------

SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-65127; File No. SR-NYSE-2011-20]


Self-Regulatory Organizations; New York Stock Exchange LLC; Order 
Granting Approval of Proposed Rule Change To Add New Section 907.00 to 
the Listed Company Manual that Sets Forth Certain Complimentary 
Products and Services That Are Offered to Currently and Newly Listed 
Issuers

August 12, 2011.

I. Introduction

    On May 5, 2011, the New York Stock Exchange LLC (``NYSE'' or 
``Exchange'') filed with the Securities and Exchange Commission 
(``Commission''), pursuant to Section 19(b)(1) of the Securities 
Exchange Act of 1934 (``Act'') \1\ and Rule 19b-4 thereunder,\2\ a 
proposed rule change to amend the Listed Company Manual (``Manual'') 
setting forth certain complimentary products and services offered to 
currently and newly listed issuers. The proposed rule change was 
published in the Federal Register on May 23, 2011.\3\ The Commission 
received seventeen comments from 14 commenters on the proposal.\4\ NYSE 
submitted a letter in response to the
    comments.\5\ On July 5, 2011, the Commission extended the time 
period

[[Page 51450]]

in which to either approve the proposed rule change, disapprove the 
proposed rule change, or institute proceedings to determine whether to 
disapprove the proposed rule change, to August 21, 2011.\6\ This order 
grants approval of the proposed rule change.
---------------------------------------------------------------------------

    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
    \3\ See Securities Exchange Act Release No. 64506 (May 17, 
2011), 76 FR 29806 (``Notice'').
    \4\ See Letters to the Commission, from Ronald Russo, GLX, Inc., 
dated May 18, 2011 (``GLX Letter''); Bryan Degnan, Taylor Rafferty 
Associates, dated May 19, 2011 (``Rafferty Letter''); Jennifer 
Kaminsky, dated May 19, 2011; Anonymous, dated May 19, 2011 
(``Anonymous Letter''); Todd Allen, dated May 19, 2011 (``Allen 
Letter''); Brian Rivel, President, Rivel Research Group, dated May 
20, 2011 (``Rivel Letter''); Jerry Falkner, May 22, 2011 (``Falkner 
Letter''); Enzo Villani, President, MZ North America, dated June 6, 
2011 (``MZ Letter''); John Fairir, dated June 7, 2011 (``Fairir 
Letter''); Michael Pepe, CEO, PrecisionIR Group, dated June 7, 2011 
(``PrecisionIR Letter''); Michael O'Connell, Director IR Solutions, 
SNL Financial, dated June 10, 2011 (``SNL Letter''); Dominic Jones, 
President, IR Web Reporting International, Inc., dated June 15, 2011 
(``IR Web Reporting Letter''); Darrell Heaps, CEO, Q4 Web System, 
dated June 16, 2011 (``Q4 Letter''); Dominic Jones, President, IR 
Web Reporting International, Inc., dated June 29, 2011 (``IR Web 
Reporting Letter 2''); e-mails to Robert Cook, Director, Division of 
Trading and Markets and David Shillman, Associate Director, Division 
of Trading and Markets, from Patrick Healy, CEO, Issuer Advisory 
Group, LLC, dated June 26, 2011 and June 28, 2011 (both e-mails 
indicating that the Issuer Advisory Group would be filing a comment 
letter to the proposed rule change); and letter from Patrick Healy, 
CEO, Issuer Advisory Group, LLC, dated June 30, 2011 (``Issuer 
Advisory Letter'').
    \5\ See Letter to Elizabeth M. Murphy, Secretary, Commission, 
from Janet L. McGinness, Senior Vice President--Legal and Corporate 
Secretary, NYSE, dated June 27, 2011 (``NYSE Response Letter''). 
NYSE's Response Letter is in response to those comments submitted 
prior to June 27, 2011. See note 4, supra for a list of those 
letters.
    \6\ See Securities Exchange Act Release No. 64809 (July 5, 
2011), 76 FR 40758 (July 11, 2011).
---------------------------------------------------------------------------

II. Description of the Proposal

    In its filing, NYSE is proposing to amend the Manual by adding a 
new Section 907.00 that sets forth a practice of offering certain 
complimentary products and services to currently and newly listed 
issuers. NYSE offers the complimentary products and services as 
described below to respond to competitive pressures in the market for 
listings to attract new listings and retain existing listings.\7\ These 
products and services are developed or delivered by NYSE or by a third-
party for use by NYSE listed companies. Some of these products are 
commercially available by such third-party vendors. According to NYSE, 
all listed issuers receive the same complimentary products and services 
through the NYSE Market Access Center, while certain tiers of listed 
issuers receive additional products and services. As discussed in more 
detail below, the additional services an issuer receives is based, for 
currently listed issuers, on total shares of common stock or American 
Depository Receipts (``ADRs'') issued and outstanding and, for newly 
listed issuers, on total global market value based on a public offering 
price.
---------------------------------------------------------------------------

    \7\ See e-mail from Theodore Lazo, General Counsel, NYSE to 
Sharon Lawson, Senior Special Counsel, Division of Trading and 
Markets and Arisa Tinaves, Special Counsel, Division of Trading and 
Markets on August 2, 2011.
---------------------------------------------------------------------------

A. NYSE Market Access Center

    NYSE developed a market information analytics platform that is 
available for free to all NYSE listed issuers, called the NYSE Market 
Access Center. In the rule filing, NYSE states that the NYSE's Market 
Access Center was created to ``provide issuers with better market 
insight and information across all exchange and trading venues.'' \8\ 
The NYSE Market Access Center includes products and services that were 
either a) developed by NYSE using proprietary data and/or intellectual 
property or b) built by a third-party expressly for NYSE-listed 
companies. According to NYSE, within this platform, all issuers have 
access to tools and information related to market intelligence, 
education, investor outreach, media visibility, corporate governance, 
and advocacy initiatives.\9\ Additionally, the NYSE Market Access 
Center provides all issuers with access to discounted products and 
services from the same third-party vendors. All issuers listed on the 
Exchange have access to the NYSE Market Access Center on the same 
basis. At the time of its filing with the Commission, NYSE noted that 
the products and services currently available through the NYSE Market 
Access Center have a commercial value of approximately $50,000 
annually.\10\
---------------------------------------------------------------------------

    \8\ See Notice, supra note 3.
    \9\ In the Notice, the Exchange provided examples of the 
products and services offered by the NYSE Market Access Center and 
noted that a description of all offerings is available on the 
Exchange's Web site. See Notice, supra note 3.
    \10\ See supra note 7.
---------------------------------------------------------------------------

B. Tiered Products and Services Offered to Certain Companies

    In addition to the NYSE Market Access Center, NYSE offers products 
and services to certain currently listed and newly listed issuers on a 
tiered basis. Currently listed issuers are categorized into two tiers, 
Tier One and Tier Two. Under NYSE's proposal, Tier One issuers are U.S. 
issuers that have 270 million or more total shares of common stock 
issued and outstanding in all share classes, including and in addition 
to Treasury shares, and Foreign Private Issuers that have 270 million 
or more in ADRs issued and outstanding, each calculated annually as of 
December 31 of the preceding year.\11\ Tier Two issuers are categorized 
as those U.S. issuers that have 160 million to 269,999,999 total shares 
of common stock issued and outstanding in all share classes, including 
and in addition to Treasury shares, and Foreign Private Issuers that 
have 160 million to 269,999,999 in ADRs issued and outstanding, each 
calculated annually as of December 31 of the preceding year.\12\ In 
addition to the NYSE Market Access Center products and services, Tier 
One issuers receive market surveillance products and services, which 
NYSE states have a commercial value of $45,000 annually, and web-
hosting products and services, which NYSE states have a commercial 
value of approximately $12,000 to $16,000 annually. Tier Two issuers 
can choose to receive either web-hosting products and services at the 
values noted above, or market analytics products and services, with a 
commercial value according to NYSE of $20,000 annually.
---------------------------------------------------------------------------

    \11\ All share classes issued include, for example, where a 
company has two classes of common stock, such as Class A and Class B 
common shares.
    \12\ See Notice, supra note 3.
---------------------------------------------------------------------------

    Newly listed issuers similarly are categorized into two tiers, Tier 
A and Tier B.\13\ Tier A includes issuers with a global market value of 
$400 million or more based on the public offering price. Tier B 
includes issuers with a global market value of less than $400 million 
based on the public offering price. In addition to the NYSE Market 
Access Center products and services, Tier A issuers receive either 
market surveillance products and services for a period of 12 calendar 
months from the date of listing or market analytics products and 
services for a period of 24 calendar months from the date of listing, 
at the issuer's election. The commercial value for these services is 
the same as those described above for Tier One or Tier Two issuers. 
Additionally, Tier A companies receive web-hosting, the value of which 
is noted above, and news distribution products and services, with a 
commercial value of $10,000 annually, for a period of 24 calendar 
months from the date of listing. Tier B companies receive web-hosting 
and news distribution products and services for a period of 24 calendar 
months from the date of listing. At the expiration of the 24-month 
period, Tier A or Tier B issuers that meet the qualifications of Tier 
One or Tier Two based on total shares or total ADRs issued and 
outstanding receive either Tier One or Tier Two products and 
services.\14\
---------------------------------------------------------------------------

    \13\ ``Newly listed issuers'' means U.S. issuers conducting an 
initial public offering (``IPO''), issuers emerging from bankruptcy, 
spinoffs (where a company lists new shares in the absence of a 
public offering), and carve-outs (where a company carves out a 
business line or division, which then conducts a separate IPO). 
Newly listed issuers do not include issuers that transfer their 
listings from another national securities exchange; rather, 
transferring issuers are eligible for the services available to 
currently listed issuers. See proposed Rule 907.00 in the Manual.
    \14\ The Exchange provided a description of all products and 
services offered to the Tiers. See Notice, supra note 3.
---------------------------------------------------------------------------

III. Summary of Comments and NYSE Response to Comments

    Fourteen commenters raised objections to the proposal.\15\ 
Generally, commenters expressed concern that the NYSE's practice of 
offering complimentary services harms competing suppliers of those 
services or adversely affects competition in affected markets.\16\ 
Specifically, several commenters expressed concern about

[[Page 51451]]

adverse effects arising from the ``strategic partnership'' with 
Thomson-Reuters and Ipreo. The concern is that offering complimentary 
services disadvantages smaller businesses providing investor relations 
services.\17\ One commenter noted that the NYSE's complimentary 
offering of these services makes it ``too difficult to compete'' with 
Thomson-Reuters and Ipreo.'' \18\ Commenters also believed that the 
proposal, by endorsing certain vendors, would discourage new vendors 
from entering markets for vendor services or stifle innovation.\19\
---------------------------------------------------------------------------

    \15\ See supra note 4.
    \16\ See Rafferty Letter, Allen Letter, Rivel Letter, Falkner 
Letter, MZ Letter, Fairir Letter, PrecisionIR Letter, SNL Letter, 
and IR Web Reporting Letter. See also, Issuer Advisory Letter 
(stating that the proposed rule change restricts competition for 
listings).
    \17\ See Allen Letter, Falkner Letter, Fairir Letter, and Rivel 
Letter. See also, Anonymous Letter (noting that there are already 
obstacles for smaller businesses).
    \18\ See Fairir Letter (arguing that NYSE is trying to justify 
its high listing cost).
    \19\ See GLX Letter, MZ Letter, Fairir Letter, PrecisionIR 
Letter, IR Web Reporting Letter, and Q4 Letter. See also, Falkner 
Letter (noting the smaller providers provide innovative and often 
times better value).
---------------------------------------------------------------------------

    Commenters believed that the proposal would require issuers to use 
the specific vendor offered by NYSE or create the impression that 
listed companies must use the preferred vendor.\20\ Additionally, three 
commenters believed that although issuers are not required to use the 
services and providers offered by NYSE, providers of competing products 
are still disadvantaged because they would have to convince issuers to 
pay for a similar service that the issuers are able to receive for no 
cost from the Exchange.\21\ However, one vendor who commented stated 
that in the last several months, its service has replaced an NYSE 
complimentary service, specifically web-hosting, for a number of NYSE 
issuers.\22\ Additionally, another commenter stated that numerous 
issuers have continued to use their existing preferred service 
providers at an additional cost to the issuers, instead of taking 
advantage of the complimentary products and services provided by 
NYSE.\23\
---------------------------------------------------------------------------

    \20\ See Rafferty Letter, Rivel Letter, Fairir Letter, 
PrecisionIR Letter, and IR Web Reporting Letter. See also, SNL 
Letter (noting that the proposal could reasonably be viewed as an 
endorsement by the NYSE and Commission of specific vendors) and IR 
Web Reporting Letter 2 (noting that issuers may conclude that 
certain vendors will enable issuers to comply with the Exchange's 
listing requirement given the NYSE's endorsement).
    \21\ See Fairir Letter, Precision IR Letter, and IR Web 
Reporting Letter.
    \22\ See Q4 Letter.
    \23\ See Issuer Advisory Letter.
---------------------------------------------------------------------------

    Four commenters suggested that instead of offering complimentary 
products and services of certain vendors, NYSE should instead offer 
issuers a subsidy or credit, which would allow them to use any service 
provider.\24\ One commenter argued that such credit would benefit the 
Exchange by allowing it to continue to provide such products and 
services to issuers, but through a vendor of the issuers' own 
choosing.\25\ This commenter believed that such an approach would 
ultimately benefit competition by leveling the playing field and 
allowing all vendors, both large and small to compete.\26\
---------------------------------------------------------------------------

    \24\ See MZ Letter, Fairir Letter, IR Web Reporting Letter, Q4 
Letter, and IR Web Reporting Letter 2. See also, Issuer Advisory 
Letter (noting that the NYSE's proposal restricts issuers by forcing 
them to select from a narrow list of providers).
    \25\ See MZ Letter. See also, IR Web Reporting Letter (noting 
that a subsidy or credit would serve the NYSE's objective of 
attracting listings).
    \26\ See MZ Letter.
---------------------------------------------------------------------------

    Another commenter recommended disapproving the proposed rule change 
and having the exchanges consider free listings or alternatively, 
having the Commission require increased disclosure regarding listing 
benefit packages provided to issuers, which would address transparency 
concerns.\27\ Additionally, the commenter suggested that the Commission 
appoint an independent task force comprised of issuers to recommend a 
model that would permit the exchanges to provide services while not 
limiting value-added service offerings.\28\ The commenter argued that 
NYSE's proposal would result in the equivalent of a maximum service cap 
and that the Commission's approval of the proposal will be used by the 
Exchange as a justification for limiting their service offerings.\29\
---------------------------------------------------------------------------

    \27\ See Issuer Advisory Letter.
    \28\ Id.
    \29\ Id.
---------------------------------------------------------------------------

    One commenter noted that the proposal is not clear on the fee 
arrangements between the Exchange and the product and service vendors 
and questioned whether issuers pay for services over and above the 
services provided by NYSE and if the vendors share revenues with the 
Exchange or if the services are competitively priced.\30\ The commenter 
also asked if NYSE receives payment from its preferred providers.\31\
---------------------------------------------------------------------------

    \30\ See IR Web Reporting Letter.
    \31\ Id.
---------------------------------------------------------------------------

    Lastly, this commenter raised the issue of whether a for-profit 
exchange should be in the investor relations services business at 
all.\32\ According to the commenter, there is a conflict of interest 
between the exchange's role as a service provider or endorser of 
service providers and its role as a self-regulatory organization that 
sets and enforces disclosure requirements for its listed companies.\33\
---------------------------------------------------------------------------

    \32\ Id.
    \33\ Id.
---------------------------------------------------------------------------

    In the NYSE Response Letter, NYSE responded to the issues raised by 
the commenters.\34\ The NYSE Response Letter clarified that no issuer 
is forced or required to utilize the complimentary products or services 
as a condition of listing and consequently, can continue to use 
alternative products and services of their choice.\35\
---------------------------------------------------------------------------

    \34\ See supra note 5.
    \35\ See NYSE Response Letter.
---------------------------------------------------------------------------

    Further, the Exchange represented that it provides the third-party 
products and services to listed companies through non-exclusive 
arrangements with vendors. Accordingly, the Exchange is willing to 
consider entering into such arrangements with other third-party vendors 
that provide ``high-quality'' products and services. NYSE further 
stated that it does not endorse, nor require the use of, any particular 
vendor or any particular products and services.\36\
---------------------------------------------------------------------------

    \36\ Id.
---------------------------------------------------------------------------

    In response to the NYSE Response Letter, one commenter questioned 
the Exchange's willingness to enter into arrangements with other third-
party vendors, stating that upon performing its own research, the 
commenter was unable to ``find any information provided by NYSE 
outlining the process that vendors must follow to have their services 
added or reviewed.'' \37\ Further, the commenter questioned whether the 
Exchange's current vendor that offers web-hosting and wire services is 
of ``high quality'', asserting that the vendor lacked distribution to a 
popular website for investors to which all of its competitors provide 
distribution services.\38\
---------------------------------------------------------------------------

    \37\ See IR Web Reporting Letter 2.
    \38\ Id.
---------------------------------------------------------------------------

    Finally, in response to the conflict of interest issue that was 
raised, the Exchange disagreed that there is any conflict of interest 
with respect to its offerings of products and services because such 
product and services are offered on a complimentary basis and the 
arrangements with the vendors are non-exclusive. NYSE also reiterated 
that issuers are not required to accept or use the products or services 
to satisfy their obligations under the Exchange's listing 
standards.\39\
---------------------------------------------------------------------------

    \39\ See NYSE Response Letter.
---------------------------------------------------------------------------

IV. Discussion and Commission's Findings

    The Commission has carefully reviewed the proposed rule change and 
finds that it is consistent with the requirements of Section 6 of the 
Act.\40\

[[Page 51452]]

Specifically, the Commission finds that the proposal is consistent with 
Sections 6(b)(4),\41\ 6(b)(5),\42\ and 6(b)(8)\43\ in that the proposal 
is designed to provide for the equitable allocation of reasonable dues, 
fees, and other charges among exchange members and issuers and other 
persons using its facilities and among other things, that the 
Exchange's rule is designed to promote just and equitable principles of 
trade, and is not designed to permit unfair discrimination between 
issuers, and that the rules of the Exchange do not impose any burden on 
competition not necessary or appropriate in furtherance of the purposes 
of the Act.
---------------------------------------------------------------------------

    \40\ 15 U.S.C. 78f. In approving this proposed rule change, the 
Commission has considered the proposed rule's impact on efficiency, 
competition, and capital formation. See 15 U.S.C. 78c(f).
    \41\ 15 U.S.C. 78f(b)(4).
    \42\ 15 U.S.C. 78f(b)(5).
    \43\ 15 U.S.C. 78f(b)(8).
---------------------------------------------------------------------------

    The Commission believes that the proposed rule change, which would 
permit the NYSE to provide complimentary products and services to all 
listed companies and additional products and services to certain 
companies based on (i) total shares or total ADRs issued and 
outstanding for currently listed issuers or (ii) global market value 
based on a public offering price for newly listed issuers, is 
appropriate and consistent with the Act. The Commission also believes 
that by describing in the Manual the products and services available to 
issuers and the values of the products and services, the Exchange is 
adding greater transparency to its rules and the fees applicable to 
issuers.
    The Commission notes that the NYSE has represented that the various 
tiers are designed so that qualifying issuers with increased trading 
volumes and market activity have enhanced access to products and 
services that the listed companies would use in the absence of the 
complimentary services arrangement. The NYSE has further represented 
that all issuers receive some level of free services and that the 
requirements to qualify for a higher level of free services and 
products are transparent and set forth clearly in the language being 
adopted in new Section 907.00 of the Manual. This language also 
includes the commercial value of the free services in each tier. While 
not all issuers receive the same level of services, NYSE has stated 
that trading volume and market activity are related to the level of 
services that the listed companies would use in the absence of the 
complimentary services arrangements.\44\ Further, the criteria for 
satisfying the tiers are the same for all issuers. Accordingly, based 
on the factors noted above, the Commission believes that the proposed 
rule changes to the Manual are consistent with the requirements of the 
Act and, in particular, that the products and services and their 
commercial value are equitably allocated among issuers consistent with 
Section 6(b)(4) of the Act, and the rule does not unfairly discriminate 
between issuers consistent with Section 6(b)(5) of the Act.
---------------------------------------------------------------------------

    \44\ See Notice, supra note 3.
---------------------------------------------------------------------------

    The NYSE Response Letter clarified and responded to many of the 
questions and concerns raised by commenters. Specifically, NYSE 
represented that issuers are not forced or required to utilize the 
complimentary products and services as a condition of listing. 
Furthermore, the third-party products and services are provided through 
non-exclusive arrangements with vendors and the Exchange does not 
expressly endorse any particular vendor or any product or services 
provided by any particular vendor. In fact, one vendor noted that it 
has replaced the NYSE's complimentary web-hosting vendor with its web 
system for a number of NYSE listed issuers.\45\ Another commenter 
stated that issuers use other service providers despite incurring 
additional costs.\46\
---------------------------------------------------------------------------

    \45\ See Q4 Letter.
    \46\ See Issuer Advisory Letter.
---------------------------------------------------------------------------

    The Commission recognizes, however, that the proposed rule change 
may affect the purchase decisions of some listed issuers. The effect of 
offering the services of some vendors on a complimentary basis is to 
provide issuers with the services of those vendors at a price that is 
lower in relative terms than what other vendors charge. A reduction in 
a vendor's relative price will generally cause some issuers to 
substitute their business toward that vendor. Accordingly, the 
Commission believes that the NYSE's offering of selected vendors' 
products and services on a complimentary basis will, by lowering their 
relative price, likely cause some listed issuers to substitute their 
business away from other vendors and toward the selected vendors. The 
Commission believes, however, that the impact of this substitution 
would be mitigated for the reasons discussed below.
    The Commission believes that the NYSE is responding to competitive 
pressures in the market for listing in making this proposal. 
Specifically, the NYSE is offering complimentary products and services 
to attract new listings, retain currently-listed issuers, and respond 
to competitive pressures.\47\ The Commission understands that the NYSE 
faces competition in the market for listing services, and that it 
competes in part by improving the quality of the services that it 
offers listed companies. By offering products and services on a 
complimentary basis and ensuring that it is offering the services most 
valued by its listed issuers, the NYSE will improve the quality of the 
services that listed companies receive. Accordingly, the Commission 
believes that NYSE's proposal reflects the current competitive 
environment for exchange listings among national securities exchanges, 
and is appropriate and consistent with Section 6(b)(8) in furtherance 
of the purposes of the Act.\48\
---------------------------------------------------------------------------

    \47\ See supra note 7.
    \48\ 15 U.S.C. 78f(b)(8).
---------------------------------------------------------------------------

    The Commission also recognizes that to ensure quality to its listed 
issuers, the NYSE represented that it selects only vendors with the 
capacity to service all their eligible listed companies without 
sacrificing quality.\49\ Thus, some small service vendors may be placed 
at a disadvantage. Nonetheless, the Commission does not believe that 
the proposal harms the market for the complimentary products and 
services in a way that constitutes an inappropriate burden on 
competition or an inequitable allocation of fees, or fails to promote 
just and equitable principles of trade, in a manner inconsistent with 
the Act. As noted above, issuers are not forced or required to utilize 
the complimentary products and services and some issuers have selected 
competing products and services. The NYSE's consideration of quality 
and the needs of its listed issuers in selecting the vendors and its 
willingness to change vendors is consistent with competition for vendor 
services. The Commission also understands that the NYSE selected its 
current service providers substantially based on the service providers 
that many NYSE listed issuers were using at the time of the 
selection.\50\ The approval of the rule proposal, will, however, help 
ensure that individual issuers are not given specially negotiated 
packages for products and services to list or remain

[[Page 51453]]

listed which would raise unfair discrimination issues under the Act.
---------------------------------------------------------------------------

    \49\ See e-mail from Theodore Lazo, General Counsel, NYSE 
Regulation to Sharon Lawson, Senior Special Counsel, Division of 
Trading and Markets on August 5, 2011. See also, telephone 
conversation between Joseph Mecane, Executive Vice President, NYSE, 
Theresa Molloy, Vice President, NYSE, Holly Kulka, Senior Vice 
President, NYSE, Theodore Lazo, General Counsel, NYSE Regulation and 
Sharon Lawson, Senior Special Counsel and Arisa Tinaves, Special 
Counsel, Division of Trading and Markets, Commission and Amy K. 
Edwards, Assistant Director and Cindy Alexander, Assistant Chief 
Economist, Division of Risk, Strategy, and Financial Information, 
Commission.
    \50\ Id.
---------------------------------------------------------------------------

    While some commenters have argued that the Commission's approval of 
the NYSE's proposal will mean the Commission has implicitly approved 
the particular service providers NYSE currently uses, the Commission 
disagrees. The Commission, in approving the Exchange's proposal, is not 
endorsing, specifically or implicitly, any party with which the NYSE 
has chosen to do business.
    The Commission has carefully considered the comment letters. 
Although some of the alternative proposals by the commenters might also 
satisfy the standards under Sections 6(b) and 19(b) of the Act\51\ 
depending on the facts and circumstances, those proposals are not 
before us, and the Commission believes that the NYSE's proposal is 
consistent with these standards and, therefore, should be approved. 
Other commenters raised certain issues beyond the scope of the 
Commission's review of this rule proposal, such as the fee arrangements 
between the NYSE and the providers of the services described in this 
order. The Commission has carefully considered these comments but 
believes that the proposal before the Commission satisfies the 
requirements for approval under Sections 6(b) and 19(b) of the Act\52\ 
for the reasons discussed above.
---------------------------------------------------------------------------

    \51\ 15 U.S.C. 78f(b) and 15 U.S.C. 78s(b).
    \52\ Id.
---------------------------------------------------------------------------

V. Conclusion

    It is therefore ordered, pursuant to Section 19(b)(2) of the 
Act,\53\ that the proposed rule change (SR-NYSE-2011-20) be, and it 
hereby is, approved.
---------------------------------------------------------------------------

    \53\ 15 U.S.C. 78s(b)(2).

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\54\
---------------------------------------------------------------------------

    \54\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------

Elizabeth M. Murphy,
Secretary.
[FR Doc. 2011-21035 Filed 8-17-11; 8:45 am]
BILLING CODE 8011-01-P