Federal Register / Vol. 72, No. 38 / Tuesday, February 27, 2007 / Notices 8823 

4 15 U.S.C. 78s(b)(3)(A)(ii). 

5 17 CFR 240.19b–4(f)(2). 

6 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

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

4 17 CFR 240.19b–4(f)(6). 

Act and the rules and regulations 

thereunder because it updates NSCC’s 

fee schedule. As such, it provides for 

the equitable allocation of fees among 

its participants. 

(B) Self-Regulatory Organization’s 

Statement on Burden on Competition 

NSCC does not believe that the 

proposed rule change will have any 

impact or impose any burden on 

competition. 

(C) Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

Written comments relating to the 

proposed rule change have not yet been 

solicited or received. NSCC will notify 

the Commission of any written 

comments received by NSCC. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

Because the foregoing rule change 

changes fees charged clearing members 

by NSCC, it has become effective 

pursuant to Section 19(b)(3)(A)(ii) of the 

Act 4 and Rule 19b–4(f)(2) 5 thereunder. 

At any time within sixty 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–NSCC–2006–19 on the 

subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Nancy M. Morris, Secretary, 

Securities and Exchange Commission, 

100 F Street, NE., Washington, DC 

20549–1090. 

All submissions should refer to File 

Number SR–NSCC–2006–19. 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 

Section, 100 F Street, NE., Washington, 

DC 20549. Copies of such filing also will 

be available for inspection and copying 

at the principal office of NSCC and on 

NSCC’s Web site at http:// 

www.nscc.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–NSCC–

2006–19 and should be submitted on or 

before March 20, 2007. 

For the Commission by the Division of 

Market Regulation, pursuant to delegated 

authority.6

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E7–3288 Filed 2–26–07; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–55314; File No. SR–NYSE–

2007–17] 

Self-Regulatory Organizations; New 

York Stock Exchange LLC; Notice of 

Filing and Immediate Effectiveness of 

Proposed Rule Change To Provide 

That There Be No Initial Listing Fee 

Payable for Any Equity Security, 

Structured Product or Closed-End 

Management Investment Company 

That Transfers From Another National 

Securities Exchange 

February 20, 2007. 

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 

15, 2007, the New York Stock Exchange 

LLC (‘‘Exchange’’ or ‘‘NYSE’’) filed with 

the Securities and Exchange 

Commission (‘‘Commission’’) the 

proposed rule change as described in 

Items I and II below, which Items have 

been substantially prepared by the 

Exchange. The Exchange has designated 

this proposal as non-controversial under 

Section 19(b)(3)(A)(iii) of the Act 3 and 

Rule 19b–4(f)(6) thereunder,4 which 

renders the proposed rule change 

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 

The Exchange proposes to amend 

Section 902.02 of its Listed Company 

Manual (the ‘‘Manual’’) to provide that 

there shall be no initial listing fee 

payable in connection with the transfer 

of any equity securities, structured 

product, or closed-end management 

investment company listed on another 

national securities exchange to the 

Exchange. This fee waiver will not be 

applicable to the transfer of any class of 

securities if the issuer’s primary class of 

common stock remains listed on another 

national securities exchange. 

The text of the proposed rule change 

is available on the Exchange’s Web site 

(http://www.nyse.com), at the 

Exchange’s Office of the Secretary, 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, the 

NYSE 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. The NYSE 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, the Proposed Rule 

Change 

1. Purpose 

The Exchange proposes to amend 

Section 902.02 of the Manual to provide 


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8824 Federal Register / Vol. 72, No. 38 / Tuesday, February 27, 2007 / Notices 

5See Securities Exchange Act Release No. 51004 

(January 10, 1005), 70 FR 2917 (January 18, 2005) 

(order approving SR–NASD–2004–140). 

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

7 15 U.S.C. 78f(b)(5). 

8 15 U.S.C. 78s(b)(3)(A). 

9 17 CFR 240.19b–4(f)(6). 

that there shall be no initial listing fee 

applicable to the transfer of any equity 

securities, structured product (defined 

as securities listed under Sections 

703.18, 703.19 and 703.21) or closedend management investment company 

listed on another national securities 

exchange. This fee waiver will not be 

applicable to the transfer of any class of 

securities if the issuer’s primary class of 

common stock remains listed on another 

national securities exchange. 

Section 902.03 of the Manual 

currently provides that issuers 

transferring the listing of their primary 

class of common shares from any other 

national securities exchange are not 

required in connection with such 

transfer to pay (i) initial listing fees or 

(ii) a one-time special charge of $37,500 

payable in connection with the listing of 

any new class of common shares. In 

addition, Section 902.03 provides that 

issuers transferring the listing of their 

primary class of common shares from 

NYSE Arca to the Exchange are not 

required to pay Annual Fees with 

respect to that primary class of common 

shares for the remainder of the calendar 

year in which the transfer occurs. The 

proposed rule change will move this 

text from Section 902.03 to Section 

902.02 and extend the application of 

waivers of the initial listing fee and onetime special charge to any other classes 

of equity securities (i.e., preferred stock, 

warrants, units including equity 

securities, and additional classes of 

common stock) transferred from another 

national securities exchange, as well as 

to transfers of closed-end management 

investment companies and structured 

products. 

Issuers of securities that qualify for 

the proposed waiver of initial listing 

fees will be subject to the same level of 

annual fees and listing of additional 

shares fees as other NYSE issuers. The 

proposed rule change will not affect the 

Exchange’s commitment of resources to 

its regulatory oversight of the listing 

process or its regulatory programs. 

Specifically, companies that benefit 

from the waiver will be reviewed for 

compliance with Exchange listing 

standards in the same manner as any 

other company that applies to be listed 

on the Exchange. The Exchange will 

conduct a full and independent review 

of each issuer’s compliance with the 

Exchange’s listing standards. 

The Exchange believes that the 

elimination of such fees in the case of 

securities transferring from other 

national securities exchanges is justified 

on several grounds. An issuer that 

already paid initial listing fees to 

another national securities exchange 

when it became a publicly traded 

company is reluctant to pay a second 

initial listing fee to another listing 

venue, even if it concludes that the 

Exchange offers the issuer and its 

investors superior services and market 

quality. Even if an issuer concludes that 

the Exchange would provide a superior 

market for its stock, the benefits of the 

transfer must currently be weighed 

against the cost of initial inclusion. 

Since the expected benefits of the 

transfer would be diffused among the 

issuers’ investors and realized over 

time, but the initial listing fees must be 

paid by the issuer immediately, the 

Exchange is concerned that issuers that 

stand to benefit may nevertheless opt to 

forgo a transfer. As such, the Exchange 

believes that assessing the initial fees 

against issuers that have already paid 

fees to list on another market imposes 

a burden on the competition between 

exchange markets and markets other 

than exchange markets, a competition 

that the Exchange believes is one of the 

central goals of the national market 

system. This concern is particularly 

great in light of the fact that the 

Commission has approved the waiver of 

initial listing fees by Nasdaq with 

respect to the listing of any security 

being transferred from another national 

securities exchange.5

The Exchange understands that the 

effect of this proposed rule change will 

be to impose a lower level of listing fees 

on issuers that transfer from another 

national securities exchange than on 

some other issuers. In light of the fact 

that the Exchange will collect the same 

level of annual fees and listing of 

additional shares fees from such issuers, 

however, the Exchange believes that the 

difference does not constitute an 

inequitable allocation of fees. In light of 

a transferring issuer’s prior payment to 

another market and the generally lower 

burdens associated with reviewing a 

transferring issuer’s eligibility, the 

Exchange believes that eliminating 

initial fees for transferring issuers is 

entirely consistent with an equitable 

allocation of listing fees. 

The Exchange does not expect the 

financial impact of this proposed rule 

change to be material, either in terms of 

increased levels of annual fees from 

transferring issuers or in terms of 

diminished initial listing fee revenues. 

Quite simply, even with the proposed 

rule change in place, the Exchange 

understands that a change in listing 

venue is a major step for an issuer, and 

therefore the Exchange does not expect 

that the number of issuers that transfer 

to the NYSE in a given time frame will 

be sufficient to have a material effect on 

financial resources. 

2. Statutory Basis 

The bases under the Act for this 

proposed rule change are: (i) The 

requirement under Section 6(b)(4) 6 that 

an exchange have rules that provide for 

the equitable allocation of reasonable 

dues, fees and other charges among its 

members and other persons using its 

facilities, and (ii) the requirement under 

Section 6(b)(5) 7 of the Act that an 

exchange have rules that are designed to 

remove impediments to and perfect the 

mechanism of a free and open market 

and a national market system, and are 

not designed to permit unfair 

discrimination between issuers. In light 

of a transferring issuer’s prior payment 

to another market, the Exchange 

believes that the proposed fee waiver 

does not render the allocation of its 

listing fees inequitable or unfairly 

discriminatory. The Exchange believes 

that the fee waiver will increase 

competition among listing markets and 

will remove a competitive disadvantage 

the Exchange currently has vis-a`-vis 

Nasdaq, and is therefore designed to 

perfect the mechanism of a free and 

open market. 

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 

Written comments were neither 

solicited nor received. 

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) of the Act 8 and 

subparagraph (f)(6) of Rule 19b–4 

thereunder.9 Because the Exchange has 

designated the foregoing proposed rule 

change as one that: (i) does not 

significantly affect the protection of 

investors or the public interest; (ii) does 

not impose any significant burden on 

competition; and (iii) does not become 

operative for 30 days from the date on 


cprice-sewell on PROD1PC62 with NOTICES
Federal Register / Vol. 72, No. 38 / Tuesday, February 27, 2007 / Notices 8825 

10The Exchange provided written notice to the 

Commission of its intent to file the proposed rule 

change, along with a brief description and text of 

the proposed rule change, at least five business days 

prior to filing, as required by Rule 19b–4(f)(6)(iii). 

11 17 CFR 240.19b–4(f)(6)(iii). 

12For purposes only of waiving the operative 

delay of this proposal, the Commission notes that 

it has considered the proposed rule’s impact on 

efficiency, competition, and capital formation. See 

15 U.S.C. 78c(f). 

13See supra note 5. 14 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

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

4 17 CFR 240.19b–4(f)(6). 

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.10

The Exchange requests that the 

Commission waive the 30-day operative 

delay specified in Rule 19b–4(f)(6)(iii).11

The Exchange believes that the 

proposed amendment does not affect 

investors as it simply waives a fee that 

is applicable to companies listing on the 

Exchange. Moreover, Nasdaq has 

already instituted such a waiver and the 

Exchange is at a competitive 

disadvantage as long as Nasdaq can list 

transferring companies without the 

payment of original listing fees and the 

Exchange cannot. Therefore, the 

Exchange believes that waiving the 30- 

day operative delay is consistent with 

the protection of investors and the 

public interest. 

The Commission has determined to 

waive the 30-day delay and allow the 

proposed rule change to become 

operative immediately.12 The 

Commission believes that waiving the 

30-day operative delay is consistent 

with the protection of investors and the 

public interest. The proposed rule is 

substantially similar to provisions in 

Nasdaq’s Rules 4510(a) and 4520(a), 

which were previously approved by the 

Commission.13

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 

No. SR–NYSE–2007–17 on the subject 

line. 

Paper Comments 

• Send paper comments in triplicate 

to Nancy M. Morris, Secretary, 

Securities and Exchange Commission, 

100 F Street, NE., Washington, DC 

20549–1090. 

All submissions should refer to File 

Number SR–NYSE–2007–17. 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. 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–NYSE–2007–17 and should 

be submitted on or before March 20, 

2007. 

For the Commission, by the Division of 

Market Regulation, pursuant to delegated 

authority.14

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E7–3287 Filed 2–26–07; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–55316; File No. SR–NYSE–

2007–14] 

Self-Regulatory Organizations; New 

York Stock Exchange LLC; Notice of 

Filing and Immediate Effectiveness of 

Proposed Rule Change and 

Amendment No. 1 Thereto Relating to 

Rule 70 (Bids and Offers) 

February 20, 2007. 

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 

7, 2007, the New York Stock Exchange 

LLC (‘‘NYSE’’ or ‘‘Exchange’’) filed with 

the Securities and Exchange 

Commission (‘‘Commission’’) the 

proposed rule change as described in 

Items I and II below, which Items have 

been substantially prepared by the selfregulatory organization. On February 16, 

2007, the Exchange filed Amendment 

No. 1 to the proposed rule change. 

NYSE filed the proposed rule change 

pursuant to Section 19(b)(3) of the Act 3

and Rule 19b–4(f)(6) thereunder,4 which 

renders the proposed rule change 

effective upon filing with the 

Commission. The Commission is 

publishing this notice to solicit 

comments on the proposed rule change, 

as amended, from interested persons. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

The Exchange is proposing to amend 

Exchange Rule 70.30 which sets forth 

the definition of Crowd. The text of the 

proposed rule change is available on the 

Exchange’s Web site (http:// 

www.nyse.com), at the Exchange’s 

Office of the Secretary, 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, the 

self-regulatory organization included 

statements concerning the purpose of 

and basis for the proposed rule change. 

The text of these statements may be 

examined at the places specified in Item 

IV below. The self-regulatory 

organization has prepared summaries, 

set forth in sections A, B, and C below, 

of the most significant aspects of such 

statements. 


cprice-sewell on PROD1PC62 with NOTICES