1892 Federal Register / Vol. 78, No. 6 / Wednesday, January 9, 2013 / Notices 

10See Securities Exchange Act Release No. 60551 

(August 20, 2009), 74 FR 43196 (August 26, 2009) 

(SR–CBOE–2009–040). 

11For example, in adopting the Order Protection 

Rule (Rule 611) under Regulation NMS in 2005, the 

Commission stated: ‘‘The Order Protection Rule 

generally requires that trading centers match the 

best quoted prices, cancel orders without an 

execution, or route orders to the trading centers 

quoting the best prices.’’ See Securities Exchange 

Act Release No. 51808 (June 9, 2005), 70 FR 37496 

(June 29, 2005), at 37525 (S7–10–04). 

12 15 U.S.C. 78s(b)(3)(A). 

13 17 CFR 240.19b–4(f)(6). 

14 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

by the Commission.10 As such, C2 

merely desires to adopt a mechanism 

that is nearly identical to one that 

already exists on CBOE. Permitting C2 

to operate on an even playing field 

relative to other exchanges removes 

impediments to and to perfects the 

mechanism for a free and open market 

and a national market system. 

The Commission has always been 

clear that honoring better prices on 

other markets can be accomplished by 

matching those better prices.11 The 

proposed HAL and a ‘‘step up’’ process 

would allow C2 TPHs to do just that. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

C2 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. The proposed C2 

HAL is open to all market participants. 

The ‘‘step-up’’ feature of the proposed 

C2 HAL allows for price improvement. 

When such price improvement is 

achieved via this ‘‘stepping up’’ to meet 

(or beat) the best quoted price at another 

exchange, market participants are able 

to receive the best quoted price while 

still achieving execution on C2, the 

exchange to which they elected to send 

their orders. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

The Exchange neither solicited nor 

received comments on the proposed 

rule change. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

Because the foregoing proposed rule 

change does not: 

A. significantly affect the protection 

of investors or the public interest; 

B. impose any significant burden on 

competition; and 

C. become operative for 30 days from 

the date on which it was filed, or such 

shorter time as the Commission may 

designate, it has become effective 

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

Act 12 and Rule 19b–4(f)(6) 13

thereunder. 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 email to rulecomments@sec.gov. Please include File 

Number SR–C2–2012–043 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–C2–2012–043. This file 

number should be included on the 

subject line if email 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, 100 F Street NW., 

Washington, DC 20549, on official 

business days between the hours of 

10:00 a.m. and 3:00 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–C2– 

2012–043, and should be submitted on 

or before January 30, 2013. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.14

Kevin M. O’Neill, 

Deputy Secretary. 

[FR Doc. 2013–00200 Filed 1–8–13; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–68488; File No. SR– 

NYSEArca–2012–142] 

Self-Regulatory Organizations; NYSE 

Arca, Inc.; Notice of Filing of Proposed 

Rule Change To List and Trade the 

Guggenheim Enhanced Total Return 

ETF Under NYSE Arca Equities Rule 

8.600 

December 20, 2012. 

Correction 

In notice document 2012–31120 

appearing on pages 76326–76332 in the 

issue of December 27, 2012, the File No. 

is corrected to read as set forth above. 

[FR Doc. C1–2012–31120 Filed 1–8–13; 8:45 am] 

BILLING CODE 1505–01–D 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–68575; File No. SR–BOX– 

2012–024] 

Self-Regulatory Organizations; BOX 

Options Exchange LLC; Notice of 

Filing and Immediate Effectiveness of 

a Proposed Rule Change To Amend 

the Fee Schedule for Trading on BOX 

January 3, 2013. 

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

Securities Exchange Act of 1934 (the 

‘‘Act’’) 1 and Rule 19b–4 thereunder,2

notice is hereby given that on December 

21, 2012, BOX Options Exchange LLC 

(the ‘‘Exchange’’) filed with the 

Securities and Exchange Commission 

(the ‘‘Commission’’) the proposed rule 

change as described in Items I, II, and 

III below, which Items have been 

prepared by the Exchange. The 

Exchange filed the proposed rule change 

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


srobinson on DSK4SPTVN1PROD with 
Federal Register / Vol. 78, No. 6 / Wednesday, January 9, 2013 / Notices 1893 

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

4 17 CFR 240.19b–4(f)(2). 

5See Securities Exchange Act Release No. 67247 

(June 25, 2012), 77 FR 38866 (June 29, 2012) (SR– 

FINRA–2012–030). 

6The CRD system is the central licensing and 

registration system for the U.S. securities industry. 

The CRD system enables individuals and firms 

seeking registration with multiple states and selfregulatory organizations (‘‘SRO’’) to do so by 

submitting a single form, fingerprint card and a 

combined payment of fees to FINRA. Through the 

CRD system, FINRA maintains the qualification, 

employment and disciplinary histories of registered 

associated persons of broker-dealers. 

7See Securities Exchange Act Release No. 66979 

(May 14, 2012) 77 FR 29740 (May 18, 2012) (Notice 

of Immediate Effectiveness of Proposed Rule 

Change To Adopt the Fee Schedule For Trading on 

BOX). See also, Section 4(b)(3) of Schedule A to the 

FINRA By-Laws. 

8Supra note 5. 

9The Exchange notes that it is not adopting all 

of the changes made in the FINRA filing. Certain 

fees and requirements are specific to FINRA and the 

Exchange elected to not adopt them because either 

such fees did not apply to Exchange-only members 

or such fees did not directly cover the costs 

associated with the use of the CRD system. For 

example, under FINRA Section 4(h) of Schedule A, 

FINRA assesses a fee of $10 per day, up to $300 for 

each day that a new disclosure event or a change 

in the status of a previously reported disclosure 

event is not timely filed on an initial or amended 

Form U5 or an amended Form U4. This fee provides 

a financial incentive to a FINRA member to file its 

Forms U4 and U5 timely. The Exchange elected to 

not adopt such a fee applicable to its members that 

are not also FINRA members. 

10 Id. [sic] 

11 15 U.S.C. 78c(a)(39). 

12As part of FINRA’s 2013 Renewal Program, 

Preliminary Renewal Statements reflecting the 

proposed $45 system processing fee will be made 

available to members in the fourth quarter of 2012. 

13 15 U.S.C. 78f(b). 

14 15 U.S.C. 78f(b)(4). 

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

Act,3 and Rule 19b–4(f)(2) thereunder,4

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 

The Exchange is filing with the 

Securities and Exchange Commission 

(‘‘Commission’’) a proposed rule change 

to amend its Fee Schedule relating to 

the fees assessed by FINRA in 

connection with use of its Central 

Registration Depository (‘‘CRD 

System’’). While changes to the Fee 

Schedule pursuant to this proposal will 

be effective upon filing, the changes will 

become operative on January 2, 2013. 

The text of the proposed rule change is 

available from the principal office of the 

Exchange, at the Commission’s Public 

Reference Room and also on the 

Exchange’s Internet Web site at http:// 

boxexchange.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 

Exchange included statements 

concerning the purpose of and basis for 

the proposed rule change and discussed 

any comments it received on the 

proposed rule change. The text of these 

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 aspects 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 Exchange proposes to amend 

Section V of its Fee Schedule to reflect 

a recent fee change made by FINRA,5

relating to the CRD system.6 The fees 

assessed under Section V are collected 

and retained by FINRA via the CRD 

system for the registration of associated 

persons of Exchange members that are 

not also FINRA members. The Exchange 

originally adopted the fees under 

Section V to mirror the fees assessed by 

FINRA on its members for use of the 

CRD system in connection with the 

Exchange’s participation in Web CRD.7

FINRA recently amended the fees 

assessed for use of the CRD system, 

which will become effective January 2, 

2013.8 The CRD system fees are usebased and there is no distinction in the 

cost incurred by FINRA if the user is a 

FINRA member or a member of an 

exchange that is not a FINRA member. 

Accordingly, the Exchange is proposing 

to amend the fees under Section V.B. to 

mirror those assessed by FINRA, which 

will be implemented concurrently with 

the amended FINRA fees on January 2, 

2013.9

In addition to increasing the existing 

CRD system fees, FINRA adopted a 

disclosure processing fee for each initial 

or amended Form BD that includes the 

initial reporting, amendment, or 

certification of one or more disclosure 

events or proceedings.10 BOX Options 

Participants use the Form BD to, among 

other things, report disclosure matters 

in which they or a control affiliate have 

been involved. Prior to the adoption of 

this fee, FINRA did not have a fee 

designed to cover the costs associated 

with the review of Form BD, 

notwithstanding that the review is 

similar to that performed of Options 

Participants’ Forms U4 and U5. Such 

reviews include confirming that the 

matter is properly reported; reviewing 

any documentation submitted and 

determining whether additional 

documentation is required; conducting 

any necessary independent research; 

and, depending on the matter reported, 

analyzing whether the event or 

proceeding subjects the individual or 

member to a statutory disqualification 

pursuant to Section 3(a)(39) of the Act.11

FINRA adopted a $110 fee for the 

review of a Form BD, which mirrors the 

increased fee adopted for the review of 

Forms U4 and U5. As such, the 

Exchange is amending its Fee Schedule 

to reflect the $110 disclosure processing 

fee for FINRA’s review of disclosure 

information submitted by BOX Options 

Participants that are not members of 

FINRA. 

FINRA currently collects a fee of 

$27.50 to process the first and third 

fingerprint submission by a member, 

either electronically or via a hard copy 

fingerprint card. And the fee is $13.00 

for the second fingerprint card 

submission. FINRA is increasing the 

processing fee for the first and third 

fingerprint submission to $29.50 if 

submitted electronically, and $44.50 if 

submitted by a hard copy fingerprint 

card. And the fee collected by FINRA is 

increasing for the second submission, to 

$15.00 for an electronic submission, and 

$30.00 for a hard copy, respectively. In 

addition to processing fingerprints 

submitted by members, FINRA also 

processes fingerprint results where the 

member had fingerprints processed 

through another SRO. FINRA is 

increasing this fee from $13.00 to 

$30.00. As a result of these FINRA 

fingerprint processing fee increases, the 

Exchange also proposes to amend its 

Fee Schedule to reflect these changes. 

The Exchange is proposing that the 

implementation date of the proposed 

rule change will be January 2, 2013. 

Specifically, the proposed initial/ 

transfer registration, disclosure filing, 

and fingerprint fees would become 

effective for filings or fingerprints 

submitted on or after January 2, 2013. 

Lastly, the proposed system processing 

fee would become effective for the 2013 

Renewal Program.12

2. Statutory Basis 

The Exchange believes that the 

proposal is consistent with the 

requirements of Section 6(b) of the 

Act,13 in general, and with Section 

6(b)(4) of the Act 14 and Section 6(b)(5) 

of the Act,15 in particular, in that it 

provides for the equitable allocation of 

reasonable dues, fees and other charges 

among members and issuers and other 


srobinson on DSK4SPTVN1PROD with 
1894 Federal Register / Vol. 78, No. 6 / Wednesday, January 9, 2013 / Notices 

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

17 17 CFR 240.19b–4(f)(2). 

18 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

persons using any facility or system 

which the Exchange operates or 

controls, and it does not unfairly 

discriminate between customers, 

issuers, brokers or dealers. All similarly 

situated Options Participants are subject 

to the same fee structure, and every firm 

must use the CRD system for registration 

and disclosure. 

The change is reasonable because the 

proposed fees are identical to those 

adopted by FINRA for use of the CRD 

system for disclosure and the 

registration of associated persons of 

FINRA members. As FINRA noted in 

amending its fees, it believed the fees 

are reasonable based on the increased 

costs associated with operating and 

maintaining the CRD system, and listed 

a number of enhancements made to the 

CRD system since the last fee increase, 

including: (1) Incorporation of various 

uniform registration form changes; (2) 

electronic fingerprint processing; (3) 

Web EFTTM, which allows subscribing 

firms to submit batch filings to the CRD 

system; (4) increases in the number and 

types of reports available through the 

CRD system; and (5) significant changes 

to BrokerCheck, including making 

BrokerCheck easier to use and 

expanding the amount of information 

made available through the system. 

These increased costs are similarly 

borne by FINRA when a BOX Options 

Participant that is not a member of 

FINRA uses the CRD system. 

Accordingly, the fees collected for such 

use should likewise increase in lockstep 

with the fees assessed FINRA members, 

as is proposed by the Exchange. 

The proposed change, like FINRA’s 

proposal, is consistent with an equitable 

allocation of fees because the fees will 

apply equally to all individuals and 

Options Participants required to report 

information to the CRD system. Thus, 

those Options Participants that register 

more individuals or submit more filings 

through the CRD system will generally 

pay more in fees than those that use the 

CRD system to a lesser extent. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

FINRA’s CRD system is the central 

licensing and registration system for the 

U.S. securities industry and the 

proposed change will simply provide 

notice to BOX Options Participants of a 

FINRA fee change that will apply across 

all registered industry participants. As 

such, the Exchange does not believe that 

the proposed rule change will impose 

any additional burden on competition 

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 either 

solicited or received. 

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)(ii) of the Exchange Act 16

and Rule 19b–4(f)(2) thereunder,17

because it establishes or changes a due, 

fee, or other charge applicable only to a 

member. 

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 Exchange Act. If the 

Commission takes such action, the 

Commission shall institute proceedings 

to determine whether the proposed rule 

should be approved or disapproved. 

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 email to rulecomments@sec.gov. Please include File 

Number SR–BOX–2012–024 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–BOX–2012–024. This file 

number should be included on the 

subject line if email 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, 100 F Street NE., 

Washington, DC 20549, on official 

business days between the hours of 

10:00 a.m. and 3:00 p.m. Copies of such 

filing also will be available for 

inspection and copying at the 

Exchange’s principal office. 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–BOX–2012–024, and 

should be submitted on or before 

January 30, 2013. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.18

Kevin M. O’Neill, 

Deputy Secretary. 

[FR Doc. 2013–00254 Filed 1–8–13; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–68569; File No. SR– 

NYSEArca–2012–140] 

Self-Regulatory Organizations; NYSE 

Arca, Inc.; Notice of Filing and 

Immediate Effectiveness of Proposed 

Rule Change To List and Trade 

Options on the Nasdaq-100 Index 

(NDX) and the Reduced-Value Nasdaq100 Index (MNX) and To Amend NYSE 

Arca Rule 5.15(a)(1) To Provide That 

There Are No Position Limits for 

Options on NDX and MNX 

January 3, 2013. 

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 

20, 2012, NYSE Arca, Inc. (‘‘NYSE 

Arca’’ 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 prepared 


srobinson on DSK4SPTVN1PROD with