Federal Register / Vol. 74, No. 46 / Wednesday, March 11, 2009 / Notices 10625 

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

2 17 CFR 240.19b–4. 

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

4 17 CFR 240.19b–4(f)(2). 

5See NASDAQ Rule 7018(a)(1) and (2). 

6Non-displayed order types subject to this 

pricing include all Pegged Orders, Mid-Point Peg 

Orders, and Non-Displayed Orders, which order 

types are described in BATS Rule 11.9. Reserve 

Orders and Discretionary Orders are not subject to 

this pricing. 

7As defined in BATS Rule 1.5(s). 

8 In a joint notice distributed by email, NYSE and 

NYSE Arca notified their members of fee changes 

that are anticipated to become effective on March 

1, 2009. 9See supra note 7. 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–59516; File No. SR–BATS– 

2009–007] 

Self-Regulatory Organizations; BATS 

Exchange, Inc.; Notice of Filing and 

Immediate Effectiveness of Proposed 

Rule Change Related to Fees for Use 

of BATS Exchange, Inc. 

March 5, 2009. 

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

Securities Exchange Act of 1934 (the 

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

notice is hereby given that on March 2, 

2009, BATS Exchange, Inc. (‘‘BATS’’ 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 the Exchange. BATS has designated 

the proposed rule change as one 

establishing or changing a member due, 

fee, or other charge imposed by the 

Exchange under Section 19(b)(3)(A)(ii) 

of the Act 3 and Rule 19b–4(f)(2) 

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 modify its 

fee schedule applicable to use of the 

Exchange effective March 2, 2009. 

The text of the proposed rule change 

is available at the Exchange’s Web site 

at http://www.batstrading.com, at the 

principal office of the Exchange, 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 

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 parts 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 modify its 

fee schedule applicable to use of the 

Exchange effective March 2, 2009, in 

order to: (i) Reduce the rebate provided 

to Members who add liquidity to the 

Exchange in Tape B securities from 

$0.0030 per share to $0.0028 per share; 

(ii) simplify the pricing for adding and 

removing non-displayed liquidity, as 

described in further detail below, by 

imposing standard fees and providing 

standard rebates rather than variable 

pricing based on trade size; and (iii) 

making modifications to certain of the 

Exchange’s non-standard routing 

charges. 

(i) Reduction of Tape B Rebate 

The Exchange proposes to reduce the 

rebate provided to Members who add 

liquidity to the Exchange in Tape B 

securities from $0.0030 per share to 

$0.0028 per share. The Exchange 

believes that this proposed fee change is 

consistent with its long-term goal of 

providing access to the Exchange at 

competitive rates that do not expose the 

Exchange to significant losses or capital 

outlays. In addition, a $0.0028 per share 

rebate is consistent with the rebate for 

adding liquidity in Tape A and Tape C 

securities currently provided by the 

NASDAQ Stock Market LLC 

(‘‘NASDAQ’’) to NASDAQ members 

who are in the top volume tier for 

purposes of the NASDAQ fee schedule.5

The Exchange also proposes to add to its 

fee schedule a descriptive chart that 

depicts the standard fees charged and 

rebates provided for executions on the 

Exchange in Tape A, B, and C securities. 

(ii) Pricing for Non-Displayed Order 

Types 

The Exchange currently charges fees 

for removing non-displayed liquidity 

and provides rebates for adding nondisplayed liquidity 6 based on a pricing 

chart that varies depending on the size 

of the transaction (this pricing is 

referred to by the Exchange as ‘‘Dark 

Match’’ pricing on the current fee 

schedule). The Exchange proposes to 

simplify this pricing structure by: (i) 

Imposing a fee of $0.0025 per share for 

all orders that remove non-displayed 

liquidity, thus establishing a single rate 

for removal of any liquidity, and (ii) 

providing a rebate of $0.0020 per share 

for all orders that add non-displayed 

liquidity. These are the same rates as the 

Exchange charges and rebates today for 

trades with a size between 1 and 500 

shares. The Exchange believes that 

standardizing the Dark Match pricing 

structure will benefit both the Exchange 

and Members of the Exchange by 

alleviating confusion related to the 

Exchange’s fees and rebates. In addition, 

the Exchange believes that the standard 

fee and rebate rates it proposes are 

reasonable. 

(iii) Changes to Non-Standard Routing 

Charges 

As described below, the Exchange 

also proposes certain changes to nonstandard routing charges, in part, to 

account for changes made by other 

market centers. First, the Exchange 

proposes to simplify the routing charges 

applicable to Destination Specific 

Orders sent to all market centers that 

display Protected Quotations 7 other 

than the NYSE (each a ‘‘Protected 

Market Center’’), by imposing a standard 

$0.0029 charge per share for all such 

orders. This change will make clear that 

all Destination Specific Orders routed to 

Protected Market Centers will be 

charged the same fee without reference 

to any exceptions, other than the 

exception for Destination Specific 

Orders routed to NYSE. The Exchange 

believes that more consistency for 

routing fees is preferable to a 

complicated fee structure with multiple 

varying rates. This change will result in 

an increase to the fee charged for 

Destination Specific Orders routed to 

NYSE Arca Equities (‘‘NYSE Arca’’), 

from $0.0028 per share to $0.0029 per 

share. This change is due to recently 

announced increases to the fees charged 

by NYSE Arca.8 Second, the Exchange 

proposes to increase the fee for 

Destination Specific Orders sent to 

NYSE from $0.0009 per share to $0.0019 

per share. This change is due to recently 

announced increases to the fees charged 

by NYSE.9 The Exchange also proposes 

to delete a reference to Destination 

Specific Orders for ETFs sent to NYSE, 

because this distinction is no longer 

relevant; all Destination Specific Orders 

sent to NYSE will be charged a fee of 

$0.0019 per share. Third, the Exchange 

proposes to reduce the fee charged for 

routing of Directed ISO’s from $0.0035 


rwilkins on PROD1PC63 with NOTICES
10626 Federal Register / Vol. 74, No. 46 / Wednesday, March 11, 2009 / Notices 

10 15 U.S.C. 78f. 

11 15 U.S.C. 78f(b)(4). 

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

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

3 17 CFR 240.19b–4(f)(3). 

per share to $0.0033 per share. The 

Exchange is reducing its fee for such 

orders to encourage use of the 

Exchange’s Directed ISO order types. 

2. Statutory Basis 

The Exchange believes that the 

proposed rule change is consistent with 

the requirements of the Act and the 

rules and regulations thereunder that 

are applicable to a national securities 

exchange, and, in particular, with the 

requirements of Section 6 of the Act.10

Specifically, the Exchange believes that 

the proposed rule change is consistent 

with Section 6(b)(4) of the Act,11 in that 

it provides for the equitable allocation 

of reasonable dues, fees and other 

charges among members and other 

persons using any facility or system 

which the Exchange operates or 

controls. The Exchange notes that it 

operates in a highly competitive market 

in which market participants can 

readily direct order flow to competing 

venues if they deem fee levels at a 

particular venue to be excessive. The 

Exchange believes that its fees and 

credits are competitive with those 

charged by other venues and that the 

various changes it has proposed to 

simplify its fee schedule will benefit 

both the Exchange and Members of the 

Exchange. For those proposed changes 

that will result in increased fees charged 

to Members or lower rebates received by 

Members, such as the reduction of the 

rebate in Tape B securities, the 

Exchange believes that any additional 

revenue it receives will allow the 

Exchange to devote additional capital to 

its operations, which may, in turn, 

benefit Members of the Exchange. 

Finally, the Exchange believes that the 

proposed rates are equitable in that they 

apply uniformly to all Members. 

(B) Self-Regulatory Organization’s 

Statement of Burden on Competition 

The Exchange does not believe that 

the proposed rule change imposes any 

burden on competition. 

(C) Self-Regulatory Organization’s 

Statement on Comments Regarding the 

Proposed Rule Change Received From 

Members, Participants or Others 

No written comments were solicited 

or received. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

The foregoing proposed rule change 

has been designated as a fee change 

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

Act 12 and Rule 19b-4(f)(2) thereunder,13

because it establishes or changes a due, 

fee or other charge imposed on members 

by the Exchange. Accordingly, the 

proposal is effective upon filing with 

the Commission. 

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 proposal 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–BATS–2009–007 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 

No. SR–BATS–2009–007. 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 changes 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 BATS. 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 No. 

SR–BATS–2009–007 and should be 

submitted on or before April 1, 2009. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.14

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E9–5206 Filed 3–10–09; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–59496; File No. SR– 

BSECC–2009–01] 

Self-Regulatory Organizations; Boston 

Stock Exchange Clearing Corporation; 

Notice of Filing and Immediate 

Effectiveness of a Proposed Rule 

Change To Amend the Certificate of 

Incorporation of The NASDAQ OMX 

Group, Inc. 

March 3, 2009. 

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

Securities Exchange Act of 1934 

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

February 17, 2009, Boston Stock 

Exchange Clearing Corporation 

(‘‘BSECC’’) filed with the Securities and 

Exchange Commission (‘‘Commission’’) 

the proposed rule change described in 

Items I, II, and III below, which items 

have been prepared primarily by 

BSECC. BSECC filed the proposed rule 

change pursuant to Section 

19(b)(3)(A)(iii) of the Act 2 and Rule 

19b–4(f)(3) thereunder 3 so that the 

proposal was effective upon filing with 

the Commission. The Commission is 

publishing this notice to solicit 

comments on the proposed rule change 

from interested parties. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

BSECC is filing this proposed rule 

change with regard to proposed changes 

to the Restated Certificate of 

Incorporation (‘‘Certificate’’) of its 

parent corporation, The NASDAQ OMX 

Group, Inc. (‘‘NASDAQ OMX’’). The 


rwilkins on PROD1PC63 with NOTICES