10640 Federal Register / Vol. 74, No. 46 / Wednesday, March 11, 2009 / Notices 

17See NYSE Arca Rule 6.37A (Obligations of 

Market Makers—OX). 

18 15 U.S.C. 78f(b). 

19 15 U.S.C. 78f(b)(5). 

20 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). 

21 15 U.S.C. 78f(b)(6). 

22 15 U.S.C. 78s(b)(2). 

23 17 CFR 200.30–3(a)(12). 

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

2 15 U.S.C. 78a. 

3 17 CFR 240.19b–4. 

4The Commission notes that while provided in 

Exhibit 5 to the filing, the text of the proposed rule 

change is not attached to this notice but is available 

at the Commission’s Public Reference Room and at 

http://www.nyse.com. 

5The MPL order is an undisplayed limit order 

that offers price improvement to customers by 

executing at the mid-point of the National Best Bid 

and Offer (NBBO). MPL orders will generally 

interact with all order types including contra MPLs, 

but excluding cross or directed orders. 

change adds NYSE Arca Rule 6.37A 17 to 

Rule 10.16(e)(2) because Rule 6.37A also 

deals with the obligations of market 

makers, and thus is appropriately 

included in this Specific Sanctioning 

Guideline. 

The proposed rule change eliminates 

references to floor official training for 

OTP Holders in Rule 10.16(b)(7) because 

the Exchange does not employ OTP 

Holders as floor officials. 

The proposal also corrects spelling 

and typographical errors and makes 

other minor, non-substantive changes 

throughout the Sanctions Guidelines 

such as the renumbering of certain 

provisions and the elimination of 

obsolete ‘‘Commentary’’ and examples 

of regulatory incidents that are not 

relevant to determinations of sanctions. 

III. 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(b) 18 of the 

Act, and in particular, with Section 

6(b)(5) 19 of the Act, which requires, 

among other things, that the Exchange’s 

rules be designed to prevent fraudulent 

and manipulative acts and practices, to 

promote just and equitable principles of 

trade, to foster cooperation and 

coordination with persons engaged in 

facilitating transactions in securities, 

and to remove impediments to and 

perfect the mechanism of a free and 

open market and a national market 

system, and, in general, to protect 

investors and the public interest.20

The Commission also finds that the 

proposal is consistent with Section 

6(b)(6) 21 of the Act, which requires that 

the rules of the exchange provide that 

its members and persons associated 

with its members shall be appropriately 

disciplined for violations of the Act and 

the rules and regulations thereunder. 

The Exchange’s proposal amends the 

Sanctioning Guidelines to provide more 

flexibility for adjudicators in crafting 

fair and appropriate monetary and nonmonetary sanctions for violations of 

certain enumerated Exchange rules, and 

adds categories of rules that will be 

subject to the Sanctioning Guidelines. 

The proposed rule change also clarifies 

that the guidelines apply to all persons 

using the option-related facilities of the 

Exchange, and makes other changes that 

should strengthen the Exchange’s 

disciplinary program. Accordingly, the 

Commission finds that the proposed 

rule change is consistent with the Act. 

IV. Conclusion 

It is therefore ordered, pursuant to 

Section 19(b)(2) of the Act,22 that the 

proposed rule change (SR–NYSEArca– 

2008–134) be, and it hereby is, 

approved. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.23

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E9–5202 Filed 3–10–09; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–59521; File No. SR– 

NYSEArca–2009–15] 

Self-Regulatory Organizations; Notice 

of Filing and Immediate Effectiveness 

of Rule Change by NYSE Arca, Inc. 

Implementing Fee Change 

March 5, 2009. 

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

Securities Exchange Act of 1934 (the 

‘‘Act’’) 2 and Rule 19b–4 thereunder,3

notice is hereby given that, on February 

27, 2009, NYSE Arca, Inc. (‘‘NYSE 

Arca’’ or 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 self-regulatory 

organization. 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 the 

section of its Schedule of Fees and 

Charges for Exchange Services (the 

‘‘Schedule’’). While changes to the 

Schedule pursuant to this proposal will 

be effective upon filing, the changes will 

become operative on March 2, 2009. The 

amended section of the Schedule is 

included as Exhibit 5 hereto.4 A copy of 

this filing is available on the Exchange’s 

Web site at http://www.nyse.com, at the 

Exchange’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, the 

self-regulatory organization 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 those 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 make 

multiple changes to its Schedule that 

will take effect on March 2, 2009. A 

more detailed description of the 

proposed changes follows. 

Tier 1 Rate Changes 

Tier 1 rates are applied to customers 

with an average daily share volume per 

month greater than 90 million shares in 

Tape A, B and C, including adding 

liquidity of more than 45 million shares. 

In Tape A and Tape C securities the 

Exchange will continue its inverted 

pricing structure, but proposes a new 

rebate of $0.0029 for orders that add 

liquidity and new fee of $0.0028 for 

orders that remove liquidity. Previously 

in Tape A and Tape C securities the 

Exchange paid a rebate of $0.0028 for 

orders that added liquidity and charged 

a fee of $0.0027 for orders that removed 

liquidity. 

Mid-Point Passive Liquidity Orders 

The Exchange proposes a rebate of 

$0.0020 per share for resting Mid-point 

Passive Liquidity (‘‘MPL’’) Orders 5 in 

Tape A and Tape C securities for all 

customers. Previously the Exchange 

paid a rebate of $0.0015 for resting MPL 

orders in Tape A and Tape C securities. 

The Exchange proposes a rebate of 

$0.0010 per share for resting MPL orders 


rwilkins on PROD1PC63 with NOTICES
Federal Register / Vol. 74, No. 46 / Wednesday, March 11, 2009 / Notices 10641 

6 15 U.S.C. 78s(b)(3)(A). 

7 17 CFR 240.19b–4(f)(2). 

in Tape B securities for all customers. 

Previously the Exchange did not pay a 

rebate for resting MPL orders in Tape B 

securities. 

Orders Routed to the NYSE in Tape A 

The Exchange proposes a $0.0018 per 

share fee for orders in Tape A securities 

routed outside the Book to the NYSE for 

customers qualifying for Tier 1, Tier 2 

or the Take Tier. Previously the 

Exchange charged $0.0008 per share for 

orders in Tape A securities routed 

outside the Book to the NYSE in Tier 1, 

Tier 2, and the Take Tier. The Exchange 

proposes a $0.0020 per share fee for 

orders in Tape A securities routed 

outside the Book to the NYSE for 

customers qualifying for Basic Rates. 

The following changes apply 

universally to all tiered pricing and 

basic rate pricing in Tape A securities. 

The Exchange proposes a $0.0016 per 

share fee for Primary Sweep Orders in 

Tape A securities routed outside the 

book to the NYSE. Previously the 

Exchange charged $0.0006 per share fee 

for Primary Sweep Orders in Tape A 

securities routed outside the book to the 

NYSE. The Exchange also proposes a 

$0.0018 per share fee for Primary Only 

Plus (‘‘PO+’’) Orders routed to the NYSE 

that remove liquidity. Previously the 

Exchange charged an $0.0008 per share 

fee for Primary Only Plus (‘‘PO+’’) 

Orders routed to the NYSE that removed 

liquidity. The Exchange will continue to 

charge no fee for PO and PO+ Orders 

routed to the NYSE for participation at 

the open. To compliment the new PO+ 

fee, the Exchange proposes a $0.0010 

per share credit for PO+ Orders that 

provide liquidity to the NYSE. 

Previously the Exchange did not pay a 

rebate for PO+ Orders providing 

liquidity to the NYSE. For PO+ MarketOn-Close (‘‘MOC’’) and Limit-On-Close 

(‘‘LOC’’) Orders routed to the NYSE, the 

Exchange proposes a $0.0005 per share 

fee. Previously the Exchange charged a 

$0.0004 per share fee PO+ MOC and 

LOC Orders routed to the NYSE. 

Basic Rate Changes 

Basic Rates apply to those customers 

that do not reach one of the volume 

tiered pricing levels. The Exchange 

proposes a Basic Rate fee of $0.0030 for 

orders that remove liquidity in Tape A 

and Tape C securities. This fee was 

previously $0.0029. The rebate for 

orders that add liquidity will remain 

unchanged at $0.0023. 

IOI Tier Changes 

The Exchange also proposes adding 

an additional IOI Tier. The new Tier 1 

will pay a rebate of $.0012 per share for 

ETP Holders and Market Makers that 

send an IOI to the Exchange resulting in 

an execution with an average daily 

share volume per month greater than or 

equal to 10 million shares. The current 

Tier 1 will become the new Tier 2 and 

will pay a rebate of $0.001 per share for 

ETP Holders and Market Makers that 

send an IOI to the Exchange resulting in 

an execution with an average daily 

share volume per month between 5 

million shares and 9,999,999 shares. 

Finally, the current Tier 2 will become 

the new Tier 3 and will pay a rebate of 

$0.0005 per share for ETP Holders and 

Market Makers that send an IOI to the 

Exchange resulting in an execution with 

an average daily share volume per 

month between 2.5 million shares and 

4,999,999 shares. 

2. Statutory Basis 

The Exchange believes that the 

proposed rule change is consistent with 

the provisions of Section 6 of the 

Securities Exchange Act of 1934 (the 

‘‘Act’’), in general, and Section 6(b)(4) 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 

proposed rates are part of the 

Exchange’s continued effort to attract 

and enhance participation on the 

Exchange, by offering attractive rebates 

for liquidity providers and volumebased incentives. The Exchange believes 

that the proposed changes to the 

Schedule are equitable in that they 

apply uniformly to our Users. 

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 

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 is effective 

upon filing pursuant to Section 

19(b)(3)(A) 6 of the Act and 

subparagraph (f)(2) of Rule 19b–4 7

thereunder, because it establishes a due, 

fee, or other charge imposed by NYSE 

Arca on its members. 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–NYSEArca–2009–15 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–NYSEArca–2009–15. 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 self-regulatory 

organization. All comments received 

will be posted without change; the 

Commission does not edit personal 

identifying information from 

submissions. You should submit only 


rwilkins on PROD1PC63 with NOTICES
10642 Federal Register / Vol. 74, No. 46 / Wednesday, March 11, 2009 / Notices 

8 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3See Securities Exchange Act Release No. 59270 

(Jan. 21, 2009), 74 FR 5880. 

4Under the current Fee Schedule for Structured 

Products, which include securities listed under 

Rule 5.2(j)(6), the Annual Fee ranges from $10,000 

to $55,000, based on the total number of securities 

outstanding per listed issue. The current Annual 

Fee for issues with up to 6 million shares 

outstanding is $10,000. 

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

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

7 In approving the proposed rule change, the 

Commission notes that it has considered the 

proposed rules’ impact on efficiency, competition, 

and capital formation. See 15 U.S.C. 78c(f). 

8 15 U.S.C. 78s(b)(2). 

9 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). 

information that you wish to make 

available publicly. All submissions 

should refer to File Number SR– 

NYSEArca–2009–15 and should be 

submitted on or before April 1, 2009. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.8

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E9–5204 Filed 3–10–09; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–59518; File No. SR– 

NYSEArca–2009–01] 

Self-Regulatory Organizations; NYSE 

Arca, Inc.; Order Approving Proposed 

Rule Change Relating to the Reduction 

of the Annual Fee for Certain Issues 

Listed Under Rule 5.2(j)(6) 

March 5, 2009. 

I. Introduction 

On January 6, 2009, NYSE Arca, Inc. 

(‘‘NYSE Arca’’ or ‘‘Exchange’’) filed 

with the Securities and Exchange 

Commission (‘‘Commission’’) pursuant 

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

Exchange Act of 1934 (‘‘Act’’) and Rule 

19b–4 thereunder,2 a proposed rule 

change amending its Schedule of Fees 

and Charges for Exchange Services 

(‘‘Fee Schedule’’) to revise the Annual 

Fees applicable to securities listed in 

calendar year 2009 under Rule 5.2(j)(6) 

on NYSE Arca, LLC (‘‘NYSE Arca 

Marketplace’’), the equities facility of 

NYSE Arca Equities. The proposed rule 

change was published for comment in 

the Federal Register on February 2, 

2009.3 The Commission received no 

comment letters on the proposed rule 

change. This order approves the 

proposed rule change. 

II. Description of the Proposed Rule 

Change 

NYSE Arca proposes amending the 

Exchange’s Fee Schedule to revise the 

Annual Fee applicable to securities 

listed on the NYSE Arca Marketplace in 

calendar year 2009 under Rule 5.2(j)(6) 

(Equity Index-Linked Securities, 

Commodity-Linked Securities, 

Currency-Linked Securities, Fixed 

Income Index-Linked Securities, 

Futures-Linked Securities and 

Multifactor Indexed-Linked Securities). 

Specifically, the Exchange proposes to 

add new footnote 10 to the Fee 

Schedule to state that, during 2009, the 

Annual Fee for an issue of securities 

listed under Rule 5.2(j)(6) of up to 

500,000 shares outstanding would be 

$5,000, pro-rated based on days 

remaining in 2009. For example, under 

the proposed rule change, if an Equity 

Index-Linked Security lists on the NYSE 

Arca Marketplace on July 1, 2009 with 

500,000 shares outstanding, such 

security would pay a pro-rated Annual 

Fee for 2009 of $2,500 (1/2 × $5,000).4

The proposed reduced Annual Fee of 

$5,000 or less would apply for calendar 

year 2009 to issues newly listed on the 

NYSE Arca Marketplace beginning as of 

January 1, 2009, and would not apply to 

issues listed prior to or after calendar 

year 2009. 

III. Discussion and Commission’s 

Findings 

The Commission finds that the 

proposed rule change is consistent with 

the requirements of Section 6 of the 

Act 5 and the rules and regulations 

thereunder applicable to a national 

securities exchange. Specifically, the 

Commission finds that the proposal is 

consistent with Section 6(b)(4) 6 of the 

Act, which requires that an exchange 

have rules that provide for the equitable 

allocation of reasonable dues, fees, and 

other charges among its members and 

issuers and other persons using its 

facilities.7 The Commission notes that 

the proposed fee reduction of $5,000 or 

more would only apply to certain 

securities with up to 500,000 shares 

outstanding, which is far less than the 

6 million shares outstanding to which 

the current Annual Fee of $10,000 

applies. Moreover, the Commission 

notes that the fee reduction would only 

be temporary and that the Exchange 

hopes that the temporary reduction in 

the Annual Fee for certain products may 

provide an incentive for issuers to 

introduce and list more of such 

products on the NYSE Arca marketplace 

and thereby, increase competition 

among such products. 

IV. Conclusion 

It is therefore ordered, pursuant to 

Section 19(b)(2) of the Act,8 that the 

proposed rule change (SR–NYSEArca2009–01) be, and it hereby is, approved. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.9

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E9–5207 Filed 3–10–09; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–59494; File No. SR–SCCP– 

2009–01] 

Self-Regulatory Organizations; Stock 

Clearing Corporation of Philadelphia; 

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, Stock Clearing 

Corporation of Philadelphia (‘‘SCCP’’) 

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 SCCP. SCCP 

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 

SCCP 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 

proposed rule change will be 

implemented as soon as practicable 

following filing with the Commission. 

The text of the proposed rule change is 

available at http:// 

www.nasdaqtrader.com/ 

Trader.aspx?id=SCCPApprovedRules 


rwilkins on PROD1PC63 with NOTICES