61364 Federal Register / Vol. 79, No. 197 / Friday, October 10, 2014 / Notices 

13 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3 17 CFR 240.10C–1. 

4 Id. 

5 15 U.S.C. 78j–3. 

6Public Law 111–203, 124 Stat. 1900 (2010). 

7See Securities Act Release No. 9199, Securities 

Exchange Act Release No. 64149 (March 30, 2011), 

76 FR 18966 (April 6, 2011) (‘‘Rule 10C–1 

Proposing Release’’). 

8See Securities Act Release No. 9330, Securities 

Exchange Act Release No. 67220 (June 20, 2012), 77 

FR 38422 (June 27, 2012) (‘‘Rule 10C–1 Adopting 

Release’’). 

9 17 CFR 240.10C–1. 

10 Id. 

11The ISE Stock Exchange is the Exchange’s 

facility for trading equity securities. 12 17 CFR 240.10A–3. 13 15 U.S.C. 78f(b). 14 15 U.S.C. 78f(b)(5). 

15 15 U.S.C. 78j–3. 

16 15 U.S.C. 78f(b)(8). 

2014–047 and should be submitted on 

or before October 31, 2014. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.13

Kevin M. O’Neill, 

Deputy Secretary. 

[FR Doc. 2014–24206 Filed 10–9–14; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–73308; File No. SR–ISE– 

2014–45] 

Self-Regulatory Organizations; 

International Securities Exchange, 

LLC; Notice of Filing and Immediate 

Effectiveness of Proposed Rule 

Change To Add a Reference to 

Exchange Act Rule 10C–1 in the 

Exchange’s Rules Concerning Unlisted 

Trading Privileges 

October 6, 2014. 

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 

September 22, 2014 the International 

Securities Exchange, LLC (the 

‘‘Exchange’’ or the ‘‘ISE’’) filed with the 

Securities and Exchange Commission 

the proposed rule change, as described 

in Items I, II, and III below, which items 

have been prepared by the selfregulatory 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 the Substance 

of the Proposed Rule Change 

The ISE proposes to add language to 

Rule 2101(a), entitled ‘‘Unlisted Trading 

Privileges,’’ that will make clear that the 

Exchange will not list equity securities 

without first ensuring that its rules 

comply with Rule 10C–1 under the Act 

(‘‘Rule 10C–1’’).3 The text of the 

proposed rule change is available on the 

Exchange’s Web site (http://

www.ise.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 

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 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. 

A. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

The Exchange is proposing to add 

language to Rule 2101(a), which will 

clarify the fact that the Exchange will 

not list equity securities without first 

ensuring that Exchange Rules comply 

with Rule 10C–1, as described below.4

On March 30, 2011, to implement 

Section 10C of the Act,5 as added by 

Section 952 of the Dodd-Frank Wall 

Street Reform and Consumer Protection 

Act of 2010 (‘‘Dodd-Frank Act’’),6 the 

Commission proposed Rule 10C–1 

under the Act,7 which directs each 

national securities exchange to prohibit 

the listing of any equity security of any 

issuer, with certain exceptions, that 

does not comply with the rule’s 

requirements regarding compensation 

committees of listed issuers and related 

requirements regarding compensation 

advisers. On June 20, 2012, the 

Commission adopted Rule 10C–1.8 Rule 

10C–1 obligates the Exchange to 

establish listing standards that require 

each member of a listed issuer’s 

compensation committee to be a 

member of the issuer’s board and to be 

independent, as well as establish certain 

factors that an issuer must consider 

when evaluating the independence of a 

director.9 Rule 10C–1 also requires the 

Exchange to establish standards for 

evaluating the independence of a 

compensation consultant, legal counsel, 

or other adviser (‘‘Compensation 

Consultant’’) and requires a Company to 

provide funding to a compensation 

committee to retain such Compensation 

Consultant.10

The Exchange does not currently list 

any equity securities as a primary listing 

market. Consistent with this fact, 

Exchange Rule 2101(a) currently states 

that all equity securities traded on the 

ISE Stock Exchange 11 are traded 

pursuant to unlisted trading privileges 

and that the Exchange will not list any 

such securities before first filing and 

obtaining Commission approval of rules 

that incorporate qualitative listing 

criteria and comply with Rule 10A–3 

under the Act.12 To make clear the 

Exchange’s intention to comply with the 

requirements of Rule 10C–1, the 

Exchange proposes to amend Rule 

2101(a) to state that no equity securities 

will be listed on the ISE Stock Exchange 

until Exchange Rules have been 

amended to also comply with Rule 10C– 

1. Because the Exchange does not 

presently list any equity securities, the 

Exchange does not believe it is 

necessary to make any further 

amendments in response Section 952 of 

the Dodd-Frank Act at this time. 

2. Statutory Basis 

The Exchange believes that its 

proposal 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(b) of the 

Act.13 Specifically, the proposal is 

consistent with Section 6(b)(5) of the 

Act,14 which requires exchange rules to 

promote just and equitable principles of 

trade, remove impediments to, and 

perfect the mechanism of, a free and 

open market and a national market 

system, and, in general, protect 

investors and the public interest. The 

Exchange believes the proposed rule 

change fulfills these requirements 

because it will add language to Rule 

2101(a) that clarifies the fact that the 

Exchange will not list equity securities 

without first ensuring that its rules 

comply with Rule 10C–1, which 

implements Section 10C of the Act.15

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

The Exchange believes the proposal is 

consistent with Section 6(b)(8) of the 

Act 16 in that it does not impose any 

burden on competition that is not 

necessary or appropriate in furtherance 

of the purposes of the Act. The 

Exchange notes that the proposed rule 

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Federal Register / Vol. 79, No. 197 / Friday, October 10, 2014 / Notices 61365 

17 15 U.S.C. 78s(b)(3)(A). 

18 17 CFR 240.19b–4(f)(6). 19 17 CFR 200.30–3(a)(12). 

change will merely clarify the fact that 

Exchange Rules must comply with Rule 

10C–1 under the Act before any listing 

of equity securities on the Exchange 

becomes effective. Thus, the rule change 

will not impose any burden on 

intermarket or intramarket competition. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

The Exchange has not solicited, and 

does not intend to solicit, comments on 

this proposed rule change. The 

Exchange has not received any 

unsolicited written comments from 

members or other interested parties. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

The Exchange believes that the 

foregoing proposed rule change may 

take effect upon filing with the 

Commission pursuant to 

Section19(b)(3)(A) 17 of the Act and Rule 

19b–4(f)(6) thereunder 18 because the 

foregoing proposed rule change does not 

(i) significantly affect the protection of 

investors or the public interest, (ii) 

impose any significant burden on 

competition, and (iii) become operative 

for 30 days after its filing date, or such 

shorter time as the Commission may 

designate. 

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: (i) Necessary or appropriate in 

the public interest; (ii) for the protection 

of investors; or (iii) otherwise in 

furtherance of the purposes of the 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 rule-comments@

sec.gov. Please include File Number 

SR–ISE–2014–45 on the subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Secretary, Securities and Exchange 

Commission, 100 F Street NE., 

Washington, DC 20549–1090. 

All submissions should refer to File 

Number SR–ISE–2014–45. 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 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–ISE– 

2014–45, and should be submitted on or 

before October 31, 2014. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.19

Kevin M. O’Neill, 

Deputy Secretary. 

[FR Doc. 2014–24208 Filed 10–9–14; 8:45 am] 

BILLING CODE 8011–01–P 

SMALL BUSINESS ADMINISTRATION 

Data Collection Available for Public 

Comments 

ACTION: 60-day notice and request for 

comments. 

SUMMARY: The Small Business 

Administration (SBA) intends to request 

approval from the Office of Management 

and Budget (OMB) for the collection of 

information described below. The 

Paperwork Reduction Act (PRA) of 

1995, 44 U.S.C. Chapter 35 requires 

federal agencies to publish a notice in 

the Federal Register concerning each 

proposed collection of information 

before submission to OMB, and to allow 

60 days for public comment in response 

to the notice. This notice complies with 

that requirement. 

DATES: Submit comments on or before 

December 9, 2014. 

ADDRESSES: Send all comments to Erin 

Kelley, Director of Research & Policy, 

National Women’s Business Council, 

Small Business Administration, 5th 

Floor, Washington, DC 20416. 

FOR FURTHER INFORMATION CONTACT: Erin 

Kelley, Director of Research & Policy, 

National Women’s Business Council, 

202–205–6826, erin.kelley@nwbc.gov, or 

Curtis B. Rich, Management Analyst, 

202–205–7030, curtis.rich@sba.gov. 

SUPPLEMENTARY INFORMATION: The 

National Women’s Business Council 

(NWBC) is a non-partisan federal 

advisory council that serves as an 

independent source of advice and 

counsel to the President, Congress, and 

the Small Business Administration on 

economic issues of importance to 

women business owners. Members of 

the Council are prominent women 

business owners and leaders of women’ 

business organizations. 

As part of NWBC’s annual research 

into issues affecting women business 

owners, this year NWBC has chosen to 

examine how women participate in 

business incubation and acceleration 

programs. The goal is to understand the 

characteristics of incubators and 

accelerators that affect the business 

outcomes of female entrepreneurs. In 

addition, NWBC hopes to gain insights 

into the factors, both structural and 

individual, that affect women’s 

participation in incubator and 

accelerator programs. To accomplish 

this, NWBC has acquired the services of 

a research firm to conduct a crosssectional survey of female entrepreneurs 

and managers of business incubators 

and accelerators to better understand 

female participation in, utilization of, 

and outcomes derived from incubation 

and acceleration programs. The survey 

will consist of three separate 

questionnaires targeting female 

entrepreneurs who have not 

participated in business incubation or 

acceleration programs, female 

entrepreneurs who have participated in 

business incubation or acceleration 

programs, and managers representing 

business incubators and accelerators. 

Each questionnaire will take between 12 

and 18 minutes to complete (see below 

for the estimated burden analysis of 

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