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[Federal Register Volume 79, Number 212 (Monday, November 3, 2014)]
[Notices]
[Pages 65262-65263]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2014-26008]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-73448; File No. S7-24-89]

Joint Industry Plan; Order Approving Amendment No. 32 to the 
Joint Self-Regulatory Organization Plan Governing the Collection, 
Consolidation and Dissemination of Quotation and Transaction 
Information for Nasdaq-Listed Securities Traded on Exchanges on an 
Unlisted Trading Privileges Basis Submitted by the BATS Exchange, Inc., 
BATS Y-Exchange, Inc., Chicago Board Options Exchange, Incorporated, 
Chicago Stock Exchange, Inc., EDGA Exchange, Inc., EDGX Exchange, Inc., 
Financial Industry Regulatory Authority, Inc., International Securities 
Exchange LLC, NASDAQ OMX BX, Inc., NASDAQ OMX PHLX, Inc., Nasdaq Stock 
Market LLC, National Stock Exchange, Inc., New York Stock Exchange LLC, 
NYSE Arca, Inc., and NYSE MKT, LLC

October 28, 2014.

I. Introduction

    On September 12, 2014, the Chicago Board Options Exchange, 
Incorporated, on behalf of the Participants \1\ in the Joint Self-
Regulatory Organization Plan Governing the Collection, Consolidation, 
and Dissemination of Quotation and Transaction Information for Nasdaq-
Listed Securities Traded on Exchanges on an Unlisted Trading Privileges 
Basis (``Nasdaq/UTP Plan'' or ``Plan'') filed with the Securities and 
Exchange Commission (``Commission'') pursuant to Rule 608 \2\ under the 
Securities Exchange Act of 1934 (``Act'') \3\ a proposal to amend the 
Plan \4\ to change certain of the voting requirements under the Plan. 
The proposed amendment was published for comment in the Federal 
Register on October 6, 2014.\5\ No comment letters were received in 
response to the Notice. This order approves the proposal.
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    \1\ The Plan Participants (collectively, ``Participants'') are 
the: BATS Exchange, Inc. (``BATS''); BATS Y-Exchange, Inc. (``BATS 
Y''); Chicago Board Options Exchange, Incorporated (``CBOE''); 
Chicago Stock Exchange, Inc. (``CHX''); EDGA Exchange, Inc. 
(``EDGA''); EDGX Exchange, Inc. (``EDGX''); Financial Industry 
Regulatory Authority, Inc. (``FINRA''); International Securities 
Exchange LLC (``ISE''); NASDAQ OMX BX, Inc. (``BX''); NASDAQ OMX 
PHLX, Inc. (``PHLX''); Nasdaq Stock Market LLC (``Nasdaq''); 
National Stock Exchange, Inc. (``NSX''); New York Stock Exchange LLC 
(``NYSE''); NYSE Amex, Inc. (``NYSEAmex''); and NYSE Arca, Inc. 
(``NYSEArca'').
    \2\ 17 CFR 240.608.
    \3\ 15 U.S.C. 78k-1.
    \4\ The Plan governs the collection, processing, and 
dissemination on a consolidated basis of quotation information and 
transaction reports in Eligible Securities for each of its 
Participants. This consolidated information informs investors of the 
current quotation and recent trade prices of Nasdaq securities. It 
enables investors to ascertain from one data source the current 
prices in all the markets trading Nasdaq securities. The Plan serves 
as the required transaction reporting plan for its Participants, 
which is a prerequisite for their trading Eligible Securities. See 
Securities Exchange Act Release No. 55647 (April 19, 2007) 72 FR 
20891 (April 26, 2007).
    \5\ See Securities Exchange Act Release No. 73239 (September 26, 
2014), 79 FR 60203 (``Notice'').
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II. Description of the Proposal

    The amendment proposes to change certain of the voting requirements 
under the Plan to harmonize the voting requirements under the Plan with 
the voting requirements under the CTA Plan and the CQ Plan.\6\
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    \6\ See Securities Exchange Act Release No. 73285 (October 1, 
2014), 79 FR 60555 (October 7, 2014), Notice of SR-CTA/CQ-2014-02, 
proposing to amend the voting requirements to: Raise, lower, add and 
eliminate fees, and amend the capacity planning process.
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    This amendment revises the following voting requirements: \7\
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    \7\ The Notice stated that the amendment changed the vote 
requirement for establishing procedures to select a new processor 
from unanimity to a two-thirds majority vote. However, the 
Commission has been informed by the attorney for the UTP Plan that 
the Participants did not vote on this change, therefore, the change 
is not included in this order. Email from Steven J. Abrams to 
Katherine A. England, SEC, dated October 28, 2014.
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     The voting requirement to eliminate an existing fee or to 
reduce an existing

[[Page 65263]]

fee, from unanimity to the affirmative vote of two-thirds of all 
Participants entitled to vote;
     the voting requirement to request system changes other 
than those related to the processor function from a unanimous vote to 
the affirmative vote of a majority of all Participants entitled to 
vote;
     establishes as the voting requirement to select a new 
processor--the affirmative vote of two-thirds of all Participants 
entitled to vote;
     the default voting requirement from unanimity to the 
affirmative vote of a majority of all Participants entitled to vote.

III. Discussion

    After careful review, the Commission finds that the proposed 
amendment to the Plan is consistent with the requirements of the Act 
and the rules and regulations thereunder,\8\ and, in particular, 
Section 11A(a)(1) of the Act \9\ and Rule 608 thereunder \10\ in that 
they are necessary or appropriate in the public interest, for the 
protection of investors and the maintenance of fair and orderly 
markets, to remove impediments to, and perfect the mechanisms of, a 
national market system.
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    \8\ The Commission has considered the proposed amendment's 
impact on efficiency, competition, and capital formation. 15 U.S.C. 
78c(f).
    \9\ 15 U.S.C. 78k-1(a)(1).
    \10\ 17 CFR 240.608.
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A. Fee Setting

    Amending the voting requirements, as proposed by the Participants, 
should provide the Participants with greater flexibility to accomplish 
the goals of the Plan. The change with respect to eliminating a fee and 
reducing a fee would harmonize the voting requirement with the 
counterpart voting requirements under the CTA Plan and the CQ Plan. 
Changes with respect to reducing a fee would also harmonize the Plan 
with counterpart voting requirement under the OPRA Plan. These changes 
to the voting requirements should provide the Participants with greater 
flexibility when amending the Plan's fee schedule.

B. System Changes

    The change with respect to system changes subjects all system 
changes to the same voting requirement, thereby providing Participants 
greater flexibility and making it easier for the Participants to arrive 
at decisions regarding necessary system upgrades and changes. The 
Commission notes that the CTA Plan, the CQ Plan, and the OPRA Plan all 
require a majority vote for decisions relating to system changes.

C. Processor Selection

    The Commission believes that a two-thirds majority vote, rather 
than unanimity, should facilitate decision-making regarding the 
selection of a processor.

 D. Default Voting Requirement

    Changing the default voting requirement to the affirmative vote of 
a majority of Participants, from a unanimous vote should provide 
greater flexibility and facilitate the Participants' ability to take 
action under the Plan. The Commission notes that the CTA Plan, the CQ 
Plan, and the OPRA Plan require majority votes to act on matters for 
which those plans do not specify a voting requirement. Thus, the change 
harmonizes requirements under the Plan with corresponding requirements 
under the CTA Plan, the CQ Plan, and the OPRA Plan.

IV. Conclusion

    It is therefore ordered, pursuant to Section 11A of the Act,\11\ 
and Rule 608 thereunder,\12\ that the proposed amendment to Nasdaq/UTP 
Plan (File No. S7-24-89) is approved.
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    \11\ 15 U.S.C. 78k-1.
    \12\ 17 CFR 240.608.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\13\
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    \13\ 17 CFR 200.30-3(a)(27).
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Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2014-26008 Filed 10-31-14; 8:45 am]
BILLING CODE 8011-01-P
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