Federal Register / Vol. 80, No. 11 / Friday, January 16, 2015 / Notices 2455 

13 15 U.S.C. 78s(b)(3)(A)(ii). 

14 17 CFR 240.19b–4(f)(2). 

15 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

advance is reasonable because it allows 

FICC to use amounts collected in a 

targeted manner to develop this specific 

service, rather than raising overall fees, 

where the amount collected over any 

given period may vary based on 

transaction volumes and clearing 

members will have less certainty as to 

the amounts they will pay. 

(B) Clearing Agency’s Statement on 

Burden on Competition 

FICC does not believe that the 

proposed rule change will have any 

impact, or impose any burden, on 

competition. As noted above, the 

development fees will be applied fairly 

among the clearing members because 

each clearing member or family of 

members, as applicable, will be charged 

an amount that is consistent with the 

previous year’s fees, which is directly 

correlated to the member’s or family’s 

usage of MBSD’s clearing and settlement 

service. FICC does not believe that 

calculating the proposed development 

fee with respect to a family of members, 

where applicable, imposes a burden on 

competition. If FICC assessed the 

proposed development fee on an 

individual entity without regard to the 

activity of its family members, it is 

possible that the family of members 

would be charged a significantly higher 

fee for the same amount of activity 

conducted by a single firm with no 

family members in MBSD (which would 

result in the fee being cost prohibitive 

for the family). This aspect of the 

development fee has been discussed 

with the MBSD members and no 

member raised an issue in this regard. 

(C) Clearing Agency’s Statement on 

Comments on the Proposed Rule 

Change Received From Members, 

Participants, or Others 

Written comments relating to the 

proposed rule change have not yet been 

solicited or received. FICC will notify 

the Commission of any written 

comments received by FICC. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

The forgoing rule change has become 

effective pursuant to Section 

19(b)(3)(A)(ii) of the Act 13 and Rule 

19b–4(f)(2) 14 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 rule-comments@

sec.gov. Please include File Number SR– 

FICC–2014–12 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–FICC–2014–12. 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 the 

filing also will be available for 

inspection and copying at the principal 

office of FICC and on its Web site 

(http://www.dtcc.com/legal/sec-rulefilings.aspx). 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–FICC– 

2014–12 and should be submitted on or 

before February 6, 2015. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.15

Brent J. Fields, 

Secretary. 

[FR Doc. 2015–00576 Filed 1–15–15; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–74038; File No. SR–C2– 

2014–028] 

Self-Regulatory Organizations; C2 

Options Exchange, Incorporated; 

Notice of Filing and Immediate 

Effectiveness of a Proposed Rule 

Change Relating to Amending Rule 

8.2(d) 

January 13, 2015. 

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 December 

31, 2014, C2 Options Exchange, 

Incorporated (the ‘‘Exchange’’ or ‘‘C2’’) 

filed with the Securities and Exchange 

Commission (the ‘‘Commission’’) the 

proposed rule change as described in 

Items I and II below, which Items have 

been prepared by the Exchange. 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 proposing to remove 

the registration cost of SPXPM from 

Exchange Rule 8.2(d) as this class of 

options is no longer listed or traded on 

the Exchange. The text of the proposed 

rule change is provided below. 

(additions are italicized; deletions are 

[bracketed]) 

* * * * * 

C2 Options Exchange, Incorporated 

Rules 

* * * * * 

Rule 8.2. Continuing Market-Maker 

Registration 

(a)–(c) No change. 

(d) Market-Maker Option Class 

Registration. Absent an exemption by 

the Exchange, an option class 

registration of a Market-maker confers 

the right to quote in that product. A 

Market-Maker may change its registered 

classes upon advance notification to the 

Exchange in a form and manner 

prescribed by the Exchange. 


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2456 Federal Register / Vol. 80, No. 11 / Friday, January 16, 2015 / Notices 

3See Securities Exchange Act Release No. 34– 

65256 (September 2, 2011), 76 FR 175 [sic] 

(September 9, 2011) (SR–C2–2011–008) (order 

approving listing and trading SPXPM on C2 on a 

pilot basis); see also Securities Exchange Act 

Release No. 34–68888 (February 8, 2013), 78 FR 31 

[sic] (February 14, 2013) (SR–CBOE–2012–120) 

(order approving listing and trading SPXPM on 

CBOE on a pilot basis). C2 ceased trading SPXPM 

on February 19, 2013. 

4See Securities Exchange Act Release No. 34– 

65452 (September 30, 2011), 76 FR 194 [sic] 

(October 6, 2011) (SR–C2–2011–023) (immediately 

effective filing establishing Market-Maker 

registration costs for SPXPM options). 

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

6 15 U.S.C. 78f(b)(5). 7 Id. 

Each Trading permit held by a 

Market-Maker has a registration credit of 

1.0. A Market-Maker may select for each 

Trading Permit the Market-Maker holds 

any combination of option classes, 

whose aggregate registration cost does 

not exceed 1.0. Option class 

‘‘registration costs’’ are set forth below: 

Option class Registration 

cost 

[SPXPM] ................................... [1.0] 

All [other] options ...................... .001 

(e) No change.

* * * * * 

The text of the proposed rule change 

is also available on the Exchange’s Web 

site (http://www.cboe.com/AboutCBOE/

CBOELegalRegulatoryHome.aspx), at 

the Exchange’s Office of the Secretary, 

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 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 amend 

its Rule 8.2(d) regarding registration 

costs. In the current Exchange Rules, 

Rule 8.2 describes the registration 

process and corresponding registration 

costs for Trading Permit Holders 

(‘‘TPHs’’) on C2. Exchange Rule 8.2(d) 

lists the registration cost for options 

classes traded on C2. SPXPM has a 

registration cost of 1.0, which requires 

its own Trading Permit. However, 

SPXPM is no longer a class of options 

that is traded on C2 and the Exchange 

is proposing to update Exchange Rule 

8.2(d) to reflect that change and to add 

clarity to the Exchange Rules. 

By way of background, the Exchange 

was granted permission by the 

Commission in 2011 to list and trade 

Standard & Poor’s 500 Index (‘‘S&P 

500’’) options with third-Friday-of-themonth (‘‘Expiration Friday’’) expiration 

dates for which the exercise settlement 

value will be [sic] based on the index 

value derived from the closing prices of 

component securities (‘‘P.M. settled’’) 

on C2 on a pilot basis.3 As a result of 

the Commission’s approval to list and 

trade SPXPM options on C2, the 

Exchange filed a subsequent rule filing 

to amend 8.2(d) to include the 

registration cost for SPXPM.4

Pursuant to Exchange Rule 8.2, an 

option class registration of a MarketMaker confers the right to quote in that 

product. Each Trading Permit held by a 

Market-Maker has a registration credit of 

1.0. A Market-Maker may select for 

trading any combination of available 

option classes whose aggregate is 1.0 for 

each Trading Permit held. Since the 

Exchange has ceased the listing and 

trading of SPXPM, the Exchange is 

proposing to amend Rule 8.2(d) to 

delete the language that lists SPXPM 

and its registration cost of 1.0. There is 

no need for the registration cost of 

SPXPM to be listed under Rule 8.2(d) as 

this class of options is no longer traded 

on the Exchange. The Exchange is 

proposing the proposed change to 

harmonize the Exchange Rules with the 

current practices of the Exchange. 

2. Statutory Basis 

The Exchange believes the proposed 

rule change is consistent with the 

Securities Exchange Act of 1934 (the 

‘‘Act’’) and the rules and regulations 

thereunder applicable to the Exchange 

and, in particular, the requirements of 

Section 6(b) of the Act.5 Specifically, 

the Exchange believes the proposed rule 

change is consistent with the Section 

6(b)(5) 6 requirements that the rules of 

an exchange 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 regulating, clearing, settling, 

processing information with respect to, 

and facilitating transactions in 

securities, 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. 

Additionally, the Exchange believes the 

proposed rule change is consistent with 

the Section 6(b)(5) 7 requirement that 

the rules of an exchange not be designed 

to permit unfair discrimination between 

customers, issuers, brokers, or dealers. 

In particular, the Exchange believes 

that the proposed rule filing will more 

specifically state the options classes that 

are traded on C2 and their 

corresponding registration costs for 

TPHs. The Exchange believes the 

proposed change is consistent with the 

Act in that it is merely updating an 

Exchange Rule to align with the current 

practices of the Exchange to avoid 

confusion with respect to registration 

costs for Market-Makers on C2. In 

addition, the proposed filing is not 

unfairly discriminating because SPXPM 

is no longer traded on C2 and as a 

result, the removal of SPXPM from the 

registration costs provided in 8.2(d) will 

be applied to all Market-Makers on C2. 

Finally, the proposed filing protects 

investors and the public interest by 

relieving confusion that might otherwise 

arise by having an obsolete reference in 

the CBOE [sic] Rule Book. 

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. In particular, the 

Exchange does not believe that the 

proposed rule filing will place any 

burden on intermarket competition 

because SPXPM is no longer an option 

class that is traded on C2 and thus, the 

change will be applied equally to all 

Market-Makers registered to trade on C2. 

Additionally, the Exchange does not 

believe that the proposed rule filing will 

place any burden on intermarket 

competition because it is merely 

updating the Exchange rules to 

harmonize them with the current 

practices of the Exchange. 

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: (i) Significantly affect 


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Federal Register / Vol. 80, No. 11 / Friday, January 16, 2015 / Notices 2457 

8 15 U.S.C. 78s(b)(3)(A). 

9 17 CFR 240.19b–4(f)(6). 

10 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. 73671 

(Nov. 21, 2014), 79 FR 70900 (Nov. 28, 2014) 

(‘‘Notice’’). 

4See anonymous comment submitted through the 

Commission’s Internet comment form on December 

19, 2014. 

5Current Rule 311(f) permits the Exchange to 

approve ‘‘entities that have characteristics 

essentially similar to corporations, partnerships, or 

both’’ as a member organization ‘‘on such terms and 

conditions as the Exchange may prescribe.’’ 

6Rule 311(b)(2) and (b)(3) currently impose the 

same requirement on the relevant control persons 

at corporations and partnerships, respectively. 

the protection of investors or the public 

interest; (ii) impose any significant 

burden on competition; and (iii) 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 8 and Rule 19b– 

4(f)(6) 9 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. If the 

Commission takes such action, the 

Commission will institute proceedings 

to determine whether the proposed rule 

change 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– 

C2–2014–028 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–C2–2014–028. 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 will also 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– 

2014–028 and should be submitted on 

or before February 6, 2015. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.10

Brent J. Fields, 

Secretary. 

[FR Doc. 2015–00624 Filed 1–15–15; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–74036; File No. SR– 

NYSEMKT–2014–97] 

Self-Regulatory Organizations; NYSE 

MKT LLC; Order Approving Proposed 

Rule Change Amending Rules 311— 

Equities and 313—Equities To Add 

Limited Liability Companies as Eligible 

Member Organizations and Delineate 

the Information Limited Liability 

Companies Must Submit to the 

Exchange as Part of the Membership 

Process; Eliminate the Requirement 

That a Member Corporation Be Created 

or Organized, and Maintain Its 

Principal Place of Business, in the 

United States; and Make Additional 

Related Amendments To Update Its 

Membership Rules 

January 12, 2015. 

I. Introduction 

On November 12, 2014, NYSE MKT 

LLC (the ‘‘Exchange’’ or ‘‘NYSE MKT’’) 

filed with the Securities and Exchange 

Commission (the ‘‘Commission’’) 

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

Securities Exchange Act of 1934 (the 

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

proposal to amend NYSE MKT Rules 

311—Equities (‘‘Rule 311’’) and 313— 

Equities (‘‘Rule 313’’) to add limited 

liability companies (‘‘LLCs’’) to the 

types of eligible member organizations 

and delineate the information LLCs 

must submit to the Exchange as part of 

the membership process; eliminate the 

requirement that a member corporation 

be created or organized, and maintain 

its principal place of business, in the 

United States; and make additional 

related amendments to update its 

membership rules. The proposed rule 

change was published for comment in 

the Federal Register on November 28, 

2014.3 The Commission received one 

comment on the proposal.4 This order 

approves the proposed rule change. 

II. Description of the Proposal 

A. Rule 311 

NYSE MKT Rule 311 governs the 

formation and approval of member 

organizations. The Exchange proposes 

to revise Rule 311 to explicitly provide 

for LLCs to apply to become member 

organizations and eliminate the 

requirement that a member corporation 

be created or organized, and maintain 

its principal place of business, in the 

United States. 

The Exchange’s membership rules 

currently provide for member 

organizations to be corporations or 

partnerships, but have not explicitly 

provided for LLCs.5 The Exchange 

proposes to add LLCs to the types of 

potential member organizations and 

require LLCs to meet the same 

requirements currently applicable to 

partnerships and corporations set forth 

in Rule 311(b). As part of the proposed 

revision, the Exchange seeks to add a 

new section (4) to Rule 311(b) requiring 

every member of an LLC to be a 

member, principal executive, or 

approved person.6 The Exchange also 

proposes to amend current Rule 

311(b)(6) to reflect that proposed LLC 

member organizations must, like 

corporations and partnerships, also 

comply with any additional 

requirements as the rules of the 

Exchange may prescribe. In addition, 

the Exchange proposes to add new 

Supplementary Material .16 to Rule 311 

to specify that LLC applicants for 

Exchange membership are subject to 

Rule 313.24 regarding the submission of 

copies of proposed or existing limited 


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