Federal Register / Vol. 74, No. 128 / Tuesday, July 7, 2009 / Notices 32209 

13See NYSE Euronext Bylaws, Article III, Section 

9.3; NYSE Euronext Bylaws, Article VII, Section 

7.1. See also Securities Exchange Act Release No. 

55293 (February 14, 2007), 72 FR 8033 (February 

22, 2007) (SR–NYSE–2006–120). 

14 15 U.S.C. 78s(b)(2). 

15 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. 

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

5 15 U.S.C. 78f(b)(4). 

agents, are required by the By-Laws to 

give due regard to the preservation of 

the independence of each self-regulatory 

subsidiary of NASDAQ OMX, not to 

take any actions that would interfere 

with each self-regulatory subsidiary’s 

regulatory functions, to cooperate with 

the Commission, to consent to U.S. 

jurisdiction, and to consent in writing to 

the applicability of these provisions. As 

more fully described in the Notice, the 

proposed rule change would conform 

Article XII of the By-Laws more closely 

to corresponding provisions in the 

NYSE Euronext By-Laws, which the 

Commission previously approved.13

III. Conclusion 

It is therefore ordered, pursuant to 

Section 19(b)(2) of the Act,14 that the 

proposed rule change (SR–NASDAQ– 

2009–039) be, and it hereby is, 

approved. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.15

Elizabeth M. Murphy, 

Secretary. 

[FR Doc. E9–15899 Filed 7–6–09; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–60184; File No. SR– 

NYSEArca–2009–52] 

Self-Regulatory Organizations; NYSE 

Arca, Inc.; Notice of Filing of Proposed 

Rule Change To Amend the Schedule 

of Fees and Charges for Exchange 

Services 

June 29, 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 June 10, 

2009, NYSE Arca, Inc. (‘‘NYSE Arca’’ 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 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 

NYSE Arca, Inc. (‘‘NYSE Arca’’ or 

‘‘Exchange’’) [sic], through its wholly 

owned subsidiary NYSE Arca Equities, 

Inc. (‘‘NYSE Arca Equities’’), is 

proposing to amend its Schedule of Fees 

and Charges for Exchange Services 

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

Fees applicable to Derivative Securities 

Products under NYSE Arca Rules 

5.2(j)(3), 8.100, 8.200, 8.201, 8.202, 

8.203, 8.204, 8.300, 8.500 and 8.600 on 

NYSE Arca, LLC (‘‘NYSE Arca 

Marketplace’’), the equities facility of 

NYSE Arca Equities. The revised Fee 

Schedule is attached as Exhibit 5 [sic]. 

The text of the proposed rule change 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 the 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

NYSE Arca has determined to amend 

the Exchange’s Fee Schedule to revise 

the Listing Fee applicable to Derivative 

Securities Products listed on the NYSE 

Arca Marketplace under Rules 5.2(j)(3) 

(Investment Company Units), 8.100 

(Portfolio Depositary Receipts), 8.200 

(Trust Issued Receipts), 8.201 

(Commodity-Based Trust Shares), 8.202 

(Currency Trust Shares), 8.203 

(Commodity Index Trust Shares), 8.204 

(Commodity Futures Trust Shares), 

8.300 (Partnership Units), 8.500 (Trust 

Units), and 8.600 (Managed Fund 

Shares). Specifically, the Exchange 

proposes to add a new provision to the 

Fee Schedule which states that in the 

case where a sponsor, managing owner, 

general partner or equivalent 

(collectively, the ‘‘Sponsor’’) is listing a 

new Derivative Securities Product on 

the Exchange for the first time, the 

Sponsor will be charged a one time 

consultation fee in the amount of 

$20,000. 

Under the current Fee Schedule for 

Derivative Securities Products, the 

Listing Fee is $5,000 and the Annual 

Fees range between $2,000 and $25,000 

depending on the number of shares 

outstanding for each issue. The current 

Listing and Annual Fees applicable to 

Derivative Securities Products will 

remain unchanged and be applicable to 

all Sponsors of Derivative Securities 

Products. The proposed consulting 

charge would apply to all new Sponsors 

listing for the first time, a new 

Derivative Securities Product. 

Therefore, existing issuers, issuing a 

new Derivative Securities Product 

would not be charged the proposed 

consulting fee. 

The Exchange believes that the 

imposition of this proposed one time 

consulting charge to new Sponsors of 

new Derivative Securities Products is 

necessary in order to adequately 

compensate the Exchange for all of the 

additional Exchange resources 

dedicated to such new Sponsors, such 

as the additional legal and business 

resources required to properly advise 

novice Sponsors through the listing 

process. The Exchange dedicates 

extensive time and resources to new 

Sponsors in the way of conference calls, 

meetings, correspondences, etc., to 

educate such new Sponsors about the 

listing and approval process, a process 

that veteran Sponsors are already 

familiar with. The Exchange notes that 

the proposed new Sponsor Fee is 

substantially below the initial listing fee 

for issuers of traditional equity 

securities, e.g., common stock. The 

Exchange further believes that the 

proposed consulting fee will enable the 

Exchange to continue to provide new 

issuers with the level of service 

necessary to successfully navigate an 

initial launch of a Derivative Securities 

Product. 

2. Statutory Basis 

NYSE Arca believes that the proposal 

is consistent with Section 6(b) 4 of the 

Securities Exchange Act of 1934 (the 

‘‘Act’’) [sic], in general, and Section 

6(b)(4) 5 of the Act, in particular, in that 

it provides for the equitable allocation 

of reasonable dues, fees and other 

charges among its issuers and other 

persons using its facilities. The 

Exchange believes that the proposal is 

32210 Federal Register / Vol. 74, No. 128 / Tuesday, July 7, 2009 / Notices 

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

7The Commission notes that the Exchange has 

represented that the proposed rule change does not 

unfairly discriminate against new Sponsors vis-a`- 

vis Sponsors who have previously listed Derivative 

Securities Products or other first time issuers of 

other securities listed on the Exchange because of 

the additional extensive time, legal and business 

resources dedicated to new Sponsors. Telephone 

call between Sharon Lawson, Senior Special 

Counsel, and Terri Evans, Division of Trading and 

Markets, Commission, and Sudhir Bhattacharyya, 

Vice President, NYSE Euronext and Laura 

Morrison, Vice President, NYSE Euronext, June 18, 

2009. 

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. 59935 

(May 18, 2009), 74 FR 24888 (‘‘Notice’’). 

4Member dues are $450 per month. See CBOE 

Fees Schedule, Section 10. 

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

Act, in particular, in that it does not 

unfairly discriminate against new 

Sponsors given the additional Exchange 

resources dedicated to such new 

Sponsors, such as the additional 

extensive time, legal and business 

resources required to properly advise 

novice Sponsors through the listing and 

approval process.7 The Exchange 

believes that the proposed consulting 

fee is reasonable, given the amount of 

resources dedicated by the Exchange to 

new issuers of new Derivative Securities 

Products. The Exchange believes that 

the proposed changes to the Fee 

Schedule are equitable in that they 

apply uniformly to all new issuers of 

new Derivative Securities Products. 

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 

change. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

Within 35 days of the date of 

publication of this notice in the Federal 

Register or within such longer period (i) 

as the Commission may designate up to 

90 days of such date if it finds such 

longer period to be appropriate and 

publishes its reasons for so finding or 

(ii) as to which the self-regulatory 

organization consents, the Commission 

will: 

(A) By order approve the proposed 

rule change, or 

(B) Institute proceedings to determine 

whether the proposed rule change 

should be 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 e-mail to rulecomments@sec.gov. Please include File 

Number SR–NYSEArca–2009–52 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–2009–52. 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 NYSE 

Arca’s principal office and on its 

Internet Web site at http:// 

www.nyse.com. 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– 

NYSEArca–2009–52 and should be 

submitted on or before July 28, 2009. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.8

Elizabeth M. Murphy, 

Secretary. 

[FR Doc. E9–15900 Filed 7–6–09; 8:45 am] 

BILLING CODE 8010–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–60185; File No. SR–CBOE– 

2009–028] 

Self-Regulatory Organizations; 

Chicago Board Options Exchange, 

Incorporated; Order Granting Approval 

of Proposed Rule Change Relating to 

Rebating Member Dues for Certain 

Members 

June 29, 2009. 

I. Introduction 

On May 6, 2009, the Chicago Board 

Options Exchange, Incorporated 

(‘‘CBOE’’ or ‘‘Exchange’’) filed with the 

Securities and Exchange Commission 

(‘‘Commission’’), pursuant to Section 

19(b)(1) of the Securities Exchange Act 

of 1934 (‘‘Act’’) 1 and Rule 19b–4 

thereunder,2 a proposed rule change to 

amend its Fee Schedule to rebate 

member dues for certain members. The 

proposed rule change was published for 

comment in the Federal Register on 

May 26, 2009.3 The Commission 

received no comments on the proposal. 

This order approves the proposed rule 

change. 

II. Description of the Proposal 

CBOE assesses dues with respect to 

every membership (unless a member is 

assessed the Hybrid Electronic Quoting 

Fee, in which case the member does not 

pay member dues).4 Under CBOE Rule 

3.17(c), the membership lease agreement 

between a lessor member and a lessee 

member designates who is responsible 

for Exchange dues, fees and other 

charges. The Exchange represents that, 

typically, leases provide that the lessee 

is responsible for dues and therefore 

lessors do not have to pay dues. 

Under the lessor compensation 

component of the Interim Trading 

Permit (‘‘ITP’’) program, the Exchange 

compensates a lessor for an ‘‘open 

lease’’ while the ITP program is active