[Federal Register Volume 77, Number 112 (Monday, June 11, 2012)]
[Notices]
[Pages 34373-34375]
[FR Doc No: 2012-14024]

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DEPARTMENT OF ENERGY

Federal Energy Regulatory Commission

Combined Notice of Filings 1

    Take notice that the Commission received the following exempt
wholesale generator filings:

    Docket Numbers: EG12-70-000.
    Applicants: AltaGas Renewable Energy Colorado LLC.
    Description: Notice of EWG Self-Certification of AltaGas Renewable
Energy Colorado LLC.
    Filed Date: 5/31/12.
    Accession Number: 20120531-5108.
    Comments Due: 5 p.m. ET 6/21/12.

    Take notice that the Commission received the following electric
rate filings:

    Docket Numbers: ER12-1022-000.
    Applicants: Pacific Gas and Electric Company.
    Description: Refund Report of Pacific Gas and Electric Company.
    Filed Date: 6/1/12.
    Accession Number: 20120601-5181.
    Comments Due: 5 p.m. ET 6/22/12.

    Docket Numbers: ER12-1603-001.
    Applicants: PGPV, LLC.
    Description: mbr tariff to be effective 4/25/2012.
    Filed Date: 5/31/12.
    Accession Number: 20120531-5143.
    Comments Due: 5 p.m. ET 6/21/12.

    Docket Numbers: ER12-1770-001.
    Applicants: DES Wholesale, LLC.
    Description: Amendment to Filing ID 1 to be effective 5/11/2012.
    Filed Date: 5/31/12.
    Accession Number: 20120531-5302.
    Comments Due: 5 p.m. ET 6/21/12.

    Docket Numbers: ER12-1834-001.
    Applicants: Vermont Electric Power Company, Inc.
    Description: Amendment to True Up Agreement to be effective 7/23/
2012.
    Filed Date: 6/1/12.
    Accession Number: 20120601-5013.
    Comments Due: 5 p.m. ET 6/22/12.

    Docket Numbers: ER12-1873-000.
    Applicants: Midwest Independent Transmission System Operator, Inc.
    Description: Consumers-METC DTIA (5-31-12) to be effective 6/1/
2012.
    Filed Date: 5/31/12.
    Accession Number: 20120531-5067.
    Comments Due: 5 p.m. ET 6/21/12.

    Docket Numbers: ER12-1874-000.
    Applicants: Black Hills Power, Inc.
    Description: Black Hills Power, Inc., WestConnect Participation to
be effective 6/1/2012.
    Filed Date: 5/31/12.
    Accession Number: 20120531-5081.
    Comments Due: 5 p.m. ET 6/21/12.

    Docket Numbers: ER12-1875-000.
    Applicants: AltaGas Renewable Energy Colorado LLC.
    Description: MBR Application to be effective 12/31/9998.
    Filed Date: 5/31/12.
    Accession Number: 20120531-5148.
    Comments Due: 5 p.m. ET 6/21/12.

    Docket Numbers: ER12-1876-000.
    Applicants: Alabama Power Company.
    Description: Blountstown NITSA Filing to be effective 5/1/2012.
    Filed Date: 5/31/12.
    Accession Number: 20120531-5167.
    Comments Due: 5 p.m. ET 6/21/12.

    Docket Numbers: ER12-1877-000.
    Applicants: Western Massachusetts Electric Company, ISO New England
Inc., The Connecticut Light and Power Company.
    Description: OATT Attachment F Technical Corrections to be
effective 6/1/2012.
    Filed Date: 5/31/12.
    Accession Number: 20120531-5176.
    Comments Due: 5 p.m. ET 6/21/12.

    Docket Numbers: ER12-1878-000.
    Applicants: Pacific Gas and Electric Company.

    Description: Port of Oakland IA and WDT SA No. 3 under PG&E FERC
Electric Tariff Volume No. 4 to be effective 6/1/2012.
    Filed Date: 5/31/12.
    Accession Number: 20120531-5178.
    Comments Due: 5 p.m. ET 6/21/12.

    Docket Numbers: ER12-1879-000.
    Applicants: Wisconsin Public Service Corporation.
    Description: Metering Agreement between WPSC and Marshfield to be
effective 5/31/2012.
    Filed Date: 5/31/12.
    Accession Number: 20120531-5179.
    Comments Due: 5 p.m. ET 6/21/12.

    Docket Numbers: ER12-1880-000.
    Applicants: Minco Wind III, LLC.
    Description: Minco Wind III, LLC Market-Based Rate Tariff
Application to be effective 7/30/2012.
    Filed Date: 5/31/12.
    Accession Number: 20120531-5194.
    Comments Due: 5 p.m. ET 6/21/12.

    Docket Numbers: ER12-1881-000.
    Applicants: Entergy Arkansas, Inc.
    Description: EAI MSS-3 section 30.13 Change to be effective 5/7/
2012.
    Filed Date: 5/31/12.
    Accession Number: 20120531-5202.
    Comments Due: 5 p.m. ET 6/21/12.

    Docket Numbers: ER12-1882-000.
    Applicants: Entergy Gulf States Louisiana, L.L.C.
    Description: EGSL MSS-3 section 30.13 Change to be effective 5/7/
2012.
    Filed Date: 5/31/12.
    Accession Number: 20120531-5207.
    Comments Due: 5 p.m. ET 6/21/12.

    Docket Numbers: ER12-1883-000.
    Applicants: Entergy Louisiana, LLC.
    Description: ELL MSS-3 section 30.13 Change to be effective 5/7/
2012.
    Filed Date: 5/31/12.
    Accession Number: 20120531-5211.
    Comments Due: 5 p.m. ET 6/21/12.

    Docket Numbers: ER12-1884-000.
    Applicants: Entergy Mississippi, Inc.
    Description: EMI MSS-3 30.13 Change to be effective 5/7/2012.
    Filed Date: 5/31/12.
    Accession Number: 20120531-5212.
    Comments Due: 5 p.m. ET 6/21/12.

    Docket Numbers: ER12-1885-000.
    Applicants: Entergy New Orleans, Inc.
    Description: ENOI MSS-3 section 30.13 Change to be effective 5/7/
2012.
    Filed Date: 5/31/12.
    Accession Number: 20120531-5213.
    Comments Due: 5 p.m. ET 6/21/12.

    Docket Numbers: ER12-1886-000.
    Applicants: Entergy Texas, Inc.
    Description: ETI MSS-3 section 30.13 Change to be effective 5/7/
2012.
    Filed Date: 5/31/12.
    Accession Number: 20120531-5218.
    Comments Due: 5 p.m. ET 6/21/12.

    Docket Numbers: ER12-1887-000.
    Applicants: NV Energy, Inc.
    Description: Service Agreement No. 11-00135 Amended & Restated LGIA
FRV Spectrum Solar to be effective 5/3/2012.
    Filed Date: 5/31/12.
    Accession Number: 20120531-5222.
    Comments Due: 5 p.m. ET 6/21/12.

    Docket Numbers: ER12-1888-000.
    Applicants: Entergy Arkansas, Inc.
    Description: EAI MSS-3 section 30.12 change to be effective 5/7/
2012.
    Filed Date: 5/31/12.
    Accession Number: 20120531-5229.
    Comments Due: 5 p.m. ET 6/21/12.

    Docket Numbers: ER12-1889-000.
    Applicants: Alabama Power Company.
    Description: PowerSouth NITSA Amendment (Delete Grand Ridge & McVay
DPs and add Sneads DP) to be effective 5/1/2012.
    Filed Date: 5/31/12.
    Accession Number: 20120531-5230.
    Comments Due: 5 p.m. ET 6/21/12.

    Docket Numbers: ER12-1890-000.
    Applicants: Entergy Gulf States Louisiana, L.L.C.
    Description: EGSL MSS-3 section 30.12 change to be effective 5/7/
2012.
    Filed Date: 5/31/12.
    Accession Number: 20120531-5231.

    Comments Due: 5 p.m. ET 6/21/12.

    Docket Numbers: ER12-1891-000.
    Applicants: Entergy Louisiana, LLC.
    Description: ELL MSS-3 section 30.12 change to be effective 5/7/
2012.
    Filed Date: 5/31/12.
    Accession Number: 20120531-5232.
    Comments Due: 5 p.m. ET 6/21/12.

    Docket Numbers: ER12-1892-000.
    Applicants: Entergy Mississippi, Inc.
    Description: EMI MSS-3 section 30.12 change to be effective 5/7/
2012.
    Filed Date: 5/31/12.
    Accession Number: 20120531-5233.
    Comments Due: 5 p.m. ET 6/21/12.

    Docket Numbers: ER12-1893-000.
    Applicants: Entergy New Orleans, Inc.
    Description: ENOI MSS-3 section 30.12 change to be effective 5/7/
2012.
    Filed Date: 5/31/12.
    Accession Number: 20120531-5234.
    Comments Due: 5 p.m. ET 6/21/12.

    Docket Numbers: ER12-1894-000.
    Applicants: Entergy Texas, Inc.
    Description: ETI MSS-3 section 30.12 change to be effective 5/7/
2012.
    Filed Date: 5/31/12.
    Accession Number: 20120531-5235.
    Comments Due: 5 p.m. ET 6/21/12.

    Docket Numbers: ER12-1895-000.
    Applicants: Entergy Services, Inc.
    Description: Entergy Operating Companies' 2012 Annual OATT Rate
Update filed by Entergy Services, Inc.
    Filed Date: 5/31/12.
    Accession Number: 20120531-5252.
    Comments Due: 5 p.m. ET 6/21/12.

    Docket Numbers: ER12-1897-000.
    Applicants: California Independent System Operator Corporation.
    Description: 2012-05-31 CAISO's Amendment 5 to ICAOA with Nevada
Power Comp. to be effective 6/18/2012.
    Filed Date: 5/31/12.
    Accession Number: 20120531-5297.
    Comments Due: 5 p.m. ET 6/21/12.

    Docket Numbers: ER12-1898-000.
    Applicants: PacifiCorp.
    Description: WAPA Purchase of Capacity in Casper-Dave Johnston Line
Cancellation to be effective 6/1/2012.
    Filed Date: 5/31/12.
    Accession Number: 20120531-5313.
    Comments Due: 5 p.m. ET 6/21/12.

    Docket Numbers: ER12-1899-000.
    Applicants: PacifiCorp.
    Description: WAPA RS 45, RS 684 to be effective 6/1/2012.
    Filed Date: 5/31/12.
    Accession Number: 20120531-5321.
    Comments Due: 5 p.m. ET 6/21/12.

    Docket Numbers: ER12-1900-000.
    Applicants: PacifiCorp.
    Description: PAC Energy Carbon Engineering & Procurement Agreement
to be effective 6/1/2012.
    Filed Date: 5/31/12.
    Accession Number: 20120531-5323.
    Comments Due: 5 p.m. ET 6/21/12.

    Docket Numbers: ER12-1901-000.
    Applicants: Genon Power Midwest, LP.
    Description: Reliability Must-Run Rate Schedule to be effective 6/
1/2012.
    Filed Date: 5/31/12.
    Accession Number: 20120531-5324.
    Comments Due: 5 p.m. ET 6/21/12.

    Docket Numbers: ER12-1902-000.
    Applicants: Nevada Power Company.
    Description: Rate Schedule No. 123 Amended & Restated Merchant Sub
OM Agmt to be effective 6/1/2012.
    Filed Date: 5/31/12.
    Accession Number: 20120531-5344.
    Comments Due: 5 p.m. ET 6/21/12.

    Docket Numbers: ER12-1903-000.
    Applicants: Pacific Gas and Electric Company.
    Description: Western WDT May 2012 Biannual Filing to be effective
8/1/2012.
    Filed Date: 6/1/12.
    Accession Number: 20120601-5003.
    Comments Due: 5 p.m. ET 6/22/12.

    Docket Numbers: ER12-1904-000.
    Applicants: Pacific Gas and Electric Company.
    Description: Western IA May 2012 Biannual Filing to be effective 8/
1/2012.
    Filed Date: 6/1/12.
    Accession Number: 20120601-5005.
    Comments Due: 5 p.m. ET 6/22/12.

    Docket Numbers: ER12-1905-000.
    Applicants: Southern California Edison Company.
    Description: GIA and Distribution Service Agreement Palm Springs
Sunrise Plaza Cogeneration to be effective 6/1/2012.
    Filed Date: 6/1/12.
    Accession Number: 20120601-5030.
    Comments Due: 5 p.m. ET 6/22/12.

    Docket Numbers: ER12-1906-000.
    Applicants: Southern California Edison Company.
    Description: GIA and Distribution Service Agmt CalWind Resources,
Wind Resources I Project to be effective 6/1/2012.
    Filed Date: 6/1/12.
    Accession Number: 20120601-5034.
    Comments Due: 5 p.m. ET 6/22/12.

    Docket Numbers: ER12-1907-000.
    Applicants: Southern California Edison Company.
    Description: GIA and Distribution Service Agreement Irvine Ranch
Water District to be effective 6/1/2012.
    Filed Date: 6/1/12.
    Accession Number: 20120601-5035.
    Comments Due: 5 p.m. ET 6/22/12.

    Docket Numbers: ER12-1908-000.
    Applicants: New England Power Pool Participants Committee.
    Description: Jun 2012 Membership Filing to be effective 5/1/2012.
    Filed Date: 6/1/12.
    Accession Number: 20120601-5045.
    Comments Due: 5 p.m. ET 6/22/12.

    Docket Numbers: ER12-1909-000.
    Applicants: National Grid Generation LLC.
    Description: National Grid Generation LLC Pension and Other Post
Employment Benefits Costs for the Year Ending December 31, 2011.
    Filed Date: 5/31/12.
    Accession Number: 20120531-5397.
    Comments Due: 5 p.m. ET 6/21/12.

    Docket Numbers: ER12-1910-000.
    Applicants: Southern California Edison Company.
    Description: Southern California Edison Company submits tariff
filing per 35.13(a)(2)(iii: GIA and Distribution Service Agreement with
Searles Valley Minerals Inc. to be effective 6/1/2012.
    Filed Date: 6/1/12.
    Accession Number: 20120601-5202.
    Comments Due: 5 p.m. ET 6/22/12.

    Docket Numbers: ER12-1911-000.
    Applicants: RE McKenzie 1 LLC.
    Description: RE McKenzie 1 LLC submits tariff filing per 35.12:
Application for Market-Based Rate Authority to be effective 7/31/2012.
    Filed Date: 6/1/12.
    Accession Number: 20120601-5203.
    Comments Due: 5 p.m. ET 6/22/12.

    Docket Numbers: ER12-1912-000.
    Applicants: RE McKenzie 2 LLC.
    Description: RE McKenzie 2 LLC submits tariff filing per 35.12:
Application for Market-Based Rate Authority to be effective 7/31/2012.
    Filed Date: 6/1/12.
    Accession Number: 20120601-5205.
    Comments Due: 5 p.m. ET 6/22/12.

    Docket Numbers: ER12-1913-000.
    Applicants: RE McKenzie 3 LLC.
    Description: RE McKenzie 3 LLC submits tariff filing per 35.12:
Application for Market-Based Rate Authority to be effective 7/31/2012.
    Filed Date: 6/1/12.
    Accession Number: 20120601-5207.
    Comments Due: 5 p.m. ET 6/22/12.

    Docket Numbers: ER12-1914-000.
    Applicants: ISO New England Inc., New England Power Company.
    Description: ISO New England Inc. submits tariff filing per
35.13(a)(2)(iii: Rev to Att K and MR1 Reg How Res Needed for Rel Treat
in RSP to be effective 8/1/2012.
    Filed Date: 6/1/12.
    Accession Number: 20120601-5209.
    Comments Due: 5 p.m. ET 6/22/12.

    Docket Numbers: ER12-1915-000.
    Applicants: RE McKenzie 4 LLC.
    Description: RE McKenzie 4 LLC submits tariff filing per 35.12:
Application for Market-Based Rate Authority to be effective 7/31/2012.
    Filed Date: 6/1/12.
    Accession Number: 20120601-5211.
    Comments Due: 5 p.m. ET 6/22/12.

    Docket Numbers: ER12-1916-000.
    Applicants: RE McKenzie 5 LLC.
    Description: RE McKenzie 5 LLC submits tariff filing per 35.12:
Application for Market-Based Rate Authority to be effective 7/31/2012.
    Filed Date: 6/1/12.
    Accession Number: 20120601-5213.
    Comments Due: 5 p.m. ET 6/22/12.

    Docket Numbers: ER12-1917-000.
    Applicants: RE McKenzie 6 LLC.
    Description: RE McKenzie 6 LLC submits tariff filing per 35.12:
Application for Market-Based Rate Authority to be effective 7/31/2012.
    Filed Date: 6/1/12.
    Accession Number: 20120601-5215.
    Comments Due: 5 p.m. ET 6/22/12.

    Docket Numbers: ER12-1918-000.
    Applicants: Public Service Electric and Gas Company, PJM
Interconnection, L.L.C., American Transmission Systems, Incorporation.
    Description: Public Service Electric and Gas Company submits tariff
filing per 35.13(a)(2)(iii: TOA-AC revisions to the PJM Tariff Schedule
1A to include ATSI & Duke rates to be effective 8/1/2012.
    Filed Date: 6/1/12.
    Accession Number: 20120601-5217.
    Comments Due: 5 p.m. ET 6/22/12.

    Take notice that the Commission received the following electric
securities filings:

    Docket Numbers: ES12-44-000.
    Applicants: Indianapolis Power & Light Company.
    Description: Application of Indianapolis Power & Light Company
under FPA Section 204 for an Order Authorizing the Issuance of Short-
Term Debt Instruments.
    Filed Date: 5/31/12.
    Accession Number: 20120531-5387.
    Comments Due: 5 p.m. ET 6/21/12.

    Take notice that the Commission received the following public
utility holding company filings:

    Docket Numbers: PH12-14-000.
    Applicants: Sempra Energy.
    Description: Sempra Energy FERC-65B Waiver Notice of Change in
Facts.
    Filed Date: 5/31/12.
    Accession Number: 20120531-5264.
    Comments Due: 5 p.m. ET 6/21/12.

    Docket Numbers: PH12-15-000.
    Applicants: Enbridge Inc.
    Description: Notice of Material Change in Facts of Enbridge Inc.
    Filed Date: 5/31/12.
    Accession Number: 20120531-5399.
    Comments Due: 5 p.m. ET 6/21/12.

    The filings are accessible in the Commission's eLibrary system by
clicking on the links or querying the docket number.
    Any person desiring to intervene or protest in any of the above
proceedings must file in accordance with Rules 211 and 214 of the
Commission's Regulations (18 CFR 385.211 and 385.214) on or before 5:00
p.m. Eastern time on the specified comment date. Protests may be
considered, but intervention is necessary to become a party to the
proceeding.
    eFiling is encouraged. More detailed information relating to filing
requirements, interventions, protests, service, and qualifying
facilities filings can be found at: http://www.ferc.gov/docs-filing/efiling/filing-req.pdf. For other information, call<PHONE_NUMBER>
(toll free). For TTY, call<PHONE_NUMBER>.

    Dated: June 1, 2012.
Nathaniel J. Davis, Sr.,
Deputy Secretary.
[FR Doc. 2012-14024 Filed 6-8-12; 8:45 am]
BILLING CODE 6717-01-P


[Federal Register Volume 83, Number 238 (Wednesday, December 12, 2018)]
[Notices]
[Pages 63933-63935]
[FR Doc No: 2018-26907]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-84745; File No. SR-GEMX-2018-40]

Self-Regulatory Organizations; Nasdaq GEMX, LLC; Notice of Filing
and Immediate Effectiveness of Proposed Rule Change to Supplementary
Material .02 to Rule 715

December 7, 2018.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934

(``Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby given that
on November 29, 2018, Nasdaq GEMX, LLC (``GEMX'' or ``Exchange'') filed
with the Securities and Exchange Commission (``SEC'' or ``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.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change

    The Exchange proposes to amend Supplementary Material .02 to Rule
715 regarding Cancel and Replace Orders.
    The text of the proposed rule change is available on the Exchange's
website at http://nasdaqgemx.cchwallstreet.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 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 proposes to amend Supplementary Material .02 to Rule
715 regarding Cancel and Replace Orders to: (i) Correct an
inconsistency between the Exchange's rule text and the operation of the
System \3\ by removing the reference to Rule 710, (ii) update rule
cross-references, and (iii) make other non-substantive, technical
changes.
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    \3\ The term ``System'' means the electronic system operated by
the Exchange that receives and disseminates quotes, executes orders
and reports transactions. See Rule 100(a)(64).
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    Today, a member has the option of either sending in a cancel order
and then separately sending in a new order which serves as a
replacement of the original order (two separate messages), or sending a
single cancel and replace order in one message (i.e., a Cancel and
Replace Order). Specifically, Supplementary Material .02 to Rule 715
defines a Cancel and Replace Order as a single message for the
immediate cancellation of a previously received order and the
replacement of that order with a new order.\4\ The replacement portion
of the Cancel and Replace Order is treated as a new order and therefore
goes through price or other reasonability checks as a result of being
viewed as such.\5\ If the replacement portion of a Cancel and Replace
Order does not satisfy the System's price or other reasonability
checks, the existing order will be cancelled and not replaced.\6\ The
Exchange notes, however, that when it initially codified Cancel and
Replace Orders in its Rulebook as part of SR-ISEGemini-2017-07, it
inadvertently included Rule 710 within the list of price reasonability
checks. In SR-ISEGemini-2017-07, the Exchange explained that the System
conducts price or other reasonability checks for Cancel and Replace
Orders to validate such orders against the current market conditions
prior to proceeding with the request to modify the order.\7\ Rule 710,
which relates to the minimum price variations applicable to options
series traded on the Exchange, does not involve the System considering
the current market at the time of the Cancel and Replace Order, and an
incoming Cancel and Replace Order that fails the minimum price
variation checks in Rule 710 would not result in the existing order
being cancelled and not replaced.\8\ The Exchange therefore proposes to
remove the reference to Rule 710 from the list of price or other
reasonability checks to conform its rule text to the System.
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    \4\ If the previously placed order is already filled partially
or in its entirety, the replacement order is automatically cancelled
or reduced by the number of contracts that were executed. See
Supplementary Material .02 to Rule 715.
    \5\ Supplementary Material .02 to Rule 715 further provides how
the replacement portion may retain the priority of the original
order, provided certain specified conditions are met. The manner in
which the Exchange treats priority with respect to Cancel and
Replace Orders is not changing under this proposal.
    \6\ See Securities Exchange Act Release No. 80106 (February 24,
2017), 82 FR 12374 (March 2, 2017) (SR-ISEGemini-2017-07)
(memorializing Cancel and Replace Orders in Supplementary Material
.02 to Rule 715). The Exchange subsequently changed its name from
ISE Gemini to Nasdaq GEMX.
    \7\ Id.
    \8\ In this instance, the System would simply reject the cancel
and replace message as an invalid instruction. The Exchange notes
that the previous T7 system likewise treated Cancel and Replace
Orders in this manner.
---------------------------------------------------------------------------

    The Exchange also proposes to update the various rule references
related to the price reasonability checks within this provision to
refer to the current rules.\9\ Finally, the Exchange proposes other
non-substantive, technical changes within Supplementary Material .02 to
Rule 715 to capitalize ``Cancel and Replace Order'' for consistency,
and to capitalize ``System,'' which is a defined term.
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    \9\ In particular, Rules 711(c) and 714(b)(2) are now Rules
714(b)(1)(B) and 714(b)(1)(A), respectively, pursuant to SR-GEMX-
2018-32. See Securities Exchange Act Release No. 84238 (September
20, 2018), 83 FR 48678 (September 26, 2018).
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2. Statutory Basis
    The Exchange believes that its proposal is consistent with Section
6(b) of the Act,\10\ in general, and furthers the objectives of Section
6(b)(5) of the Act,\11\ in particular, in that it is designed to
promote just and equitable principles of trade, 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. The Exchange's proposal corrects an inadvertent error in
Supplementary Material .02 to Rule 715, which currently includes Rule
710 within the list of price or other reasonability checks. As
discussed above, including Rule 710 is inconsistent with the operation
of the Exchange's System because an incoming Cancel and Replace Order
which fails the minimum price variation checks in Rule 710 does not
result in the existing order getting cancelled and not replaced. This
rule change would amend the rule text to reflect GEMX's current
practice, and should avoid potential confusion about how the System
processes Cancel and Replace Orders today.\12\ Furthermore, the
Exchange's proposal to update the rule references and make other non-
substantive technical changes, as further described above, will bring
greater transparency to its Rulebook thereby protecting investors and
the public interest by reducing potential for investor confusion.
---------------------------------------------------------------------------

    \10\ 15 U.S.C. 78f(b).
    \11\ 15 U.S.C. 78f(b)(5).
    \12\ See note 8 above.
---------------------------------------------------------------------------

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 not necessary or appropriate in
furtherance of the purposes of the Act. All of the proposed changes are
intended to bring greater transparency to the Exchange's Rulebook, and
therefore does not unduly burden competition.

C. Self-Regulatory Organization's Statement on Comments on the Proposed
Rule Change Received From Members, Participants, or Others

    No written comments were either solicited or received.

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 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)(iii) of the Act \13\ and
subparagraph (f)(6) of Rule 19b-4 thereunder.\14\
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    \13\ 15 U.S.C. 78s(b)(3)(A)(iii).
    \14\ 17 CFR 240.19b-4(f)(6). In addition, Rule 19b-4(f)(6)
requires a self-regulatory organization to give the Commission
written notice of its intent to file the proposed rule change at
least five business days prior to the date of filing of the proposed
rule change, or such shorter time as designated by the Commission.
At the Exchange's request, the Commission has waived this
requirement.
---------------------------------------------------------------------------

    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 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<EMAIL_ADDRESS>Please include
File Number SR-GEMX-2018-40 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-GEMX-2018-40. 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 website (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 website 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 the Exchange. All comments
received will be posted without change. Persons submitting comments are
cautioned that we do not redact or edit personal identifying
information from comment submissions. You should submit only
information that you wish to make available publicly. All submissions
should refer to File Number SR-GEMX-2018-40 and should be submitted on
or before January 2, 2019.

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\15\
---------------------------------------------------------------------------

    \15\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------

Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2018-26907 Filed 12-11-18; 8:45 am]
 BILLING CODE 8011-01-P


[Federal Register Volume 78, Number 59 (Wednesday, March 27, 2013)]
[Notices]
[Pages 18657-18660]
[FR Doc No: 2013-07007]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-69200; File No. SR-CBOE-2013-031]

Self-Regulatory Organizations; Chicago Board Options Exchange,
Incorporated; Notice of Filing and Immediate Effectiveness of a
Proposed Rule Change Relating to the Equity Rights Program of CBSX

March 21, 2013.
    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 March 7, 2013, Chicago Board Options Exchange, Incorporated
(the ``Exchange'' or ``CBOE'') 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
Exchange. The Commission is publishing this notice to solicit comments
on the proposed rule change from interested persons.
---------------------------------------------------------------------------

    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
---------------------------------------------------------------------------

I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change

    CBOE proposes to modify an equity rights program of CBOE Stock
Exchange, LLC (``CBSX'').\3\ There are no proposed changes to the rule
text.
---------------------------------------------------------------------------

    \3\ CBSX is a stock trading facility of the Exchange.
---------------------------------------------------------------------------

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 purpose of the Program is to promote the long-term interests of
CBSX by providing incentives designed to encourage current and future
CBSX owners and market participants to contribute to the growth and
success of CBSX, by being active liquidity providers and takers to
provide enhanced levels of trading volume to CBSX's market, through an
opportunity to increase their proprietary interests in CBSX's
enterprise value.
    Under the Program, in exchange for providing order flow to CBSX, a
participant may earn EPE Units representing the right to acquire Series
B Shares of CBSX pursuant to the terms of the Program. Under the
Program, a participant may earn up to the number of EPE Units that
would constitute, upon conversion, up to an aggregate of 19.99% of
then-outstanding CBSX equity (``Earn-Out Percentage''). EPE Units may
be earned based on a participant's trading activity in the initial
three years of the Program (``Measurement Period One'') and in years
three \4\ [sic] through five of the Program (``Measurement Period
Two''). EPE Units are earned and issued on the day following the end of
the applicable Measurement Period.
---------------------------------------------------------------------------

    \4\ Commission staff confirmed on a conference call with CBOE
staff that Measurement Period Two consists of years 4 and 5 of the
Program. Conference call between Tina Barry, Senior Special Counsel,
Division of Trading and Markets, Commission, and Laura Dickman,
Attorney, CBOE, on March 12, 2013.
---------------------------------------------------------------------------

    A participant will be eligible to earn EPE Units in Measurement
Period One provided that the participant is a Trading Permit Holder
(``TPH'') in good standing of CBSX, and that the participant has
achieved ``MADV'' during that period. ``MADV'' means a ``minimum
average daily volume'' of executions by the participant at CBSX that
equals at least 0.25% of ``TCAV.'' ``TCAV'' means the ``total
consolidated average daily trading volume'' of all NMS stocks as
disseminated pursuant to an effective national market system plan
during the applicable Measurement Period, less a 3% downward adjustment
for trades in quantities below 100 shares (odd-lot trades).\5\ Upon
achieving the

MADV, a participant will receive EPE Units in an amount equal to an
Earn-Out Percentage of 1.4%. For each 0.01% contribution of TCAV above
MADV, the participant's Earn-Out Percentage will increase 0.16% (up to
a maximum of the Measurement Period One Cap, as defined below). For
example, if a participant achieves 0.25% of TCAV during Measurement
Period One, the participant will receive an Earn-Out Percentage of
1.4%. If the participant achieves 0.26% of TCAV during Measurement
Period One, the participant will receive an Earn-Out Percentage of
1.56%. This would continue up to the Measurement Period One Cap.
Participants will not earn any EPE Units if they do not achieve MADV
during Measurement Period One. Notwithstanding the foregoing, in the
event of a liquidity event occurring in the first year of Measurement
Period One, the Earn-Out Percentage may not exceed 7.5%.
---------------------------------------------------------------------------

    \5\ Currently, odd-lot trades are not disseminated under
national market system (``NMS'') plans and thus are not included in
total consolidated trading volume of NMS stocks. Based on industry
discussions, CBSX expects that within the next year, NMS plans will
require exchanges to report odd-lot trades to the tape under those
plans. Pursuant to data that CBSX received from the Consolidated
Tape Association (CTA) and Consolidated Quotation (CQ) Plans, as
well as the OTC/UTP Plan (the two national market system plans for
reporting stock trades), if odd-lot trades were reported to the
tape, then the volume of larger exchanges (e.g. NYSE, NASDAQ) would
increase by approximately 5%, which would cause total consolidated
trading volume of NMS stocks to increase close to that amount.
However, the volume of CBSX would increase by approximately 1.5% to
2.0%. The increase in total consolidated trading volume would thus
be skewed against and much higher than the increase in volume on
CBSX. The purpose of the 3% adjustment to total consolidated trading
volume is to address this bias. CBSX believes the Program would make
it unnecessarily more difficult to achieve MADV without the
adjustment, as the amount of odd-lot trading on CBSX would not
offset the amount of the total consolidated trading volume
increases.
---------------------------------------------------------------------------

    A participant will be eligible to earn EPE Units in Measurement
Period Two provided that the participant is and remains a TPH in good
standing of CBSX and that the participant achieved the MADV in
Measurement Period One. Participants will not earn any EPE Units during
Measurement Period Two if their contributions of TCAV are less than or
equal to the MADV. For each 0.01% contribution of TCAV above MADV in
Measurement Period Two, the participant will receive an EPE Unit Earn-
Out 0.058706% up to a maximum of the Measurement Period Two Cap (as
defined below). For example, if a participant achieves MADV during
Measurement Period Two, the participant will earn no EPE Units. If the
participant achieves 0.26% of TCAV during Measurement Period Two, the
participant will receive an Earn-Out Percentage of 0.058706%. If the
participant achieves 0.27% of TCAV during Measurement Period Two, the
participant will receive an Earn-Out Percentage of 0.117412%. This
would continue up to the Measurement Period Two Cap.
    As mentioned above, certain caps apply under the Program. In
Measurement Period One, a participant may earn a maximum Earn-Out
Percentage of 15% (the ``Measurement Period One Cap''). In Measurement
Period Two, a participant may earn a maximum Earn-Out Percentage of
4.99% (the ``Measurement Period Two Cap'' and, together with the
Measurement Period One Cap, the ``Participant Cap''). In addition, no
additional EPE Units may be earned or issued under the Program if those
additional EPE Units, together with the EPE Units outstanding at the
time, would be convertible into Series B Shares representing more than
a 33% percentage interest of then-outstanding CBSX equity (the
``Program Cap''). Any awards otherwise in excess of the Program Cap
will be reduced among participants on a pro-rata basis.
    EPE Units may be converted to Series B Shares upon a ``Conversion
Event.'' A Conversion Event includes (i) a transfer of a majority of
the outstanding voting shares of CBSX to a third party and certain
other liquidity events, (ii) in the event that during any six month
period during Measurement Period One the trading volume on CBSX equals
at least 3% of TCAV, (iii) the expiration of Measurement Period Two, or
(iv) the termination of the Program. Until the conversion of the EPE
Units upon the occurrence of a Conversion Event, the EPE Units will not
entitle the holder thereof to any voting, allocation or distribution
rights or any share of the income, gain, loss, deduction or other tax
attributes or assets of CBSX, or any rights to participate as a CBSX
owner in any way. The Series B Shares issuable upon conversion of EPE
Units as a result of a Conversion Event will entitle the holder thereof
to all of the rights, benefits, privileges and obligations then
applicable under the Third Amended and Restated Operating Agreement of
CBSX, dated as of December 30, 2011, as amended from time to time (the
``Operating Agreement'') to outstanding Series B Shares and the holder
will become an owner with respect to the Series B Shares issued upon
conversion. Upon the occurrence of a Conversion Event, EPE Units earned
by a participant will, at participant's election, convert into Series B
Shares.
    With respect to any or all Series B Shares and/or EPE Units held by
a participant, CBSX will have the right to purchase from the
participant up to all of the participant's Series B Shares or EPE Units
at a price based on a valuation provided by an independent third party
agreed upon by CBSX and the participant (the ``Independent Auditor'').
CBSX may exercise its call right at any time, in CBSX's sole
discretion, after Measurement Period Two. CBSX may exercise its call
right no more than one (1) time with respect to any participant.
    With respect to any or all Series B Shares held by a participant
that have been earned under the Program, the participant will have the
right to sell to CBSX up to all of the participant's Series B Shares so
earned at a price based on a valuation provided by the Independent
Auditor. A participant may exercise its put right at any time, in the
participant's sole discretion, after two years after the occurrence of
a Conversion Event, provided that (i) No more than 20% of the
participant's ownership (as of the date of the first put exercise) may
be put in any 12-month period; (ii) CBSX may limit the participant's
exercise of the put right in any given period to the extent necessary
to preclude the Independent Auditor from issuing an opinion that raises
substantial doubt about CBSX's ability to continue as a going concern
for the subsequent 12 months; and (iii) exercise of the put right will
in all respects remain subject to the terms and conditions of Section
1.8 of the Operating Agreement.\6\ The costs of the Independent
Auditor's valuation and going concern assessment will be borne solely
by the participant(s) seeking to exercise the put right.
---------------------------------------------------------------------------

    \6\ Section 1.8 of the Operating Agreement provides that
notwithstanding anything otherwise contained in the Operating
Agreement to the contrary, so long as CBSX is a facility of CBOE, in
the event that CBOE, in its sole discretion, determines that any
action, transaction or aspect of an action or transaction, is
necessary or appropriate for, or interferes with, the performance or
fulfillment of CBOE's regulatory functions, its responsibilities
under the Act or as specifically required by the Committee, (i)
CBOE's affirmative vote will be required to be included in order to
constitute a super majority vote of the owners,'' (ii) without
CBOE's affirmative vote no such action, transaction or aspect of an
action or transaction will be authorized, undertaken or effective,
and (iii) CBOE will have the sole and exclusive right to direct that
any required, necessary or appropriate act, as it may determine in
its sole discretion, to be taken or transaction be undertaken by or
on behalf of CBSX without regard to the vote, act or failure to vote
or act by any other party in any capacity.
---------------------------------------------------------------------------

    All CBSX Series B Owners at the date of effectiveness of the
Program, and any subsequent Series B Owner that purchases Series B
Shares in an amount equaling 0.01% percentage interest \7\

and otherwise qualifies for Program participation during an Enrollment
Period, may request designation as a participant under the Program.
``Enrollment Period'' means a period of time designated by the Board
from time to time to allow interested qualifying parties to enroll in
the Program and satisfy the eligibility criteria required of Program
participants. In addition, to be designated as a participant, an
applicant must: (i) Be a TPH in good standing of CBSX; (ii) qualify as
an ``accredited investor'' as such term is defined in Regulation D of
the Securities Act of 1933; \8\ and (iii) have executed all required
documentation for Program participation. All applicants will be subject
to the same eligibility and designation criteria, and all Participants
will participate in the Program on the same terms, conditions and
restrictions.
---------------------------------------------------------------------------

    \7\ Section 3.2 of the Operating Agreement provides that the
Board may issue Series B Shares to new Owners in its sole
discretion, up to 0.01% of then-outstanding CBSX equity. In
connection with the approval of the Program, the Board authorized
issuance of 0.01% of Series B Shares to any TPH that requests to
participate in the Program and satisfies the other eligibility
criteria for the Program, as described in this filing.
    \8\ The purpose of this criterion relates to the ability of CBSX
to sell Series B Shares pursuant to an exemption from registration
under the Securities Act of 1933. The definition of ``accredited
investor'' under Rule 501(a)(1) of the Act includes any broker or
dealer registered pursuant to Section 15 of the Act. CBOE Rules
3.2(a)(ii) and 3.3(a)(ii) require a TPH to be registered as a broker
or dealer pursuant to Section 15 of the Act, so all CBSX TPHs will
satisfy this criterion.
---------------------------------------------------------------------------

    As discussed above, the purpose of the Program is to encourage TPHs
to direct greater trade volume to CBSX to enhance trading volume in
CBSX's market. Increased volume will provide for greater liquidity and
enhanced price discovery, which benefits all market participants. Other
exchanges currently engage in the practice of incentiving increased
order flow in order to attract liquidity providers through equity
sharing arrangements.\9\ The Program similarly intends to attract order
flow, which will increase liquidity, thereby providing greater trading
opportunities and tighter spreads for other market participants and
causing a corresponding increase in order flow from these other market
participants. The Program will similarly reward the liquidity providers
that provide this additional volume with a potential proprietary
interest in CBSX.
---------------------------------------------------------------------------

    \9\ See, e.g., Securities Exchange Act Release No. 34-62358
(June 22, 2010), 75 FR 37861 (June 30, 2010) (SR-NSX-2010-006)
(order approving National Stock Exchange, Inc. equity rights program
[sic]); and Securities Exchange Act release No. 64742 (June 24,
2011), 76 FR 38436 (June 30, 2011) (SR-NYSEAmex-2011-018) (order
approving NYSE Amex LLC (now NYSE MKT LLC) options facility,
including a volume-based equity plan).
---------------------------------------------------------------------------

    The specific volume thresholds of the Program's Measurement Periods
were set based upon business determinations and an analysis of current
volume levels. The volume thresholds are intended to incentive firms to
increase the number of orders that are sent to CBSX to achieve the next
threshold. Increasing the number of orders that are sent to CBSX will
in turn provide tighter and more liquid markets, and therefore attract
more business overall.
    CBSX currently intends to initiate an Enrollment Period, and
thereafter commence Measurement Period One on a date determined by CBSX
after effectiveness of the instant rule filing. CBSX will notify TPHs
of the implementation of the Program and the dates of the Enrollment
Period by regulatory circular, and will post a copy of this rule filing
on its Web site. Any CBSX TPH that is interested in participating in
the Program may contact CBSX for more information and legal
documentation and will be required to enter into a nondisclosure
agreement regarding this additional program information.
2. Statutory Basis
    The Exchange believes the proposed rule change is consistent with
the Act and the rules and regulations thereunder applicable to the
Exchange and, in particular, the requirements of Section 6(b) of the
Act.\10\ Specifically, the Exchange believes the proposed rule change
is consistent with the Section 6(b)(5) \11\ 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
facilitation 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)\12\ requirement that the rules of
an exchange not be designed to permit unfair discrimination between
customers, issuers, brokers, or dealers. The Exchange also believes the
proposed rule change is consistent with Section 6(b)(4) of the Act,\13\
which requires that Exchange rules provide for the equitable allocation
of reasonable dues, fees, and other charges among its TPHs and other
persons using its facilities.
---------------------------------------------------------------------------

    \10\ 15 U.S.C. 78f(b).
    \11\ 15 U.S.C. 78f(b)(5).
    \12\ Id.
    \13\ 15 U.S.C. 78f(b)(4).
---------------------------------------------------------------------------

    In particular, the proposed rule change is equitable and not
unfairly discriminatory, because all TPHs may elect to participate (or
elect to not participate) in the Program and earn EPE Units on the same
terms and conditions, assuming they satisfy the same eligibility
criteria as described above. The eligibility criteria are objective;
thus, all TPHs have the ability to satisfy them. The Board also has
authorized CBSX to issue Series B Shares to any TPH that requests
designation to participate in the Program and otherwise satisfies the
eligibility criteria to ensure that all TPHs will have the opportunity
to own Series B Shares and thus participate in the Program if they so
choose. In addition, participants will receive Earn-Out Percentages
based on fixed volume thresholds that will apply to all participants.
The Exchange believes the Program is equitable and reasonable because
an increase in volume and liquidity would benefit all market
participants by providing more trading opportunities and tighter
spreads, even to those market participants that do not participate in
the Program. Additionally, the Exchange believes the proposed rule
change is consistent with the Act because, as described above, the
Program is designed to bring greater volume and liquidity to CBSX,
which will benefit all market participants by providing tighter quoting
and better prices, all of which perfects the mechanism for a free and
open market and national market system.
    Given the robust competition for volume among equity markets, many
of which offer the same products, implementing a program to attract
orders like the one being proposed in this filing is consistent with
the above-mentioned goals of the Act. This is especially true for the
smaller equity markets, such as CBSX, which is competing for volume
with much larger exchanges that dominate the equity trading industry.
CBSX has a trading volume of less than 1% of total consolidated trading
volume, so it is unlikely that the Program could cause any competitive
harm to the equity market or to market participants, even though the
Program is offering equity rights to participants in exchange for
participants' provision of liquidity. The Program is a modest attempt
by a small equity market to attract order volume away from larger
competitors by adopting an innovative pricing strategy, as evidenced by
the volume thresholds of the Program that represent fractions of 1% of
TCAV. In support of this, the

Exchange notes that, unless there is a liquidity event or the Program
terminates, participants may only convert their EPE Units earned during
Measurement Period One to Series B Shares if there is a six-month
period during which the trading volume on CBSX equals at least 3% of
TCAV. While such percentage of TCAV would represent a large volume
increase for CBSX, it would represent a minimal reduction in volume of
its larger competitors in the industry.
    The Exchange notes that access to exchange quotes is also more
efficient than ever and helps to promote price transparency and
competition among exchanges for order flow. Orders are processed and
executed electronically in milliseconds, and markets are more open to
new users than ever before. Order routers can simultaneously view and
execute orders at the exchange with the lowest transaction fees when
more than one exchange has, or may match, the best price. When more
than one exchange is displaying the best price (which is often the
case), brokers often assign lowest priority in their order routing
tables to the exchange with the highest transaction fees (or lowest
rebates). This means that if an exchange sets high fees (or low
rebates), it risks losing business to exchanges with lower fees (or
higher rebates)--the same competitive pressure used by our free markets
every day to constrain price. Plus, broker-dealers, who have accepted
responsibility for handling orders on behalf of customers, are
monitoring displayed quotes. They are typically more sophisticated and
better-informed market participants than customers in non-financial
markets, and therefore are better able to make the types of decisions
that will produce efficient markets and constrain prices. Equity
markets have different pricing models based on their competitive
assessment of the incentives that will best attract order flow and
liquidity. This competition has helped to exert competitive pressure on
the exchanges' fee structure. The Exchange believes that the Program
will help further competition, because market participants will have
yet another option in determining where to execute orders and post
liquidity if they factor the benefits of CBSX equity participation into
the determination.

B. Self-Regulatory Organization's Statement on Burden on Competition

    CBOE 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. CBOE believes that the proposed
rule change will improve competition by providing market participants
with another option when determining where to execute orders and post
liquidity. See additional discussion above under ``Statutory Basis''
regarding the proposed rule change's impact on competition.

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

    The foregoing rule change has become effective pursuant to Section
19(b)(3)(A) of the Act \14\ and paragraph (f) of Rule 19b-4 \15\
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.
---------------------------------------------------------------------------

    \14\ 15 U.S.C. 78s(b)(3)(A).
    \15\ 17 CFR 240.19b-4(f).
---------------------------------------------------------------------------

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<EMAIL_ADDRESS>Please include
File Number SR-CBOE-2013-031 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-CBOE-2013-031. 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 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-CBOE-2013-031 and should be
submitted on or before April 17, 2013.

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\16\
---------------------------------------------------------------------------

    \16\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------

Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2013-07007 Filed 3-26-13; 8:45 am]
BILLING CODE 8011-01-P


[Federal Register Volume 81, Number 116 (Thursday, June 16, 2016)]
[Notices]
[Pages 39301-39303]
[FR Doc No: 2016-14209]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-78038; File No. SR-BatsEDGA-2016-13]

Self-Regulatory Organizations; Bats EDGA Exchange, Inc.; Notice
of Filing and Immediate Effectiveness of a Proposed Rule Change to Rule
11.7, Opening Process

June 10, 2016.
    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 June 9, 2016, Bats EDGA Exchange, Inc. (the ``Exchange'' or
``EDGA'') filed with the Securities and Exchange Commission
(``Commission'') the proposed rule change as described in Items I and
II below, which Items have been prepared by the Exchange. The Exchange
has designated this proposal as a ``non-controversial'' proposed rule
change pursuant to Section 19(b)(3)(A) of the Act \3\ and Rule 19b-
4(f)(6)(iii) thereunder,\4\ which renders it effective upon filing with
the Commission. The Commission is publishing this notice to solicit
comments on the proposed rule change from interested persons.
---------------------------------------------------------------------------

    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
    \3\ 15 U.S.C. 78s(b)(3)(A).
    \4\ 17 CFR 240.19b-4(f)(6)(iii).
---------------------------------------------------------------------------

I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change

    The Exchange is proposing to amend Rule 11.7, Opening Process, to
await a two-sided quotation from the listing exchange prior to re-
opening a security for trading following a halt, suspension, or pause
in trading.
    The text of the proposed rule change is available at the Exchange's
Web site at www.batstrading.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 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 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
    The Exchange proposes to amend Rule 11.7, Opening Process, to await
a two-sided quotation from the listing exchange prior to re-opening a
security for trading following a halt, suspension, or pause in trading.
    Exchange Rule 11.7 describes the Exchange's current Opening and Re-
Opening Process. Subparagraph (e) to Rule 11.7 states that while a
security is subject to a halt, suspension, or pause in trading, the
Exchange will accept orders for queuing prior to the resumption of
trading in the security for participation in the Re-Opening Process.
Subparagraph (a) to Rule 11.7 states that, prior to the beginning of
the Regular Trading Hours, Users \5\ who wish to participate in the
Opening Process may enter orders to buy or sell.\6\ Subparagraph (a)(2)
to Rule 11.7 provides that, with certain exceptions,\7\ all orders with
a time-in-force instruction of Regular Hours Only may participate in
the Opening Process. Subparagraph (e)(1) to Rule 11.7 states that the
Re-Opening Process will occur in the same manner described in Rule
11.7(a)(2) and (b) described above,\8\ also with certain exceptions.\9\
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    \5\ See Exchange Rule 1.5(ee).
    \6\ Orders cancelled prior to the Opening Process will not
participate in the Opening Process.
    \7\ The following order types and instruction may not
participate in the opening process: Limit Orders with a Post Only
instruction, the Discretionary Range of Limit Orders, ISOs not
modified by Rule 11.7(a)(1), and orders with a Minimum Execution
Quantity instruction. See Exchange Rule 11.7(a)(2). Limit Orders
with a Reserve Quantity may participate to the full extent of their
displayed size and Reserve Quantity. Id. Limit Orders with a
Discretionary Range may participate up to their ranked limit price
for buy orders or down to their ranked limit price for sell orders.
Id. All Limit Orders with a Pegged instruction, as defined in
Exchange Rule 11.6(i), will be eligible for execution in the Opening
Process based on their pegged prices. Id.
    \8\ Subparagraph (b) to Rule 11.7 states that the Exchange will
open by performing the Opening Process in which the System will
attempt to match buy and sell orders that are executable at the
midpoint of the National Best Bid and Offer (``NBBO''). Furthermore,
subparagraph (b) of Rule 11.7 also states that all orders executable
at the midpoint of the NBBO will continue to be processed in time
sequence, beginning with the order with the oldest time stamp.
Matches occur until there are no remaining contra-side orders or
there is an imbalance of orders. An imbalance of orders may result
in orders that cannot be executed in whole or in part. Any
unexecuted orders may then be placed by the System on the EDGA Book,
cancelled, executed, or routed to away Trading Centers in accordance
with the Users' instructions pursuant to Exchange Rule 11.11.
    \9\ Orders without a time-in-force (``TIF'') instruction of
Regular Hours Only are eligible to participate in the Re-Opening
Process, but orders that include a TIF instruction of IOC or FOK, a
Post Only instruction or Minimum Execution Quantity instruction will
be cancelled or rejected, as applicable, and any ISO that does not
include a TIF instruction of IOC or FOK will be converted into a
non-ISO and be queued for participation in the Re-Opening Process.
See Exchange Rule 11.7(e)(1).
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    Subparagraph (e)(1) to Exchange Rule 11.7 also sets forth the
process by which the System sets the price of the Re-Opening Process.
Currently, the System \10\ sets the price of the Re-Opening Process at
the midpoint of the: (i) First NBBO subsequent to the first reported
trade on the listing exchange following the resumption of trading after
a halt, suspension, or pause; or (ii) NBBO when the first two-sided
quotation is published by the listing exchange following the resumption
of trading after a halt, suspension, or pause if no first trade is
reported by the listing exchange within one second of publication of
the first two-sided quotation by the listing exchange.
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    \10\ See Exchange Rule 1.5(cc).
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    The Exchange proposes to amend subparagraph (e)(1) to Rule 11.7 to
now await a two-sided quotation from the listing exchange prior to
opening a

security for trading. As amended, subparagraph (e)(1) to Rule 11.7
would state that the System would set the price of the Re-Opening
Process at the midpoint of the first NBBO subsequent to the first
reported trade and first two-sided quotation on the listing exchange
following the resumption of trading after a halt, suspension, or pause.
The Exchange will utilize the current NBBO to calculate the security's
re-opening price once a trade and two-sided quotation are received from
the listing exchange, regardless of the order in which the trade or
quotation are received. The Exchange believes the proposed rule change
will enable the listing market's quotation to be incorporated into the
NBBO, which the Exchange would, in turn, utilize in its calculation of
the midpoint of the NBBO. The Exchange believes doing so would result
in a re-opening price that more closely reflects the market prices and
conditions for that security. Under subparagraph (e)(1) to Rule 11.7,
the Exchange will continue to alternatively set the price of the Re-
Opening Process at the midpoint of the NBBO when the first two-sided
quotation is published by the listing exchange following the resumption
of trading after a halt, suspension, or pause if no first trade is
reported by the listing exchange within one second of publication of
the first two-sided quotation by the listing exchange.
2. Statutory Basis
    The Exchange believes that its proposal is consistent with Section
6(b) of the Act \11\ in general, and furthers the objectives of Section
6(b)(5) of the Act \12\ in particular, in that it is designed to
promote just and equitable principles of trade, to foster cooperation
and coordination with persons engaged in 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. The Exchange believes the
proposed rule change will promote just and equitable principles of
trade, removes impediments to, and perfect the mechanism of, a free and
open market and a national market system because it enables the System
to execute the Re-Opening Process at a price that is objectively
established by the market for the security. The proposal would enable
the listing market's quotation to be incorporated into the NBBO, which
the Exchange would, in turn, utilize in its calculation of the midpoint
of the NBBO. The Exchange believes doing so would result in a re-
opening price that more closely reflect the market prices and
conditions for that security. Therefore, the Exchange believes the
proposed rule change promotes just and equitable principles of trade
because it ensures a midpoint price that the Exchange believes would
accurately reflect the market for the security.
---------------------------------------------------------------------------

    \11\ 15 U.S.C. 78f(b).
    \12\ 15 U.S.C. 78f(b)(5).
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B. Self-Regulatory Organization's Statement on Burden on Competition

    The Exchange does not believe that the proposal will impose any
burden on competition not necessary or appropriate in furtherance of
the purposes of the Act. The proposed rule change will enable the
Exchange to incorporate the listing market's quotation into its
calculation of the midpoint of the NBBO, resulting in a re-opening
price that would more closely reflect the opening market prices and
conditions for that security. Therefore, the Exchange believes the
proposed rule change will promote competition by enhancing the quality
of the Exchange's opening process.

C. Self-Regulatory Organization's Statement on Comments on the Proposed
Rule Change Received From Members, Participants, or Others

    The Exchange has neither solicited nor received written comments on
the proposed rule change.

III. Date of Effectiveness of the Proposed Rule Change and Timing for
Commission Action

    Because the 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 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 \13\ and Rule 19b-4(f)(6) thereunder.\14\
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    \13\ 15 U.S.C. 78s(b)(3)(A).
    \14\ 17 CFR 240.19b-4(f)(6). As required under Rule 19b-
4(f)(6)(iii), the Exchange provided the Commission with written
notice of its intent to file the proposed rule change, along with a
brief description and the text of the proposed rule change, at least
five business days prior to the date of filing of the proposed rule
change, or such shorter time as designated by the Commission.
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    A proposed rule change filed pursuant to Rule 19b-4(f)(6) under the
Act \15\ normally does not become operative for 30 days after the date
of its filing. However, Rule 19b-4(f)(6)(iii) \16\ permits the
Commission to designate a shorter time if such action is consistent
with the protection of investors and the public interest. The Exchange
has asked the Commission to waive the 30-day operative delay so that
the proposal may become operative immediately upon filing. The Exchange
states that waiver of the 30-day operative delay would allow market
participants to immediately realize the benefits of what may be more
accurate re-opening prices. Based on the foregoing, the Commission
believes the waiver of the operative delay is consistent with the
protection of investors and the public interest. Therefore, the
Commission hereby waives the operative delay and designates the
proposal operative upon filing.\17\
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    \15\ 17 CFR 240.19b-4(f)(6).
    \16\ 17 CFR 240.19b-4(f)(6)(iii).
    \17\ For purposes only of waiving the 30-day operative delay,
the Commission has also considered the proposed rule's impact on
efficiency, competition, and capital formation. See 15 U.S.C.
78c(f).
---------------------------------------------------------------------------

    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 shall 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<EMAIL_ADDRESS>Please include
File No. SR-BatsEDGA-2016-13 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 No. SR-BatsEDGA-2016-13. 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 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 No. SR-
BatsEDGA-2016-13, and should be submitted on or before July 7, 2016.

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\18\
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    \18\ 17 CFR 200.30-3(a)(12).
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Robert W. Errett,
Deputy Secretary.
[FR Doc. 2016-14209 Filed 6-15-16; 8:45 am]
 BILLING CODE 8011-01-P


[Federal Register Volume 80, Number 65 (Monday, April 6, 2015)]
[Notices]
[Pages 18449-18450]
[FR Doc No: 2015-07753]

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SECURITIES AND EXCHANGE COMMISSION

Submission for OMB Review; Comment Request

Upon Written Request, Copies Available From: Securities and Exchange
Commission, Office of FOIA Services, 100 F Street NE., Washington, DC
20549-2736.

Extension:
    Rule 23c-1. (SEC File No. 270-253, OMB Control No. 3235-0260).

    Notice is hereby given that, pursuant to the Paperwork Reduction
Act of 1995 (44 U.S.C. 350l-3520), the Securities and Exchange
Commission (the ``Commission'') has submitted to the Office of
Management and Budget a request for extension of the previously
approved collection of information discussed below.
    Rule 23c-1(a) under the Investment Company Act (17 CFR 270.23c-
1(a)) permits a closed-end fund to repurchase its securities for cash
if, in addition to the other requirements set forth in the rule, the
following conditions are met: (i) Payment of the purchase price is
accompanied or preceded by a written confirmation of the purchase
(``written confirmation''); (ii) the asset coverage per unit of the
security to be purchased is disclosed to the seller or his agent
(``asset coverage disclosure''); and (iii) if the security is a stock,
the fund has, within the preceding six months, informed stockholders of
its intention to purchase stock (``six month notice''). Commission
staff estimates that 78 closed-end funds undertake a total of 702
repurchases annually under Rule 23c-1.\1\ Staff estimates further that,
with

respect to each repurchase, each fund spends 2.5 hours to comply with
the rule's written confirmation, asset coverage disclosure and six
month notice requirements. Thus, Commission staff estimates the total
annual respondent reporting burden is 1755 hours.\2\ Commission staff
further estimates that the cost of the hourly burden per repurchase is
$295 (one half hour of a compliance attorney's time at $334 per
hour,\3\ and two hours of clerical time at $64 per hour \4\). The total
annual cost for all funds is estimated to be $207,090.\5\
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    \1\ The number of closed-end funds that undertake repurchases
annually under Rule 23c-1 is based on information provided in
response to Item 9 of Form N-CSR from December 30, 2013 through
December 30, 2014. Although 112 closed-end funds made disclosures
regarding ``publicly announced'' repurchase plans in response to
Item 9, not all repurchases are made pursuant to Rule 23c-1. We
estimate that approximately 30% of such closed-end funds have not
made repurchases pursuant to Rule 23c-1. Therefore, our estimate
does not include all 112 funds that made disclosures of publicly
announced repurchases under Item 9, but only a subset thereof.
    \2\ This estimate is based on the following calculation: 702
repurchases x 2.5 hours per repurchase = 1755 hours.
    \3\ The $334/hour figure for a compliance attorney is from
SIFMA's Management & Professional Earnings in the Securities
Industry 2013, modified by Commission staff to account for an 1800-
hour work-year and multiplied by 5.35 to account for bonuses, firm
size, employee benefits and overhead.
    \4\ The $64/hour figure for a compliance clerk is from SIFMA's
Office Salaries in the Securities Industry 2013, modified by
Commission staff to account for an 1800-hour work-year and
multiplied by 2.93 to account for bonuses, firm size, employee
benefits and overhead.
    \5\ This estimate is based on the following calculation: 702
repurchases x $295 per repurchase = $207,090.
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    In addition, the fund must file with the Commission a copy of any
written solicitation to purchase securities given by or on behalf of
the fund to 10 or more persons. The copy must be filed as an exhibit to
Form N-CSR (17 CFR 249.331 and 274.128).\6\ The burden associated with
filing Form N-CSR is addressed in the submission related to that form.
---------------------------------------------------------------------------

    \6\ In addition, Item 9 of Form N-CSR requires closed-end funds
to disclose information similar to the information that was required
in Form N-23C-1, which was discontinued in 2004.
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    The estimate of average burden hours is made solely for the
purposes of the Paperwork Reduction Act, and is not derived from a
comprehensive or even a representative survey or study of the costs of
Commission rules and forms.
    Complying with the collection of information requirements of the
rule is mandatory. The filings that the rule requires to be made with
the Commission are available to the public. An agency may not conduct
or sponsor, and a person is not required to respond to, a collection of
information unless it displays a currently valid control number.
    The public may view the background documentation for this
information collection at the following Web site, www.reginfo.gov.
Comments should be directed to: (i) Desk Officer for the Securities and
Exchange Commission, Office of Information and Regulatory Affairs,
Office of Management and Budget, Room 10102, New Executive Office
Building, Washington, DC 20503, or by sending an email to:
<EMAIL_ADDRESS>and (ii) Pamela Dyson, Director/Chief
Information Officer, Securities and Exchange Commission, c/o Remi
Pavlik-Simon, 100 F Street NE., Washington, DC 20549 or send an email
to<EMAIL_ADDRESS>Comments must be submitted to OMB within 30
days of this notice.

    Dated: March 31, 2015.
Brent J. Fields,
Secretary.
[FR Doc. 2015-07753 Filed 4-3-15; 8:45 am]
BILLING CODE 8011-01-P