[Federal Register Volume 79, Number 225 (Friday, November 21, 2014)]
[Notices]
[Pages 69554-69556]
[FR Doc No: 2014-27585]

-----------------------------------------------------------------------

DEPARTMENT OF TRANSPORTATION

National Highway Traffic Safety Administration

[Docket No. NHTSA-2014-0107; Notice 1]

Continental Tire the Americas, LLC, Receipt of Petition for
Decision of Inconsequential Noncompliance

AGENCY: National Highway Traffic Safety Administration (NHTSA),
Department of Transportation (DOT).

ACTION: Receipt of Petition.

-----------------------------------------------------------------------

SUMMARY: Continental Tire the Americas, LLC (CTA) has determined that
certain Continental General Altimax RT43 replacement tires do not fully
comply with paragraphs S5.5(c) and (f) of Federal Motor Vehicle Safety
Standard (FMVSS) No. 139, New Pneumatic Radial Tires for Light
Vehicles. CTA has filed an appropriate report dated August 19, 2014,
pursuant to 49 CFR part 573, Defect and Noncompliance Responsibility
and Reports.

DATES: The closing date for comments on the petition is December 22,
2014.

ADDRESSES: Interested persons are invited to submit written data,
views, and arguments on this petition. Comments must refer to the
docket and notice number cited at the beginning of this notice and
submitted by any of the following methods:
     Mail: Send comments by mail addressed to: U.S. Department
of Transportation, Docket Operations, M-30, West Building Ground Floor,
Room W12-140, 1200 New Jersey Avenue SE., Washington, DC 20590.
     Hand Deliver: Deliver comments by hand to: U.S. Department
of Transportation, Docket Operations, M-30, West Building Ground Floor,
Room W12-140, 1200 New Jersey Avenue SE., Washington, DC 20590. The
Docket Section is open on weekdays from 10 a.m. to 5 p.m. except
Federal Holidays.
     Electronically: Submit comments electronically by: logging
onto the Federal Docket Management System (FDMS) Web site at http://www.regulations.gov/. Follow the online instructions for submitting
comments. Comments may also be faxed to<PHONE_NUMBER>.

    Comments must be written in the English language, and be no greater
than 15 pages in length, although there is no limit to the length of
necessary attachments to the comments. If comments are submitted in
hard copy form, please ensure that two copies are provided. If you wish
to receive confirmation that your comments were received, please
enclose a stamped, self-addressed postcard with the comments. Note that
all comments received will be posted without change to http://www.regulations.gov, including any personal information provided.
    Documents submitted to a docket may be viewed by anyone at the
address and times given above. The documents may also be viewed on the
Internet at http://www.regulations.gov by following the online
instructions for accessing the dockets. DOT's complete Privacy Act
Statement is available for review in the Federal Register published on
April 11, 2000, (65 FR 19477-78).
    The petition, supporting materials, and all comments received
before the close of business on the closing date indicated below will
be filed and will be considered. All comments and supporting materials
received after the closing date will also be filed and will be
considered to the extent possible. When the petition is granted or
denied, notice of the decision will be published in the Federal
Register pursuant to the authority indicated below.

Supplementary Information:
    I. CTA's Petition: Pursuant to 49 U.S.C. 30118(d) and 30120(h) (see
implementing rule at 49 CFR part 556), CTA submitted a petition for an
exemption from the notification and remedy requirements of 49 U.S.C.
Chapter 301 on the basis that this noncompliance is inconsequential to
motor vehicle safety.
    This notice of receipt of CTA's petition is published under 49
U.S.C. 30118 and 30120 and does not represent any agency decision or
other exercise of judgment concerning the merits of the petition.
    II. Tires Involved: Affected are approximately 814 replacement
tires that were manufactured for sale in the United States and Canada.
CTA states that 181 of the replacement tires are still under their
control. CTA further identified the tires as General Altimax RT43 brand
195/65R15 91T passenger car tires and General Altimax RT43 brand 195/
65R15 91H passenger car tires.
    III. Noncompliance: CTA explains that the noncompliance is that due
to a mold labeling error the sidewall markings on both tires
incorrectly describe the maximum inflation pressure as required by
paragraph 5.5 (c) and the actual number plies in the tread area of the
tires as required by paragraph S5.5(f) of FMVSS No. 139. Specifically,
the 195/65R15 91T General Altimax RT43 tires were manufactured with
``Max Inflation Pressure: 350 kPa (51 PSI); Tread: 1 Polyester + 2
Steel + 2 Polyamide.'' The correct labeling and stamping should have
been ``Max Inflation Pressure: 300 kPa (44 PSI); Tread: 1 Polyester + 2
Steel + 1 Polyamide.'' The 195/65R15 91H General Altimax RT43 tires
were manufactured with ``Max Inflation Pressure 300 kPa (44 PSI);
Tread: 1 Polyester + 2 Steel + 1 Polyamide.'' The correct labeling and
stamping should have been ``Max Inflation Pressure 350 kPa (51 PSI);
Tread: 1 Polyester + 2 Steel + 2 Polyamide.''
    V. Rule Text: Paragraph S5.5(c) and (f) of FMVSS No. 139 requires
in pertinent part:

    S5.5 Tire Markings. Except as specified in paragraphs (a)
through (i) of S5.5, each tire must be marked on each sidewall with
the information specified in S5.5(a) through (d) and on one sidewall
with the information specified in S5.5(e) through (i) according to
the phase-in schedule specified in S7 of this standard . . .
    (C) The maximum permissible inflation pressure, subject to the
limitation of S5.5.4 through S5.5.6 of this standard;
    (f) The actual number of plies in the sidewall, and the actual
number of plies in the tread area, if different;

    V. Summary of CTA's Analyses: CTA stated its belief that the
subject noncompliance is inconsequential to motor vehicle safety for
the following reasons:
    (A) Number of Plies: CTA believes that the mislabeling of the
number of plies on the subject tires has no impact on the operational
performance of the subject tires or on the safety of vehicles on which
these tires are to be mounted. CTA states that the subject tires also
meet or exceed all of the performance requirements specified by FMVSS
No. 139.
    (B) Max Inflation Pressure: CTA believes that the choice of the
maximum inflation pressure level is the decision of the tire
manufacturer, as long as it is in compliance with the established
values under FMVSS No. 139 paragraph S5.5.4. CTA also believes that the
maximum inflation pressure values of 350 kPa and 300 kPa on both tires
are acceptable choices and stated that both tires can accommodate a
maximum pressure of 350 kPa (51 PSI.)
    (C) Overloading: CTA believes that the use of either of the maximum
inflation pressures displayed on the subject tire sidewalls as the
source of information for the recommended inflation pressure will not
result in an overloading of the tires or their load carrying capacity.
CTA says this is because both values (300 kPa and 350 kPa) are above
the inflation pressure of 250 kPa (36 PSI) at which the tire's maximum
load capacity is defined by the European Tyre and Rim Technical
Organisation (ETRTO) standard.
    (C) Strength: CTA stated that each standard load tire has a
specified tire strength requirement. Which is defined in paragraph S6.5
of FMVSS No. 139 (and paragraph S5.3 of FMVSS No. 109) and must be met
whether the selected maximum permissible pressure marking value is 240
kPa (35 PSI), 300 kPa (44 PSI), or 350 kPa (51 PSI). CTA believes that
both of the subject tires meet this requirement.
    (D) Incidents: CTA stated that they are not aware of any crashes,
injuries, customer complaints, or field reports associated with the
subject noncompliance.
    (C) Previous Rulings: CTA made mention that NHTSA has previously
granted tire companies inconsequentiality exemptions relating to errors
in sidewall markings.
    CTA has additionally informed NHTSA that it has corrected the
noncompliance so that all future production of the subject tires comply
with FMVSS No. 139.
    In summation, CTA believes that the described noncompliance of the
subject tires is inconsequential to motor vehicle safety, and that its
petition, to exempt CTA from providing recall notification of
noncompliance as required by 49 U.S.C. 30118 and remedying the recall
noncompliance as required by 49 U.S.C. 30120 should be granted.
    NHTSA notes that the statutory provisions (49 U.S.C. 30118(d) and
30120(h)) that permit manufacturers to file petitions for a
determination of inconsequentiality allow NHTSA to exempt manufacturers
only from the duties found in sections 30118 and 30120, respectively,
to notify owners, purchasers, and dealers of a defect or noncompliance
and to remedy the defect or noncompliance. Therefore, any decision on
this petition only applies to the subject tires that CTA no longer
controlled at the time it determined that the noncompliance existed.
However, any decision on this petition does not relieve equipment
distributors and dealers of the prohibitions on the sale, offer for
sale, or introduction or delivery for introduction into interstate
commerce of the noncompliant tires under their control after CTA
notified

them that the subject noncompliance existed.

    Authority: 49 U.S.C. 30118, 30120: delegations of authority at
49 CFR 1.95 and 501.8.

Jeffrey M. Giuseppe,
Acting Director, Office of Vehicle Safety Compliance.
[FR Doc. 2014-27585 Filed 11-20-14; 8:45 am]
BILLING CODE 4910-59-P


[Federal Register: February 9, 2010 (Volume 75, Number 26)]
[Notices]
[Page 6417-6421]
[DOCID:fr09fe10-105]

-----------------------------------------------------------------------

SECURITIES AND EXCHANGE COMMISSION

[Investment Company Act Release No. 29128; 812-13658-01]

U.S. One, Inc. and U.S. One Trust; Notice of Application

February 2, 2010.
AGENCY: Securities and Exchange Commission (``Commission'').

ACTION: Notice of an application for an order under section 6(c) of the
Investment Company Act of 1940 (``Act'') for an exemption from sections
2(a)(32), 5(a)(1) and 22(d) of the Act and rule 22c-1 under the Act,
and under sections 6(c) and 17(b) of the Act for an exemption from
sections 17(a)(1) and (a)(2) of the Act.

-----------------------------------------------------------------------

Applicants: U.S. One, Inc. (the ``Advisor'') and U.S. One Trust (the
``Trust'').

Summary of Application: Applicants request an order that permits: (a)
Series of certain open-end management investment companies to issue
shares (``Shares'') redeemable in large aggregations only (``Creation
Units''); (b) secondary market transactions in Shares to occur at
negotiated market prices; and (c) certain affiliated persons of the
series to deposit securities into, and receive securities from, the
series in connection

with the purchase and redemption of Creation Units.

Filing Dates: The application was filed on May 20, 2009, and amended on
September 28, 2009, and February 1, 2010.

Hearing or Notification of Hearing: An order granting the requested
relief will be issued unless the Commission orders a hearing.
Interested persons may request a hearing by writing to the Commission's
Secretary and serving applicants with a copy of the request, personally
or by mail. Hearing requests should be received by the Commission by
5:30 p.m. on February 26, 2010, and should be accompanied by proof of
service on applicants, in the form of an affidavit or, for lawyers, a
certificate of service. Hearing requests should state the nature of the
writer's interest, the reason for the request, and the issues
contested. Persons who wish to be notified of a hearing may request
notification by writing to the Commission's Secretary.

ADDRESSES: Secretary, U.S. Securities and Exchange Commission, 100 F
Street, NE., Washington, DC 20549-1090. Applicants: P.O. Box 17073,
Reno, NV 89511.

FOR FURTHER INFORMATION CONTACT: Bruce R. MacNeil, Senior Counsel, at
(202) 551-6817 or Julia Kim Gilmer, Branch Chief, at<PHONE_NUMBER>
(Division of Investment Management, Office of Investment Company
Regulation).

SUPPLEMENTARY INFORMATION: The following is a summary of the
application. The complete application may be obtained via the
Commission's Web site by searching for the file number, or an applicant
using the Company name box, at http://www.sec.gov/search/search.htm or
by calling<PHONE_NUMBER>.

Applicants' Representations

    1. The Trust, a statutory trust established under the laws of
Delaware, is registered with the Commission as an open-end management
investment company. The Trust is organized as a series investment
company with one initial series (the ``Initial Fund''). The investment
objective of the Initial Fund will be to provide capital appreciation.
The Initial Fund and all future series of the Trust (``Future Funds,''
collectively with the Initial Fund, ``Funds'') will attempt to achieve
their investment objectives by utilizing an active management strategy.
Each Fund's investment objective, policies and investment strategies
will be fully disclosed in the Fund's prospectus (``Prospectus'') \1\
and statement of additional information (``SAI''). Each Fund will
primarily hold shares of underlying exchange-traded funds (``ETFs''),
as well as shares of certain exchange-traded products that are not
registered as investment companies under the Act.\2\ Applicants will
only invest in unaffiliated ETFs that have received certain exemptive
relief from the Commission to permit such investments in excess of the
limits of section 12(d)(1)(A) and (B) of the Act. Any Future Fund (a)
will be advised by the Advisor or an entity controlled by or under
common control with the Advisor, and (b) will comply with the terms and
conditions stated in the application.\3\
---------------------------------------------------------------------------

    \1\ All representations and conditions contained in the
application that require a Fund to disclose particular information
in the Fund's Prospectus and/or annual report shall be effective
with respect to the Fund until the time that the Fund complies with
the disclosure requirements adopted by the Commission in Investment
Company Act Release No. 28584 (Jan. 13, 2009).
    \2\ The Funds may invest in exchange-traded products that invest
primarily in commodities or currency, but otherwise operate in a
manner similar to exchange-traded products registered under the Act.
In addition, the Funds may also invest in equity securities or fixed
income securities traded in a U.S. or non-U.S. markets. Neither the
Initial Funds nor any Future Fund will invest in options contracts,
futures contracts, or swap agreements. The Funds may also invest in
equity securities or fixed income securities traded in international
markets or in a combination of equity, fixed income and U.S. money
market securities and/or non-U.S. money market securities.
    \3\ All existing entities that currently intend to rely on the
requested order have been named as applicants. Any other existing or
future entity that subsequently relies on the order will comply with
the terms and conditions of the application.
---------------------------------------------------------------------------

    2. The Advisor, a Nevada corporation, or a subsidiary of such
company, will serve as the investment adviser to each Fund. The
Advisor, or its subsidiary, if applicable, will be registered as an
investment adviser of the Investment Advisers Act of 1940 (``Advisers
Act'') prior to any Fund beginning operations. Applicants anticipate
that Funds also may engage subadvisors (``Subadvisors''). Any
Subadvisor will be registered under the Advisers Act.
    3. Applicants anticipate that shares of the Funds (``Shares'') will
be sold at a price of between $25 and $200 per Share in Creation Units
of 50,000 or more Shares. All orders to purchase Creation Units must be
placed with the principal underwriter and distributor of the Creation
Units (``Distributor'') by or through a party that has entered into a
participant agreement with the Distributor (``Authorized
Participant''). Authorized Participants will include broker-dealers,
banks, trust companies, and clearing companies that are participants in
the Depository Trust Company (``DTC,'' and such participants, ``DTC
Participants''). Purchases of Creation Units of the Funds will be made
generally by means of an in-kind tender of shares of specified ETFs
(the ``Deposit Securities''), with any cash portion of the purchase
price (the ``Cash Amount'') to be kept to a minimum. The Cash Amount is
an amount equal to the difference between the NAV of a Creation Unit
and the market value of the Deposit Securities. The Trust reserves the
right to permit, under certain circumstances, a purchaser of Creation
Units to substitute cash in lieu of depositing some or all of the
requisite Deposit Securities. The Trust may in the future determine
that Shares of one or more Funds may be purchased in Creation Units on
a cash-only basis if the Trust and the Advisor believe such method
would substantially minimize the Trust's transactional costs or enhance
its operational efficiencies.
    4. Each Fund will charge a fee (``Transaction Fee'') in connection
with the sale or redemption of Creation Units to protect existing
shareholders from the dilutive costs associated with the purchase and
redemption of Creation Units. Each purchaser of a Creation Unit will
receive a Prospectus that contains complete disclosure about the
Transaction Fee. All orders to purchase Creation Units must be placed
with the Distributor no later than the closing time of the regular
trading session on the NYSE (ordinarily 4 p.m. ET) in order for the
purchaser to receive the NAV determined on that date. The Distributor
will transmit all purchase orders to the relevant Fund and will also
maintain a record of Creation Unit purchases, send out confirmations of
such purchases, and furnish a Prospectus to purchasers of Creation
Units.
    5. The Trust intends to list the Shares of each Fund on a national
securities exchange (``Listing Market'') such as the NYSE. It is
expected that one or more member firms will be designated to act as a
specialist or market maker and maintain a market for the Shares trading
on the Listing Market (``Market Makers''). The price of Shares trading
on the Listing Market will be based on a current bid/offer market. No
secondary sales will be made to brokers or dealers at a concession by
the Distributor or by a Fund. Purchases and sales of Shares in the
secondary market, which will not involve a Fund, will be subject to
customary brokerage commissions and charges.
    6. Purchasers of Shares in Creation Units may hold such Shares or
may sell them into the secondary market. Applicants expect that
purchasers of Creation Units will include institutional

investors and arbitrageurs, who will purchase or redeem Creation Units
of a Fund in pursuit of arbitrage profit and thereby enhance the
liquidity of the secondary market and keep the market price of shares
close to their NAV. Applicants expect that secondary market purchasers
of Shares will include both institutional investors and retail
investors for whom Shares will provide a useful, retail-priced,
exchange-traded mechanism for investing in a professionally managed,
diversified selection of ETFs.\4\
---------------------------------------------------------------------------

    \4\ Shares will be registered in book-entry form only. DTC or
its nominee will be the registered owner of all outstanding Shares.
DTC or DTC Participants will maintain records reflecting beneficial
owners of Shares.
---------------------------------------------------------------------------

    7. Shares will not be individually redeemable, and owners of Shares
may acquire those Shares from a Fund, or tender such Shares for
redemption to the Fund, in Creation Units only. To redeem, an investor
will have to accumulate enough Shares to constitute a Creation Unit.
Redemption orders must be placed by or through an Authorized
Participant. A redeeming investor will receive a basket of securities
designated to be delivered for Creation Unit redemptions on the date
that the request for redemption is submitted (``Redemption
Securities''), which in most cases will be the same as the Deposit
Securities required to purchase Creation Units on that date, and will
either receive from or pay to the Fund an amount calculated in the same
manner as the Cash Amount (``Cash Redemption Payment'').\5\ A Fund may
make redemptions partly in cash in lieu of transferring one or more
Redemption Securities to a redeeming investor if the Fund determines
that such alternative is warranted, such as if the redeeming investor
is unable, by law or policy, to own a particular Redemption Security. A
redeeming investor also must pay a Transaction Fee to cover custodial
costs.
---------------------------------------------------------------------------

    \5\ Applicants state the Cash Redemption Payment may differ if
the Redemption Securities are not identical to the Deposit
Securities on that day.
---------------------------------------------------------------------------

    8. The Trust will not be advertised or marketed or otherwise ``held
out'' as a traditional open-end investment company or a mutual fund.
The designation of the Trust and the Funds in all marketing materials
will be limited to the terms ``exchange-traded fund,'' ``investment
company,'' ``fund'' and ``trust'' without reference to an ``open-end
fund'' or a ``mutual fund,'' except to compare and contrast the Trust
and the Funds with traditional mutual funds. Each Fund's Prospectus
will also prominently disclose that the Fund is an actively managed
exchange-traded fund. All marketing materials that describe the method
of obtaining, buying or selling Creation Units, or Shares traded on the
Listing Market, or refer to redeemability, will prominently disclose
that Shares are not individually redeemable and that the owners of
Shares may acquire or redeem Shares from a Fund in Creation Units only.
The same approach will be followed in the SAI, shareholder reports and
investor educational materials issued or circulated in connection with
the Shares. The Trust will provide copies of its annual and semi-annual
shareholder reports to DTC Participants for distribution to beneficial
owners of Shares.
    9. The Trust (or the Listing Market) intends to maintain a Web site
that will be publicly available at no charge, which will include the
Prospectus and other information about the Funds that is updated on a
daily basis. On each Business Day, before the commencement of trading
in Shares on the Listing Market, each Fund will disclose the identities
and weightings of the securities and other assets held by the Fund that
will form the basis for the Fund's calculation of NAV at the end of the
Business Day.\6\
---------------------------------------------------------------------------

    \6\ Applicants note that under accounting procedures followed by
the Funds, trades made on the prior Business Day (``T'') will be
booked and reflected in NAV on the current Business Day (``T + 1'').
Accordingly, the Funds will be able to disclose at the beginning of
the Business Day the portfolio that will form the basis for the NAV
calculation at the end of the Business Day.
---------------------------------------------------------------------------

Applicants' Legal Analysis

    1. Applicants request an order under section 6(c) of the Act
granting an exemption from sections 2(a)(32), 5(a)(1) and 22(d) of the
Act and rule 22c-1 under the Act, and under sections 6(c) and 17(b) of
the Act granting an exemption from sections 17(a)(1) and (a)(2) of the
Act.
    2. Section 6(c) of the Act provides that the Commission may exempt
any person, security or transaction, or any class of persons,
securities or transactions, from any provision of the Act, if and to
the extent that such exemption is necessary or appropriate in the
public interest and consistent with the protection of investors and the
purposes fairly intended by the policy and provisions of the Act.
Section 17(b) of the Act authorizes the Commission to exempt a proposed
transaction from section 17(a) of the Act if evidence establishes that
the terms of the transaction, including the consideration to be paid or
received, are reasonable and fair and do not involve overreaching on
the part of any person concerned, and the proposed transaction is
consistent with the policies of the registered investment company and
the general provisions of the Act.

Sections 5(a)(1) and 2(a)(32) of the Act

    3. Section 5(a)(1) of the Act defines an ``open-end company'' as a
management investment company that is offering for sale or has
outstanding any redeemable security of which it is the issuer. Section
2(a)(32) of the Act defines a redeemable security as any security,
other than short-term paper, under the terms of which the holder, upon
its presentation to the issuer, is entitled to receive approximately
his proportionate share of the issuer's current net assets, or the cash
equivalent. Because Shares will not be individually redeemable,
applicants request an order that would permit each Fund, as a series of
an open-end management investment company, to issue Shares that are
redeemable in Creation Units only. Applicants state that Creation Units
will always be redeemable. Applicants further state that because
Creation Units may always be purchased and redeemed at NAV (less
certain transactional expenses), the price of Creation Units on the
secondary market and the price of the individual Shares of a Creation
Unit, taken together, should not vary substantially from the NAV of
Creation Units.

Section 22(d) of the Act and Rule 22c-1 Under the Act

    4. Section 22(d) of the Act, among other things, prohibits a dealer
from selling a redeemable security, which is currently being offered to
the public by or through a principal underwriter, except at a current
public offering price described in the prospectus. Rule 22c-1 under the
Act generally requires that a dealer selling, redeeming, or
repurchasing a redeemable security do so only at a price based on its
NAV. Applicants state that trading in Shares will take place on and
away from the Listing Market at all times on the basis of current bid/
offer prices, not at a current offering price described in the
prospectus, and not at a price based on NAV. Thus, purchases and sales
of Shares in the secondary market will not comply with section 22(d) of
the Act and rule 22c-1 under the Act. Applicants request an exemption
under section 6(c) from these provisions.
    5. Applicants assert that the concerns sought to be addressed by
section 22(d) of the Act and rule 22c-1 under the Act with respect to
pricing are equally satisfied by the proposed method of pricing Shares.
Applicants maintain that

while there is little legislative history regarding section 22(d), its
provisions, as well as those of rule 22c-1, appear to have been
designed to (a) Prevent dilution caused by certain riskless-trading
schemes by principal underwriters and contract dealers, (b) prevent
unjust discrimination or preferential treatment among buyers, and (c)
assure an orderly distribution of investment company shares by contract
dealers by eliminating price competition from non-contract dealers who
could offer investors shares at less than the published sales price and
who could pay investors a little more than the published redemption
price.
    6. Applicants believe that none of these purposes will be relevant
issues for secondary trading by dealers in Shares of a Fund. Applicants
state that (a) secondary market trading in Shares will not cause
dilution for owners of such Shares because such transactions do not
directly involve Fund assets, and (b) to the extent different prices
exist during a given trading day, or from day to day, such variances
occur as a result of third-party market forces, such as supply and
demand, but do not occur as a result of unjust or discriminatory
manipulation. Finally, applicants contend that the proposed
distribution system will be orderly because competitive forces in the
marketplace should ensure that the difference between the market price
of Shares and their NAV remains narrow.

Sections 17(a)(1) and 17(a)(2) of the Act

    7. Section 17(a)(1) and (2) of the Act generally prohibit an
affiliated person of a registered investment company, or an affiliated
person of such a person (``second tier affiliate''), from selling any
security to or purchasing any security from the company. Section
2(a)(3) of the Act defines ``affiliated person'' to include any person
directly or indirectly owning, controlling, or holding with power to
vote 5% or more of the outstanding voting securities of the other
person and any person directly or indirectly controlling, controlled
by, or under common control with, the other person. Section 2(a)(9) of
the Act provides that a control relationship will be presumed where one
person owns more than 25% of another person's voting securities. The
Funds may be deemed to be controlled by the Advisor or an entity
controlling, controlled by or under common control with the Advisor and
hence affiliated persons of each other. In addition, the Funds may be
deemed to be under common control with any other registered investment
company (or series thereof) advised by the Advisor or an entity
controlling, controlled by or under common control with the Advisor (an
``Affiliated Fund''). Applicants state that an investor could own 5% or
more of a Fund or the Trust, or in excess of 25% of the outstanding
Shares of a Fund or the Trust, making that investor an affiliated
person of the Fund or the Trust under section 2(a)(3)(A) or 2(a)(3)(C)
of the Act. For so long as such an investor was deemed to be an
affiliated person, section 17(a)(1) could be read to prohibit that
investor from depositing the Deposit Securities with a Fund in return
for a Creation Unit. Similarly, section 17(a)(2) could be read to
prohibit such an investor from entering into an in-kind redemption with
a Fund.
    8. Applicants request an exemption from section 17(a) under
sections 6(c) and 17(b), to permit in-kind purchases and redemptions by
persons that are affiliated persons or second tier affiliates of the
Funds solely by virtue of one or more of the following: (a) holding 5%
or more, or more than 25%, of the outstanding Shares of the Trust or
one or more Funds; (b) an affiliation with a person with an ownership
interest described in (a); or (c) holding 5% or more, or more than 25%,
of the shares of one or more Affiliated Funds.
    9. Applicants contend that no useful purpose would be served by
prohibiting the affiliated persons or second tier affiliates of a Fund
as described above from purchasing or redeeming Creation Units through
``in-kind'' transactions. The purchase and redemption of Creation Units
of each Fund is on the same terms for all investors, whether or not
such investor is an affiliate. In each case, Creation Units are sold
and redeemed by the Trust or a Fund at their NAV. The Deposit
Securities and Redemption Securities will be valued in the same manner
as the securities in the Fund portfolio. Accordingly, applicants
believe the proposed transactions described above meet the section
17(b) standards for relief because the terms of such proposed
transactions are reasonable and fair and do not involve overreaching on
the part of any person concerned, and the proposed transactions will be
consistent with the policies of each Fund and with the general purposes
of the Act.

Applicants' Conditions

    The applicants agree that any order of the Commission granting the
requested relief will be subject to the following conditions: \7\
---------------------------------------------------------------------------

    \7\ See note 1, supra.
---------------------------------------------------------------------------

    1. Neither the Trust nor any Fund will be advertised or marketed as
an open-end investment company or mutual fund. Each Fund's Prospectus
will prominently disclose that the Fund is an actively managed
exchange-traded fund. Each Prospectus also will prominently disclose
that Shares are not individually redeemable shares and will disclose
that owners of Shares may acquire those Shares from a Fund and tender
those Shares to a Fund for redemption in Creation Units only. Any
advertising material that describes the purchase or sale of Creation
Units or refers to redeemability will prominently disclose that the
Shares are not individually redeemable and that owners of the Shares
may acquire those Shares from the Fund and tender those Shares for
redemption to the Fund in Creation Units only.
    2. Each Fund's Prospectus will clearly disclose that, for purposes
of the Act, Shares are issued by a registered investment company, and
that the acquisition of Shares by investment companies and companies
relying on sections 3(c)(1) or 3(c)(7) of the Act is subject to the
restrictions of section 12(d)(1) of the Act.
    3. The Web site for the Funds, which will be publicly accessible at
no charge, will contain the following information, on a per Share
basis, for each Fund: (a) The prior Business Day's NAV and the reported
closing price, and a calculation of the premium or discount of the
closing price against such NAV; and (b) data in chart format displaying
the frequency distribution of discounts and premiums of the daily
closing price against the NAV, within appropriate ranges, for each of
the four previous calendar quarters (or for the life of the Fund, if
shorter).
    4. The Prospectus and annual report for each Fund will also
include: (a) The information listed in condition 3(b), (i) in the case
of the Prospectus, for the most recently completed year (and the most
recently completed quarter or quarters, as applicable) and (ii) in the
case of the annual report, for the immediately preceding five years (or
for the life of the Fund, if shorter), and (b) the cumulative total
return and the average annual total return based on NAV and closing
price, calculated on a per Share basis for one-, five- and ten-year
periods (or life of the Fund, if shorter).
    5. As long as a Fund operates in reliance on the requested order,
its Shares will be listed on a Listing Market.
    6. On each Business Day, before commencement of trading in Shares
on a Fund's Listing Market, the Fund will disclose on its Web site the
identities and weightings of the component securities and other assets
held by the

Fund that will form the basis for the Fund's calculation of NAV at the
end of the Business Day.
    7. The Advisor or any Subadvisor, directly or indirectly, will not
cause any Authorized Participant (or any investor on whose behalf an
Authorized Participant may transact with the Fund) to acquire any
Deposit Security for the Fund through a transaction in which the Fund
could not engage directly.
    8. The requested order will expire on the effective date of any
Commission rule under the Act that provides relief permitting the
operation of actively managed exchange-traded funds.

    For the Commission, by the Division of Investment Management,
under delegated authority.
Florence E. Harmon,
Deputy Secretary.
[FR Doc. 2010-2749 Filed 2-8-10; 8:45 am]
BILLING CODE 8011-01-P


[Federal Register Volume 81, Number 237 (Friday, December 9, 2016)]
[Notices]
[Page 89165]
[FR Doc No: 2016-29493]

-----------------------------------------------------------------------

SECURITIES AND EXCHANGE COMMISSION

Proposed Collection; 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:
    Regulation 14N and Schedule 14N, SEC File No. 270-598, OMB
Control No. 3235-0655

    Notice is hereby given that, pursuant to the Paperwork Reduction
Act of 1995 (44 U.S.C. 3501 et seq.), the Securities and Exchange
Commission (``Commission'') is soliciting comments on the collection of
information summarized below. The Commission plans to submit this
existing collection of information to the Office of Management and
Budget for extension and approval.
    Schedule 14N (17 CFR 240.14n-101) requires the filing of certain
information with the Commission by shareholders who submit a nominee or
nominees for director pursuant to applicable state law, or a company's
governing documents. Schedule 14N provides notice to the company of the
shareholder's intent to have the company include the shareholder's or
shareholder groups' nominee or nominees for director in the company's
proxy materials. This information is intended to assist shareholders in
making an informed voting decision with regards to any nominee or
nominees put forth by a nominating shareholder or group, by allowing
shareholders to gauge the nominating shareholder's interest in the
company, longevity of ownership, and intent with regard to continued
ownership in the company. We estimate that Schedule 14N takes
approximately 40 hours per response and will be filed by approximately
42 issuers annually. In addition, we estimate that 75% of the 40 hours
per response (30 hours per response) is prepared by the issuer for an
annual reporting burden of 1,260 hours (30 hours per response x 42
responses).
    Written comments are invited on: (a) Whether this collection of
information is necessary for the proper performance of the functions of
the agency, including whether the information will have practical
utility; (b) the accuracy of the agency's estimate of the burden
imposed by the collection of information; (c) ways to enhance the
quality, utility, and clarity of the information collected; and (d)
ways to minimize the burden of the collection of information on
respondents, including through the use of automated collection
techniques or other forms of information technology. Consideration will
be given to comments and suggestions submitted in writing within 60
days of this publication.
    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.
    Please direct your written comments to Pamela Dyson, Director/Chief
Information Officer, Securities and Exchange Commission, c/o Remi
Pavlik-Simon, 100 F Street NE., Washington, DC 20549 or send and an
email to<EMAIL_ADDRESS>
    Dated: December 1, 2016.
Robert W. Errett,
Deputy Secretary.
[FR Doc. 2016-29493 Filed 12-8-16; 8:45 am]
 BILLING CODE 8011-01-P


[Federal Register: September 30, 2008 (Volume 73, Number 190)]
[Notices]
[Page 56876-56878]
[DOCID:fr30se08-105]

-----------------------------------------------------------------------

SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-58622; File No. SR-NASDAQ-2008-072]

Self-Regulatory Organizations; The NASDAQ Stock Market LLC;
Notice of Filing of Proposed Rule Change To Establish a PORTAL
Reference Database and Related Fees

September 23, 2008.
    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 September 16, 2008, the NASDAQ Stock Market LLC (``Nasdaq'') 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 Nasdaq. 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

    Nasdaq proposes to establish a PORTAL Reference Database. Nasdaq
will make the proposed rule change effective immediately upon approval.
    The text of the proposed rule change is below. Proposed new
language is italicized.\3\
---------------------------------------------------------------------------

    \3\ Changes are marked to the rule text that appears in the
electronic Nasdaq Manual found at http://nasdaq.complinet.com.
---------------------------------------------------------------------------

* * * * *

7050. PORTAL Reference Database

    The following charges shall apply to access to the PORTAL Reference
Database:
    (1) For PORTAL data for 2008 and future years, the annual fee is:

1-20 Users..............................................         $20,000
21 to 100 Users.........................................         $50,000
101+ Users..............................................        $100,000

    (2) For PORTAL data for 1990 to 2007, the fee for each year of
reference data shall be:

1-20 Users................................  $20,000 (not to exceed
                                             $200,000 for access to all
                                             PORTAL historical data
                                             files from 1990 to 2007).
21 to 100 Users...........................  $50,000 (not to exceed
                                             $500,000 for access to all
                                             PORTAL historical data
                                             files from 1990 to 2007).
101+ Users................................  $100,000 (not to exceed
                                             $1,000,000 for access to
                                             all PORTAL historical data
                                             files from 1990 to 2007).

* * * * *

II. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change

    In its filing with the Commission, Nasdaq 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. Nasdaq 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
Background
    The National Association of Securities Dealers, Inc. (``NASD'')
created the PORTAL Market in 1990,\4\ simultaneously with the SEC's
adoption of Rule 144A,\5\ to be a new trading system for the purpose of
quoting, trading, and reporting trades in securities deemed eligible
for resale by Qualified Institutional Buyers under Rule 144A. Rule 144A
provides an exemption from registration under Section 5 of the
Securities Act \6\ for resales of privately placed securities to
investors that meet the eligibility requirements of being a qualified
institutional buyer (``QIB'') under Rule 144A(a)(1),\7\ i.e.,
institutional investors that in the aggregate own or invest on a
discretionary basis at least $100 million in securities and broker/
dealers that in the aggregate own or invest on a discretionary basis at
least $10 million in securities. The PORTAL Market did

not develop as anticipated.\8\ For many years, the sole function of the
NASD related to the PORTAL market was to review whether an issue of
privately placed securities met the eligibility requirements of Rule
144A, thereby qualifying the securities for DTC book-entry services.
---------------------------------------------------------------------------

    \4\ Securities Exchange Act Release No. 27956 (April 27, 1990),
55 FR 18781 (May 4, 1990) (the ``original PORTAL rule filing'').
    \5\ Securities Act Release No. 6862 (April 23, 1990), 55 FR
17933 (April 30, 1990).
    \6\ 17 [sic] U.S.C. 77e.
    \7\ 17 CFR 230.144A(a)(1).
    \8\ For more information related to the background of The PORTAL
Market, see Securities Exchange Act Release No. 55669 (April 25,
2007); 72 FR 23874 (May 1, 2007).
---------------------------------------------------------------------------

    The staff of Nasdaq has historically had responsibility for review
of PORTAL applications to determine the eligibility of securities and,
originally, PORTAL participants (including broker/dealers and
investors). Upon the separation of Nasdaq from the NASD and the
approval of Nasdaq as a registered national securities exchange under
Section 6 of the Act, the review functions for PORTAL market
eligibility were retained by Nasdaq and the PORTAL Market Rules in the
NASD Rule 5300 Series became the Nasdaq Rule 6500 Series.\9\ The NASD
continued, however, to regulate trading reporting for PORTAL-designated
securities.
---------------------------------------------------------------------------

    \9\ Securities Exchange Act Release No. 53128 (Jan. 13, 2006);
71 FR 3550 (Jan. 23, 2006).
---------------------------------------------------------------------------

    Since 1990, Nasdaq has designated over 26,000 equity and debt
securities as being PORTAL-eligible. This designation process includes
the submission and review of offering documents and memorandum related
to the restricted nature of the security and the completion of a PORTAL
market application form.
PORTAL Reference Database
    As part of Nasdaq's continuing efforts to enhance the transparency
and efficiency of trading in Rule 144A issues, Nasdaq has created and
intends to make publicly available, for a fee, a consolidated
electronic reference database of information culled from PORTAL
offering documents and applications submitted to Nasdaq since 1990. The
database is fully electronic and allows users to determine, in addition
to other information, a PORTAL issue's name and offering description,
CUSIP, country of incorporation, security class, maturity class and
date, currency denomination, applicable interest and credit rating,
convertibility and call provisions, total number of shares offered, and
date of PORTAL designation. As new issues seek PORTAL designation, they
too will be added to the database. Access to the database will open to
all market participants.
    As set forth in the proposed rule text, pricing for access to the
database will be tiered based on the number of users authorized for
access and the number of the years for which access is desired. There
will be no pro-rating of these annual fees and all parties will pay a
full year's fee regardless of when they elect to seek access to the
database. The total cost of access to the full database will, however,
be capped based on the number of users at a particular firm. Nasdaq
believes that this pricing structure will allow users to better align
and control their costs of access with their data usage.
    Nasdaq believes that PORTAL reference database will materially
improve the availability of historical information about issuances of
restricted equity and debt and provide a more reliable background upon
which market participants can make investment decisions regarding such
securities.
2. Statutory Basis
    Nasdaq believes that the proposed rule change is consistent with
the provisions of Section 6 of the Act,\10\ in general, and with
Section 6(b)(4) of the Act,\11\ in particular, in that it provides for
the equitable allocation of reasonable dues, fees and other charges
among members and issuers and other persons using any facility or
system which Nasdaq operates or controls. Nasdaq notes that creation of
the PORTAL reference database required the retrieval, organization, and
review of hundreds of thousands of pages of hard-copy documents as well
as the conversion of retrieved information into electronic form, and
its subsequent importation into the database itself. In addition, the
database also required programming an information entry and retrieval
protocol. On an ongoing basis, Nasdaq will also incur hardware and
software costs for the maintenance and storage of PORTAL reference
data.
---------------------------------------------------------------------------

    \10\ 15 U.S.C. 78f.
    \11\ 15 U.S.C. 78f(b)(4).
---------------------------------------------------------------------------

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

    Nasdaq does not believe that the proposed rule change will result
in any burden on competition that is not necessary or appropriate in
furtherance of the purposes of the Act, as amended.

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

    Written comments were neither solicited nor received.

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 such 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<EMAIL_ADDRESS>Please include
File Number SR-NASDAQ-2008-072 on the subject line.

Paper Comments

     Send paper comments in triplicate to Secretary, Securities
and Exchange Commission, Station Place, 100 F Street, NE., Washington,
DC 20549-1090.

All submissions should refer to File Number SR-NASDAQ-2008-072. 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 on official
business days between the hours of 10 a.m. and 3 p.m. Copies of such
filing also will be available for

inspection and copying at the principal office of Nasdaq. 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-NASDAQ-2008-072 and
should be submitted on or before October 21, 2008.

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\12\
---------------------------------------------------------------------------

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

Florence E. Harmon,
Acting Secretary.
[FR Doc. E8-22859 Filed 9-29-08; 8:45 am]

BILLING CODE 8010-01-P


[Federal Register Volume 79, Number 94 (Thursday, May 15, 2014)]
[Notices]
[Pages 27966-27968]
[FR Doc No: 2014-11153]

-----------------------------------------------------------------------

SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-72135; File No. SR-Phlx-2014-33]

Self-Regulatory Organizations; NASDAQ OMX PHLX LLC; Notice of
Filing and Immediate Effectiveness of Proposed Rule Change To Extend
the Implementation Rollout of the New Options Floor Broker Management
System Until September 1, 2014

May 9, 2014.
    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 May 7, 2014, NASDAQ OMX PHLX LLC (``Phlx'' or ``Exchange'') 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 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

    The Exchange proposes to extend the implementation rollout of its
new Options Floor Broker Management System.
    The text of the proposed rule change is available on the Exchange's
Web site at http://nasdaqomxphlx.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 purpose of the proposal is to extend the rollout of the
Exchange's enhancements to the Options Floor Broker Management System
(``FBMS''). Today, FBMS enables Floor Brokers and/or their employees to
enter, route, and report transactions stemming from options orders
received on the Exchange. FBMS also establishes an electronic audit
trail for options orders represented by Floor Brokers on the Exchange.
Floor Brokers can use FBMS to submit orders to Phlx XL, rather than
executing the orders in the trading crowd.
    With the new FBMS, all options transactions on the Exchange
involving at least one Floor Broker would be required to be executed
through FBMS. In connection with order execution, the Exchange will
allow FBMS to execute two-sided orders entered by Floor Brokers,
including multi-leg orders up to 15 legs, after the Floor Broker has
represented the orders in the trading crowd. FBMS will also provide
Floor Brokers with an enhanced functionality called the complex
calculator that will calculate and display a suggested price of each
individual component of a multi-leg order, up to 15 legs, submitted on
a net debit or credit basis.
    The Exchange received approval to implement the FBMS enhancements
as of June 1, 2013,\3\ and delayed implementation until July 2013,\4\
until September 2013,\5\ until December 2013,\6\ and again until March
2014.\7\ The Exchange made a number of improvements intended to improve
the performance of the new system.
---------------------------------------------------------------------------

    \3\ Securities Exchange Act Release No. 69471 (April 29, 2013),
78 FR 26096 (May 3, 2013) (SR-Phlx-2013-09).
    \4\ Securities Exchange Act Release No. 69811 (June 20, 2013),
78 FR 38422 (June 26, 2013) (SR-Phlx-2013-67).
    \5\ Securities Exchange Act Release No. 70141 (August 8, 2013),
78 FR 49565 (August 14, 2013) (SR-Phlx-2013-83).
    \6\ Securities Exchange Act Release No. 70629 (October 8, 2013),
78 FR 62852 (October 22, 2013) (SR-Phlx-2013-100).
    \7\ Securities Exchange Act Release No. 71212 (December 31,
2013), 79 FR 888 (January 7, 2014) (SR-Phlx-2013-129).
---------------------------------------------------------------------------

    Implementation began on March 7, 2014. In its most recent filing
delaying implementation,\8\ the Exchange stated that the implementation
period would be up to eight weeks, which would be May 2, 2014, during
which the new FBMS enhancements and related rules would operate along
with the existing FBMS and rules.\9\ At this time, the Exchange needs
additional time to complete the implementation because of technology
issues with the new system. The new FBMS is available to all users
(Floor Brokers) and in all options. Nevertheless, the Exchange believes
that the Floor Brokers need additional time to familiarize themselves
with the new features of FBMS, based on that ongoing experience, offer
input regarding system performance, and provide the Exchange with the
opportunity to address performance improvements. Given some technology
issues that the Exchange has encountered during the implementation
period, the delay is needed to allow Floor Brokers additional time to
adapt to the new system as the Exchange works to improve the
performance of the new system. As the performance issues are resolved,
the delay will allow the Floor Brokers to migrate their business in a
prudent manner. The delay is not as a result of major technology
changes from the original proposal and no rule changes are being made;
rather, the Exchange continues to work to, generally, make the system
more user-friendly and provide more useful interfaces for the ultimate
user, the Floor Broker.
---------------------------------------------------------------------------

    \8\ Id.
    \9\ In the original filing, the Exchange stated its intent to
implement these enhancements with a trial period of two to four
weeks. Id.
---------------------------------------------------------------------------

    Accordingly, the Exchange seeks an additional four month period
(until September 1, 2014) to be able to continue the implementation
rollout; the Exchange will announce the specific date on which the
trial period will end and the old FBMS will no longer be available in
advance through an Options Trader Alert. During the additional time
period, the Exchange will continue to encourage Floor Brokers to use
the new FBMS in order to help them become more familiar with the new
features of FBMS.
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, by enhancing FBMS to make the Exchange's markets more
efficient, to the benefit of the investing public. Although the
Exchange needs additional time to finalize the implementation rollout,
this time period is expected to be limited, depending on user input,
and will involve advance notice to the Exchange membership.
---------------------------------------------------------------------------

    \10\ 15 U.S.C. 78f(b).
    \11\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------

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. The Exchange continues to
believe, as it stated when proposing these enhancements, that these
enhancements to FBMS should result in the Exchange's trading floor
operating in a more efficient way, which should help it compete with
other floor-based exchanges and help the Exchange's Floor Brokers
compete with floor brokers on other options exchanges.

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) of the Act \12\ and

subparagraph (f)(6) of Rule 19b-4 thereunder.\13\
---------------------------------------------------------------------------

    \12\ 15 U.S.C. 78s(b)(3)(A).
    \13\ 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.
The Exchange has satisfied this requirement.
---------------------------------------------------------------------------

    A proposed rule change filed under Rule 19b-4(f)(6) normally does
not become operative for 30 days after the date of filing.\14\ However,
Rule 19b-4(f)(6)(iii) permits the Commission to designate a shorter
time if such action is consistent with the protection of investors and
the public interest.\15\ The Exchange has requested that the Commission
waive the 30-day operative delay so that the Exchange can implement the
enhancements once they are ready from a technology perspective. The
Commission believes that the waiver of the 30-day operative delay is
consistent with the protection of investors and the public interest
because the proposal only extends the implementation date of the FBMS
and does not make any additional changes to the FBMS itself. Therefore,
the Commission designates the proposal operative upon filing.\16\
---------------------------------------------------------------------------

    \14\ 17 CFR 240.19b-4(f)(6)(iii).
    \15\ Id.
    \16\ For purposes only of waiving the 30-day operative delay,
the Commission has 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.\17\
---------------------------------------------------------------------------

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

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-Phlx-2014-33 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-Phlx-2014-33. This file
number should be included on the subject line if email is used. To help
the Commission process and review your comments more efficiently,
please use only one method. The Commission will post all comments on
the Commission's Internet Web site (http://www.sec.gov/rules/sro.shtml). Copies of the submission, all subsequent amendments, all
written statements with respect to the proposed rule change that are
filed with the Commission, and all written communications relating to
the proposed rule change between the Commission and any person, other
than those that may be withheld from the public in accordance with the
provisions of 5 U.S.C. 552, will be available for Web site viewing and
printing in the Commission's Public Reference Room, 100 F Street NE.,
Washington, DC 20549, on official business days between the hours of
10:00 a.m. and 3:00 p.m. Copies of such filing also will be available
for inspection and copying at the principal office of the Exchange. All
comments received will be posted without change; the Commission does
not edit personal identifying information from submissions. You should
submit only information that you wish to make available publicly. All
submissions should refer to File Number SR-Phlx-2014-33 and should be
submitted on or before June 5, 2014.
---------------------------------------------------------------------------

    \18\ 17 CFR 200.30-3(a)(12).

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\18\
Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2014-11153 Filed 5-14-14; 8:45 am]
BILLING CODE 8011-01-P


[Federal Register: October 5, 2010 (Volume 75, Number 192)]
[Notices]
[Page 61460]
[DOCID:fr05oc10-52]

-----------------------------------------------------------------------

DEPARTMENT OF ENERGY

Federal Energy Regulatory Commission

[Project No. 5044-015]

Avondale Mills Inc.; Augusta Canal Authority; Notice of
Application for Transfer of License, and Soliciting Comments and
Motions To Intervene

September 24, 2010.
    On September 13, 2010, Avondale Mills Inc. (transferor) and Augusta
Canal Authority (transferee) filed an application for transfer of
license for the Sibley Mill Project No. 5044, located on the Augusta
Canal in the City of Augusta, Richmond County, Georgia.
    Applicants seek Commission approval to transfer the license for the
Sibley Mill Project from transferor to transferee.
    Applicants' Contact: Alan W. Stuart, Kleinschmidt Associates, 204
Caughman Farm Lane, Suite 301, Lexington, SC 20972,<PHONE_NUMBER>.
    FERC Contact: Kim Carter<PHONE_NUMBER>.
    Deadline for filing comments and motions to intervene: 30 days from
the issuance date of this notice. Comments and motions to intervene may
be filed electronically via the Internet. See 18 CFR 385.2001(a)(1) and
the instructions on the Commission's Web site under http://
www.ferc.gov/docs-filing/efiling.asp. Commenters can submit brief
comments up to 6,000 characters, without prior registration, using the
eComment system at http://www.ferc.gov/docs-filing/ecomment.asp. You
must include your name and contact information at the end of your
comments. If unable to be filed electronically, documents may be paper-
filed. To paper-file, an original plus seven copies should be mailed
to: Kimberly D. Bose, Secretary, Federal Energy Regulatory Commission,
888 First Street, NE., Washington, DC 20426. More information about
this project can be viewed or printed on the eLibrary link of the
Commission's Web site at http://www.ferc.gov/docs-filing/elibrary.asp.
Enter the docket number (P-5044) in the docket number field to access
the document. For assistance, call toll-free 1-866-208-3372.

Kimberly D. Bose,
Secretary.
[FR Doc. 2010-24980 Filed 10-4-10; 8:45 am]
BILLING CODE 6717-01-P


[Federal Register Volume 78, Number 88 (Tuesday, May 7, 2013)]
[Notices]
[Pages 26677-26679]
[FR Doc No: 2013-10742]

-----------------------------------------------------------------------

SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-69489; File No. SR-NYSEMKT-2013-39]

Self-Regulatory Organizations; NYSE MKT LLC; Notice of Filing and
Immediate Effectiveness of Proposed Rule Change To Amend the NYSE Amex
Options Fee Schedule To Modify the Existing Floor Broker Rebate for
Executed Qualified Contingent Cross Orders

May 1, 2013.
    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 April 19, 2013, NYSE MKT LLC (the ``Exchange'' or ``NYSE
MKT'') 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 self-regulatory
organization. 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\ 15 U.S.C. 78a.
    \3\ 17 CFR 240.19b-4.
---------------------------------------------------------------------------

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

    The Exchange proposes to amend the NYSE Amex Options Fee Schedule
(``Fee Schedule'') to modify the existing Floor Broker rebate for
executed qualified contingent cross (``QCC'') orders. The text of the
proposed rule change is available on the Exchange's Web site at
www.nyse.com, at the principal office of the Exchange, and at the
Commission's Public Reference Room.

II. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change

    In its filing with the Commission, the self-regulatory organization
included statements concerning the purpose of, and basis for, the
proposed rule change and discussed any comments it received

on the proposed rule change. The text of 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
    The Exchange proposes to amend the Fee Schedule to modify the
existing Floor Broker rebate for executed QCC orders.\4\ The proposed
change will be operative on May 1, 2013.
---------------------------------------------------------------------------

    \4\ The QCC permits an NYSE Amex ATP Holder to effect a
qualified contingent trade (``QCT'') in a Regulation NMS stock and
cross the options leg of the trade on the Exchange immediately upon
entry and without order exposure if the order is for at least 1,000
contracts, is part of a QCT, is executed at a price at least equal
to the national best bid or offer, as long as there are no Customer
orders in the Exchange's Consolidated Book at the same price.
---------------------------------------------------------------------------

    Specifically, the Exchange proposes to adopt a tiered rebate based
on Floor Broker executed QCC volume in a given month. The existing
rebate is $.07 per contract,\5\ and this rebate will continue to be
paid to Floor Brokers that execute monthly QCC volumes up to and
including 300,000 contracts. The Exchange is proposing to adopt a
higher per contract rebate of $.10 per contract to be paid to Floor
Brokers for any QCC volume in excess of 300,000 contracts in a given
month. The rebate paid per contract will include all eligible volume
within each tier at the applicable rate. The rebate is per contract and
not retroactive to the first contract. Thus, if a Floor Broker has
400,000 contracts in QCC volume, he or she will earn a rebate of $.07
for the first 300,000 contracts and $.10 for the remaining 100,000
contracts. As with the existing rebate, Customer to Customer QCC trades
will not qualify for any rebate as such a transaction nets the Exchange
no revenue.\6\
---------------------------------------------------------------------------

    \5\ See Securities Act Release No. 66376 (February 10, 2012), 77
FR 9293 (February 16, 2012) (SR-NYSEAmex-2012-05).
    \6\ See Securities Act Release No. 65943 (December 13, 2011), 76
FR 78704 (December 19, 2011) (SR-NYSEAmex-2011-95).
---------------------------------------------------------------------------

    The Exchange notes that the proposed rebate falls within the range
of rebates paid for QCC volumes across the industry. Specifically, the
Exchange notes that the International Securities Exchange (``ISE'')
pays a volume-based rebate for QCC and Solicitation volumes that ranges
from $.00 to $.11 per contract.\7\ NASDAQ OMX PHLX (``PHLX'') also pays
a volume-based rebate for QCC volume that ranges from $.00 to $.11 per
contract.\8\
---------------------------------------------------------------------------

    \7\ See ISE fee schedule, available at http://www.ise.com/assets/documents/OptionsExchange/legal/fee/fee_schedule.pdf.
    \8\ See PHLX fee schedule, available at http://nasdaqomxphlx.cchwallstreet.com/NASDAQOMXPHLXTools/PlatformViewer.asp?selectednode=chp_1_4&manual=%2Fnasdaqomxphlx%2Fphlx%2Fphlx-rulesbrd%2F.
---------------------------------------------------------------------------

2. Statutory Basis
    The Exchange believes that the proposed rule change is consistent
with the provisions of Section 6(b) \9\ of the Act, in general, and
Section 6(b)(4) and (5) \10\ of the Act, in particular, in that it is
designed to provide for the equitable allocation of reasonable dues,
fees, and other charges among its members and other persons using its
facilities and does not unfairly discriminate between customers,
issuers, brokers, or dealers.
---------------------------------------------------------------------------

    \9\ 15 U.S.C. 78f(b).
    \10\ 15 U.S.C. 78f(b)(4) and (5).
---------------------------------------------------------------------------

    The Exchange believes that the proposed tiered rebates are
reasonable because they are within the range of tiered volume rebates
on other exchanges.\11\ To the extent that the rebate is successful in
attracting additional order flow to the Exchange, all market
participants should benefit. Any participant will be able to engage a
rebate-receiving Floor Broker in a discussion surrounding the
appropriate level of fees that they may be charged for entrusting the
QCC order to the Floor Broker. Moreover, the Exchange believes that the
proposed rebates are equitable and not unfairly discriminatory because
they will apply to all Floor Brokers that execute QCC orders on
Exchange on an equal and non-discriminatory basis.
---------------------------------------------------------------------------

    \11\ See supra notes 7-8.
---------------------------------------------------------------------------

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. The Exchange believes that
the proposed change will allow Floor Brokers to better compete for QCC
volumes as the rebates are more in line with those paid to participants
on other exchanges. The Exchange notes that it operates in a highly
competitive market in which market participants can readily favor
competing venues if they deem fee levels at a particular venue to be
excessive and/or rebates to be insufficient. In such an environment,
the Exchange must continually review, and consider adjusting, its fees
and credits to remain competitive with other exchanges. For the reasons
described above, the Exchange believes that the proposed rule change
reflects this competitive environment.

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 rule change.

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

    The foregoing rule change is effective upon filing pursuant to
Section 19(b)(3)(A) \12\ of the Act and subparagraph (f)(2) of Rule
19b-4 \13\ thereunder, because it establishes a due, fee, or other
charge imposed by the Exchange.
---------------------------------------------------------------------------

    \12\ 15 U.S.C. 78s(b)(3)(A).
    \13\ 17 CFR 240.19b-4(f)(2).
---------------------------------------------------------------------------

    At any time within 60 days of the filing of such 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 under
Section 19(b)(2)(B) \14\ of the Act to determine whether the proposed
rule change should be approved or disapproved.
---------------------------------------------------------------------------

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

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-NYSEMKT-2013-39 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-NYSEMKT-2013-39. 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-NYSEMKT-2013-39 and should
be submitted on or before May 28, 2013.

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

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

Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2013-10742 Filed 5-6-13; 8:45 am]
BILLING CODE 8011-01-P